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Executives

Tom McDonnell - DST Systems - President, CEO

Ken Hager - DST Systems - VP, CFO

Analysts

David Koning - Robert W. Baird

James Kissane - Banc of America, Merrill Lynch

Murali Gopal - Keefe, Bruyette & Woods

Presentation

Operator

Ladies and gentlemen, thank you for standing by. Welcome to the DST Systems' First Quarter Earnings Release. At this time all participants are in a listen-only mode. Later we will conduct a question-and-answer session. Instructions will be given at that time. As a reminder, today's conference is being recorded.

I would now like to turn the conference over to our host, President and CEO, Mr. Tom McDonnell. Please go ahead.

Tom McDonnell

Good morning. Before starting today I would like to make a statement under SEC procedures and rules. If in the course of our conference call today we make forward-looking statements respecting DST and its businesses, such statements would be based on our views as of today and actual results could differ. There are number of factors affecting future results including those set forth in DST's latest periodic report which we filed with the SEC. All such factors should be considered in evaluating any forward-looking statements which we will make today.

Our comments today on operating results are based on the results taking into account the items set forth in the press release under the section description of non-GAAP adjustments. A reconciliation of reported GAAP results to income adjusted for certain non-GAAP items has accompanied the earnings release. Joining me today on the call are Tom McCullough, our COO; and Ken Hager our CFO.

Taking into account the non-GAAP adjustments, net income for the first quarter of 2009 totaled $41.6 million. That was $0.83 per diluted share versus $55.2 million or $0.84 per diluted share for the first quarter of 2008. It's a decrease of 24.6% in net income and a decrease of 1.2% in diluted EPS. 2008 results were restated to reflect a required adoption of a new GAAP which slightly increased diluted shares outstanding for restricted stock. Consolidated operating revenues decreased $35.2 million or 8.2% over the first quarter of 2008 to $395.6 million.

Consolidated income from operations in the first quarter of 2009 decreased $10 million or 11.8% to $74.4 million. The consolidated operating margin for the first quarter of 2009 also decreased to 18.8% and that compared to 19.6% for the first quarter of 2008.

Other income declined by $4.5 million to $1.6 million for the quarter. That was primarily from a decline in dividend income. State Street's dividend income declined by $2.5 million as State Street reduced its quarterly dividend to $0.01 a share. The State Street dividend reduction decreased diluted earnings per share by $0.04 for the quarter.

Financial services operating revenues decreased $19.1 million or 6.7% to $267.7 million as compared to the first quarter of 2008. We recorded lower levels of international professional service, software maintenance and license revenues, lower data processing support revenues. And lower mutual fund share owner processing service revenues. The net change in foreign currency exchange rates between the US dollar, the British pound and other foreign currencies resulted in an approximately $9.7 million operating revenue reduction as compared to the first quarter of 2008.

Data processing support revenues decreased by approximately $2.5 million due to the expiration of a contract in June of 2008. The net decrease in mutual fund share owner processing service revenues is due to lower levels of registered accounts serviced. And lower track participant accounts processed as a result of, a client internalizing its participant accounting operations during the third quarter of 2008. These declines were partly offset by higher levels of subaccounts serviced.

Software license fee revenues decreased $400,000 or 3.6% to $10.7 million. Lower investment management license fee revenues were partially again offset by higher AWD software license fees. Financial services income from operations decreased $3.4 million or 4.9% from the first quarter of 2008 to $66 million. The decrease is attributable to reduced earnings for mutual fund shareowner processing, lower data processing support revenues and lower international revenues. In this area operating margin for the first quarter of 2009 was 24.7% as compared to 24.2% for the first quarter of 2008.

Turning to Output Solutions, operating revenues decreased $15.7 million or 11% to $127 million principally from fewer items mailed and images produced in the US and foreign currency exchange effects of $5 million between the US dollar, British pound and Canadian dollar.

Items mailed decreased 6% to $581.5 million. Output experienced lower volumes from certain clients and the absence of a privacy mailing performed in this quarter of 2008. Images produced decreased by 15.8% to $3.2 billion. The decrease in images results from fewer items mailed and certain telecommunications clients reducing the amount of transaction information included on their invoices.

