<PAGE>
PAGE 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark one)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1994.
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 NUMBER 33-13375
IDS LIFE ACCOUNT RE
OF
IDS LIFE INSURANCE COMPANY
(Exact name of registrant as specified in its charter)
MINNESOTA 41-0823832
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
IDS TOWER 10, MINNEAPOLIS, MINNESOTA 55440-0010
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (612) 671-3309
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for 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
<PAGE>
PAGE 2
The Registrant is a separate account of IDS Life Insurance Company
(IDS Life) established pursuant to the insurance laws of the State
of Minnesota for the purposes of funding real estate variable
annuity contracts. Unless otherwise specifically noted, the
information set forth herein only relates to the operations of the
Registrant (the "Account") and not to the operations of IDS Life.
PART 1 - FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
<PAGE>
PAGE 3
IDS LIFE ACCOUNT RE
of
IDS LIFE INSURANCE COMPANY
BALANCE SHEET
<TABLE>
<CAPTION>
<S> <C> <C>
June 30, December 31,
1994 1993
(unaudited)
Assets:
Cash $ 444,982 $ 171,242
Investments in short-term securities,
at amortized cost 197,598 2,493,649
Receivable from IDS Life for contracts sold 10,415 600
Investments in unconsolidated joint ventures,
at fair value (cost of $34,288,251 and
$34,115,612 at June 30, 1994 and
December 31, 1993 respectively) 28,443,725 28,769,085
Participation in mortgage loan, at fair
value (cost of $3,047,188 at June 30, 1994
and December 31, 1993) 2,996,492 2,995,600
Investment in wholly-owned real estate
property:
Building, at fair value (cost of $13,924,096
and $13,899,674 at June 30, 1994 and
December 31, 1993, respectively) 11,991,342 11,966,920
Land, at fair value (cost of $3,915,263
at June 30, 1994 and December 31, 1993) 3,915,263 3,915,263
Deferred borrowing costs, net of accumulated
amortization of $118,729 and $105,874 at
June 30, 1994 and December 31, 1993, respectively 62,727 75,582
Other assets 25,290 36,012
Total assets $48,087,834 $50,423,953
Liabilities:
Payable to IDS Life for:
Operating expenses $ 64,303 $ 62,289
Contract terminations 60,298 47,077
Accrued mortality and expense risk fee 41,362 44,667
Accrued asset management fee 51,702 55,834
Liabilities related to wholly-owned
real estate property:
Accounts payable and other liabilities 202,455 162,617
Accrued real estate taxes 93,075 -
Mortgage payable 7,890,431 7,926,821
Total liabilities 8,403,626 8,299,305
Contract Owners' Equity:
Net assets applicable to Variable Annuity
contracts in accumulation period $39,684,208 $42,124,648
Accumulation units outstanding 36,649,652 39,000,431
Net asset value per accumulation unit $ 1.08 $ 1.08
See accompanying notes to financial statements.
/TABLE
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PAGE 4
IDS LIFE ACCOUNT RE
of
IDS LIFE INSURANCE COMPANY
STATEMENTS OF OPERATIONS
(unaudited)
<TABLE>
<CAPTION>
For the six months ended
<S> <C> <C>
June 30, June 30,
1994 1993
Income:
Interest income $ 152,067 $ 238,369
Account's equity in earnings of
unconsolidated joint ventures 953,508 1,118,702
Rental income 1,114,711 1,119,584
Unrealized appreciation of participation
in mortgage loan 892 128,896
Unrealized (depreciation) appreciation of
investments in unconsolidated joint ventures (497,997) 6,985
Total income 1,723,181 2,612,536
Expenses:
Asset management fee 317,533 349,187
Mortality and expense risk fee 254,027 279,350
Amortization of deferred organizational
and borrowing costs 12,855 12,855
Other operating expenses 52,289 52,885
Operating expenses related to wholly-owned
real estate property:
Interest 375,522 378,834
Utilities 105,154 91,939
Repairs and maintenance 91,635 90,466
Property and other taxes 101,320 101,989
Salaries 97,295 110,371
Management fees 56,272 55,641
Other 94,242 70,062
Total expenses 1,558,144 1,593,579
Net income $ 165,037 $ 1,018,957
See accompanying notes to financial statements.
