La Quinta 8K Other events | SEC 3 Jul 02

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Exhibit 99.1

As more fully described in our Joint Annual Report on Form 10-K for the year ended December 31, 2001 under the heading "Items 1 and 2—Description of Our Business and Our Properties—Our Restructuring", our shareholders approved certain proposals which permitted LQ Corporation and LQ Properties to restructure the existing organization of the two companies by merging a newly formed, wholly owned subsidiary of LQ Corporation, with and into LQ Properties, with LQ Properties surviving the merger and becoming a subsidiary controlled by LQ Corporation.

THE LA QUINTA COMPANIES

Selected Financial Information

		Three Months Ended March 31
								Year Ended December 31,
(In thousands)								Year Ended December 31,
(In thousands)		2002			2001(a)			2001			2000(b)			1999(b)			1998(c)			1997(c)
		(unaudited)
Operating Data:
Revenue		$	138,676		$	189,090		$	651,439		$	815,517		$	908,437		$	639,377		$	289,038
Expenses:
Direct lodging operations			58,044			62,421			262,434			277,094			244,659			104,450			—
Other lodging expenses			19,730			19,802			63,601			60,248			58,105			23,573			—
Interest			18,934			34,573			102,116			186,951			244,973			178,458			87,412
Depreciation and amortization			29,759			29,547			117,552			147,007			135,853			87,228			26,838
Amortization of goodwill			—			5,686			21,412			22,755			21,470			13,265			2,349
General and administrative			14,442			11,973			50,856			53,011			47,023			34,297			10,467
(Gain) loss on sale of assets and mortgage repayments			(2,492	)		54			(10,133	)		130,536			(12,042	)		(48,483	)		—
Impairment of real estate assets, mortgages and notes receivable			—			26,841			115,347			186,829			63,170			63,954			—
Provision for loss on equity securities			—			—			—			50,279			—			—			—
Paired share intangible write-off			—			—			169,421			—			—			—			—
Other			(168	)		10,020			42,496			35,737			45,814			46,355			10

			138,249			200,917			935,102			1,150,447			849,025			503,097			127,076

Income (loss) before minority interest income taxes, discontinued operations, extraordinary item and cumulative effect of change in accounting principle			427			(11,827	)		(283,663	)		(334,930	)		59,412			136,280			161,962
	Minority interest		(4,626	)		(169	)		—			—			—			—			—
	Income tax expense (benefit)		196,672			176			488			629			—			(4,800	)		—

(Loss) income before discontinued operations, extraordinary item and cumulative effect of change in accounting principle			(200,871	)		(12,172	)		(284,151	)		(335,559	)		59,412			141,080			161,962
	Discontinued operations, net		—			—			—			—			30,413			(294,227	)		450

(Loss) income before extraordinary item and cumulative effect of change in accounting principle			(200,871	)		(12,172	)		(284,151	)		(335,559	)		89,825			(153,147	)		162,412

Extraordinary item:
	Gain on early extinguishments of debt		—			—			935			1,403			—			—			—
	Cumulative effect of change in accounting principle		(258,957	)		856			856			—			—			—			—

Net (loss) income			(459,828	)		(11,316	)		(282,360	)		(334,156	)		89,825			(153,147	)		162,412
	Preferred stock dividends		—			(4,500	)		(18,000	)		(18,000	)		(16,283	)		(8,444	)		—

Net (loss) income available to Common Shareholders		$	(459,828	)	$	(15,816	)	$	(300,360	)	$	(352,156	)	$	73,542		$	(161,591	)	$	162,412

SFAS 142 Reconciliation (d):
Reported net (loss) income available to Common Shareholders					$	(15,816	)	$	(300,360	)	$	(352,156	)	$	73,542
	La Quinta lodging goodwill amortization					3,754			15,014			15,014			15,014
	TeleMatrix telecommunications goodwill amortization					364			1,457			1,467			335
	Lodging trademark amortization					260			1,040			1,040			1,040

Adjusted net (loss) income available to Common Shareholders					$	(11,438	)	$	(282,849	)	$	(334,635	)	$	89,931

THE LA QUINTA COMPANIES

Selected Financial Information (Continued)

