UPRIGHT INVESTMENTS TRUST
N-30D, 2000-06-02
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                                     UPRIGHT
                                INVESTMENTS TRUST




                               UPRIGHT GROWTH FUND






                                 March 31, 2000


                                Semiannual Report


<PAGE>


Dear Shareholder:

We are pleased to present you the Semi Annual report of the Upright Growth Fund,
for the period of October 1, 1999 to March 31, 2000. Over this period,  the Fund
produced a total return of 30.36%.  This is compared to17.59 % for the S & P 500
(large companies),  and 26.16 for the Russell 2000 (smaller  companies).  We are
glad to tell you that the Fund  beating  the above two  benchmark  with a plenty
cash on hand, that is mean we reduce portfolio volatile by holding a lot of cash
and mean time we did better performance than benchmark.

Market Review
The performance  divergence  between  technology,  biotechnology  (so-called new
economy) and the stocks of more  traditional,  more stable grower (so-called old
economic) was widening  during the past year. The narrower,  technology  focused
NASDAQ  Composite  Index  returned was much higher then the S & P 500 Index -- a
large-capitalization  index of 500 widely held  stocks.  The  shinning and stung
performance  of  high-tech  area  not  only  attracts  the  investors  but  also
speculator  and  momentum  player.  When  the  "  new  economic,"  dot.com"  and
"e-commerce"  rolled off all investor's  tongues,  their money keep rolling into
that area. We found the well know and top  performed  mutual fund of value style
was under  extremely  redeem  pressure,  some fund even were redeemed 50% of its
assets,  this is historical  record in terms of the  performance  divergence and
money  rollover.  The redeemed money keeping rolled into  technology  stocks and
fund,  this will  create  volatile  and  opportunity.  When  internet is getting
popular  and   information  is  so  easily  to  obtain,   the  crowd  will  move
simeateualious and that will create the volatile,  however,  it also provide the
opportunity  for some  quality  stocks  which under  perform and  investor  keep
selling them due to lost patience and chasing the technology  stock. Some growth
companies during this period were actually hit quite hard. Those of out of favor
sectors and growth  companies will provide us a great buying  opportunity in the
future.

Investment Strategy

As of March 31, 2000,  the Fund has 20% cash on hand.  It is able to provide the
investment  fund for us to commit to some greater growth  companies that we have
been waiting for some time such medical  industrial  including  drug and medical
equipment supply. Our investment strategies are as follows:

(1)  Invest our cash in the medical sector that has been  corrected  since 1999.
     We are optimistic about the medical sector for the following  reasons:

     (a) The earnings growth in medical stocks is pretty stable and could
         generate strong relative return when other sectors face valuation
         correction, rotation or growth slow.
     (b) More  importantly,  some drug  stocks  had a quite  certain  percentage
         correction  from its peak,  and the  valuation  become more  reasonable
         compare its historically, also more favorable compare to some so-called
         new economic stocks.  Such as Johnson and Johnson,  have been down 33%,
         from its peak $105 to recently $71, we took this opportunity that added
         this quality company into our portfolio.
<PAGE>
(2)  Selling  some  potation  of  high  flyer  technology  stocks  that  reached
     reasonable  price recently and looking for next potential  candidate,  that
     not  only  can  lock in  profit  if  technology  stocks  have  rotation  or
     correction  but also less  volatile  because the proceeds will go into some
     undervalue  sector or  company  or  become  cash to wait  another  purchase
     opportunity.
(3)  Increase  some quality of the so-called  old economic  stocks.  Although we
     believe  that the  technology  boom is in its early stages due to explosive
     growth in computer networking, Internet, e-commerce, and telecommunication.
     However,  with tech stocks up so much  already and  valuations  at all-time
     highs. Also, no mater the company of new economic or old economic,  earning
     and value are still the key and eventually will reflect on the stock price.
     Fashion is good for temporary.