</TABLE>
<PAGE>
PAGE 5
IDS LIFE ACCOUNT RE
of
IDS LIFE INSURANCE COMPANY
STATEMENTS OF OPERATIONS
(unaudited)
<TABLE>
<CAPTION>
For the three months ended
<S> <C> <C>
June 30, June 30,
1994 1993
Income:
Interest income $ 71,250 $ 108,757
Account's equity in earnings of
unconsolidated joint ventures 483,456 582,109
Rental income 550,841 536,003
Unrealized (depreciation) of investments
in unconsolidated joint ventures (497,997) (320,295)
Total income 607,550 906,574
Expenses:
Asset management fee 157,466 173,203
Mortality and expense risk fee 125,973 138,563
Amortization of deferred organizational
and borrowing costs 6,463 6,463
Other operating expenses 23,440 22,679
Operating expenses related to wholly-owned
real estate property:
Interest 187,544 189,220
Utilities 32,085 48,376
Repairs and maintenance 63,044 49,856
Property and other taxes 51,789 47,707
Salaries 46,149 51,317
Management fees 28,301 27,404
Other 39,534 33,432
Total expenses 761,788 788,220
Net income $ (154,238) $ 118,354
See accompanying notes to financial statements.
</TABLE>
<PAGE>
PAGE 6
IDS LIFE ACCOUNT RE
of
IDS LIFE INSURANCE COMPANY
STATEMENT OF CASH FLOWS
(unaudited)
<TABLE>
<CAPTION>
For the six months ended
<S> <C> <C>
June 30, June 30,
1994 1993
Cash flows from operating activities:
Net Income $ 165,037 $ 1,018,957
Adjustments to reconcile net income to net cash
used in operating activities:
Account's equity in earnings of unconsolidated
joint ventures (953,508) (1,118,702)
Change in accrued interest on participation
in mortgage loan - 22,573
Amortization of organizational and borrowing costs 12,855 12,855
Change in unrealized depreciation (appreciation) of
investments in unconsolidated joint ventures 497,997 (6,985)
Change in unrealized (appreciation) of participation
in mortgage loan (892) (128,896)
Change in other assets 10,722 60,745
Change in payable to IDS Life for operating expenses 2,014 (11,167)
Change in accrued mortality and expense risk fee (3,305) (498)
Change in accrued asset management fee (4,132) (621)
Change in payables and other liabilities related
to wholly-owned real estate property 132,913 139,179
Total adjustments to net income (305,336) (1,031,517)
Net cash used in operating activities (140,299) (12,560)
Cash flows from investing activities:
Net sales of short-term securities 2,296,051 1,735,731
Capital improvements to wholly-owned real estate property (24,422) (365,937)
Distributions received from joint ventures 780,870 862,720
Net cash provided by investing activities 3,052,499 2,232,514
Cash flows from financing activities:
Proceeds from sales of contracts 901,650 1,264,483
Payments for contract terminations (3,503,720) (3,249,275)
Decrease in mortgage payable (36,390) -
Net cash used in financing activities (2,638,460) (1,984,792)
Net increase in cash 273,740 96,111
Balance of cash at beginning of period 171,242 321,420
Balance of cash at end of period $ 444,982 $ 417,531
Supplemental cash flow disclosure:
Cash paid for mortgage interest $ 375,522 $ 378,834
See accompanying notes to financial statements.