Output Solutions operating income for the quarter decreased by $6.6 million from the prior year quarter to a level of $7.2 million. Excluding the reimbursable operating costs, costs and expenses decreased $8.8 million or 7.4% to $110.9 million reflecting lower material costs associated with lower processing volumes, lower compensation related costs and lower equipment costs.

Depreciation and amortization decreased by $300,000 as compared to the first quarter of 2008 reflecting the Company's use of accelerated depreciation methods. This was partly offset by increased depreciation from equipment to support new postal processing offerings. Output operating margin for the first quarter of 2009 was 5.7% compared to 9.7% for the first quarter of 2008.

The equity in earnings of the unconsolidated affiliates was $5.7 million in the first quarter of 2009. That's a decrease of $3 million from the first quarter of 2008 and that's primarily from a decline in BFDS, IFDS and Argus earnings. Partially offset by improved results in other unconsolidated affiliates. DST's equity in BFDS earnings decreased by $2.2 million, lower interest rates on cash balances maintained by BFDS on behalf of customers and lower operating revenue from reduced client volumes were the primary reasons for this decrease. Lower personnel costs associated with a reduction in staffing levels during 2008 somewhat offset the decrease. The $1.1 million earnings decrease at IFDS primarily reflects foreign currency exchange effects between the US dollar and both the British pound and the Canadian dollar and some higher operating costs to support new clients which, were of course, were somewhat offset by the higher revenues from those clients.

DST's equity in Argus losses for the first quarter of 2009 was $1.5 million as compared to income of $300,000 in the first quarter of 2008. Lower earnings at Argus were attributable to lower investment earnings on cash balances maintained at Argus on behalf of its customers and lower pharmacy claims processed. DST acquired the remaining 50% equity interest in Argus on March 31, 2009.

Other income net was $1.6 million in the first quarter of 2009 as compared to $6.1 million in the first quarter of 2008. The decrease of $4.5 million primarily reflected lower dividend income.

As I indicated, State Street Corporation reduced its quarterly dividend in 2009 to $0.01 per share compared to the $0.23 per share in the first quarter of 2008. That resulted in the $2.5 million of lower dividend income and that was the approximately $0.04 per diluted share derived from that investment. In addition, approximately $2 million of lower dividend income was recorded in the first quarter of 2009 partly reflects a decline in the Australian dollar applied to dividends received there. And the reduction in dividends from other securities held in the available for sale portfolio. Interest expense was $10.6 million for the first quarter of 2009. That was a decrease of $2.1 million from the first quarter of 2008. That's lower average interest rates, but to some extent offset by a higher average debt balances during the quarter in 2009.

The tax rate, the Company's tax rate was 41.5% for the first quarter of 2009 as compared to 36.2% for the first quarter of 2008. The first quarter 2009 tax rate was negatively impacted from valuation allowances against international operating losses and from lower dividend income which is taxed at favorable rates. The Company expects its tax rate to be approximately 39% for the full year of 2009. The 2009 expected tax rate assumes continued valuation allowances on certain international operating losses and also continued lower dividend income.

In the mutual fund account area, total shareholder accounts serviced were $117.4 million at March 31, 2009. That's a decrease of$ 2.7 million or 2.2% from December 31, 2008 and a decrease of $2.5 million or 2.1% from March 31, 2008. The decrease in accounts serviced during the first quarter 2009 is comprised of net shareholder account closings of approximately $2.1 million. That breaks down into $1.8 million registered accounts and $300,000 subaccounts. And conversions of approximately$ 600,000 registered accounts to non-DST subaccounting platforms.

Registered shareowner accounts serviced totaled $108.7 million at March 31, 2009, a net decrease of $2.5 million or 2.2% since December 31, and that was net declines in existing accounts of $1.8 million, conversions to DST sub accounting platform of $100,000 and the conversion to non-DST sub accounting platforms is $600,000. Tax-advantaged accounts serviced totaled $45.9 million at March 31, 2009. That's an increase of $100,000 accounts or two-tenths of a percent since December 31, 2008. Tax-advantaged accounts represent 42.2% of the total registered accounts serviced. For the period April 1, through April 15, 2009, generally referred to as IRA season, total mutual fund shareowner accounts serviced increased approximately 700,000 accounts of which 500,000 represent registered mutual fund shareowner accounts converted on to TA2000.

