SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 												 	 X 	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31,1998 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 		For the Transition Period from 	 to 		 Commission File No. 1-12942 VSI HOLDINGS, INC. (Exact name of Registrant as specified in its charter) 	Georgia						22-2135522 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 2100 North Woodward Avenue 201 West Bloomfield Hills, MI 48304-2263 (Address of principal executive offices) (Zip Code) (248) 644-0500 Registrant's telephone number, including area code For information regarding this filing, contact: Harold Cannon (770) 432-0636 ext. 324 Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes X No Indicate by check mark whether the Registrant has filed all documents and reports required to be filed by Sections 12, 13, or 14(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes No N/A X There were 32,937,740 shares of Common Stock, par value $.01 per share, outstanding at March 31, 1998. The Company held 7,743,605 of these shares as treasury stock. 												 VSI HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET March 31 September 30 1998 1997 1997 				 (Unaudited) (Unaudited) (Audited) 	 ASSETS CURRENT ASSETS Cash $ 228,000 $ 325,000 $ 235,000 Cash in Escrow 1,656,000 945,000 1,206,000 Trade Accounts Receivable: Billed 28,669,000 24,579,000 29,706,000 Unbilled 16,027,000 13,052,000 6,987,000 Notes Receivable and Advances: Related Party 245,000 5,540,000 9,889,000 Other 223,000 372,000 103,000 Inventory 2,461,000 2,032,000 2,606,000 Accumulated Cost of Uncompleted Programs 9,354,000 4,109,000 2,665,000 Deferred Tax Asset - 81,000 1,185,000 Other Current Assets 2,230,000 2,707,000 3,570,000 Total Current Assets 61,093,000 53,742,000 58,152,000 LONG-TERM PORTION OF NOTES RECEIVABLE - Related Parties 633,000 489,000 581,000 PROPERTY, PLANT AND EQUIPMENT 20,729,000 11,797,000 16,766,000 DEFERRED TAX ASSET 1,264,000 1,934,000 589,000 OTHER ASSETS 928,000 2,078,000 981,000 GOODWILL - NET 4,485,000 - - Total Assets $89,132,000 $70,040,000 $77,069,000 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Current Portion of Long Term Debt $ 161,000 $ 103,000 $ 156,000 Trade Accounts Payable 28,829,000 17,473,000 10,704,000 Notes Payable to Related Parties 659,000 - 107,000 Notes Payable to Bank 20,294,000 12,392,000 23,493,000 Accrued Liabilities 2,198,000 1,704,000 2,728,000 Declared Distributions to Stockholders 151,000 107,000 20,659,000 Advances from Customers for Uncompleted Projects 3,963,000 3,043,000 2,274,000 Total Current Liabilities 56,255,000 34,822,000 60,121,000 VSI HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET (Continued) March 31 September 30, 1998 1997 1997 (Unaudited) (Unaudited) (Audited) LONG-TERM LIABILITIES Notes payable - Related Parties $ 2,276,000 $ 952,000 $ 2,181,000 Subordinated Notes Payable - Related Parties 9,313,000 - - Long-Term Debt- Other 3,010,000 593,000 3,100,000 Total Long-Term Debt 14,599,000 1,545,000 5,281,000 STOCKHOLDERS' EQUITY Preferred Stock - $1.00 par value - - - per share, 2,000,000 shares authorized, no shares issued Common stock - $.01 par value 407,000 405,000 404,000 per share, 60,000,000 shares authorized, 40,682,000 shares issued for March 31, 1998, 40,328,000 issued for March 31, 1997, and 40,371,000 for year end 1997 Additional Paid-In Capital 9,994,000 9,353,000 7,917,000 Retained Earnings 10,784,000 26,822,000 6,253,000 Treasury Stock, at cost - 7,744,000 shares (2,907,000) (2,907,000) (2,907,000) Total Stockholders' Equity 18,278,000 33,673,000 11,667,000 Total Liabilities and Stockholders' Equity $89,132,000 $70,040,000 $77,069,000 See Notes to Consolidated Financial Statements VSI HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF INCOME Three Months Ended March 31 September 30 1998 1997 1997 (Unaudited) (Unaudited) (Audited) REVENUE $ 43,055,000 $ 34,842,000 $148,338,000 EXPENSES Cost of Revenue 23,064,000 17,161,000 68,973,000 Operating Expenses 15,771,000 15,587,000 68,238,000 Total Expenses 38,835,000 32,748,000 137,211,000 OPERATING INCOME 4,220,000 2,094,000 11,127,000 OTHER EXPENSES Equity in Earnings of Unconsolidated Investee - - (1,465,000) Gain (Loss) on Sale of Property, Plant and Equipment - - (19,000) Interest and Other Income 225,000 339,000 1,078,000 Interest Expense (560,000) (283,000) (1,338,000) Total Other Expenses (335,000) 56,000 (1,744,000) INCOME - Before Income Taxes 3,885,000 2,150,000 9,383,000 PROVISION FOR INCOME TAXES 1,321,000 - 241,000 NET INCOME $ 2,564,000 $ 2,150,000 $ 9,142,000 PRO FORMA INFORMATION INCOME - Before Income Taxes $ 3,885,000 $ 2,150,000 $ 9,383,000 Pro Forma Income Taxes - 750,000 3,270,000 Income Taxes 1,321,000 - - Pro Forma Net Income $ 2,564,000 $ 1,400,000 $ 6,113,000 Earnings Per Share		 Basic $ 0.08 $ 0.04 $ 0.19 Diluted $ 0.08 $ 0.04 $ 0.18 Weighted Average Shares 32,835,000 32,555,000 32,553,000 See Notes to Consolidated Financial Statements VSI HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF INCOME Six Months Ended March 31 March 31 September 30 1998 1997 1997 (Unaudited) (Unaudited) (Audited) REVENUE $ 72,764,000 $ 66,337,000 $148,338,000 EXPENSES Cost of Revenue	 37,189,000	 33,958,000	 68,973,000 Operating Expenses	 28,321,000	 27,740,000	 68,238,000 Total Expenses	 65,510,000	 61,698,000	 137,211,000 OPERATING INCOME	 7,254,000	 4,639,000	 11,127,000 OTHER EXPENSES Equity in Earnings of Unconsolidated Investee		 -	 -	 (1,465,000) Gain (Loss) on Sale of Property, Plant and Equipment - - (19,000) Interest and Other Income		 485,000	 389,000	 1,078,000 Interest Expense	 (874,000)	 (496,000)	 (1,338,000) Total Other Expenses	$ (389,000)	$ (107,000)	$ (1,744,000) INCOME - Before Income Taxes		 6,865,000	 4,532,000	 9,383,000 PROVISION FOR INCOME TAXES		 2,334,000	 -	 241,000 NET INCOME		$ 4,531,000	$ 4,532,000	$ 9,142,000 PRO FORMA INFORMATION INCOME - Before Income Taxes		$ 6,865,000	$ 4,532,000	$ 9,383,000 Pro Forma Income Taxes - 1,560,000 3,270,000 Income Taxes 2,334,000 - - Pro Forma Net Income		$ 4,531,000	$ 2,972,000	$ 6,113,000 Earnings Per Share Basic $ 0.14 $ 0.09 $ 0.19 Diluted		$ 0.14	$ 0.09	$ 0.18 Weighted Average Shares	32,734,000	32,505,000	32,553,000 See Notes to Consolidated Financial Statements VSI HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS Six Months Ended March 31 March 31 1998 1997 (Unaudited) (Unaudited) CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ 4,531,000 $ 4,532,000 Depreciation and Amortization 1,808,000 1,102,000 Net Changes: Equity/Investment 54,000 (23,000) Accounts Receivable (8,003,000) (3,652,000) Inventory 145,000 1,812,000 Prepaids 2,525,000 (1,863,000) Deposit/Other (95,000) 4,060,000 Accumulated Costs of Projects (6,689,000) (246,000) Accounts Payable 18,125,000 6,497,000 Accrued Liabilities (525,000) (1,913,000) Advances 1,239,000 629,000 Total Operating Activities 13,115,000 10,935,000 CASH FROM INVESTING ACTIVITIES: Changes Notes Receivable (120,000) (242,000) Changes Notes Receivable - Related 9,011,000 (3,342,000) Changes Property and Equipment (5,771,000) (569,000) Acquisition of PSG International (2,525,000) - Total Investing Activities 595,000 (4,153,000) CASH FROM FINANCING ACTIVITIES: Changes Long Term Debt (90,000) (155,000) Change to Related Party Debt 647,000 (1,110,000) Net Borrowings on Notes Payable (3,199,000) (4,076,000) Proceeds from Exercise of Stock Options 3,000 1,000 Proceeds from Issuance of Stock 117,000 1,436,000 Distributions to Shareholders (11,195,000) (2,904,000) Total Financing Activities (13,717,000) (6,808,000) NET INCREASE (DECREASE) IN CASH (7,000) (26,000) VSI HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) Six Months Ended March 31 March 31 1998 1997 (Unaudited) (Unaudited) CASH - BEGINNING OF THE