		Three Months Ended March 31,						Year Ended December 31,
(In thousands, except per share data)		2002			2001(a)			2001			2000(b)			1999(b)		1998(c)			1997(c)
		(unaudited)
Per Share Data:
Basic (loss) earnings per Paired Common Share:
(Loss) income available to common shareholders before discontinued operations, extraordinary item and cumulative change in accounting principle		$	(1.41	)	$	(0.12	)	$	(2.12	)	$	(2.49	)	$	0.30	$	1.10		$	2.13
Discontinued operations, net			—			—			—			—			0.22		(2.44	)		0.01
Gain on early extinguishments of debt			—			—			0.01			0.01			—		—			—
Cumulative effect of change in accounting principle			(1.81	)		0.01			0.01			—			—		—			—

Net (loss) income		$	(3.22	)	$	(0.11	)	$	(2.10	)	$	(2.48	)	$	0.52	$	(1.34	)	$	2.14

SFAS 142 Reconciliation (d):
Reported net (loss) income available to Common Shareholders					$	(0.11	)	$	(2.10	)	$	(2.48	)	$	0.52
	La Quinta lodging goodwill amortization					0.03			0.10			0.10			0.10
	TeleMatrix telecommunications goodwill amortization					—			0.01			0.01			—
	Lodging trademark amortization					—			0.01			0.01			0.01

Adjusted net (loss) income available to Common Shareholders					$	(0.08	)	$	(1.98	)	$	(2.36	)	$	0.63

Diluted (loss) earnings per Paired Common Share:
(Loss) income available to common shareholders before discontinued operations, extraordinary item and cumulative change in accounting principle		$	(1.41	)	$	(0.12	)	$	(2.12	)	$	(2.49	)	$	0.30	$	1.06		$	2.12
Discontinued operations, net			—			—			—			—			0.21		(2.35	)		—
Gain on early extinguishments of debt			—			—			0.01			0.01			—		—			—
Cumulative effect of change in accounting principle			(1.81	)		0.01			0.01			—			—		—			—

Net (loss) income		$	(3.22	)	$	(0.11	)	$	(2.10	)	$	(2.48	)	$	0.51	$	(1.29	)	$	2.12

SFAS 142 Reconciliation (d):
Reported diluted net (loss) income available to Common Shareholders					$	(0.11	)	$	(2.10	)	$	(2.48	)	$	0.51
	La Quinta lodging goodwill amortization					0.03			0.10			0.10			0.10
	TeleMatrix telecommunications goodwill amortization					—			0.01			0.01			—
	Lodging trademark amortization					—			0.01			0.01			0.01

Adjusted net (loss) income available to Common Shareholders					$	(0.08	)	$	(1.98	)	$	(2.36	)	$	0.62

Weighted average shares outstanding:
Basic			142,980			142,958			143,011			141,854			142,783		120,515			76,070
Diluted			142,980			142,958			143,011			141,854			142,907		125,508			76,524
Distributions paid		$	—		$	—		$	—		$	—		$	1.84	$	3.34		$	2.38

THE LA QUINTA COMPANIES

	Three Months Ended March						Year Ended December 31,
	2002			2001(e)			2001(e)			2000(b)			1999(b)			1998(c)			1997(c)
	(unaudited)
Cash Flow Data:
Cash provided by operating activities	$	19,290		$	12,569		$	140,412		$	220,711		$	230,178		$	176,171		$	184,412
Cash provided by (used in) investing activities		1,248			(6,764	)		582,098			832,534			575,948			(1,104,060	)		(571,325	)
Cash (used in) provided by financing activities		(23,619	)		(8,402	)		(623,787	)		(1,021,472	)		(1,104,362	)		1,189,613			387,919
Balance Sheet Data:
Real estate investments, net	$	—		$	3,322,002		$	—		$	3,352,676		$	4,672,659		$	5,086,736		$	2,935,772
Mortgages and other notes receivable		77,080			—			116,938
Property, Plant and Equipment		2,545,067			—			2,539,576
Total assets		2,935,422			4,032,912			3,215,450			4,099,037			5,484,083			6,459,551			3,280,283
Indebtedness		974,625			1,587,702			1,000,238			1,596,349			2,613,764			3,301,722			1,377,438
Total liabilities		1,362,879			1,724,976			1,184,230			1,776,226			2,810,870			3,508,623			1,454,544
Total shareholders' equity		1,365,969			2,307,936			2,024,563			2,322,811			2,673,213			2,950,928			1,825,739