Turning to sub accounts serviced at March 31, 2009, they totaled 8.7 million. That was a decrease of 200,000 subaccounts since December 31, 2008. That's from net declines in existing client subaccounts of 300,000 netted against conversions of 100,000 registered accounts from TA2000.

Currently we project that total accounts serviced at the year-end 2009 will be 117.3 million comprised of 106.3 million registered accounts and 11 million subaccounts. This projection anticipates the conversion of 1.7 million new registered accounts of which 500,000 represent six new client commitments received in the first quarter of this year. It also anticipates the conversion out of 4.1 million registered accounts of which 900,000 will move to DST's subaccount platform and the conversion of 1.4 million subaccounts to DST from other platforms.

Defined contribution participants were 3.8 million at March 31, 2009. That was an increase of 100,000 or 2.7% from December 31, 2008, and a decrease of 1.1 million or 22.4% from March 31, 2008. This reflects a previous announcement that an existing track client internalized its participant accounts during the third quarter of 2008. That resulted in the loss of approximately 1 million participants. During the first quarter of 2009 DST received one new client commitment totaling approximately 1.2 million track participants based on current account levels. These participants are expected to convert partially in 2010 and partially in 2011.

During the quarter the company repurchased 100,000 shares of its common stock at an aggregate cost of $2.8 million or approximately $28 a share. At March 31, 2009, the Company had approximately 2.4 million shares remaining under its existing share repurchase authorization plan. DST had 49.7 million shares outstanding at March 31, 2009.

In reference to diluted shares outstanding for the first quarter of 2009, they stood at 49.9 million shares. That's a decrease of 15.6 million or 23.8% from the first quarter of 2008 and a decrease of 200,000 or four-tenths of a percent from the fourth quarter of 2008.

The decrease from the first quarter of 2008 is primarily attributable to shares repurchased after March 31, 2008. The absent of dilutive effects of the convertible debentures in 2009 resulting from the Company's average share price during the first quarter of this year being less than $49.08 per share and lower dilutive effects of outstanding stock options.

Diluted shares outstanding at March 31, 2009, included approximately 200,000 shares from outstanding stock options. The aggregate dilutive effect of outstanding stock options and convertible debentures increased by approximately 200,000 shares from the fourth quarter 2008 and decreased by approximately 6.7 million shares from the first quarter of that year. That again is primarily from the decrease in the Company's average share price and lower outstanding stock options.

Total stock options and restricted stock equity units outstanding at March 31, 2009, were 8.3 million of which 5.7 million were stock options and 2.6 million was restricted stock. Equity units decreased 200,000 or 2.4% from December 31, 2008, and decreased 400,000 or 4.6% from March 31, of 2008. The Company recorded a $3.7 million gain during the first quarter of 2009 associated with the repurchase of a portion of the Company's senior convertible debentures at a discount to carrying value.

The company repurchased $51.5 million of principal amount of the original $540 million, four and an eighth percent Series A senior convertible debentures and $2 million in principal amount of the original $300 million, 3.625% Series B senior convertible debentures. The gain has been identified as a non-GAAP adjustment in the reconciliation to GAAP income.

The Company recorded $30.8 million of net losses on securities and other investments in the first quarter of 2009 which are included in non-GAAP adjustments. The $30.8 million of net losses on securities and other investments for the first quarter 2009 is comprised of net realized losses from sales of available for sale securities of $800,000. Other than temporary impairments on available for sale securities of $25.6 million and net unrealized losses on private equity fund and other investments of $4.4 million.

The unrealized losses recorded on available for sale securities and other investments are associated with other than temporary declines and security share prices of available for sale securities and lower of cost to market valuation adjustments of other investments.

As previously announced, DST purchased the remaining 50% interest of Argus Health Systems for $57.0 million in cash on March 31, 2009. As a result, Argus will no longer be an unconsolidated affiliate of DST but rather will be a wholly owned subsidiary and DST will no longer record equity in earnings of Argus but rather will consolidate Argus' results into the Company's consolidated financial statements.

Under GAAP DST was required to re-measure its previously held equity interest in Argus to fair value and recorded a $41.7 million gain, which gain was included in non-GAAP adjustments. DST estimates annual amortization expenses from acquired Argus intangible assets comprised of proprietary software, customer relationships and other assets will be approximately $4.2 million. DST expects that the inclusion of Argus on this basis will be dilutive to 2009 earnings per share. We would now like to open the call for questions.