Portfolio Review

Over the last six months,  the Fund sold AVX Corp. that provide the 227% return,
also sold potation of and Network  Solutions and Citrix Systems Inc that provide
350% and 400% respectively with a year. However, some semiconductor company such
as Intel and Micron Technology although  appreciation more than 100% during past
year,  but we still  believe  they still have room to grow  because the cyclical
recovery  in  this  industry.  The  similar  situation  also  including  Network
Appliance;  R F Micro  Device;  S D L Inc ;Calpine  Corp.  those  company  still
deliver  highly  growth,  we  willing  give them more time to grow  During  this
period,  the worst  performers in the fund are Armstrong  World  Industrial Inc;
Philip  Morris;   Lockheed  Martin  Corp.;  Mattel;  Compaq  Computer;  Nu  Skin
Enterprises CL A; VISX Inc and Wackenhut Corrections Inc. Nonetheless,  we still
have a positive  outlook for those  companies,  especially some company not only
under the oversold  stage but also has 9% dividend  yield that provide a support
for the stock price.  Also the good new is that those  companies  are very light
weighted on our  portfolio,  most  companies  are around 0.2% and the highest is
0.5% of the portfolio. We will use plenty cash to take this oversold opportunity
to purchase more once we feel ready.

We would  like to take  this  opportunity  to thank our  shareholders  for their
confidence  and  patience  with  us.  We will  continue  to do our best and seek
rewarding returns on your behalf.


Best regards,

--------------------------------
David Y.S. Chiueh
President, Portfolio Manager
<PAGE>
<TABLE>

                                                  Upright  Growth  Fund
                                                 Schedule of Investments
                                                    March  31,  2000
<S>                                                             <C>                         <C>                <C>
                                                                                             SHARES               VALUES

Securities/Common Stocks
    AUTO/TRUCK                                                   0.77%
         TRW INC  *                                                                             200               11,700

    BANK                                                         7.61%
         BANK AMERICA CORP                                                                      900               47,194
         BANK ONE CORP                                                                          800               27,500
         CITIGROUP INC                                                                          300               17,962
         FIRST UNION CORP                                                                       600               22,350
                                                                                                                --------
                                                                                                                 115,006
    BUILDING                                                     0.24%
         ARMSTRONG WORLD IND INC                                                                200                3,575

    CABLE                                                        1.99%
         UNITEDGLOBALCOM *                                                                      400               30,025

    CHEMICAL                                                     1.75%
         DUPONT                                                                                 500               26,468

    COMPUTER                                                    12.96%
         ACCLAIM ENTERTAINMENT INC  *                                                         1,000                3,312
         ADAPTEC INC  *                                                                         200                7,725
         B M C SOFTWARE INC  *                                                                  100                4,938
         CITRIX SYSTEMS INC  *                                                                  200               13,250
         COMPAQ COMPUTER CORP                                                                   100                2,675
         INTL BUSINESS MACHS CORP                                                               200               23,650
         INTUIT INC  *                                                                          200               10,875
         LUCENT TECHONLOGY                                                                      127                7,874
         MARCHFIRST  *                                                                          259                9,243
         NETWORK APPLIANCE INC  *                                                               400               33,100
         NOVELL INC  *                                                                          200                5,725
         SAP AG ADR                                                                             300               17,925
         3 COM CORP  *                                                                        1,000               55,625
                                                                                                                --------
                                                                                                                 195,917
    CONSUMBER                                                    2.48%
         CENDANT CORP  *                                                                      1,000               18,688
         GILLETTE                                                                               500               18,844
                                                                                                                --------
                                                                                                                  37,532



                                  See accompanying notes to financial statement

<PAGE>




                                                                                             SHARES               VALUES


    DEFENSE                                                      0.77%
         BOEING CO                                                                              200                7,562
         LOCKHEED MARTIN CORP                                                                   200                4,088
                                                                                                                --------
                                                                                                                  11,650
    ELECTRONIC                                                   9.92%
         INTEL CORP                                                                             200               26,388
         MICRON TECHNOLOGY INC  *                                                               400               50,400
         R F MICRO DEVICES INC  *                                                               200               26,875
         SDL INC  *                                                                             200               42,575
         VISX, INC DEL  *                                                                       200                3,650
                                                                                                                --------
                                                                                                                 149,888
    ENERGY                                                       2.49%
         CALPINE CORP  *                                                                        400               37,600

    FINANCIAL                                                    7.00%
         ADVANTA CORP CL A                                                                      600               12,188
         COUNTRYWIDE CR INDS INC                                                                500               13,625
         FIRST DATA CORP                                                                        200                8,875
         KNIGHT/TRIMARK GROUP INC-CL A  *                                                     1,200               61,200
         TD WATERHOUSE GROUP INC  *                                                             400               10,000
                                                                                                                --------
                                                                                                                 105,888

