<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(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 1935
FOR THE TRANSITION PERIOD FROM N/A to N/A
------------------
Commission File No.: 0-15543
METAL RECOVERY TECHNOLOGIES, INC.
(Exact name of Registrant as specified in its charter)
415 East 151st Street, East Chicago, Indiana 46312
Telephone: (219) 397-6261
A Delaware Corporation Employer Identification No.: 71-0628061
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 12, 13 or 15 (d) of the Securities Exchange
Act of 1939 during the proceeding 12 months (or for such shorter period that
the Registrant was required to file such report(s), and (2) has been subject
to such filing requirements for the past 90 days:
YES (X) NO ( )
Number of shares outstanding of the Registrant's Common Stock as of March 31,
1997: 25,635,487
The Securities and Exchange commission has not approved or disapproved the
Form 10-Q, or passed on the accuracy or adequacy or of this report.
<PAGE>
TABLE OF CONTENTS
PAGE
PART I - FINANCIAL DATA
Item 1 -- Financial Statements:
Consolidated Balance Sheets
as of March 31, 1997 and December 31, 1996 1
Consolidated Statement of Operations:
for the Three (3) Months ended March 31, 1997 & 1996 3
Consolidated Statement of Cash Flows for the Three (3) Months
ended March 31, 1997 & 1996 4
Notes to consolidated financial statements 5
Item 2 - Management's discussion and analysis of
financial condition and results of operations. 7
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings 8
Item 2 - Changes in Securities 9
Item 3 -- Defaults on Senior Securities 9
Item 4 - Submissions of Matters to a Vote of Security Holders 10
Item 6 - Exhibits and Reports on Form 8-K 10
Item 27 - Financial Data Schedule 11
<PAGE>
METAL RECOVERY TECHNOLOGIES, INC
CONSOLIDATED BALANCE SHEETS
AS OF
MARCH 31, 1997 AND DECEMBER 31, 1996
Mar 31 Dec 31
1997 1996
---- ----
(unaudited)
-----------
ASSETS:
Current Assets:
Cash & equivalents $ 2,535 $ 6,778
Accounts Receivable 30,801 -
Inventories 291,106 65,370
Other current assets - 97,355
----------------------------
Total current assets 324,442 169,503
----------------------------
Property & equipment:
Leasehold improvements 348,255 348,255
Equipment 2,239,858 2,178,823
Vehicles 31,062 31,062
Furniture & Fixtures 33,845 33,845
----------------------------
Total property and equipment 2,653,020 2,591,985
Less accumulated depreciation, depletion
and amortization - -
----------------------------
Net property & equipment 2,653,020 2,591,985
----------------------------
Other assets:
Concessions, rights, patents, goodwill 12,905,749 12,905,749
Organization costs 2,855,888 2,112,367
Other assets 22,900 53,400
----------------------------
Total other assets 15,784,537 15,071,516
----------------------------
TOTAL ASSETS $18,761,999 $ 17,833,004
----------------------------
----------------------------
-1-
<PAGE>
METAL RECOVERY TECHNOLOGIES, INC
CONSOLIDATED BALANCE SHEETS - CONTINUED
<TABLE>
<CAPTION>
Mar 31 Dec 31
1997 1996
---- ----
(unaudited)
-----------
<S> <C> <C>
LIABILITIES:
Current liabilities:
Current maturities of long-term indebtedness $ 4,550 $ 4,580
Notes payable 36,026 49,894
Accounts payable 2,050,180 1,503,991
Due to Former officer & director 68,037 55,098
Convertible loans 2,899,011 3,288,010
----------------------------------
Total current liabilities 5,057,804 4,901,573
----------------------------------
Long-term liabilities:
Long-term debt 505,000 505,000
Capital lease 3,108 4,182
----------------------------------
Total long-term liabilities 508,108 509,182
----------------------------------
TOTAL LIABILITIES 5,565,912 5,410,755
----------------------------------
STOCKHOLDERS' EQUITY:
"Series A" Preferred stock, $10 par value
100,000 shares authorized 46,965
shares outstanding 469,650 469,650
"Series B" Preferred stock, $10 par value
2,500,000 shares authorized, 21,375
shares outstanding 44,373 44,373
Common stock, par value of $.001;
100,000,000 shares authorized; 25,635,487 and
20,707,597 issued and outstanding at March 31, 1997
and December 31, 1996, respectively 25,635 20,707
Additional paid-in capital 63,450,270 62,355,161
Retained deficit (50,793,841) (50,467,642)
----------------------------------
TOTAL STOCKHOLDERS' EQUITY 13,196,087 12,422,249
----------------------------------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 18,761,999 $ 17,833,004