Question-and-Answer Session

(Operator Instructions) The first question comes from the line of David Koning with Robert W. Baird. Please go ahead.

David Koning - Robert W. Baird

Yeah, hey, guys.

Tom McDonnell

Good morning.

David Koning - Robert W. Baird

I guess the first question I had is in the March quarter it looked like there was I think it was 1.8 million of sort of organic declines in registered accounts just from account closings. I'm wondering as we've seen in the last five weeks or so with the market going up if you are seeing less closures in those accounts, just people kind of holding on now and letting their portfolios go up.

Tom McDonnell

Well, I think that the general answer to that is yes. We put in, as we always so, we put in the accounts through April 15, because probably there's usually some account activity prior to the deadline for making contributions coincidental with the filing deadline. Generally we've seen some net increases. I don't know whether that's durable. And I think it's anybody's guess as to how durable the really the market is. And as we pointed out in the last call, I think it's unclear when people may make a decision if they choose to exit their mutual fund investment based on where they see that, the value of the investment, compared to their original costs. So I mean it's a very difficult area to get any reasonable set of assumptions or analysis on, but the simple answer is yes, we have seen some improvement over the last four to six weeks.

David Koning - Robert W. Baird

Okay. Good. And I guess secondly, when we look at license revenues over the last couple of years, it seems like usually in a quarter they've averaged kind of 13 million, 14 million. And this quarter it was about 11 million which really isn't that much lower than the trend line even though the economy is pretty weak. And I'm wondering if you kind of expect 10 million, 11 million to sort of be a base on the license line?

Tom McDonnell

Licenses, there's three areas of licenses. There's DST international which is investment management software, AWD licenses and then some licenses in the health solutions area. I wouldn't want to lock in a baseline at this point I think, and again we've mentioned this before, but the client base that is primarily addressed by the investment management software are large international fund managers. There's other markets, for that software, particularly in Asia, but the main large licenses come usually from multi-national investment managers and quite frankly, they're out of the game at the moment it would appear with little or no budgets per software acquisition.

AWD which is a obviously is a product that should improve efficiency in the workplaces, we think it has some attraction in these type of times but on the other hand, we can't quite measure whether people even have the budgets to invest in technologies that will actually have long term impacts on their costs as opposed to just not spending money. So, I don't think we can say it's a, that we anticipate that this will be the run rate level. I'm not sure we anticipate dramatic declines from these levels, but I certainly wouldn't suggest that we think they will hold at the 10 or 11 for the rest of the year.

David Koning - Robert W. Baird

Okay. Great and just, I guess, a couple other short ones. Argus, now that it will be in revenue for the full Q2, can you give us any context in terms of what the revenue contribution might be in ballpark terms and if it's dilutive to margins?

Tom McDonnell

Well, it should be dilutive to margins because it's not making money at the moment. Even when it was, even when we brought it in on an equity basis, we generally tried to describe the nature of its revenue which is a sort of a per click fee on prescriptions processed. But in that particular business line a lot of the fee structure includes for the vendor, the maintenance of the float and the value of the balance. And right now that the balances are at pretty low and we've also seen some decline in prescriptions filled.

That's probably more, the prescription side is more temporary, but we will be able to, I believe, offer more combined offerings to the whole health side by having Argus and Health Solutions together, but, until we get some improvement either in restructuring fee arrangements with clients or some improvement, improvement meaning an increase in interest rate levels that would make the float contribute again to the earnings, I think you would have to anticipate it will be dilutive. We will be including the revenues on a going forward basis. Their revenue is approximate about $120 million a year.

David Koning - Robert W. Baird

Okay. Great, thank you.

DST Systems. (DST) Q1 2009 Earnings Call April 30, 2009 11:00 AM ET

Operator

Our next question comes from the line of James Kissane from Banc of America, Merrill Lynch. Please go ahead.

James Kissane - Banc of America, Merrill Lynch

Thanks. Just following up on that do you think you'll be breaking out the healthcare as a separate segment going forward, maybe put a range around the healthcare margins?