      FOOD                                                       3.51%
         CAMPBELL SOUP                                                                          700               21,525
         KELLOGG  *                                                                             800               20,600
         RALSTON PURINA  CORP                                                                   400               11,000
                                                                                                                --------
                                                                                                                  53,125
    HOUSEHOLD                                                    0.86%
         SALTON INC  *                                                                          300               13,012

    INTERNET                                                    10.90%
         AMERICAN ONLINE INC  *                                                               1,500              101,157
         EXCITE AT HOME  *                                                                    1,000               32,938
         NEWARK SOLUTION INC CL A  *                                                            200               30,740
                                                                                                                --------
                                                                                                                 164,835
    LEISURE                                                      1.19%
         CALLAWAY GOLF CO                                                                       400                6,200
         INTL GAME TECH.                                                                        400                8,675
         MATTEL INC                                                                             300                3,150
                                                                                                                --------
                                                                                                                  18,025


                                   See accompanying notes to financial statement

<PAGE>

                                                                                             SHARES               VALUES
    MACHINE                                                      1.30%
         CATERPILLAR INC.                                                                       500               19,719

    MEDICAL                                                     10.00%
         BARR LABORATORIES INC  *                                                               300               12,600
         BOSTON SCIENTFIC CORP                                                                1,000               21,313
         DURA PHARMACEUTICAL INC                                                              1,000               12,313
         I C N PHARMACEUTICAL                                                                   400               10,900
         JOHNSON AND JOHNSON                                                                    400               28,100
         MCKESSON HBOC INC                                                                      900               18,900
         MERCK & XO INC                                                                         200               12,425
         SHIRE PHARMACEUTICALS GROUP  *                                                         521               26,700
         WATSON PHARMACEUTICALS INC  *                                                          200                7,938
                                                                                                                --------
                                                                                                                 151,189
    OIL                                                          0.68%
         TRANSOCEAN SEDCO FOREX  INC                                                            200               10,262

    PROTECTION                                                   0.25%
         WACKENHUT CORRECTIONS  *                                                               400                3,850

    RETAIL                                                       0.74%
         ABERCROMBIE & FITCH CL A  *                                                            200                3,187
         NU SKIN ASIA PACIFIC A  *                                                            1,000                7,938
                                                                                                                --------
                                                                                                                  11,125
    TELECOMMUNICATION                                            6.00%
         ALCATEL ALSHOM ADR  +                                                                  300               13,425
         AT&T CORP                                                                              400               22,525
         MOTOROLA INC                                                                           115               16,790
         NIPPON TEL & TEL CO  +                                                                 200               15,763
         NOKIA CORP  +                                                                          100               22,200
                                                                                                                --------
                                                                                                                  90,703
    TEXTILE                                                      1.58%
         NAUTICA ENTERPRISES INC  *                                                             800                9,400
         TOMMY HILFIGER                                                                       1,000               14,500
                                                                                                                --------
                                                                                                                  23,900
    TOBACCO                                                      0.41%
         PHILIP MORRIS CO  INC                                                                  300                6,262

    TRANSPORTATION                                               1.46%
         CONTINENTAL AIRLINES INC-CL B  *                                                       200                8,175
         U.S. AIRWAYS GROUP INC  *                                                              500               13,906
                                                                                                                --------
                                                                                                                  22,081
    UTILITY                                                      2.58%
         SOUTHWESTERN                                                                           400               16,850
         TELEPHONE & DATA SYSTEMS INC                                                           200               22,200
                                                                                                                --------
                                                                                                                  39,050

                             See accompanying notes to financial statement

<PAGE>



Total Securities/Common Stocks (cost $1,107,679)                89.46%                                        1,352,387


Cash Equivalents                                                20.24%

     Fifth/Third Bank Money Fund                                                                                205,958
     due  04/03/00 at 5.65%

     Fifth/Third Bank Treasury Obligations Fund  5.49%                                                           50,000

     Fifth/Third Bank Prime Money Market  Fund  5.49%                                                            50,000

Total Cash Equivalents (cost $305,958)                                                                          305,958