----------------------------------
----------------------------------
</TABLE>
SEE ACCOMPANYING NOTES WHICH ARE AN INTEGRAL PART OF THESE STATEMENTS
-2-
<PAGE>
METAL RECOVERY TECHNOLOGIES, INC
CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE
THREE (3) MONTHS ENDED MARCH 31, 1997 & 1996
<TABLE>
<CAPTION>
Mar 31 Mar 31
1997 1996
---- ----
(unaudited)
-----------
<S> <C> <C>
Sales $ - $ -
Cost of sales - -
-------------------------------
Gross profit - -
-------------------------------
Operating expenses:
Selling, general & administrative 313,260 88,678
-------------------------------
Total operating expenses 313,260 88,678
-------------------------------
Income (loss) from operations (313,260) (88,678)
-------------------------------
Non operating income (expense):
Interest expense (12,939) (13,750)
-------------------------------
Total non operating income (expense) (12,939) (13,750)
-------------------------------
Net Income (loss) $ (326,199) $ (102,428)
-------------------------------
-------------------------------
Weighted average number of
Common shares outstanding 23,249,603 13,764,653
(Loss) per share $ (0.0140) $ (0.0074)
</TABLE>
SEE ACCOMPANYING NOTES WHICH ARE AN INTEGRAL PART OF THESE STATEMENTS
-3-
<PAGE>
METAL RECOVERY TECHNOLOGIES, INC
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE
THREE (3) MONTHS ENDED MARCH 31, 1997 & 1996
<TABLE>
<CAPTION>
Mar 31 Mar 31
1997 1996
---- ----
(unaudited)
-----------
<S> <C> <C>
CASH FLOWS PROVIDED BY (USED FOR)
OPERATIONS:
Net loss $ (326,199) $ (102,428)
Net changes in current assets
and liabilities excluding long-term indebtedness (2,921) 35,581
-----------------------------
NET CASH USED BY OPERATING ACTIVITIES (329,120) (66,847)
-----------------------------
CASH FLOWS PROVIDED BY (USED FOR)
INVESTMENT ACTIVITIES:
Net changes to plant & equipment (61,035) (327,387)
Additions, deletions to concessions,
rights, patents & goodwill - -
Additions, deletions to Organization costs (743,521) -
Decrease (increase) in Other assets 30,500 -
-----------------------------
NET CASH USED BY INVESTING ACTIVITIES (774,056) (327,387)
-----------------------------
CASH FLOWS PROVIDED BY (USED FOR)
FINANCING ACTIVITIES:
Increase (decrease) in long term &
convertible debt (1,104) 207,209
Issued common stock 4,928 -
Received from additional
paid-in capital 1,095,109 -
-----------------------------
NET CASH PROVIDED BY FINANCING ACTIVITIES 1,098,933 207,209
-----------------------------
Decrease in cash (4,243) (187,025)
Cash & equivalents at beginning of year 6,778 200,855
-----------------------------
CASH & EQUIVALENTS AT MARCH 31, 1997 & 1996 $ 2,535 $ 13,830
-----------------------------
-----------------------------
</TABLE>
SEE ACCOMPANYING NOTES WHICH ARE AN INTEGRAL PART OF THESE STATEMENTS
-4-
<PAGE>
METAL RECOVERY TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) BASIS OF PRESENTATION
Metal Recovery Technologies, Inc., ("MRTI") presents all financial statements
in United States dollars and under generally accepted accounting principles
as practiced in the United States.
Metal Recovery Technologies, Inc. (formerly Malvy Technology, Inc. - the
Company), was from 1993 to the latter part of 1995 primarily engaged in the
development and testing of the Malvy anti-theft device and the marketing of
the Malvy device concept to the public and automotive manufacturers. This
division, however, went into receivership in October, 1995. Prior thereto,
the Company was engaged primarily in the business of mining and developing
precious metals in Alaska, the production of oil and gas in Oklahoma and New
Mexico and the transmission of gas through a pipeline operating in Oklahoma.
These operations were disposed of during 1995.
On April 27, 1995, the Company completed the acquisition of all of the
capital of Metal Recovery Industries (International), Inc. and its wholly
owned subsidiary, Metal Recovery Industries (US), Inc. (hereafter referred to
as "MRI(US)"), a US corporation engaged in the recovery of zinc from
galvanized steel. To reflect the importance of the acquisition of this
business, the company's name was changed from Malvy Technology, Inc. to Metal
Recovery Technologies, Inc. Dr. William Morgan, the inventor of the process,
joined the Board of Directors on May 10, 1995.
