SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 1997
OR
[ ] 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. 2-98747-D
OXFORD CAPITAL CORP.
-----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Nevada 87-0421454
- ------------------------------- ---------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
4245 North Central Expressway, Suite 300, Dallas, Texas 75205
-------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(214) 520-0100
---------------------------
(Issuer's telephone number)
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 X No
--- ---
As of October 10, 1997, 11,167,168 shares of Common Stock of the issuer
were outstanding.
<PAGE>
OXFORD CAPITAL CORP.
INDEX
Page
Number
------
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets - March 31, 1997
and June 30, 1996............................................. 3
Condensed Consolidated Statements of Operations - For the
three months and nine months ended March 31, 1997 and 1996.... 4
Condensed Consolidated Statements of Cash Flows - For the
nine months ended March 31, 1997 and 1996 .................... 5
Notes to Unaudited Consolidated Financial Statements.......... 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations...................... 8
SIGNATURES.............................................................. 12
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
OXFORD CAPITAL CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
March 31, 1997 June 30, 1996
------------------ --------------
<S> <C> <C>
Assets
Current Assets:
Cash $ 208,270 $ 2,963
Accounts Receivable 154,830 414,962
Inventories 178,393 -
Employee Advances & Loans
Receivable 9,378 -
Prepaid Expenses 13,900 -
------------------ --------------
Total Current Assets 564,771 417,925
------------------ --------------
Fixed Assets:
Furniture, Fixtures & Equipment 251,970 23,264
Accumulated Depreciation ( 24,316 ) ( 2,246 )
------------------ --------------
Total Fixed Assets 227,654 21,018
------------------ --------------
Other Assets:
Goodwill 564,248 512,650
Accumulated Amortization ( 42,721 ) ( 17,088 )
Covenant Not to Compete 600,000 600,000
Accumulated Amortization ( 150,000 ) ( 60,000 )
Minority Interest Receivable 55,530 -
Other Assets - 27,000
Organization Costs, net 687 -
------------------ --------------
Total Other Assets 1,027,744 1,062,562
------------------ --------------
Total Assets: $ 1,820,169 $ 1,501,505
================== ==============
Liabilities & Shareholders' Equity
Current Liabilities
Accounts Payable $ 2,655,474 $ 1,024,955
Current Portion of Long-Term Debt 18,356 18,175
------------------ --------------
Total Current Liabilities 2,673,830 1,043,130
Long-Term Debt 610,104 508,520
Total Liabilities 3,283,934 1,551,650
------------------ --------------
Shareholders' Equity
Common Stock 32,914 1,000
Additional Paid-In Capital - 99,000
Retained Earnings ( 1,496,679 ) ( 150,145 )
------------------ ---------------
Total Shareholders' Equity ( 1,463,765 ) ( 50,145 )
------------------ ---------------
Total Liabilities & Shareholders' Equity $ 1,820,169 1,501,505
================== ===============
</TABLE>
See Notes to Financial Statements
3
<PAGE>
OXFORD CAPITAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF OPERATIONS
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
March 31, March 31,
----------------------------- ---------------------------------
1997 1996 1997 1996
----------- ------------ -------------- -------------
<S> <C> <C> <C> <C>
Revenues: $ 4,291,117 $ 4,830,631 $ 14,648,492 $ 4,830,631
Cost of Goods Sold 4,151,912 4,498,196 13,684,915 4,498,196
----------- ------------ -------------- -------------
Gross Profit 139,205 332,435 963,577 332,435
----------- ------------ -------------- -------------
Expenses:
Selling, General & Administrative 853,758 370,215 2,300,738 566,694
Interest 33,607 20,468 64,903 29,468
----------- ------------ -------------- -------------
Total Expenses 887,365 390,683 2,365,641 596,162
----------- ------------ -------------- -------------
Loss Before Taxes & Minority Interest ( 748,160 ) ( 58,248 ) ( 1,402,064 ) ( 263,727 )
Minority Interest 26,873 55,530 0
----------- ------------ -------------- -------------
Income (Loss) Before Taxes ( 721,287 ) ( 58,248 ) ( 1,346,534 ) ( 263,727 )
Income Taxes
Net Loss $( 721,287 ) $ ( 58,248 ) $ ( 1,346,534 ) $ ( 263,727 )
=========== ============== =============
Weighted Average Shares Outstanding 33,064,248 5,115,392 32,705,131 5,115,392
=========== ============ ============== =============
Loss per share $( .02 ) $ ( .01 ) $ ( .04 ) $ ( .04 )
=========== ============ ============== =============