Total Securities (cost $1,413,637)                             109.70%                                        1,658,345

Other assets less liabilities (net)                             -9.70%                                         (146,488)


Net Assets                                                     100.00%                                       $1,511,857

<FN>


* Non-income producing security


+ American Depository Receipt
</FN>
</TABLE>


                  See accompanying notes to financial statement
<PAGE>
<TABLE>
                               UPRIGHT GROWTH FUND
                       Statement of Assets and Liabilities
                           March 31, 2000 (Unaudited)

   <S>                                                                                   <C>                         <C>
   Assets:

   Investment in securities, at value ( cost $1,413,637)                                                             $1,658,345
   Subscriptions Receivable                                                                                              50,000
   Accrued Interest Receivable                                                                                              457
                                                                                                                     ----------
   Total Assets                                                                                                       1,708,802

   Liabilities:

   Adviser Fee                                                                             8,181
   Administrative Fee                                                                      2,454
   Custodian Fee                                                                           1,100
   Auditors and Legal Fee                                                                  3,247
   Trustee Fee                                                                               549
   Blue Sky Fee                                                                              978
   Insurance Fee                                                                             366
   Security Purchases Payable                                                            180,070
                                                                                                                     ----------
   Total Liabilities                                                                                                    196,945

   Net Assets                                                                                                         1,511,857

   Net assets consist of:
   Paid in capital                                                                                                    1,231,027
   Undistributed net investment income                                                                                 (14,039)
   Accumulated undistributed net realized gain (loss)                                                                    50,161
   Net unrealized appreciation(depreciation)                                                                            244,708

   Net Assets for 115,061 shares outstanding                                                                         $1,511,857

   Net Asset Value and redemption price per share                                                                        $13.14
   Maximum offering price per share, (100/97 of $13.14 )                                                                 $13.54


</TABLE>


                  See accompanying notes to financial statement
<PAGE>
<TABLE>

                                                      UPRIGHT  GROWTH  FUND
                                                     Statement of Operations
                                       October  1,  1999  to  March  31,  2000 (Unaudited)

   <S>                                                                                     <C>                      <C>
   Investment Income

   Dividends                                                                                                          $2,146
   Interest                                                                                                            4,891
                                                                                                                      ------
   Total Income                                                                                                        7,037

   Expenses

   Adviser fees                                                                            8,181
   Administrative fees                                                                     2,454
   Custodian fees                                                                          1,830
   Auditors and Legal fees                                                                 6,718
   Trustee fees                                                                              549
   Blue Sky fees                                                                             978
   Insurance fees                                                                            366

   Total expenses                                                                                                     21,076
   Net investment income (Loss)                                                                                      (14,039)


   Realized and Unrealized Gain (Loss)

   Net realized gain (loss) on:
     Investment securities                                                                                            50,298
     Change in net unrealized appreciation (depreciation) on Investment securities                                   242,477

   Net gain (loss)                                                                                                   292,775
   Net increase (decrease) in net assets resulting from operation                                                   $278,736


</TABLE>

                 See accompanying notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
                                                UPRIGHT  GROWTH  FUND
                                          Statement of Changes in Net Assets
                             For the Periods Ended March 31, 2000 and September 30, 1999


                                                                                       (Unaudited)
                                                                                     Six Months Ended           Year Ended
                                                                                      March 31, 2000        September 30, 1999
<S>                                                                                    <C>                      <C>
Increase (Decrease) in Net Assets
Operations
    Net investment income                                                               ($14,039)                 $1,772
    Net realized gain (loss) on investments                                                50,298                  (137)
    Change in net unrealized appreciation (depreciation)                                  242,477                  2,231
                                                                                        ---------                 ------
    Net increase (decrease) in net assets from operations                                 278,736                  3,866

Distributions to shareholders
    From net investment income                                                            (1,772)                      0
    From net realized gain                                                                      0                      0
                                                                                        ---------                 ------
    Total distributions                                                                   (1,772)                      0

Share transactions
    Net proceeds from sales of shares                                                     421,651                707,604
    Reinvestment of distributions                                                           1,772                      0
    Shares redeemed                                                                             0                      0
                                                                                        ---------                -------
    Net increase (decrease) in net assets from transaction                                423,423                707,604
                                                                                        ---------                -------
Total increase (decrease) in net assets                                                  $700,387               $711,470