(a): Certain reclassifications have been made to the three months ended March 31, 2001 presentation to conform to the presentation of the financial position and results of operations for the three months ended March 31, 2002 as reported in our Joint Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2002. These reclassifications were primarily a result of our recent legal and tax restructuring.
(b): Certain reclassifications have been made to the 2000 and 1999 presentation to conform to the presentation of the financial position and results of operations as of and for the year ended December 31, 2001 as reported in our Joint Annual Report on Form 10-K for the year ended December 31, 2001.
(c): Financial results for 1998 include lodging segment results for the period from the date of the merger (the "La Quinta Merger") of La Quinta Inns, Inc., a Texas corporation, with and into La Quinta Properties, Inc. (then known as Meditrust Corporation) which occurred on July 17, 1998 through December 31, 1998. Financial results for 1997 do not include results from the lodging segment.
(d): On January 1, 2002, we implemented the provisions of SFAS 142 "Goodwill And Other Intangible Assets". Accordingly, we recorded a charge to earnings (that was accounted for as a cumulative effect of a change in accounting principle) of $258,957,000 to reflect the adjustment to goodwill. As a result of this adjustment, we anticipate an annual decrease in amortization of goodwill and a corresponding annual increase in net income (or decrease in net loss) of $16,471,000. In addition, based on studies conducted in connection with our recent legal and tax restructuring, we determined that the carrying value of our lodging brand intangible, $81,150,000 at January 1, 2002, was appropriate. The remaining useful life of this intangible was extended from 17 years to 21 years based on the results of those studies. The pro forma net (loss) income available to common shareholders illustrates the impact of the implementation of SFAS 142 as if its provisions had been implemented on January 1, 1999.
(e): Certain reclassifications have been made to the presentation of financial position for the year ended December 31, 2001 to conform to the presentation used for the three months ended March 31, 2002 as reported in our Joint Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2002. These reclassifications were primarily a result of our recent legal and tax restructuring. The presentation of financial position for the three months ended March 31, 2001 reflects presentation of financial position as reported in our Joint Quarterly Report filed on Form 10-Q for the quarterly period ended March 31, 2001.

LA QUINTA PROPERTIES, INC.

		Three Months Ended March 31,
								Year Ended December 31,
(In thousands except per share data)								Year Ended December 31,
(In thousands except per share data)		2002			2001(a)			2001			2000(b)			1999(b)			1998(c)			1997(c)
		(unaudited)
Operating Data:
Revenue		$	79,084		$	116,165		$	383,071		$	522,052		$	608,077		$	518,872		$	289,119
Expenses:
	Direct lodging operations		58			506			2,284			3,144			2,380			1,044			—
	Other lodging expenses		7,798			8,495			30,468			30,441			29,462			9,455			—
	Interest		18,765			34,500			101,940			186,457			246,413			178,374			87,412
	Depreciation and amortization		26,833			26,973			107,099			132,283			128,642			84,327			26,838
	Amortization of goodwill		—			5,492			20,699			21,977			20,723			12,505			2,214
	General and administrative		3,884			4,416			18,326			19,667			23,277			25,573			10,321
	(Gain) loss on sale of assets and mortgage repayments		(2,492	)		54			(10,133	)		131,513			(12,042	)		(48,483	)		—
	Impairment of real estate assets		—			26,841			115,347			186,829			63,170			63,954			—
	Provision for loss on equity securities		—			—			—			50,279			—			—			—
	Paired share intangible write-off		—			—			141,479			—			—			—			—
	Other		(168	)		10,020			37,541			32,901			16,138			31,192			10

			54,678			117,297			565,050			795,491			518,163			357,941			126,795

(Loss) income before minority interest, income taxes, discontinued operations, extraordinary item and cumulative effect of change in accounting principle			24,406			(1,132	)		(181,979	)		(273,439	)		89,914			160,931			162,324
	Minority interest		(947	)		(169	)		—			—			—			—			—
	Income tax expense		223			176			488			629			—			—			—