</TABLE>
See Notes to Financial Statements
4
<PAGE>
OXFORD CAPITAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
Nine Months Ended Nine Months Ended
March 31, 1997 March 31, 1996
-------------- --------------
<S> <C> <C>
Cash Flows From Operating Activities:
Net Loss $( 1,346,534 ) ( 263,727 )
Depreciation 21,778 1,050
Amortization 115,632 38,544
Minority Interest ( 55,530 )
Adjustments to Reconcile Net Loss with Net
Cash Provided By Operating Activities
Decrease (Increase) in Accounts Receivable 260,132 ( 330,295 )
(Increase) in Inventories ( 178,393 )
(Increase) in Advance and Loans Receivable ( 9,378 ) ( 355 )
(Increase) in Prepaid Expenses ( 13,900 )
Increase in Accounts Payable 1,630,519 967,643
Increase in Current Portion of
Long-Term Debt 182 20,381
------------ --------------
Net Cash Provided By Operating Activities 424,506 433,241
------------ --------------
Cash Flows From Investing Activities:
(Increase) in Property, Plant & Equipment ( 228,706 ) ( 21,000 )
Decrease In Other Assets 26,607
Reverse Acquisition of Business 31,316 (1,012,660 )
------------ --------------
Net Cash Used In Investing Activities ( 170,390 ) (1,033,650 )
------------ --------------
Cash Flows From Financing Activities:
Bank Overdraft 88,189
(Repayment of) Addition to Promissory Notes ( 48,416 ) 513,269
------------ --------------
Net Cash Used In Financing Activities ( 48,416 ) 601,458
------------ --------------
Increase In Cash 205,307 1,049
Beginning Cash 2,963 1,069
------------ --------------
Ending Cash $ 208,270 2,118
============ ==============
</TABLE>
See Notes to Financial Statements
5
<PAGE>
OXFORD CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. The accompanying interim financial statements are prepared in accordance
with generally accepted accounting principles for interim financial
information and with instructions for Form 10-QSB and Rule 10-01 of
Regulation S-X. The June 30, 1996 balance sheet data was derived from
audited financial statements included on Form 8-K dated October 4, 1996.
The interim financial statements and notes thereto do not include all the
information required by generally accepted accounting principles for
complete financial statements and should be read in conjunction with the
audited financial statements. The interim financial statements reflect all
adjustments of a normal recurring nature which are, in the opinion of
management, necessary for a fair presentation of the financial position,
results of operations and of cash flows for the interim periods presented.
2. Oxford Capital Corp. ("Oxford") was organized under the laws of Nevada in
May, 1985. From 1993 until October, 1996, Oxford was not engaged in an
active trade or business. In October, 1996, Oxford acquired 100% of the
issued and outstanding shares of Rx Staffing Corp. ("Rx Staffing") and
Safety and Fatigue Consultants International, Inc. ("SFCI") in exchange for
an aggregate of 27,401,601 new shares and 1,329,300 warrants of Oxford.
Oxford, Rx Staffing and SFCI are hereinafter collectively referred to as
"the Company".
3. Rx Staffing was organized in December, 1995, under the laws of the state of
Texas and is engaged in providing employee leasing services, primarily in
the state of Texas. Effective January 1, 1996, Rx Staffing contracted with
Creative Employment Concepts, Inc. ("CECI") to acquire all the employee
leasing contracts and furniture and equipment in the possession of CECI as
of that date for payments of $6,700 per month until $1,068,000 is paid.
Effective January 1, 1996, Rx Staffing also entered into an agreement with
a stockholder of CECI whereby, for $600,000, the stockholder agreed not to
compete with the Company for a period of five years. The costs of the
January 1, 1996, acquisition were as follows:
Furniture and Equipment $ 21,000
Goodwill 512,650
Covenant Not To Compete 600,000
-----------
Total Cost $ 1,133,650
===========
The above costs were financed as follows:
Paid to stockholder out of cash
flow through June 30, 1997 $ 600,000
Assumption of long-term debt
payable to CECI. 533,650
-----------
Total Cost $ 1,133,650
===========
6
<PAGE>
4. SFCI was organized during March, 1996, under the laws of the state of Texas
and is engaged in providing consultation services and training materials on
safety and fatigue of truck drivers.
The merger of Oxford, Rx Staffing and SFCI was accounted for as a reverse
acquisition similar to a pooling of interests. The activity of all entities
have been retroactively presented. All intercompany profits and
transactions have been eliminated in consolidation, including those
transactions entered into prior to the merger.
