U.S. SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For quarterly period ended September 30, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______ to __________
Commission File Number: 0-25909
BuckTV.com, Inc.
----------------------------------------------------
(Exact name of Small Business Issuer in its Charter)
Nevada 86-0931332
------------------------------ -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
5085 Lift Drive, Suite 201, Colorado Springs, CO 80919
------------------------------------------------------
(Address of principal executive offices)
(323) 274-1015
---------------------------
(Issuer's telephone number)
Check whether the issuer: (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 (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days
Yes [ ] No [ X ]
State the number of shares outstanding for each of the issuer's classes of
Common Stock as of the last practical date:
Common Stock, $0.001 par value per share, 100,000,000 shares authorized,
15,081,420 issued and outstanding as of September 30, 2000. Preferred
Non-Voting Stock, $0.001 par value per share, 5,000,000 shares
authorized, none are issued nor outstanding as of September 30, 2000.
Transactional Small Business Disclosure Format
Yes [ ] No [ X ]
1
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BuckTV.com, Inc.
TABLE OF CONTENTS
Item 1. Financial Statements............................... 3
Balance Sheet (unaudited).......................... 4-5
Statements of Operations (unaudited)............... 6
Statements of Cash Flows (unaudited)............... 7
Notes to Financial Statements....................... 8-9
Item 2. Management's Discussion and Analysis of Plan
of Operation........................................ 10
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.................................... 14
Item 2. Changes in Securities and Use of Proceeds............ 14
Item 3. Defaults upon Senior Securities...................... 14
Item 4. Submission of Matters to a Vote
of Security Holders................................. 14
Item 5. Other Information..................................... 14
Item 6. Exhibits and Reports on Form 8-K...................... 14
Signatures...................................................... 15
2
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS AND EXHIBITS
The financial statements of registrant for the nine months ended September 30,
2000, follow. The financial statements reflect all adjustments which are,
in the opinion of management, necessary to a fair statement of the results
for the interim period presented.
3
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BUCKTV.COM, Inc.
(A Development Stage Company)
September 30, 2000, December 31, 1999, December 31, 1998
<TABLE>
<CAPTION>
BALANCE SHEET
BALANCE SHEET
-------------
ASSETS
------
Unaudited Audited Audited
September December December
30, 2000 31, 1999 31, 1998
<S> <C> <C> <C>
CURRENT ASSETS:
Cash $ 29 $ 11,080 $ 1,193
------- -------- --------
TOTAL CURRENT ASSETS: $ 29 $ 11,080 $ 1.193
------- -------- --------
FIXED ASSETS
Equipment $12,420 $ 0 $ 0
------- -------- --------
TOTAL FIXED ASSETS $12,420 $ 0 $ 0
------- -------- --------
OTHER ASSETS:
Rental Deposit $ 2,500 $ 0 $ 0
Prepaid Rent 12,500 $ 0 $ 0
Organization Costs (Net) $ 0 $ 0 $ 342
------- -------- --------
TOTAL OTHER ASSETS: $15,000 $ 0 $ 342
------- -------- --------
TOTAL ASSETS $27,449 $ 11,080 $ 1,535
======== ======== ========
</TABLE>
4
<PAGE>
BUCKTV.COM, Inc.