(b) INTERIM FINANCIAL STATEMENTS
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information and the instructions to Form 10-Q.
Accordingly, the consolidated financial statements do not include all the
information and disclosures required by generally accepted accounting
principles for complete financial statements. In management's opinion, all
adjustments (consisting of normal recurring accruals) considered necessary
for a fair presentation have been included. Operating results for interim
periods are not necessarily indicative of results to be expected for the full
year. While the Company believes that the disclosures presented are adequate
to make the information not misleading, it is suggested that these
consolidated financial statements be read in conjunction with the latest
audited financial statements and notes included in the Company's Form 10-K.
(c) INVENTORIES
Inventories consist of zinc bearing solutions, other chemicals and scrap
steel at the company's plant in East Chicago.
(d) ORGANIZATION COSTS
The company has elected to continue its practice of capitalizing all of its
expenses associated with the raising of capital, obtaining financing,
locating and acquiring equipment, obtaining customers and suppliers,
installing and testing equipment, and certain other administrative activities
through the first quarter of 1997.
(e) DEPRECIATION AND AMORTIZATION
Metal Recovery Industries (US), Inc. is in the developmental stage and
therefore no depreciation nor amortization was taken in the accounting
periods shown in this report.
-5-
<PAGE>
(f) CONVERTIBLE LOANS
Continued operations have, and will (see "Liquidity" below), require loans
from various entities. During 1995, 1996 and 1997 MRTI issued convertible
debt in exchange for funds used to administer and construct its operations.
As of March 31, 1997, this indebtedness, including interest, amounted to
$2,899,011. These loans are exercisable at various rates, from 25 cents to
43.33 cents per share, and at various times. They also contain anti-dilution
provisions and are secured, pro rata, by liens on the shares of MRI(US), as
well as its assets. During the reporting quarter, $850,000 of convertible
debt and $65,036 of accrued interest was converted into 4,356,462 shares of
stock.
At March 31, 1997 the convertible loans consisted of the following:
<TABLE>
<CAPTION>
---------------------------
- -------------------------- Loan Conversion --------------------------------------------------
Lender Amount Price Interest Subtotal Converted Total
- -------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Sovereign Trust Services $ 650,000 $ 0.3900 $ 43,606 $ 693,606 $(693,606) $ -
Sundorn Holding, SA 650,000 0.4333 83,032 733,032 733,032
Osbourne Ltd. 200,000 0.2000 21,430 221,430 (221,430) -
Plenbrick Ltd. 550,000 0.2750 69,805 619,805 619,805
Alcaria Investments, Ltd. 83,334 0.2500 19,574 102,908 102,908
Jepherson Ltd. 83,334 0.2500 17,650 100,984 100,984
Antheims Ltd. 83,334 0.2500 15,460 98,794 98,794
Pangea Ltd. 500,000 0.3000 17,323 517,323 517,323
Quested Ltd. 500,000 0.3000 6,703 506,703 506,703
Dorrance Ltd. 219,462 0.3000 - 219,462 219,462
$3,519,464 $294,583 $3,814,047 $(915,036) $2,899,011
</TABLE>
All of the foregoing loans are secured, pro-rata, by liens on the shares of
Metal Recovery Industries (US), Inc., as well as its assets and are protected
by anti-dilution provisions.
-6-
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
CONSOLIDATED FINANCIAL CONDITION AND STATEMENT OF OPERATIONS
FINANCIAL CONDITION
The increase in property and equipment and other assets at March 31, 1997,
compared to December 31, 1996 is due to additional cash expended in the
development of the Company's facility in East Chicago.
LIQUIDITY
As of December 31, 1996, the Company had, in addition to its existing cash on
hand, unused convertible loan facilities aggregating approximately $1.2
million. During the reporting quarter, $520,000 of this unused facility was
draw down and used to administer and construct the Company's operations.
Additionally, $200,000 was raised by a subscription under Regulation S
resulting in the issuance of 571,428 shares at $0.35 per share to an offshore
entity. The Company believes that it has sufficient working capital,
existing, or proposed new facilities available to allow the Company to reach
full production and to pay off all trade creditors.
STATEMENTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 1997 VS.
THREE MONTHS ENDED MARCH 31, 1996
There was no change in "Revenues" compared to the same period a year ago.
The company had sales/revenues of $108,945 during the current reporting
period but because of the election to capitalize all organization costs
during the development stage of the Company, these revenues were offset
against the costs capitalized.