The consolidated financial statements include the activity of the Company
since January 1996, the date of RX Staffing began business operations.
5. The Company's consolidated financial statements have been 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, it continues to incur net
operating losses and a deficit in cash flows which could impact its ability
to continue as a going concern. Management is working to reduce expenses,
negotiate favorable terms with creditors and to raise additional equity
capital. There can be no assurance that the Company will be successful in
its efforts to alleviate its liquidity problems. The financial statements
do not include any adjustments that might result from the outcome of this
uncertainty.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Certain Factors Pertaining to Forward Looking Statements
The statements contained in this Form 10-QSB which are not historical facts are
forward-looking statements that involve a number of risks and uncertainties. All
phases of the Company's operations are subject to a number of uncertainties,
risks and other influences. Therefore, the actual results of the future events
described in such forward-looking statements in this Form 10-QSB could differ
materially from those stated in such forward-looking statements. Among the
factors that could cause actual results of differ materially are the risks and
uncertainties discussed in this Form 10-QSB and the uncertainties set forth from
time to time in the Company's other public reports and filings and public
statements. Many of these factors are beyond the control of the Company, any of
which, or a combination of which, could materially affect the results of the
Company's operations and whether such forward-looking statements made by the
Company ultimately prove to be accurate.
Overview
The Company provides small and medium-sized businesses with an outsourcing
solution to the complexities and costs related to employment and human
resources. The Company's integrated employment related services consists of
human resource administration, employment regulatory compliance management,
workers' compensation coverage, health care and other employee benefits. The
Company establishes a co- employer relationship with its clients and
contractually assumes substantial employer responsibilities with respect to work
site employees. In addition, the Company offers certain specialty managed care
7
<PAGE>
services on a stand alone basis to health and workers' compensation insurance
companies, HMOs, managed care providers and large, self insured employers.
Financial Presentation
The following discussion should be read in conjunction with, and is qualified in
its entirety by, the foregoing and the Company's Consolidated Financial
Statements and Notes thereto included elsewhere in this Form 10-QSB.
The Company's revenues include all amounts billed to clients for gross salaries
and wages, related employment taxes, and health care and workers' compensation
coverage of work site employees. The Company is obligated to pay the gross
salaries and wages, related employment taxes as well as health care and workers'
compensation costs of its work site employees whether or not the Company's
clients pay the Company on a timely basis, or at all. The Company believes that
including such amounts as revenues appropriately reflects the responsibility
which the Company bears for such amounts and is consistent with industry
practice. In addition, the Company's revenues are subject to fluctuations as the
result of (i) changes in the volume of work site employees serviced by the
Company, (ii) changes in the wage base and employment tax rates of work site
employees, and (iii) changes in the mark up charge by the Company for its
services.
The Company's primary direct costs are (i) salaries, wages, the employer's
portion of social security, Medicare premiums and federal unemployment taxes,
(ii) health care and workers' compensation costs, and (iii) state unemployment
taxes and other direct costs. The Company can significantly impact its gross
profit margin by actively managing the direct costs described in items (ii) and
(iii).
The Company's health care costs consist of medical insurance premiums, payments
of and reserves for claims subject to deductibles and the costs of vision care,
disability, employee assistance and other similar benefit plans. The Company's
health care benefit plans consist of a mixture of fully insured, minimum premium
arrangements, partially self insured plans and guaranteed cost programs. Under
minimum premium arrangements and partially self-insured plans, liabilities for
health care claims are recorded based on the Company's health care loss history.
Workers' compensation costs include medical costs and indemnity payments for
lost wages, administrative costs and insurance premiums related to the Company's
workers' compensation coverage. The Company is insured under a large deductible
insurance plan. Workers' compensation costs for fiscal 1997 also include
reserves for claims which have been incurred but not reported and for
anticipated loss development.
The Company's primary operating expenses are administrative personnel, other
general and administrative expenses and sales and marketing expenses.
Administrative personnel expenses include compensation, fringe benefits and
other personnel expenses related to internal administrative employees. Other
general and administrative expenses include rent, office supplies and expenses,
legal and accounting fees, insurance and other operation expenses. Sales and
marketing expenses include compensation of sales executives and the marketing
staff, as well as marketing and advertising expenses.
8
<PAGE>
Material Changes in Results of Operation
Rx Staffing, Inc. was organized in December, 1995, but did not begin conducting
business until January, 1996 following the acquisition of certain assets of
CECI. Safety and Fatigue Consultants International, Inc. was organized in March,
1996, at which time it began to internally develop programs and materials, and
begin conducting marketing, sales and general business activities. The Institute
of Sleep and Neuroscreen did not begin business operations until August, 1996.