</TABLE>
<PAGE>
PAGE 7
IDS LIFE ACCOUNT RE
of
IDS LIFE INSURANCE COMPANY
June 30, 1994
NOTES TO FINANCIAL STATEMENTS
(unaudited)
1. GENERAL
In the opinion of the management of IDS Life, the accompanying
unaudited financial statements for IDS Life Account RE (the
"Account") contain all adjustments (consisting of only normal
recurring adjustments) necessary to present fairly its balance
sheets as of June 30, 1994 and December 31, 1993; statements
of operations for the three and six months ended June 30, 1994
and 1993; and the statement of cash flows for the six months
ended June 30, 1994 and 1993. These statements are condensed
and therefore do not include all of the information and
footnotes required by generally accepted accounting principles
for complete financial statement disclosure. The statements
should be read in conjunction with the Account's financial
statements as of and for the year ended December 31, 1993 and
the notes thereto contained in the Account's prospectus dated
April 30, 1994. The results of operations for the six months
ended June 30, 1994 are not necessarily indicative of the
results expected for the full year.
2. INVESTMENTS IN UNCONSOLIDATED JOINT VENTURES
Unconsolidated Joint Ventures - Summary Information
Summary information for the Account of its investments in
unconsolidated joint ventures for the the six months ended
June 30, 1994 and 1993 is as follows:
For the six months ended
June 30, 1994
1994 1993
Account's share of net
investment income from
unconsolidated joint ventures $ 953,508 $ 1,118,702
Total net investment income of
unconsolidated joint ventures $11,843,444 $14,445,593
Total income of unconsolidated
joint ventures $22,852,384 $24,138,019
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PAGE 8
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Financial Condition and Results of Operations
For the Six Months Ended June 30, 1994 Compared to Six Months Ended
June 30, 1993 -
Net assets decreased from $42,124,648 at December 31, 1993 to
$39,684,208 at June 30, 1994. During this same time period, the
accumulation unit value remained the same at $1.08. The Account
experienced net terminations amounting to $2,605,476 for the six
months ended June 30, 1994 compared to $3,848,948 for the six
months ended June 30, 1993.
Net income for the six months ended June 30, 1994 was $165,037
compared to $1,018,957 for the six months ended June 30, 1993. The
difference was primarily due to the Account's recognition of net
unrealized (depreciation) appreciation of approximately $(497,000)
and $136,000 on its participation in a mortgage loan and
investments in unconsolidated joint ventures in the aggregate
amount during 1994 and 1993, respectively.
Interest income represents income earned on the Account's
investment in short-term securities and the participation in a
mortgage loan. Interest generated from short-term investments
decreased to $20,607 from $105,971 for the six months ended
June 30, 1994 and 1993, respectively. This decrease reflects the
lower yields earned on these investments during the year as well as
a lower average amount invested in short-term securities. Income
generated from participation in the mortgage loan remained
relatively unchanged compared to the corresponding period in 1993.
For the six months ended June 30, 1994, the Account's equity in
earnings of its unconsolidated joint ventures (N/S Associates,
Monmouth Associates, and 1225 Connecticut) was $953,508 which
represents a decrease from $1,118,702 for the six months ended
June 30, 1993. The decrease is primarily due to an adjustment to
the recording of the reimbursements from tenants for real estate
taxes and common area costs related to N/S Associates. This
decrease was partially offset by an increase in rental income at
1225 Connecticut due to the increase in base rents under the Ernst
& Young lease at the property.
In 1993, the Account recognized net unrealized appreciation of
investments in unconsolidated joint ventures of approximately
$7,000 for the six months ended June 30, 1993. This net
appreciation was primarily due to the recognition in the first
quarter of 1993 of unrealized appreciation of $327,000 related to a
slight adjustment of the capitalization rate used in valuing the
1225 Connecticut office building offset by the recognition of
unrealized depreciation of investments in N/S Associates during the
second quarter of 1993 in the amount of approximately $320,000,
which was related to a write down in the estimated value of
Northridge Mall. In 1994, the Account recognized net unrealized
depreciation of investments in unconsolidated joint ventures of
<PAGE>
PAGE 9
approximately $498,000 for the three and six months ended June 30,
1994. This net depreciation was primarily due to a write down in
the estimated value of Northridge Mall partially offset by an
increase in the estimated value of Southridge Mall.
N/S Associates is continuing its efforts to address the negative
perception among shoppers at Northridge Mall, which is currently
83% leased. The shopping center has also suffered from mall tenant
bankruptcies and other store closings. Year-to-date comparable
tenant sales at Northridge Mall were down 7.1% for the six months
ended June 30, 1994 versus the same period last year.