PERIOD 235,000 351,000 CASH - END OF THE PERIOD $ 228,000 $ 325,000 Supplemental Disclosures: Non-Cash Investing and Financing Activities: Stock Issued for PSG Acquisition $ 1,960,000 Subordinated Notes Payable Formerly Declared Distributions to Shareholders $ 9,313,000 See Notes to Consolidated Financial Statements VSI Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements 1. The consolidated financial statements included herein have been prepared by the Company without audit pursuant to the rules of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the consolidated financial statements included all adjustments necessary for a fair presentation of the results for interim period. 2. The interim financial information presented herein should be read in conjunction with financial statements included in the Registrant's Annual Report on Form 10-K for the year ended September 30, 1997. The interim results for the six months ended March 31, 1998 are not necessarily indicative of the results that may be expected for the year ended September 30, 1998. 3. Certain reclassifications have been made to the March 31, 1997 financial statements to conform with the classifications used at September 30, 1997. 4. The Company has adopted FASB Statement No. 128, Earnings Per Share which provides for the computation of basic earnings per share and diluted earnings per share and require the restatement of the prior periods for comparison purposes. Accordingly, the following is a reconciliation of earnings per share: 				 Six Months Ended	 	March 31	March 31 September 30 1998 1997 1997 Basic EPS: Net Income $ 4,531,000 $ 4,532,000 $ 9,383,000 Pro Forma Income Tax - (1,560,000) (3,270,000) Pro Forma Net Income $ 4,531,000 $ 2,972,000 $ 6,113,000 Shares Outstanding: Beginning of Period 32,627,002 32,456,102 32,456,102 Issuance Pursuant to Stock Options 30,738 125,700 155,700 Issuance and Awards 280,000 2,000 15,200 32,937,740 32,583,802 32,627,002 $ 4,531,000 $ 2,972,000 $ 6,113,000 32,937,740 32,583,802 32,553,368 Basic EPS $ 0.14 $ 0.09 $ 0.19 				 Six Months Ended	 	 March 31 March 31 September 30 1998 1997 1997 Diluted EPS: Net Income $ 4,531,000 $ 4,532,000 $ 9,383,000 Pro Forma Income Tax - (1,560,000) (3,270,000) Pro Forma Net Income $ 4,531,000 $ 2,972,000 $ 6,113,000 Shares Outstanding: Weighted Average Shares 32,733,979 32,504,833 32,553,368 Dilutive Potential Common Shares 577,838 482,215 510,854 Issuance and Awards - - 15,200 33,311,817 32,987,048 33,079,422 $ 4,531,000 $ 2,972,000 $ 6,113,000 33,311,817 32,987,048 33,079,422 Diluted EPS $ 0.14 $ 0.09 $ 0.18 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FINANCIAL SUMMARY Summary financial information expressed as a percentage of revenue is as follows: Quarter Ended March 31 Six Months Ended March 31 1998 1997* 1998 1997* Revenue $43,055,000 $34,842,000 $72,764,000 $66,337,000 Operating Expenses 36.6% 44.7% 38.9% 41.8% Operating Income 9.8% 6.0% 10.0% 7.0% Interest and Other Income 0.5% 1.0% 0.7% 0.6% Interest Expense (1.3%) (0.8%) (1.2%) (0.7%) Income Before Income Taxes 9.0% 6.2% 9.4% 6.8% Pro Forma Net Income 6.0% 4.0% 6.2% 4.5% Summary of Earnings per Share information is as follows: 		 Quarter Ended March 31 Six Months Ended March 31 1998 1997 1998 1997* Net Earnings per Share: Basic $ 0.08 $ 0.04 $ 0.14 $ 0.09 Diluted $ 0.08 $ 0.04 $ 0.14 $ 0.09 Weighted Average Number of Shares Outstanding 32,835,000 32,555,000 32,734,000 32,505,000 *Re-stated to include all operations (see Business Description) MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) BUSINESS DESCRIPTION: VSI Holdings is a full service supplier to businesses of imaginative and integrated applications of technology and systems encompassing marketing initiatives, communications, education and training, entertainment, and retailing. VSI Holdings consists of these wholly-owned subsidiaries in the Marketing Services, Entertainment, and