Results of Operation
The following table sets forth, for the periods indicated, certain selected
income statement data expressed as a percentage of revenues:
<TABLE>
<CAPTION>
Three Three Nine Nine
Months Months Months Months
Ended Ended Ended Ended
March 31, March 31, March March
1997 1996 31, 1997 31, 1996
--------------- --------------- -------------- --------------
<S> <C> <C> <C> <C>
Revenues 100.0 % 100.0 % 100.0 % 100.0 %
Direct cost 96.8 93.1 93.4 93.1
--------------- --------------- -------------- --------------
Gross profit 3.2 6.9 6.6 6.9
--------------- --------------- -------------- --------------
Expenses:
Selling, general and
administrative 19.9 7.7 15.7 11.7
Interest 0.8 0.4 0.4 0.6
Total expenses 20.7 8.1 16.1 12.3
--------------- --------------- -------------- --------------
Operating income (loss) (17.4) (1.2) (9.6) (5.5)
Other income (loss) 0.6 0.4
--------------- --------------- -------------- --------------
Income (loss) before taxes (16.8) (1.2) (9.2) (5.5)
Provision for income taxes
--------------- --------------- -------------- --------------
Net income (loss) (16.8)% (1.2)% (9.2)% (5.5)%
=============== =============== ============== ==============
</TABLE>
Three Months Ended March 31, 1997 Compared to Three Months Ended March 31, 1996
Gross Revenues. Gross revenues from salaries, wages, workers' compensation,
health care and employment taxes of work site employees were $4,291,117 for the
three months ended March 31, 1997 compared to $4,830,631 for the three months
ended March 31, 1996, a decrease of 11.1%. The decrease in gross revenues was
attributable to the loss of a large client in January, 1997. The average number
of worksite employees paid per month during the three months ended March 31,
1997 was 1,060 as compared to 1,042 during the three months ended March 31,
1996, while monthly revenue per worksite employee was $4,046 during the three
9
<PAGE>
months ended March 31, 1997 as compared to $4,830 during the three months ended
March 31, 1996.
Gross Profit. Gross profit was $139,205 for the three months ended March 31,
1997 compared to $332,435 for the three months ended March 31, 1996, a decrease
of 107.8%. Gross margin for the two periods was 3.2%and 6.9%, respectively. The
decrease in gross profit and gross margin was primarily attributable to the loss
of a large client in January of 1997 which had yielded a higher than average
administrative fee. Monthly gross mark-up per worksite employee totaled $99
during the three months ended March 31, 1997 as compared to $98 during the three
months ended March 31, 1996.
Selling, General and Administrative Expense. Selling, general and administrative
expenses ("S, G & A") were $853,758 for the three months ended March 31, 1997
compared to $370,215 for the three months ended March 31, 1996, a 130.6%
increase. As a percentage of sales, S, G & A increased from 7.7% to 19.9%. The
increase in S, G & A in absolute terms and as a percentage of sales was
attributable principally to the funding of SFCI.
Net Loss. Net loss was $721,287 for the three months ended March 31, 1997
compared to $58,248 for the three months ended March 31, 1996. The increase in
loss is attributable to the lower gross profit and increased S, G & A
experienced in the current quarter as compared to the prior period quarter. Loss
per share for the current quarter and the prior period quarter were $.02 and
$.01, respectively.
Nine Months Ended March 31, 1997 Compared to Nine Months Ended March 31, 1996
Gross Revenues. Gross revenues from salaries, wages, workers' compensation,
health care and employment taxes of work site employees were $14,648,492 for the
nine months ended March 31, 1997 compared to $4,830,631 for the nine months
ended March 31, 1996, an increase of 203.2%. The increase was attributable to a
full nine months of operations in fiscal 1997 as compared to only three months
of operations for the fiscal 1996 period.
Gross Profit. Gross profit was $963,577 for the nine months ended March 31, 1997
compared to $332,435 for the nine months ended March 31, 1997, an increase of
189.9%. Gross profit was 6.6% of revenues for the fiscal 1997 period compared to
6.9% for the fiscal 1996 period. The increase in gross profits was primarily
attributable to operating for nine months in fiscal 1997 versus three months in
the prior fiscal period. The gross margin decreased was not material.
Selling, General and Administrative Expense. S, G & A were $2,300,738 for the
nine months ended March 31, 1997 compared to $566,694 for the nine months ended
March 31, 1997, a 306.0% increase. As a percentage of sales, G & A increased
from 11.7% to 15.7%. The increase in S, G & A in absolute terms and as a
percentage of sales was attributable to the increase costs at RX Staffing
attributable to operating for nine months in fiscal 1997 versus three months in
the prior fiscal period, and the funding of SFCI.