Year-to-date comparable tenant sales at Southridge Mall, which is
currently 92% leased, increased by 3% for the six months ended
June 30, 1994 versus the same period last year. Although it has
experienced some mall store closings, Southridge Mall has been able
to attract replacement tenants as a result of the sale volume at
the shopping center.
The Account paid asset management fees of $317,533 and $349,187 for
the six months ended June 30, 1994 and 1993, respectively. The
Account also paid a mortality and expense risk fee of $254,027 for
the six months ended June 30, 1994 compared to $279,350 for the
corresponding period in 1993. The decrease in fees was due to a
decrease in the Account's assets.
For the Three Months Ended June 30, 1994 Compared to the Three
Months Ended June 30, 1993 -
Net (loss) income for the three months ended June 30, 1994 was
$(154,238) compared to $118,354 for the three months ended
June 30, 1993. The difference was primarily due to the Account's
recognition of unrealized depreciation on its investments in
unconsolidated joint ventures of approximately $(497,000) in 1994
as compared to $(320,000) in 1993, related to the Account's
investment in N/S Associates as well as an adjustment to the
recording of the reimbursements from tenants for real estate taxes
and common area costs related to N/S Associates.
During the three months ended June 30, 1994, $483,456 of income was
derived from the Account's equity in earnings of its unconsolidated
joint ventures (N/S Associates, Monmouth Associates, and 1225
Connecticut) compared to $582,109 for the corresponding three
months in 1993. The decrease was primarily attributable to an
adjustment to the recording of the reimbursements from tenants for
real estate taxes and common area costs related to N/S Associates.
In addition, the Account generated rental income of $550,841 for
the three months ended June 30, 1994 from its wholly owned real
estate investment, West Springfield Terrace Apartments, compared to
$536,003 for the three months ended June 30, 1993, with the
increase primarily attributable to increased average rents at the
property. Expenses related to the wholly-owned real estate
investment totaled $448,446 for the three months ended June 30,
1994 compared to $447,312 for the corresponding period in 1993.
<PAGE>
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The Account paid total asset management and mortality and expense
risk fees for the three months ended June 30, 1994 of $283,439
compared to $311,766 for the corresponding period in 1993. The
decrease in fees reflects a decrease in total assets of the
Account.
Liquidity and Capital Resources
For the Six Months Ended June 30, 1994 -
At June 30, 1994, the Account had cash and investments in short-
term securities of approximately $643,000 as compared to $2,665,000
at December 31, 1993. The decrease is primarily attributable to
net contract terminations during the six months ended June 30,
1994. The Account has experienced net contract terminations in
each of the last 11 quarters.
The liquidity requirements of the Account are generally met by
funds provided from the Account's short-term investments, cash
distributions from unconsolidated joint ventures, operating cash
flow, interest income, and proceeds from sales of contracts. The
primary uses of funds currently are expected to be for property
operating expenses, asset management and mortality and expense risk
fees, payments for contract terminations and contributions to pay
the Account's share of the financing of the Monmouth Mall
renovation discussed below.
In March 1994, the Account obtained a revolving line of credit for
up to $10 million from IDS Life to pay for contract surrenders and
other obligations under the Contracts. The line of credit is for a
one-year term and is automatically renewed at each anniversary for
an additional one-year term subject to termination by one party
giving 30 days' prior written notice of termination to the other
party. Borrowings under the line of credit must be made in
increments (or multiples) of $100,000. Outstanding borrowings
under the line of credit will bear interest at a floating rate
equal to the 30-day London Interbank Offered Rate (LIBOR), adjusted
on a monthly basis. The line of credit requires monthly payments
of interest only until the earlier of maturity or termination of
the line of credit, when the entire outstanding principal plus any
accrued and unpaid interest on the line of credit will be due and
payable. Outstanding principal may be repaid in whole or in part
in increments (or multiples) of $100,000, together with any accrued
and unpaid interest thereon, at any time without premium or
penalty. Borrowings under the line of credit are generally
unsecured, although IDS Life will have a right to set off against
any deposits or credits of the Account held by IDS Life for
outstanding borrowings. As of August 3, 1994, $100,000 were
outstanding under the line of credit.