Net Assets
    Beginning of period                                                                  $811,470               $100,000
                                                                                        ---------               --------
    End of period                                                                      $1,511,857               $811,470
                                                                                       ----------               --------

</TABLE>








                  See accompanying notes to financial statement
<PAGE>
<TABLE>
<CAPTION>

                               UPRIGHT GROWTH FUND

                              Financial Highlights

                 For a share outstanding throughout each period



                                                                                                 (Unaudited)
                                                                                                  Six Months       Period from
                                                                                                    Ended           01/21/99 1
                                                                                                   03/31/00        to 09/30/99
<S>                                                                                             <C>                <C>
Selected Per-Share Data
    Net asset value, beginning of period                                                            $10.08           $10.00
    Income from investment operations
        Net investment income                                                                       (0.15)             0.03
        Net realized and unrealized gain (loss)                                                       3.23             0.05
                                                                                                     -----             ----
        Total from investment operations                                                              3.08             0.08

    Less Distributions
        From net investment income                                                                    0.02             0.00
        From net realized gain                                                                        0.00             0.00
                                                                                                     -----             ----
        Total distributions                                                                           0.00             0.00
    Net asset value, end of period                                                                  $13.14           $10.08
    Total Returns                                                                                   30.36% 2           0.8% 2

    Ratios and Supplemental Data
    Net assets, end of period                                                                   $1,511,857         $811,470
    Ratio of expenses to average net assets                                                          3.84% 3          5.47% 3
    Ratio of expenses to average net assets (after reductions)                                       3.84% 3          1.95% 3
    Ratio of net investment income to average net assets                                           (2.56%) 3        (3.05%) 3
    Ratio of net investment income to average net assets (after reductions)                        (2.56%) 3          0.47% 3
    Portfolio turnover rate                                                                         17.58% 3          8.87% 3





                 See accompanying notes to financial statements

<FN>
1 Since Inception of Fund
2 Total returns do not include the one time sales charge
3 Annualized
</FN>
</TABLE>

<PAGE>

                          Notes to financial statements


                              UPRIGHT GROWTH FUND
                          NOTES TO FINANCIAL STATEMENTS
                                  March 31,2000

1.  SIGNIFICANT ACCOUNTING POLICIES
    ORGANIZATION
    Upright Investments trust (the "Trust") is an open-end management Investment
    Company  organized  as a  business  trust  under  the  laws of the  State of
    Delaware  under  a  Certificate  of  Formation  dated  March  4,  1998.  The
    Certificate  of Formation  provides for an  unlimited  number of  authorized
    shares of beneficial interest,  which may, without shareholder  approval, be
    divided  into an  unlimited  number  of  series  of such  shares,  and which
    presently  consist of one series of shares for the Upright  Growth Fund. The
    Fund's investment objective is to provide long term growth Of capital,  with
    income as a secondary objective.

    SECURITY VALUATION
    The Fund intends to invest in a wide variety of equity and debt  securities.
    The  investments  in  securities  are  carried at market  value.  The market
    quotation  used for  common  stocks,  including  those  listed on the NASDAQ
    National  Market  System,  is the last  sale  price on the date on which the
    valuation  is made or, in the  absence of sales,  at the  closing bid price.
    Over- the-counter securities will be valued on the basis of the bid price at
    the  close of each  business  day.  Short-term  investments  are  valued  at
    amortized  cost,  which  approximates  market.  Securities  for which market
    quotations  are not  readily  available  will be  valued  at fair  value  as
    determined in good faith pursuant to procedures  established by the Board of
    Directors.

    SECURITY TRANSACTION TIMING
    Security  transactions  are recorded on the date's  transactions are entered
    into.  Dividend income and distributions to shareholders are recorded on the
    ex-dividend data.  Interest income is recorded as earned.  The Fund uses the
    identified  cost  basis  in  computing  gain or  loss on sale of  investment
    securities.

    INCOME TAXES
    It is the  Fund's  policy to  distribute  annually,  prior to the end of the
    calendar year,  dividends  sufficient to satisfy excise tax  requirements of
    the Internal Revenue Service.  This Internal Revenue Service requirement may
    cause an excess of distributions over the book year-end  accumulated income.
    In addition,  it is the Fund's policy to distribute annually,  after the end
    of the fiscal year,  any  remaining net  investment  income and net realized
    capital gains.