The increase in "operating expenses" is mainly due to litigation expenses
and the non-capitalized expenditures of the officers. The Company had
adopted the policy of capitalizing all costs associated with the development
of its East Chicago facility until the plant reached full production levels.
These costs included the development, marketing, installing and testing
equipment and administrative activities. Because the officers are involved
in matters other than those costs applicable to be capitalized, an increase
in the current period's operating expenses has occurred.
Owing to delays and problems with production, the Company has decided to
continue, for the first quarter of 1997, its policy of capitalizing costs
associated with the commissioning of the plant in East Chicago. For the
three month's ended March 31, 1997 these organization costs amounted to
$743,521. Management will review this policy on an ongoing basis but has set
a target for the second quarter of 1997 to discontinue this policy when the
plant is processing steel scrap at an operating level of 1,000 tons per month.
The Company reported a net loss for the three months of $0.014 per weighted
average number of shares outstanding compared to a loss of $0.0074 per
weighted average number of shares outstanding for the same period the
previous year.
During the first three months of 1997, the Company capitalized $61,035 of
equipment relating to the recommissioning of the plant at East Chicago.
-7-
<PAGE>
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
(a) MR. JACK ALEXANDER AND "MORTON BLUE"
In September, 1994, the Company reached a settlement with a former chairman
and chief executive officer of the Company, Jack Alexander, and certain
entities related to him, in respect of amounts claimed to be owed to them by
the Company on accounts of notes payable, loans and the redemption price of
preferred stock. Under the terms of the settlement, Mr. Alexander was to be
paid $1.3 million over a period ending May, 1995. The Company has
renegotiated several times the terms of payment to Mr. Alexander. At March
31, 1997, the Company owed Mr. Alexander a total of approximately $537,687
regarding this settlement. Mr. Alexander also owned all of the shares of a
class of preferred stock which gave Mr. Alexander the right to elect the
majority of the board of directors of the Company.
During 1996, Mr. Alexander assigned his interest in the settlement, including
the shares of preferred stock to an entity identified as "Morton Blue" (with
an address in the British Virgin Islands). During the first quarter of 1997,
"Morton Blue" demanded that the Company call a shareholders' meeting at which
a majority of the directors are to be elected by the holder of the said
shares of preferred stock. The Company does not believe that Mr. Alexander,
or his assignee, has the right to call such a meeting (although the holder of
such shares of preferred stock may be entitled to designate a majority of the
directors).
The Company's convertible debt lenders, under the pledge and security
agreement, have the right, should Mr. Alexander or his assignee continue to
assert a right to control the Company, to exchange such loans, provided they
aggregate at least $2 million in principal amount, for outright ownership of
a majority of the common shares of MRI(US). The amount owed to Morton Blue
is $537,687 and $524,748 at March 31, 1997 and December 31, 1996,
respectively. The amounts owed to the convertible debt lenders are
$2,899,011 and $3,288,010 for the same periods, respectively.
The Company has no ability to settle the amount owed to Morton Blue in cash.
Therefore, after extensive negotiations an agreement has now been reached
between the Company and Morton Blue to settle the liability and redeem the A
Preferred shares. This will occur by the issuance of 2,550,000 shares of the
Company's common stock under Regulation S of the Securities and Exchange
Commission. This amounts to approximately 21 cents per share. Based on the
total number of shares outstanding at March 31, 1997, Morton Blue will hold
approximately 9% of the Company's issued share capital.
Completion of this agreement has not yet taken place.
(b) LEVINE/CLASS ACTION
On November 6, 1995, an action entitled Levine vs. Metal Recovery
Technologies, Inc., was filed in the United States District Court of Delaware
by a shareholder against the Company and certain present and former
directors, alleging breaches of the federal securities laws, by reason of
alleged material misrepresentations by the Company and the Company's alleged
failure to make timely disclosure relating to its Malvy operations. In
November, 1996, the Court certified the proposed class. On October 31, 1996,
a second action was commenced by the same plaintiff against the same
defendants and others, including a number of brokerage firms and their
representatives, alleging a conspiracy to inflate prices at which the shares
of the Company's common stock traded during the period specified therein.
Without admitting liability, the Company has reluctantly agreed to settle
these actions. This decision was primarily taken to avoid mounting legal
costs, to free management from the burdensome time involved in dealing with
this matter, and to achieve certainty as to the outcome of the proceedings.
The uncertainty of these proceedings has been negatively affecting or
delaying potential business transactions by the Company's subsidiary, Metal
Recovery Industries (US), Inc.