(A Development Stage Company)
September 30, 2000, December 31, 1999, December 31, 1998
<TABLE>
<CAPTION>
BALANCE SHEET
BALANCE SHEET
-------------
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Unaudited Audited Audited
September December December
30, 2000 31, 1999 31, 1998
--------- -------- --------
<S> <C> <C> <C>
CURRENT LIABILITIES:
Officers Advances (Note #6) $ 0 $ 0 $ 360
--------- ------- -------
TOTAL CURRENT LIABILITIES: $ 0 $ 360 $ 360
--------- ------- -------
OTHER LIABILITIES:
Loan from Director of Company 300,000 - -
--------- ------- -------
Total Long Term Liabilities 300,000 - -
--------- ------- -------
Total Liabilities 300,000 360 360
--------- ------- -------
STOCKHOLDERS' EQUITY: (Note #4)
Preferred stock, $0.001 par value,
Authorized 5,000,000 shares;
Issued and outstanding at
September 30, 1999 - None $ 0 $ 0 $ 0
Common stock, $0.001 par value,
Authorized 20,000,000 shares;
Issued and outstanding at
Dec. 31, 1998 - 3,000,000 shares $ 3,000
Dec. 31, 1999 - 3,767,200 shares $ 3,767
Sept 30, 2000 - 15,081,420 $ 15,081
Additional Paid-In Capital 61,695 42,609 5,016
Deficit accumulated during
The development stage -349,327 -35,656 -6,841
--------- -------- -------
TOTAL STOCKHOLDERS' EQUITY $-272,551 $ 10,720 $ 1,175
--------- -------- -------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY: $ 27,449 $ 11,080 $ 1,535
========= ======== =======
</TABLE>
The accompanying notes are an integral part of these financial statements
5
<PAGE>
BUCKTV.COM, Inc.
(A Development Stage Company)
<TABLE>
<CAPTION>
STATEMENT OF OPERATIONS
STATEMENT OF OPERATIONS
------------------------
Unaudited
---------
Three months ended Nine months ended For the
ended ended period
Sept 30 Sept 30 Sept 21, 1998
(Inception) to
2000 1999 2000 1999 Sept 30, 2000
------- ------ ------ ------ -------------
<S> <C> <C> <C> <C> <C>
INCOME:
Revenue $ 0 $ 0 $ $ 0 $ 0
COSTS AND EXPENSES
General and
administrative $300,051 $ 3,853 $ 313,271 $ 11,274 $348,567
Amortization 0 18 0 54 360
-------- -------- -------- --------- --------
Total Expenses $300,051 $ 3,871 $ 313,271 $ 11,328 $348,927
-------- -------- --------- --------- --------
Net loss per share
Basic and diluted
Note #2 $ 0 $ -3,871 $-313,271 $ -11,328 $-348,927
======== ======== ========= ========= =========
Net loss per share
Basic and diluted
Note #2 $ -0.026 $ -0.001 $ -0.041 $-0.003 $ -0.073
======== ======== ======== ======= =========
Weighted average
number of common
shares outstanding 11,258,607 3,767,200 7,636,558 3,595,711 4,784,655
========== ========= ========= ========= =========
</TABLE>
The accompanying notes are an integral part of these financial statements
6
<PAGE>
BUCKTV.COM, Inc.
(A Development Stage Company)
<TABLE>
<CAPTION>
STATEMENT OF CASH FLOWS
STATEMENT OF CASH FLOWS
-----------------------
Jan. 1 Year Sept. 21 Sept. 21, 1998
2000, to Ended 1998, to (inception)
Sept 30, Dec. 31, Dec. 31, to Sept 30,
2000 1999 1998 2000
------- ------ -------------- ---------
<S> <C> <C> <C> <C>
Cash Flows from
Operating Activities
Net Loss $-313,271 $-28,815 $ -6,841 $ -348,927
Amortization 0 +342 +18 + 360
Changes in assets and
Liabilities
Equipment -12,500 0 0 -12,500
Rental Deposit - 2,500 0 0 - 2,500
Prepaid Rent -12,500 0 0 -12,500
Organization Costs - 280 0 - 360 - 280
Officers Advances 0 0 + 360 0
Cash Flows from
Investing Activities 0 0 0 0
Cash Flows from
Financing Activities:
Issuance of common
stock for cash $ +30,000 +38,360 +8,016 +76,376
Advance from
Director $+300,000 - - $ +300,000
--------- -------- -------- ----------
Net increase/
decrease in cash $ -11,051 $+ 9,887 $ +1,193 $ 29
Cash,
Beginning of
period 11,080 1,193 0 0
-------- --------- ------- ----------
Cash,
End of Period $ 29 $ 11,080 $ 1,193 $ 29
========= ========= ======== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements
7
<PAGE>
BUCKTV.COM, Inc.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
-----------------------------
September 30, 2000, December 31, 1999, and December 31, 1998
NOTE 1 - HISTORY AND ORGANIZATION OF THE COMPANY
The Company was organized September 21, 1998, under the laws of the State of
Nevada as Oleramma, Inc. The Company currently has no operations and in
accordance with SFAS #7, is considered a development company.