If borrowings under the line of credit do not provide sufficient
liquidity, the Account expects to consider additional options,
which could include among other things, the sale of real estate
related investment(s). In such event, a sale or sales of real
estate related assets may be required under circumstances that
could result in a realization of less than the full value of the
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PAGE 11
asset or assets sold. The Account does not expect to acquire
additional real estate related investments until contract purchase
proceeds exceed contract termination payments.
Distributions received from joint ventures increased by
approximately $81,000 for the six months ended June 30, 1994 as
compared to the same period in 1993. The increase was primarily
due to a resumption in 1994 of quarterly distributions from 1225
Investment Corporation, which has deferred distributions from March
1993 through September 1993 pending arranging a refinancing of its
mortgage loan. The increase in distributions received from joint
ventures was partially offset by the elimination of distributions
from Monmouth Associates, which used its cash reserves and cash
flow to provide funds for the initial draw downs under its
renovation loan, as discussed below. It is expected that Monmouth
Associates will continue to use its cash flow, to the extent
available, to fund amounts which will be drawn down under the
renovation loan.
In May 1994, Monmouth Associates closed the loan to finance the
cost of a renovation of Monmouth Mall. The renovation plan is
intended to reposition the shopping center against its competition
by adding a more upscale component to the tenant base, adding a
food court and cinema and reconfiguring the former Caldor anchor
tenant space into smaller tenant spaces. The loan from Monmouth
Associates bears interest at a fixed rate of 10.5 percent per
annum. In addition, Monmouth Associates' participation in certain
levels of sale or refinancing proceeds from the property will be
increased until Monmouth Associates has received aggregate payments
equal to an internal rate of return of 11 percent per annum on its
original investments in the first lease hold mortgage loan and
ground lease. The estimated cost of the renovation is $28,500,000.
As of the date of this report, Monmouth Associates has funded
approximately $2,750,000 and these fundings were made from cash
reserves held by Monmouth Associates and its cash flow from
interest and ground rent payments received by the borrower/lessee.
It is currently anticipated that additional draw downs under the
renovation loan commencing later this year will be funded by
capital contributions made to Monmouth Associates by its joint
venture partners pro rata based upon their respective interests.
Based upon its 6.97% interest in Monmouth Associates, the Account's
share of the additional capital contributions would be
approximately $1,134,000. In addition to financing the renovation,
Monmouth Associates may be required to make certain additional
loans to pay a portion of the costs of certain tenant improvements
or other ordinary capital expenditures. Such additional loans for
tenant or other ordinary capital improvements are expected to be
provided from ground rent and interest payments received by the
joint venture with respect to Monmouth Mall.
Until the Monmouth renovation is finished, it is expected that
there will be lower than normal leasing and occupancy at the
shopping center, primarily as a result of the need to hold some
tenant spaces vacant and to have certain tenants occupy spaces on a
temporary basis. The current leasing and occupancy of the mall and
outparcel space, including short-term leases with tenants on a
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PAGE 12
temporary basis, is approximately 76%. Approximately 14% of the
space at the mall continues to be held vacant of long-term tenants
pending renovation of the mall.
The Account has a loan outstanding in the principal amount of
approximately $7,890,000 as of June 30, 1994, secured by its
wholly-owned real estate investment. The loan has an original term
of seven years and bears interest at a rate of 9.5 percent per
annum. The loan requires monthly payments of principal and
interest aggregating $824,000 per annum until August of 1996 when
the remaining principal balance of approximately $7,690,000 and any
accrued and unpaid interest will be due and payable.