Retail business sectors under the following trade names - Visual Services, Inc., a broad-based provider of educational curriculums and product training; interactive technology-based Distance Learning Systems; product launches; Web site development; direct-response and site-based marketing; change process and cultural change consulting: Vispac, Inc., integrated logistics and call center operations; and the just-acquired Performance Systems Group, in-field consulting and change process sustainment services: Advanced Animations, a manufacturer of product simulators, animatronic displays for theme parks, retail, and casinos: Advanced Exhibits, provider of touring venues for museums and zoological parks: Dress Code, retailer of women's apparel. VSI Holdings serves its global customers from its Bloomfield Hills, Michigan headquarters and offices in California, Georgia, Vermont, and Canada. The Company employs more than 1,200 professionals. The accompanying consolidated financial statements include the accounts of VSI Holdings, Inc. (the "Company", formerly The Banker's Note, Inc.) and its wholly-owned subsidiaries, consisting of Advanced Animations, Inc., Vispac, Inc., Visual Services, Inc., PSG International, Inc., BKNT Retail Stores, Inc., JD Dash, Inc., and BKNT, Inc. Intercompany balances and transactions have been eliminated in consolidation. During the year ended September 30, 1997, the Company effected mergers with three affiliated companies by exchanges of stock for stock held by affiliated stockholders. Prior to the mergers, the Company and the affiliated companies were all controlled by Mr. Steve Toth, Jr. and his family. These transactions were treated as a merger of affiliated entities under common control, accounted for similar to a pooling of interests and have been applied retroactively. The merger transactions are summarized as follows: . On February 1, 1997, the Company acquired all outstanding shares of Advanced Animations, Inc. in exchange for 7,563,077 shares of the Company's common stock. Visual Services, Inc. was the majority stockholder of Advanced Animations, Inc. . On March 1, 1997, the women's retail apparel operations of the Company were transferred into BKNT Retail Stores, Inc. . On July 1, 1997, the Company, renamed VSI Holdings, Inc., acquired all outstanding shares of Vispac, Inc. in exchange for 6,200,000 shares of the Company's common stock. . On September 30, 1997, VSI Holdings, Inc. exchanged 20,938,198 shares of its common stock for the outstanding shares of Visual Services, Inc.; the 6,652,483 shares of VSI Holdings, Inc. stock acquired by Visual Services, Inc. in the Advanced Animations, Inc. merger were returned to treasury stock. As of March 31, 1998, the Company has 32,937,740 shares of outstanding, excluding 7,743,605 shares of Treasury Stock. Annual Meeting of Shareholders The Company's Annual Meeting of Shareholders was held April 8, 1998. At the Meeting, shareholders approved the election of the Board of Directors, the 1997 Restricted Stock Plan, and the 1997 Employee Stock Purchase Plan. In their reports to shareholders, management expects pre-tax income to increase approximately 23 percent and revenues to increase 10 percent for the current fiscal year ending September 30, 1998. These growth rates are projected to produce revenue of $163,000,000 and pre-tax income of $11,500,000. For the prior year, the Company had revenue of $148,000,000 and pre-tax income of $9,383,000. Basic and Diluted proforma earnings per share for 1998 are estimated to be approximately $.23 per share compared to $.19 for 1997. The Company attributes much of its projected growth to new business booked to build during March 1998. Significant projects include expansion of its training programs for nearly 11,000 Ford Motor Co. dealership personnel as well as a new training initiative for Jaguar, developing and implementing an