On September 22, 1998, the company issued 3,000,000 shares of its $0.001 par
value common stock for cash of $8,016.00
On February 28, 1999, the Company completed a public offering that was
registered with the State of Nevada pursuant to N.R.S. 90.490 and was exempt
from federal registration pursuant to Regulation D, Rule 504 of the Securities
Act of 1933 as amended. The Company sold 767,200 shares of Common Stock at a
price of $0.05 per share for a total amount raised of $38,360.
On March 10, 2000, the Company issued 3,000,000 shares of its $0.001 par value
common stock for cash of $30,000.
On March 28, 2000, the Company filed Form S-8 with the U.S. Securities and
Exchange Commission and issued an additional 1,675,000 shares of its $0.001
par value common stock for services to the Company.
On April 24, 2000, by Board Resolution the company issued 1,000,000 restricted
144 shares to BuckBuilders.com, Inc., for advertising the Company's website
and auction partners plan.
On June 5, 2000, by Board Resolution the company issued 200,000 restricted
144 shares to OTC Live, Inc.
On June 15, 2000, by Board Resolution the company issued 944,220 restricted
144 shares to Myfreestore.com.
On July 21, 2000, by Board Resolution the company issued 500,000 restricted
144 shares to Rodney Schoemann, Sr.
On July 21, 2000, by Board Resolution the company issued 2,000,000 restricted
144 shares to BuckBuilders.com, Inc.
On July 14, 2000, the Company filed Form S-8 with the U.S. Securities and
Exchange Commission and issued an additional 575,000 shares of its $0.001
par value common stock for services to the Company.
On August 17, 2000, the Company filed Form S-8 with the U.S. Securities and
Exchange Commission and issued an additional 660,000 shares of its $0.001
par value common stock for services to the Company.
On September 13, 2000, by Board Resolution the company issued 760,000 restricted
144 shares to Washington Hamilton Group, for services.
NOTE 2 - ACCOUNTING POLICIES AND PROCEDURES
Accounting policies and procedures have not been determined except as follows:
1. The Company used the accrual method of accounting.
2. Earnings per share is computed using the weighted average number of
shares of common stock outstanding.
3. The Company has not yet adopted any policy regarding payment of
dividends. No dividends have been paid since inception.
4. In April, 1998, the American Institute of Certified Public Accountant's
issued Statement of Position 98-5 ("SOP 98-5"), Reporting on the Costs of
Start-Up Activities which provides guidance on the financial reporting of
start-up costs and organizations costs. It requires costs of start-up
activities and organization costs to be expenses as incurred. SOP 98-5
is effective for fiscal years beginning after December 15, 1998, with
adoption reported as the cumulative effect of a change in accounting
principle.
NOTE 3 - GOING CONCERN
The Company's financial statements are prepared using generally accepted
accounting principles applicable to a going concern which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. However, the Company has no current source of revenue. Without
realization of additional capital, it would be unlikely for the Company to
continue as a going concern.
8
<PAGE>
BUCKTV.COM, Inc.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
-----------------------------
September 30, 2000, December 31, 1999, and December 31, 1998
NOTE 4 - RELATED PARTY TRANSACTIONS
The Company neither owns or leases any real or personal property. Office
services are provided without charge by a directors. Office services are
provided without charge by a director. Such costs are immaterial
to the financial statements and, accordingly, have not been reflected therein.
The officers and directors of the Company are involved in other business
activities and may, in the future, become involved in other business
opportunities. If a specific business opportunity becomes available, such
persons may face a conflict in selecting between the Company and their other
business interests. The Company has not formulated a policy for the resolution
of such conflicts.