(Loss) income before discontinued operations, extraordinary item and cumulative effect of change in accounting principle			23,236			(1,477	)		(182,467	)		(274,068	)		89,914			160,931			162,324
	Discontinued operations, net		—			—			—			—			40,216			(295,875	)		688

(Loss) income before extraordinary item and cumulative effect of change in accounting principle			23,236			(1,477	)		(182,467	)		(274,068	)		130,130			(134,944	)		163,012
	Gain on early extinguishments of debt		—			—			935			1,403			—			—			—
	Cumulative effect of change in accounting principle		(258,957	)		856			856			—			—			—			—

Net (loss) income			(235,721	)		(621	)		(180,676	)		(272,665	)		130,130			(134,944	)		163,012
	Preferred stock dividends		(4,500	)		(4,500	)		(18,000	)		(18,000	)		(16,283	)		(8,444	)		—

Net (loss) income available to Common Shareholders		$	(240,221	)	$	(5,121	)	$	(198,676	)	$	(290,665	)	$	113,847		$	(143,388	)	$	163,012

SFAS 142 Reconciliation (d):
Reported net (loss) income available to Common Shareholders					$	(5,121	)	$	(198,676	)	$	(290,665	)	$	113,847
	La Quinta lodging goodwill amortization					3,754			15,014			15,014			15,014
	TeleMatrix telecommunications goodwill amortization					364			1,457			1,467			335
	Lodging trademark amortization					260			1,040			1,040			1,040

Adjusted net (loss) income available to Common Shareholders					$	(743	)	$	(181,165	)	$	(273,144	)	$	130,236

LA QUINTA PROPERTIES, INC.

		Three Months Ended March 31,						Year Ended December 31,
		2002			2001(a)			2001			2000(b)			1999(b)			1998(c)			1997(c)
		(unaudited)
Per Share Data:
Basic (loss earnings per Paired Common Share:
(Loss) income available to common shareholders before discontinued operations, extraordinary item and cumulative change in accounting principle		$	(1.68	)	$	(0.04	)	$	(1.40	)	$	(2.04	)	$	0.51		$	1.25		$	2.13
Discontinued operations, net			—			—			—			—			0.28			(2.43	)		0.01
Gain on early extinguishments of debt			—			—			0.01			0.01			—			—			—
Cumulative effect of change in accounting principle			(1.81	)		0.01			0.01			—			—			—			—

Net (loss) income		$	(3.49	)	$	(0.03	)	$	(1.38	)	$	(2.03	)	$	0.79		$	(1.18	)	$	2.14

SFAS 142 Reconciliation (d):
Reported net (loss) income available to Common Shareholders					$	(0.03	)	$	(1.38	)	$	(2.03	)	$	0.79
	La Quinta lodging goodwill amortization					0.03			0.10			0.10			0.10
	TeleMatrix telecommunications goodwill amortization					—			0.01			0.01			—
Lodging trademark amortization						—			0.01			0.01			0.01

Adjusted net (loss) income available to Common Shareholders					$	—		$	(1.26	)	$	(1.91	)	$	0.90

(In thousands, except per share data)
Diluted (loss) earnings per Paired Common Share
(Loss) income available to common shareholders before discontinued operations, extraordinary item and cumulative change in accounting principle		$	(1.68	)	$	(0.04	)	$	(1.40	)	$	(2.04	)	$	0.51		$	1.20		$	2.11
Discontinued operations, net			—			—			—			—			0.28			(2.33	)		0.01
Gain on early extinguishments of debt			—			—			0.01			0.01			—			—			—
Cumulative effect of change in accounting principle			(1.81	)		0.01			0.01			—			—			—			—

Net (loss) income		$	(3.49	)	$	(0.03	)	$	(1.38	)	$	(2.03	)	$	0.79		$	(1.13	)	$	2.12

SFAS 142 Reconciliation(d):
Reported net (loss) income available to Common Shareholders					$	(0.03	)	$	(1.38	)	$	(2.03	)	$	0.79
	La Quinta lodging goodwill amortization					0.03			0.10			0.10			0.10
	TeleMatrix telecommunications goodwill amortization					—			0.01			0.01			—
	Lodging trademark amortization					—			0.01			0.01			0.01