-8-
<PAGE>
The agreed settlement is $3.25 million payable as follows:
- $500,000 in cash to be paid on October 15, 1997 (the effective date).
- $550,000, in the form of cash or unrestricted common stock of the
Company, to be paid on the effective date. If the Company elects
in its sole discretion not to make this payment in the form of
cash , the number of shares of unrestricted common stock of the
Company necessary to satisfy the obligation of this subparagraph
shall be determined by dividing $550,000 by the market price of
the Company's common stock. The market price of the Company's
common stock will be deemed to be the average of the closing bid
prices of that stock during the ten trading days preceding the
effective date. Should the effective date not have occurred by
October 15, 1997, the Company will deposit into escrow on that
date an amount of stock equal to twice its payment obligation.
Should the Company's stock thereafter decline by 30% or more from
the market price, the escrow agent, as promptly as possible
without unduly depressing the price of the Company's stock, will
liquidate sufficient shares to yield the sum of $550,000 in cash,
whereupon the balance of the shares will be returned to the
Company. The funds obtained shall then be held in escrow, bearing
interest for the benefit of the class, until the effective date.
- The Company will pay the remaining $2.2 million in four annual
installments in the amount of $550,000, beginning on the first
anniversary of the effective date. The Company shall have the
option, in its sole discretion, to satisfy all or any portion of
the installment payment obligation in the form of cash, shares of
unrestricted common stock of the Company, or any combination
thereof. If the Company decides not to satisfy the installment
payment obligation solely with cash, then the Company shall be
obligated to pay in the form of unrestricted common stock of the
Company the amount of the installment payment obligation less the
amount paid in cash (the "Non-Cash Obligation"). The number of
shares of unrestricted common stock of the Company necessary to
satisfy the Non-Cash Obligation shall be calculated as follows:
(a) if the market price of the unrestricted common stock of the
Company is less than $1 per share, then the Non-Cash Obligation
divided by the market price; (b) if the market price of the
unrestricted common stock is equal to or greater than $1, but in
no event greater than $1.4545, then the Non-Cash Obligation
divided by $1 per share; or (c) if the market price is greater
than $1.4545, then the product of the Non-Cash Obligation and
1.4545 divided by the market price. The market price of the
Company's stock will be deemed to be the average of the closing
bid prices of that stock during the ten trading days preceding
each installment payment date.
Completion of this agreement has not yet taken place.
The Company has made no provisions in the financial statements presented with
this filing for either of the legal matters presented above. Upon final
signing of these agreements, expected to occur subsequent to the filing of
this document, the Company will reflect these settlements in its financial
statements.
The Company is involved in other matters of litigation in the normal course
of business. Management believes that none of these matters, upon their
ultimate resolution, will involve amounts material to the Company's
statements.
ITEM 2 - CHANGES IN SECURITIES
The Company did not have any transactions which materially modified the
rights of any holders of any class of registered securities
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
The Company has not been involved in any material default in the payment of
principal or interest with respect to any indebtedness.
-9-
<PAGE>
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to a vote of security holders during the quarter
covered by this report.
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
The Company did not file any reports on Form 8-K during the three month
period ended March 31, 1997.
ITEM 27 - FINANCIAL DATA SCHEDULE
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
METAL RECOVERY TECHNOLOGIES, INC.
By: /s/ Michael S. Lucas
----------------------------------
Michael S. Lucas, Chairman and CEO
Date: April 12, 1997
-------------------------------
By: /s/ Roy Pearce
------------------------------------
Roy Pearce, Chief Financial Officer
Date: April 12, 1997
-------------------------------
-10-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
UNAUDITED FINANCIAL STATEMENTS OF METAL RECOVERY TECHNOLOGIES INC. FOR ITS
FISCAL FIRST QUARTER ENDED MARCH 31, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 2
<SECURITIES> 0
<RECEIVABLES> 31
<ALLOWANCES> 0
<INVENTORY> 291
<CURRENT-ASSETS> 324
<PP&E> 2,653
<DEPRECIATION> 0
<TOTAL-ASSETS> 18,762
<CURRENT-LIABILITIES> 5,058
<BONDS> 0
470
44
<COMMON> 25
<OTHER-SE> 63,450
<TOTAL-LIABILITY-AND-EQUITY> 18,762
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 313
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 13
<INCOME-PRETAX> (326)
<INCOME-TAX> 0
<INCOME-CONTINUING> (326)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (326)
<EPS-PRIMARY> (0.014)
<EPS-DILUTED> 0 <F1>
<FN>
<F1> ANTI-DILUTIVE
</FN>
</TABLE>