integrated customer dialogue program for Volvo and producing a large-scale animatronic exhibit for a new resort attraction planned to open in Branson, Missouri in 2000. Management also reported that discussions had started that may result in the sale of its retail women's apparel stores. The retail stores had revenues of $17,722,000 and a loss from operations of ($491,000) for the year ended September 30, 1997. The anticipated operating results of the retail stores for 1998 are included in management's projections of 1998 results. Stock Granted In November, 1997, the Company issued options to employees for 302,000 shares of the Company's common stock. One-half of the options are exercisable two years from the date of grant, with the remaining options exercisable three years from the date of grant. The options have an exercise price of $6.20 and expire five years from the date of grant. In December 1997, the Company granted approximately 426,000 shares of the Company's common stock to employees as compensation pursuant to the Company's Restricted Stock Plan. Purchase of Performance Systems Group - The Company entered into a definitive agreement to acquire the assets of Performance Systems Group for approximately $5.1 million, consisting of 280,000 shares of the Company's common stock and $3 million in cash. Additional contingent consideration of $900,000 may be due based on future earnings of the purchased business. Performance Systems Group provides in-field consulting and change process sustainment services primarily to automobile dealerships. The acquisition was accounted for under the purchase method, resulting in Goodwill of $4,485,000. Visual Services, Inc. on February 1, 1998 established the wholly-owned subsidiary PSG International, Inc. ("PSGII") as the operating entity for the acquisition. Branches are being established in Canada, Mexico, Australia, New Zealand, and Taiwan to facilitate the Company's operations outside of the United States. Accordingly, the quarter ended March 31, 1998 does include the results of two months of PSGII operations. Credit Line Established Effective January 31, 1998, the Company completed the loan agreement for the new Bank line of credit. The Bank line of credit permits borrowings up to $30,000,000 based on a fixed base plus a percentage of receivables at the Bank's prime rate (8.5% at March 14, 1998) or a fixed rate equal to LIBOR plus 1.5%. The line is collateralized by all the assets of the Company. The loan agreements contain certain covenants that require that, among other things, the Company maintains certain levels of net worth, current ratio and working capital and that the ratio of total liabilities to net worth, and debt service ratio do not exceed certain amounts. As of March 31, 1998, the Company had approximately $10,000,000 available to borrow. The Bank line of credit expires January 30, 1999. Call Center Operational The Company has relocated its Dialogue Marketing operation to its new 45,000 gross sq. ft. 440 station call center in Livonia, Michigan, acquired in December 1997. The facility supports integrating marketing programs and receives more than 90% of its call volume inbound. OPERATING RESULTS: REVENUES: Revenues for the quarter ended March 31, 1998 were $43,055,000 compared to $34,842,000 for the same period last year, representing a 24% increase. For the six months ended March 31, 1998, revenues increased 10% to $72,764,000 from $66,337,000 last year. Revenues increased approximately 20% in the Marketing Services and Entertainment Sectors while the Retail Sector declined approximately 43% for the first six months. EXPENSES: Total expenses increased to $38,835,000 for the quarter ended March 31, 1998 from $32,748,000 due to improvements in gross revenues. Operating income increased to 9.8% from 6.0% as a percentage of sales. For the six months, expenses increased to $63,510,000 from $61,698,000. Operating income improved to 10% from 7% for the same six months last year. OPERATING INCOME/INCOME BEFORE TAXES: Operating income increased approximately 102% to $4,220,000 for the quarter ended March 31, 1998 from $2,094,000 for the same period last year. For the six months ended March 31, 1998, operating income was up approximately 56% to $7,254,000 from $4,639,000 for the same period last year. Income before taxes for the quarter increased 81% to $3,885,000 from $2,150,000 for the same period last year. For the six months ended March 31, 1998, income before taxes was $6,865,000 compared with $4,532,000 last year, approximately a 52% increase. NET INCOME: Pro forma net income for the second quarter ended March 31, 1998 increased to $2,564,000 compared to pro forma net income of $1,400,000 for the prior year's second quarter. Pro forma net income for the quarter ended March 31, 1997 includes a pro forma provision for income taxes. All income prior to the mergers was taxed to their shareholders. As of the date of the mergers, these subsidiaries elected C Corporation status and will be included in the consolidated tax returns of the Company. For the six months, net income was $4,531,000 compared to pro forma net income of $2,972,000 last year. LIQUIDITY AND CAPITAL RESOURCES: The Company's working capital, cash position, and credit availability remain adequate to maintain current and future operating levels. The Company's working capital at the quarter ended March 31, 1998 was $4,858,000 and at year ended September 30, 1997 was ($1,969,000) giving effect to $20,659,000 in declared distributions to shareholders that had previously been included as equity prior to the mergers. To provide funds for future acquisitions and other corporate purposes, the Company is considering a future public stock offering, or an expansion of its credit facility to include some additional long-term borrowings. During the second quarter, the Company settled the declared distributions to shareholders of $20,659,000 by utilizing existing working capital and the bank credit line. A related party shareholder, who received a portion of the distributions, satisfied a note receivable of $11,103,000 plus interest. The Company paid $92,000 and executed subordinated notes payable of $9,313,000 in settlement of the remainder of the declared distributions. These notes are subordinate to the Company's bank line of credit. The subordinated notes payable accrue interest at 7% and mature December 31, 2002. Part II - Other Information 	Item 1.	Legal Proceedings As of September 30, 1997, the Company has pending litigation with a former employee and stockholder who is seeking damages for wrongful discharge and increased value for Company stock sold under previously determined formula. The plaintiff has not indicated the dollar amount of damages being sought. At this time, the case is in preliminary stages and the outcome is not determinable. Management feels the case is without merit and plans to vigorously defend the lawsuit. 	Item 2.	Changes in Securities None. 	Item 3.	Defaults upon Senior Securities None. 	Item 4.	Submission of Matters to a Vote of Security Holders The Company's shareholders approved the election of the Board of Directors, the 1997 Restricted Stock Plan, and the 1997 Employee Stock Purchase Plan at the Annual Meeting of Shareholders held on April 8, 1998. 	Item 5.	Other Information None. 	Item 6.	Exhibits and Reports on Form 8-K (A) Exhibits None. (B) Reports on Form 8-K None. Pursuant to the requirement of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. VSI Holdings, Inc. Registrant March 14, 1998 /S/Steve Toth, Jr. Steve Toth, Jr., Chairman of the Board of Directors, President and Chief Executive Officer March 14, 1998 /S/Thomas W. Marquis Thomas W. Marquis, Director, Treasurer, Chief Accounting and Financial Officer Import Text Starting HERE!!!!