Adjusted net (loss) income available to Common Shareholders					$	—		$	(1.26	)	$	(1.91	)	$	0.90

Weighted average shares outstanding:
Basic			142,980			144,263			144,316			143,159			144,088			121,820			76,274
Diluted			142,980			144,263			144,316			143,159			144,212			126,813			77,007
Distributions paid			—			—			—			—			1.84			3.34			2.38
Cash Flow Data:
Cash provided by operating activities		$	14,043		$	9,866		$	139,108		$	232,329		$	260,414		$	187,606		$	185,195
Cash provided by (used in) investing activities			6,000			(4,069	)		582,661			832,695			550,858			(1,128,412	)		(580,560	)
Cash (used in) provided by financing activities			(23,409	)		(8,402	)		(623,787	)		(1,031,812	)		(1,098,187	)		1,209,441			376,698

LA QUINTA PROPERTIES, INC.

	Three Months Ended March 31,				Year Ended December 31,
*Continued*	2002(e)		2001(e)		2001(e)		2000(a)		1999(a)		1998		1997
	(unaudited)
Balance Sheet Data:
Real estate investments, net	$	—	$	3,302,644	$	—	$	3,333,168	$	4,652,631	$	5,067,217	$	2,935,772
Mortgage and Notes Receivable		81,444		—		121,302		—		—		—		—
Property Plant and Equipment		2,473,524		—		2,467,215		—		—		—		—
Total assets		2,996,898		4,050,145		3,290,963		4,072,482		5,391,375		6,320,985		3,215,928
Indebtedness		974,625		1,587,702		1,000,238		1,596,349		2,613,764		3,301,722		1,377,438
Total liabilities		1,081,194		1,688,874		1,122,946		1,706,894		2,753,597		3,447,632		1,423,688
Total shareholders' equity		1,887,008		2,361,271		2,168,017		2,365,588		2,637,778		2,873,353		1,792,240

(a): Certain reclassifications have been made to the three months ended March 31, 2001 presentation to conform to the presentation of the financial position and results of operations for the three months ended March 31, 2002 as reported in our Joint Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2002. These reclassifications were primarily a result of our recent legal and tax restructuring.
(b): Certain reclassifications have been made to the 2000 and 1999 presentation to conform to the presentation of the financial position and results of operations as of and for the year ended December 31, 2001 as reported in our Joint Annual Report on Form 10-K for the year ended December 31, 2001.
(c): Financial results for 1998 include lodging segment results for the period from the date of the La Quinta Merger, July 17, 1998 through December 31, 1998. Financial results for 1997 do not include results from the lodging segment.
(d): On January 1, 2002, we implemented the provisions of SFAS 142 "Goodwill And Other Intangible Assets". Accordingly, we recorded a charge to earnings (that was accounted for as a cumulative effect of a change in accounting principle) of $258,957,000 to reflect the adjustment to goodwill. As a result of this adjustment, we anticipate an annual decrease in amortization of goodwill and a corresponding annual increase in net income (or decrease in net loss) of $16,471,000. In addition, based on studies conducted in connection with our recent legal and tax restructuring, we determined that the carrying value of our lodging brand intangible, $81,150,000 at January 1, 2002, was appropriate. The remaining useful life of this intangible was extended from 17 years to 21 years based on the results of those studies. The pro forma net (loss) income available to common shareholders illustrates the impact of implementation of SFAS 142 as if its provisions had been implemented on January 1, 1999.
(e): Certain reclassifications have been made to the presentation of financial position for the year ended December 31, 2001 to conform to the presentation used for the three months ended March 31, 2002 as reported in our Joint Quarterly Report filed on Form 10-Q for the quarterly period ended March 31, 2002. These reclassifications were primarily a result of our recent legal and tax restructuring. The presentation of financial position for the three months ended March 31, 2001 above reflects presentation of financial position as reported in our Joint Quarterly Report filed on Form 10-Q for the quarterly period ended March 31, 2001.