Tom McDonnell

I think, Jim, right now because of a lot of the integration stuff with AWD and other products that have fallen, generally what we manage as a financial services area. We have obviously included Health Solutions there and have had treated Argus based on its equity position, we will be reviewing how we see that position within the organization and really rather not from a standpoint of how it's managed which individuals we have the executive running the combined business as a DST executive who was put in place at Argus a couple years ago. So, sometime over the next couple quarters we'll have a more definitive answer to that, but as we are probably going to look and say is it a different segment at this point in time?

James Kissane - Banc of America, Merrill Lynch

Okay. And you said Argus is losing money. How about the entire segment now?

Tom McDonnell

Well, Health Solutions makes money, net it makes money.

James Kissane - Banc of America, Merrill Lynch

Okay. And, Tom, can you give us a sense of the outlook for the output business, and maybe the pipeline and, do you see this as a growth business longer term and maybe some sense on the margins longer term?

Tom McDonnell

Well, we have said we're going to get it above in the double-digit margins. I think the, when you look at a lot of the factors contributing to where we are today whether our exposure to balances through Argus and through a look through basis to Boston Financial, that's been a significant reduction as compared to last year. Obviously the reduction in this is, and I'm coming around to answer this actually, the reduction in the State Street dividend which may or may not be temporary it was a pretty significant because it did not attract a full tax rate because of the dividend exclusion.

Where we are with Argus, we've made significant investments in technology that we think differentiates us with clients and I would say right now even though we don't disclose our Argus pipeline per se, it's as healthy as it's been for a couple years. I think that the management at Argus has done all the right things from a technology standpoint, a product positioning standpoint, but what has kind of been the biggest impact there is one, the overall decline in the economy which just means that there's either less cell phones or less automobiles out there that we're producing bills for clients for, but in particular, a couple of a large telecommunications clients finally decided that the level of detail they were producing on bills which produced 10, 11 page bills was excessive and so they truncated a lot of the detail on the bills which brought the images way down.

Now that's good for our clients in the long term because it's more economic for them. It's challenging for us in the short term but over time it may actually be somewhat of a positive because generally the way the billing algorithms in that business work is the cost per page declines with the total number of pages, but it takes the same capacity to print a page, whether it's the first page or the ninth page. So by freeing up that capacity if we can replace it with some of what I believe to be a more robust pipeline than we've seen for a period of time, I would anticipate that the average revenue per unit should improve and therefore, that should move the margins up. But a lot of the decisions to go to the less, go to the reduced volume of transactions on the bills were made within the last six months and pretty much implemented end of the fourth quarter last year and the first quarter this year.

So, Jim, I'm just trying to kind of put two or three things together that would, at least in my mind, with respect several of these things should be at a relatively low ebb output. Once again and we were making very good progress last year I thought but then like I say, the combination of just the overall economy which I'm sure you're hearing from everybody, then the telecommunications decision to reduce the size of the bills, but as far as being positioned with very competitive product, efficient technology, I think we're there. It's a question now as whether it's a growth business as can we add some revenue, can we move that margin up to the ones that we've hoped for, for some period of time which would be in double-digits.

James Kissane - Banc of America, Merrill Lynch

Okay. But you won't put a time frame around that?

Tom McDonnell

Well, given this is, I mean given, I guess if we knew more about when the economy would recover and we knew more about what the Dow or the S&P might be at the end of the year, we would be more confident a lot of outlook, but I think from a standpoint of the pipeline it will materialize in the next six months or not. So that doesn't mean it will necessarily produce revenues in the next six months, but to the extent that we add significant client bases there, there will be some announcements around those. That I think should clarify itself, at the outside six months.

James Kissane - Banc of America, Merrill Lynch

Okay. And as you look at your investment portfolio today, what's your level of confidence that will ultimately create value for shareholders?

Tom McDonnell

Well.

James Kissane - Banc of America, Merrill Lynch

I'm not asking to call like what State Street's stock is going to do in the next year but just, if you look at the entire portfolio.

Tom McDonnell

We think it's well positioned. I mean I think that the major positions in there or State Street, Computershare, both companies which we have quite a bit of confidence in and we have a portfolio in addition to that that's a modest in relative size but we think well positioned. It's professionally run and we think it will create value.

James Kissane - Banc of America, Merrill Lynch

Okay. I guess the last question just on the tax rate is, do you think have seen any change in dividends, it will be 39% going forward? Is that the number we should use like for 2010, 2011?