During the Third Quarter ended September 30, 2000, a Director of the Company,
sign a personal loan for $300,000 which he advanced to the Company to cover
operating costs.
NOTE 5 - WARRANTS AND OPTIONS
There are no warrants or options outstanding to acquire any additional shares
of common or preferred stock.
NOTE 6 - OFFICERS ADVANCES
While the Company is seeking additional capital through a merger with an
existing operating company, an officer of the Company has advanced funds on
behalf of the Company to pay for any costs incurred by it. These funds are
interest free.
NOTE 7 - YEAR 2000 ISSUE
The Y2K issue had no effect on this company.
9
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATIONS
The Registrant was incorporated on September 21, 1998, in the state of
Nevada under the name Oleramma, Inc. Oleramma, Inc. was incorporated to
transact any lawful business. The Company originally hoped to develop a
genetically engineered type of Pima cotton seed with a gene that contains a
virus fatal to the pink bollworm, a leaf-munching pest that can destroy cotton
fields. The Company's initial test results were not positive, and the Company
subsequently changed management and control of its stock to a different group.
Under its new name, BuckTV.com, Inc., the new management and ownership of
the Company has developed a new principal business strategy for the Company
to market consumer products through an Interactive WEB site, based on an
auction format, utilizing the talents and abilities of Mr. Buck Hunter,
a major shareholder in, and a Director of, the Company, who is also a
well-known radio and television personality. During the Quarter, the Company
has developed an auction partners program, where these auction partners
work with the Company and receive a percentage of sales for products they
bring to the Company's website.
This WEB site will be promoted through the Cable Radio Network, various
search engines, through other Web sites, marketing its site to
businesses/customers through e-mail, online media, and other marketing
and promotional efforts.
There can be no assurance that brand promotion activities will yield
increased revenues or that any such revenues would offset the expenses
incurred by the Company in building its brands. Further, there can be
no assurance that any new users attracted to BuckTV will conduct
transactions over BuckTV.com on a regular basis. If the Company fails to
promote and maintain its brand or incurs substantial expenses in an attempt
to promote and maintain its brand or if the Company's existing or future
strategic relationships fail to promote the Company's brand or increase
brand awareness, the Company's business, results of operations and financial
condition would be materially adversely affected.
Going Concern -
The Company's financial statements are prepared using generally accepted
accounting principles applicable to a going concern which contemplates
the realization of assets and liquidation of liabilities in the normal
course of business. However, the Company has no current source of revenue.
Without realization of additional capital, it would be unlikely for the
Company to continue as a going concern.
Unclassified Balance Sheet - In accordance with the provisions of SFAS
No.53, the Company has elected to present an unclassified balance sheet.
10
<PAGE>
Loss/Earnings Per Share - Earnings per share is computed using the
weighted average number of shares of common stock outstanding.
The Company has not pursued or explored any opportunities for an
acquisition or merger. This does not preclude that the Company may not
explore any opportunities in the future.
Results of Operations
As of September 30, 2000, being a developmental stage Company, the Company
has yet to generate any revenues. In addition, the Company does not expect
to generate any revenues over the next approximately to three (3) months.
During the Third Quarter, the Company had expenditures of $300,051 as compared
to a net loss of $3,871 for the same period last year. For the first
nine months of this fiscal year the company lost $313,271 as compared to
$11,329 for the same period last year. The Directors of the Company provided
their services to maintain the operations of the Company at no cost to the
Company. The Company does not have any material commitments for capital
expenditures.
Plan of Operation
The Company has not achieved revenues or profitability to date, and the
Company anticipates that it will continue to incur net losses for the
foreseeable future. The extent of these losses will depend, in part,
on the amount of growth in the Company's revenues from sales of its products,
and possibly from advertising revenues on its Web site. As of September 30,
2000, the Company had an accumulated deficit of $348,567. The Company expects
that its operating expenses will increase significantly during the next several
months, especially in the areas of sales and marketing, and brand promotion.