    ESTIMATES
    The  preparation  of  financial  statements  in  conformity  with  generally
    accepted  accounting  principles  requires  management to make estimates and
    assumptions  that affect the reported  amounts of assets and liabilities and
    disclosure of contingent assets and liabilities at the date of the financial
    statements  and the reported  amounts of revenues  and  expenses  during the
    reporting period. Actual results could differ from those estimates.
<PAGE>

                               UPRIGHT GROWTH FUND
                     NOTES TO FINANCIAL STATEMENTS (CONT'D)
                                 March 31, 2000


2.  RELATED PARTY TRANSACTIONS
    David Y. S. Chiueh is an officer of Upright Financial Corporation,
    the Fund Advisor.  He is also an officer and trustee of the Fund.

    Upright Financial Corporation,  the Fund's investment advisor, is registered
    as an  investment  advisor  under the  Investment  Advisers Act of 1940.  As
    compensation for Upright  Financial  Corporation's  services rendered to the
    Fund, such Fund pays a fee, computed at an annual rate of 1.50% of its daily
    net assets.  The Fund has accrued  $8,181 of advisor fees through  March 31,
    2000, none of which have been paid.

    Upright Financial Corporation is the Fund's  administrator.  As compensation
    for Upright Financial's  services rendered to the Fund, such Fund pays a fee
    computed  at an annual  rate of .45% of its daily net  assets.  The Fund has
    accrued $2,454 of administration  fees through March 31,2000,  none of which
    have been paid.

3.  CAPITAL STOCK AND DISTRIBUTION
    At March 31, 2000, an unlimited number of shares were authorized and paid in
    capital amounted to $1,231,027 for the Upright Growth Fund.  Transactions in
    capital stock were as follows:

                   Shares Sold               34,541
                   Share Reinvested             150
                   Shares Redeemed                0
                   Net Increase              34,691
                   Shares Outstanding:
                    Beginning of period      80,520
                    End of period           115,061

4.  SALES CHARGE
    The sales charge for shares of the Fund are outlined below:

                            As a % of
    Investment            Offering Price      Net Amount Invested

    Up to $49,999              3.0%                   3.09%
    $ 50,000 -  99,999         2.5%                   2.56%
    $100,000 - 249,999         2.25%                  2.30%
    $250,000 - 499,999         1.75%                  1.78%
    $500,000 - 749,999         1.50%                  1.52%
    $750,000 - 999,999         1.25%                  1.27%
    $1 million and up           .75%                   .76%



<PAGE>


                               UPRIGHT GROWTH FUND
                     NOTES TO FINANCIAL STATEMENTS (CONT'D)
                                 March 31, 2000


5. PURCHASES AND SALES OF SECURITIES
   During the period ended March 31, 2000 purchases and sales of
   investment securities other than U. S. Government obligations
   and short-term investments aggregated $1,142,530 and $85,149,
   respectively.  Purchases and sales of U. S. Government
   obligations aggregated $0 and $0, respectively.



6. SECURITY TRANSACTIONS
   For federal income tax purposes,  the cost of investments  owned at March 31,
   2000 was the same as identified cost.

   At March 31, 2000, the composition of unrealized  appreciation (the excess of
   value over tax cost) and depreciation (the excess of tax cost over value) was
   as follows:


                                               Net Appreciation
       Appreciation      (Depreciation)        (Depreciation)


         $336,348            $91,640               $244,708


<PAGE>


                      Investment Adviser and Administrator

                         Upright Financial Corporation

                          615 West Mt. Pleasant Avenue
                              Livingston, NJ 07039


                                   Custodian

                          Fifth Third Bank Corporation
                            38 Fountain Square Plaza
                             Cincinnati, Ohio 45263



                              Independent Auditors

                        McCurdy & Associates CPA's Inc.
                               27955 Clemens Road
                               Westlake, OH 44145



                                 Transfer Agent

                          Mutual Shareholder Services
                       1301 East Ninth Street, Suite 1005
                              Cleveland, OH 44114


                                  Underwriter

                             Maxus Securities Corp.
                       1301 East Ninth Street, Suite 3600
                              Cleveland, OH 44114

<PAGE>






























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