LA QUINTA CORPORATION

		Three Months Ended March 31,				Year Ended December 31,												Initial Period Ended December 31,
(In thousands, except per share data)		2002(a)	2001			2001			2000(b)			1999(b)			1998(c)			1997(c)
		(unaudited)
Operating Data:
Revenue			$	150,051		$	565,057		$	593,533		$	592,868		$	253,249		$	48
Expenses:
	Direct lodging operations			61,915			260,150			273,950			242,279			103,406			—
	Other lodging operations			11,123			33,373			30,121			29,071			14,118			—
	Depreciation and amortization			2,574			10,453			14,724			7,211			2,901			—
	Amortization of goodwill			194			713			778			747			760			135
	Interest and other			79			611			494			273			84			129
	Interest to La Quinta Properties, Inc.			—			—			616			—			712			—
	General and administrative			7,845			32,589			33,437			23,745			8,724			146
	Royalty to La Quinta Properties, Inc.			5,448			20,596			20,666			16,350			6,326			—
	Rent to La Quinta Properties, Inc.			71,568			275,359			278,379			274,018			125,706			—
	Other			—			4,955			2,836			29,676			15,163			—
	Paired share intangible write-off			—			27,942			—			—			—			—
	Gain on sale of assets			—			—			(977	)		—			—			—

				160,746			666,741			655,024			623,370			277,900			410

Loss from continuing operations before benefit of income taxes and discontinued operations				(10,695	)		(101,684	)		(61,491	)		(30,502	)		(24,651	)		(362	)
	Income tax benefit			—			—			—			—			(4,800	)		—

Loss from continuing operations before discontinued operations				(10,695	)		(101,684	)		(61,491	)		(30,502	)		(19,851	)		(362	)
	Discontinued operations			—			—			—			(9,803	)		1,648			(238	)

Net loss			$	(10,695	)	$	(101,684	)	$	(61,491	)	$	(40,305	)	$	(18,203	)	$	(600	)

Per Share Data:
Basic loss per Paired Common Share:
Loss from continuing operations before discontinued operations			$	(0.08	)	$	(0.71	)	$	(0.43	)	$	(0.21	)	$	(0.16	)	$	(0.01	)
	Discontinued operations, net			—			—			—			(0.07	)		0.01			—

Net loss			$	(0.08	)	$	(0.71	)	$	(0.43	)	$	(0.28	)	$	(0.15	)	$	(0.01	)

Diluted loss per Paired Common Share:
Loss from continuing operations before discontinued operations			$	(0.08	)	$	(0.71	)	$	(0.43	)	$	(0.21	)	$	(0.16	)	$	(0.01	)
	Discontinued operations, net			—			—			—			(0.07	)		0.01			—

Net loss			$	(0.08	)	$	(0.71	)	$	(0.43	)	$	(0.28	)	$	(0.15	)	$	(0.01	)

Weighted average shares outstanding
Basic				142,958			143,011			141,854			142,783			120,515			82,490
Diluted				142,958			143,011			141,854			142,907			120,515			82,490
Cash Flow Data:
Cash used in operating activities			$	29		$	1,304		$	(11,618	)	$	(30,236	)	$	(11,435	)	$	(783	)
Cash (used in) provided by investing activities				(21	)		(563	)		(161	)		25,090			24,352			(34,427	)
Cash provided by (used in) financing activities				—			—			10,340			(6,175	)		(19,828	)		54,883
						Year ended December 31,
						2001			2000(a)			1999(a)			1998			1997
Balance Sheet Data:
Total assets						$	144,762		$	155,582		$	160,814		$	198,190		$	120,426
Total liabilities							250,384			160,527			125,221			119,683			63,338
Total shareholders' equity							(105,622	)		(4,945	)		35,593			78,507			57,088

(a): As described above, on January 2, 2002 LQ Corporation and LQ Properties completed the restructuring of the two companies whereby LQ Properties became a subsidiary controlled by LQ Corporation.
(b): Certain reclassifications were made to the 2000 and 1999 presentation to conform to the presentation of results of operations for the year ended December 31, 2001.
(c): Financial results for 1998 include lodging segment results for the period from the date of the La Quinta Merger, July 17, 1998 through December 31, 1998. Financial results for 1997 do not include results from the lodging segment.

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Exhibit 99.1

THE LA QUINTA COMPANIES Selected Financial Information
THE LA QUINTA COMPANIES Selected Financial Information (Continued)
LA QUINTA PROPERTIES, INC.
LA QUINTA PROPERTIES, INC.
LA QUINTA CORPORATION

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