Thus, the Company will need to generate increased revenues to achieve
profitability. To the extent that increases in its operating expenses precede
or are not subsequently followed by commensurate increases in revenues, or that
the Company is unable to adjust operating expense levels accordingly, the
Company's business, results of operations and financial condition would be
materially and adversely affected. There can be no assurances that the Company
can achieve or sustain profitability or that the Company's operating losses
will not increase in the future.
11
<PAGE>
Liquidity and Capital Resources
The Company's primary sources of liquidity since its inception have
been the sale of shares of common stock from shareholders, which were used
during the period from inception through September 30, 1999. An original stock
offering was made pursuant to Nevada Revised Statues Chapter 90.490
(hereinafter referred to as the "Offering"). This Offering was made in
reliance upon an exemption from the registration provisions of Section 5 of the
Securities Act of 1993 (the "Act"), as amended, pursuant to Regulation D, Rule
504 of the Act. On September 22, 1998, the Company's founding shareholder
purchased 3,000,000 shares of the company's authorized but unissued treasury
stock for cash and assets. Additionally, the Company sold Thirty-eight
Thousand Three Hundred Sixty Dollars ($38,360) or Seven Hundred Sixty-seven
Thousand Two Hundred (767,200) shares of the Common Stock of the Company
during the Offering to approximately fifty-six (56) shareholders in the State
of Nevada. The offering was closed February 28, 1999. As of September 30,
1999, the Company has three million seven hundred sixty seven thousand two
hundred shares (3,767,200) shares of its $0.001 par value common voting stock
issued and outstanding which are held by approximately fifty-seven (57)
shareholders of record, which includes the founder shares. On March 10, 2000,
the Company issued 3,000,000 shares of its $0.001 par value common stock for
cash of $30,000 to its two Directors. On March 28, 2000, the Company filed
Form S-8 with the U.S. Securities and Exchange Commission and issued an
additional 1,675,000 shares of its $0.001 par value common stock for services
to the Company. On April 24, 2000, by Board Resolution the company issued
1,000,000 restricted 144 shares to BuckBuilders.com, Inc., for advertising the
Company's website and auction partners plan. On June 5, 2000, by Board
Resolution the company issued 200,000 restricted 144 shares to OTC Live, Inc.
On June 15, 2000, by Board Resolution the company issued 944,220 restricted
144 shares to Myfreestore.com. On July 21, 2000, by Board Resolution the
company issued 500,000 restricted 144 shares to Rodney Schoemann, Sr. On July
21, 2000, by Board Resolution the company issued 2,000,000 restricted 144
shares to BuckBuilders.com, Inc. On July 14, 2000, the Company filed Form S-8
with the U.S. Securities and Exchange Commission and issued an additional
575,000 shares of its $0.001 par value common stock for services to the
Company. On August 17, 2000, the Company filed Form S-8 with the U.S.
Securities and Exchange Commission and issued an additional 660,000 shares of
its $0.001 par value common stock for services to the Company. On September
13, 2000, by Board Resolution the company issued 760,000 restricted 144 shares
to Washington Hamilton Group, for services.
The Company currently has two (2) employees: one President, and one
Secretary. If the company can develop its interactive website, at that
time the Company will either consider adding more employees, or
subcontracting for additional employees.
The Company has no material commitments for capital expenditures nor
does it foresee the need for such expenditures over the next year.
During the Third Quarter ended September 30, 2000, a Director of the Company,
sign a personal loan for $300,000 which he advanced to the Company to cover
operating costs.
12
<PAGE>
Market For Company's Common Stock
Until November 2, 1999, there was no public trading market for the
Company's stock. On that day the Company's common stock was cleared for
trading on the OTC-Bulletin Board system under the symbol OLRM. The
Company subsequently changed its name to BuckTV.com, and is listed
on the OTC-Bulletin Board system under the symbol BKTV. A very
limited market exists for the trading of the Company's common stock.