In January 1994, 1225 Investment Corporation refinanced its
mortgage loan, which had an outstanding principal balance of
approximately $1,667,000, with a new first mortgage loan in the
principal amount of $7,000,000 that bears interest at 6.98 percent
per annum. The new loan requires monthly payments of interest only
aggregating approximately $489,000 per annum until maturity in
February 2001 when the entire principal amount together with
accrued and unpaid interest will be due and payable. 1225
Investment Corporation intends to use the approximately $5,250,000
of excess proceeds from the refinancing to pay for lobby and other
common area renovation costs, a sprinkler system and certain tenant
improvement costs related to the Ernst & Young lease extension, as
well as a reserve for additional tenant improvement costs and
leasing commissions anticipated to be incurred upon the expiration
of certain existing leases. Leases for approximately 17 percent of
the office and retail space at the building expire in 1994.
In 1993, Ernst & Young agreed to an extension of the original term
of a majority (approximately 132,000 square feet) of its existing
leased space at the 1225 Connecticut office building from June 2000
to June 2007, subject to the termination of approximately 9,000
square feet of its existing space in December 1994, and to increase
the annual base rent for all its existing space to $34 per square
foot effective with the extension agreement. Ernst & Young also
agreed to lease an additional approximately 17,000 square feet of
space through December 1994 at $34 per square foot. Prior to the
lease extension agreement, the annual base rents under the Ernst &
Young leases were scheduled to increase to $34 per square foot at
different times during 1993 and 1994 from annual base rents ranging
from $8.75 to $29.00 per square foot.
N/S Associates undertakes asbestos removal from time to time at
portions of the Northridge and Southridge Malls as tenant spaces
are vacated and prior to occupancy by new tenants. The cost of
such asbestos removal generally will be provided out of cash flows
from the properties. For 1994, N/S Associates has budgeted
approximately $2,000,000 for certain capital improvements at its
malls, including replacement of escalators at Southridge Mall,
tenant improvements and asbestos removal at both properties. Such
amount also includes funds for a continuation of a program at
Northridge Mall to enhance its appearance in an effort to reverse
its negative perception among shoppers. To date, parking lot
lighting and painting of the interior of the mall have been
<PAGE>
PAGE 13
completed. During 1994, it is expected that additional
improvements at Northridge Mall will include improving the interior
lighting and partial roof replacement. This amount represents a
decrease in the original budgeted amount of $2,600,000 due to a
revised estimate related to tenant improvements and asbestos
removal costs at Northridge Mall.
At June 30, 1994, real property investments (through two
unconsolidated joint ventures, N/S Associates and 1225 Connecticut
and a wholly-owned property, West Springfield Terrace Apartments),
mortgage loan and land sale-leaseback investments (through an
unconsolidated joint venture, Monmouth Associates, and a
participation in the loan for Riverpoint Center) and short-term
investments represented 72 percent, 27 percent and 1 percent of
total assets, respectively. The Account currently intends to
maintain an asset mix of 50 percent to 70 percent in real property
investments, 15 percent to 40 percent in mortgage loans or sale-
leaseback investments, and the remaining portion in short-term or
intermediate-term liquid debt securities.<PAGE>
PAGE 14
PART II. OTHER INFORMATION
---------------------------
Item 1. LEGAL PROCEEDINGS
There are no material current or pending legal proceedings
which the Registrant is a party to, or to which the
Registrant's assets are subject.
Item 2. CHANGES IN SECURITIES
Not applicable
Item 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(A) Exhibits
4.1 Copy of the $10 million line of credit agreement,
dated March 30, 1994, between IDS Life Insurance
Company and the Account (including a copy of the
executed promissory note, dated March 30, 1994)
is incorporated by reference to Exhibit 4.3 to the
Account's Form 10-K Report for the year ended
December 31, 1993, File No. 33-13375, filed
April 5, 1994.
(B) Report on Form 8-K
No reports on Form 8-K were required to be filed by the
Registrant for the six months ended June 30, 1994.
<PAGE>
PAGE 15
SIGNATURES
Pursuant to the requirements 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.
IDS LIFE ACCOUNT RE
of
IDS LIFE INSURANCE COMPANY
(Registrant)
Date: August 12, 1994 /S/ Melinda Urion
Melinda S. Urion
Executive Vice President
and Controller