Tom McDonnell

Well, I think we said it should be 39% for the year it was 41% for the first quarter. So we anticipate that subsequent quarters will be somewhat less than 39, but it will be impacted by the two major things which are if we don't see some restoration of some of the dividend income, then the rate will stay a little to the higher side. And if some of the international businesses return to a reasonable profitability we'll see some reversal of these valuations. I mean in effect the valuation allowance requires you to look at deferred tax assets, make some determinations as to whether they should be maintained based on expectations and future profitability so that's sort of an accounting entry on the one hand, which and returns to profitability would actually reverse. So that's more of I think a timing issue, but I think if you take those into consideration, I'd say the average for the year we anticipate right now would be 39. Which means its sort of the run rate would be somewhat less than that but at this point we couldn't really quantify that until and we kind of know what's happening with those two elements.

James Kissane - Banc of America, Merrill Lynch

Okay. Thank you very much.

Operator

Our next question comes from the line of Murali Gopal with KBW. Please go ahead.

Murali Gopal - Keefe, Bruyette & Woods

Good morning and thanks for taking my call. A couple of quick questions. In terms of Argus, can you just talk a little bit in terms of, I know that you said they are probably breaking even to slightly negative right now and I understand part of that has to do with the cash balances and the investment earnings from the cash balances, but could you just talk a little bit in terms of the motivation behind buying the 50% stake? What do you see in terms of the outlook for Argus? Is it compelling enough that you decided to go and buy the balance 50%. And also in terms of, so we get some kind of a sense for the economics of the deal, during peak times what's been, how good has Argus been in terms of revenues and earnings so we get a sense of the $50 million and how we should look at that?

Tom McDonnell

Well, first we've been a 50% owner of Argus for quite some years, about 20, I guess, and entered the claims processing for medical claims within the last three years. We share a number of common clients between Health Solutions and Argus. We have felt for some time that the two businesses together could have some degree of synergy, not necessarily dramatic on the cost side but more on the product offering side and that from a sales and distribution standpoint they could be managed more effectively together.

We had an opportunity which is not, nor has not presented itself to us before to actually purchase the interest from our partner. If you went back, equity and earnings in Argus two, three years ago, our share would have probably been 6 million or $8 million which would give you an indication that the total earnings at that time were 12 million to 14 million, but again that was in a favorable interest rate environment.

Having said that, however, the prescription claims process would have increased fairly significantly over the last couple of years as compared to kind of the time frame that I was indicating that the six to eight, call it 14, 12 million to 14 million of after tax profit there. So we think that it's a very, likelihood that we will be able to create a better offering with the two together and I think that returning at some point to that level of profitability is likely.

Murali Gopal - Keefe, Bruyette & Woods

Okay. Great. That's helpful and Ken, just a couple of quick questions. When you look at that debt outstanding at the end of March, it came down but it didn't quite come down by the amount of bonds that you repurchased. Could you just help me reconcile that?

Ken Hager

Well, we spent $57 million for Argus on the last day of the month of March. So that would be in addition to debt at quarter end. That's probably the principal difference between the reduction in the bonds and the overall debt levels at quarter end.

.

Murali Gopal - Keefe, Bruyette & Woods

Okay. And lastly, in terms of capital expenditure, what's the expectation for the rest of the year?

Ken Hager

Right now we would probably anticipate that total CapEx would be somewhere in the $100 million range.

Murali Gopal - Keefe, Bruyette & Woods

For full year '09?

Ken Hager

For the full year '09.

Murali Gopal - Keefe, Bruyette & Woods

Okay, great. Thank you.

Operator

There are no further questions at this time. Please continue.

Tom McDonnell

Well, if there are no further questions, we would like to thank all of you for joining and hopefully we'll have a more optimistic outlook at the next call. Thanks again.

Operator

Ladies and gentlemen, this conference will be available for replay beginning today at 12 p.m. Central running through Thursday, May 7, at midnight Central time. You may access the AT&T playback service by dialing 1-800-475-6701 and entering the access code 995178. International participants should dial 320-365-3844 and enter the access code 995178. Those numbers again are 800-475-6701, 320-365-3844 with the access code of 995178. That does conclude our conference for today. Thank you for your participation and for using AT&T Executive Teleconference service. You may now disconnect.

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