Dividend Policy
The Company has not yet adopted any policy regarding payment of dividends.
Holders of common stock will ultimately be entitled to receive such dividends
as the board of directors may from time to time declare out of funds legally
available for the payment of dividends. No dividends have up to now been
paid on our common stock, and we do not anticipate paying any dividends on
our common stock in the foreseeable future.
Forward-Looking Statements
This Form 10-QSB includes "forward-looking statements" within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements, other than
statements of historical facts, included or incorporated by reference in this
Form 10-QSB which address activities, events or developments which the Company
expects or anticipates will or may occur in the future, including such things as
future capital expenditures (including the amount and nature thereof), finding
suitable merger or acquisition candidates, expansion and growth of the Company's
business and operations, and other such matters are forward-looking statements.
These statements are based on certain assumptions and analyses made by the
Company in light of its experience and its perception of historical trends,
current conditions and expected future developments as well as other factors it
believes are appropriate in the circumstances. However, whether actual results
or developments will conform with the Company's expectations and predictions is
subject to a number of risks and uncertainties, general economic market and
business conditions; the business opportunities (or lack thereof) that may be
presented to and pursued by the Company; changes in laws or regulation; and
other factors, most of which are beyond the control of the Company.
This Form10-QSB contains statements that constitute "forward-looking
statements." These forward-looking statements can be identified by the use of
predictive, future-tense or forward-looking terminology, such as "believes,"
"anticipates," "expects," "estimates," "plans," "may," "will," or similar
terms. These statements appear in a number of places in this Registration and
include statements regarding the intent, belief or current expectations of
the Company, its directors or its officers with respect to, among other
things: (i) trends affecting the Company's financial condition or results of
operations for its limited history; (ii) the Company's business and growth
strategies; (iii) the Internet and Internet commerce; and, (iv) the Company's
financing plans. Investors are cautioned that any such forward-looking
statements are not guarantees of future performance and involve significant
risks and uncertainties, and that actual results may differ materially from
those projected in the forward-looking statements as a result of various
factors. Factors that could adversely affect actual results and performance
include, among others, the Company's limited operating history, dependence
on continued growth in the use of the Internet, the Company's inexperience
with the Internet, potential fluctuations in quarterly operating results and
expenses, security risks of transmitting information over the Internet,
government regulation, technological change and competition.
Consequently, all of the forward-looking statements made in this Form 10-QSB
are qualified by these cautionary statements and there can be no assurance
that the actual results or developments anticipated by the Company will be
realized or, even if substantially realized, that they will have the expected
consequence to or effects on the Company or its business or operations. The
Company assumes no obligations to update any such forward-looking statements.
13
<PAGE>
PART II -- OTHER INFORMATION
ITEM 1. Legal Proceedings
The Company is not a party to any formal legal proceedings.
ITEM 2. Changes in Securities and Use of Proceeds
None.
ITEM 3. Defaults upon Senior Securities
None.
ITEM 4. Submission of Matters to a Vote of Security Holders
During the quarter ended September 30, 2000, no matters were submitted to
the Company's security holders.
ITEM 5. Other Information
None.
ITEM 6. Exhibits and Reports on Form 8-K
The Company did file a Current Report dated August 30, 2000 on Form 8-K
containing information pursuant to Item 5 ("Other Events"), entitled
"acquisition of marketing rights from MyFreeBingoGame.com for 2,500,000
restricted shares of the Company."
14
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act,
the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
BuckTV.com, Inc.
----------------
(Registrant)
Date: November 13, 2000
By: /s/ Larry Hunter
-----------------------
Larry Hunter
Acting President, Chief Executive
Officer
In accordance with Section 13 or 15(d) of the Exchange Act,
the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
BuckTV.com, Inc.
----------------
(Registrant)
Date: November 13, 2000
By: /s/ Mysha M. Lankhorst
-----------------------
Mysha M. Lankhorst
Secretary
15
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