Net Loss. Net loss was $1,346,534 for the nine months ended March 31, 1997
compared to $263,727 for the nine months ended March 31, 1996. The increase in
loss is attributable to the lower gross profit and increased S, G & A
experienced in the current fiscal year period as compared to the prior fiscal
year period.
10
<PAGE>
Loss per share for the current fiscal year period and the prior fiscal year
period were $.04 and $.04, respectively.
Liquidity and Capital Resources
The Company had a cash balance of $208,270 and a deficit in working capital of
$2,109,060 at March 31, 1997 compared to a cash balance of $2,963 and a deficit
in working capital of $625,205 at June 30, 1996. The increase in the Company's
working capital deficit was attributable to the loss incurred during the nine
months ended March 31, 1997 and includes $2,442,634 of payroll taxes payable in
July of 1997.
The Company's cash flows from operating activities were $451,113 in the fiscal
1997 period as compared to $433,241 for the fiscal 1996 period. The decrease in
operating cash flows during fiscal 1997 reflects the loss for the period which
was offset principally by increases in payroll taxes payable.
Cash used in investing activities totaled $170,390 in the fiscal 1997 period
compared to $1,033,650 for the fiscal 1996 period. Approximately $90,000 of the
cash used in investing activities in fiscal 1997 and $30,000 of the used in
investing in fiscal 1996 related to payments pursuant to a non-compete agreement
entered into in connection with the acquisition of Rx. The balance of the funds
used in investing activities in the fiscal 1997 period related to purchases of
furniture and equipment and costs.
Cash flows from financing activities totaled $(48,416) for the nine months ended
March 31, 1997 as compared to cash used in financing activities of $601,458 in
the nine months ended March 31, 1997. Cash flows from financing activities
during the nine months ended March 31, 1996 consisted of $100,000 of contributed
capital arising from the Rx acquisition and approximately $88,189 arising from
increases in the Company's bank overdraft. The use of cash in financing
activities during fiscal 1997 reflects the net repayment of a loan in the amount
of $48,416.
At March 31, 1997, the Company's principal obligations, other than those
relating to meeting its ongoing working capital needs, consisted of a
non-interest bearing note payable in connection with the Company's acquisition
of Rx. The note is unsecured and provides for monthly payments of $6,700 until
$1,068,000 has been paid. The note was originally recorded at a discounted value
of $533,650, reflecting a 12% discount rate. The discounted balance of the note
payable at March 31, 1997 was $490,164.
At June 30, 1997, the Company was also obligated under a lease covering its
principal offices expiring December 31, 2001 and two leases for office equipment
expiring December 31, 1999 and 2000. The Company's lease obligations at March
31, 1997 provided for current minimum annual payments of $193,836, escalating to
$222,180 for the fiscal year ending June 30, 2001.
While management is working to reduce expenses, negotiate favorable terms with
creditors and to raise additional equity capital, there can be no assurance that
the Company will be successful in its efforts to alleviate its liquidity
problems. There is no commitment at present for any of these options. Without
the success of one of these options, the Company does not have sufficient cash
to satisfy its working capital requirements for the next twelve months.
11
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
OXFORD CAPITAL CORP.
Date: October 31, 1997 By: /s/ Robert Cheney
---------------------------------------
Robert Cheney, Chairman and Principal
Executive Officer
Date: October 31, 1997 By: /s/ Jerry Stovall
---------------------------------------
Jerry Stovall, Treasurer and Principal
Financial Officer
12
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-mos
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 208,270
<SECURITIES> 0
<RECEIVABLES> 154,830
<ALLOWANCES> 0
<INVENTORY> 178,393
<CURRENT-ASSETS> 564,771
<PP&E> 251,970
<DEPRECIATION> 24,316
<TOTAL-ASSETS> 1,820,169
<CURRENT-LIABILITIES> 2,673,830
<BONDS> 0
0
0
<COMMON> 32,914
<OTHER-SE> (1,496,679)
<TOTAL-LIABILITY-AND-EQUITY> 1,463,765
<SALES> 14,648,492
<TOTAL-REVENUES> 14,648,492
<CGS> 13,684,915
<TOTAL-COSTS> 2,365,641
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (1,346,534)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,346,534)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,346,534)
<EPS-PRIMARY> (.04)
<EPS-DILUTED> (.04)
</TABLE>
