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First Republic Bank (NYSE:FRC)

JPMorgan SMid Cap Conference

December 1, 2011 10:15 am ET

Executives

Katherine August-deWilde - President and COO

Willis Newton – CFO

Analysts

Steve Alexopoulos - JPMorgan

Steve Alexopoulos - JPMorgan

Hi, again, everyone, I am Steve Alexopoulos, bank analyst at JPMorgan. And next up we have First Republic Bank, which is a $26 billion asset bank headquartered out of San Francisco. I’ll let management get into the story but I’ll tell you, back in 1985, the management team here built a company with a really unique model. It's still in place today. It's actually a fascinating story; one of the strongest records we have seen of a bank creating shareholder value over the longer term, which is why we are all here.

With us today we have President and Chief Operating Officer, Katherine August-deWilde, who along with current CEO, Jim Herbert have been with First Republic since its founding almost 26 years ago. And joining Katherine is Willis Newton who is the company’s Chief Financial Officer. And with that I will turn it over to Katherine.

Katherine August-deWilde

Thank you Steve.

Why First Republic? What is the bank today? We area bank that has been profitable for 26 years, with assets of $27 billion and deposits of $22 billion. Our non-performing assets are less than an eighth of 1%. We focus very much on credit quality and it's a very good credit story. Our leverage ratio is just under 9% and we are focused on urban coastal markets, New York, Boston, San Francisco, Los Angeles, San Diego and Portland, Oregon.

We are a growth story. Since the first of the year, we have grown loans on an annualized basis 15% when others have found it hard to grow. We have grown deposits 18% and we have increased wealth management assets again on an annualized basis 13%.

Why First Republic? We think we are in a very attractive markets geographically with a very attractive, higher income segment of the population. We are basically in three businesses, private banking, private business banking where we bank businesses that our clients own and manage, and private wealth management. We have strong client loyalty and a strong brand. The leadership team has been with the bank since the beginning, Jim, myself, and Willis, as well as our Chief Credit Officer and General Counsel, and we have a very strong team under us who are running the bank day to day.

We have superior credit quality, a very strong balance sheet, and strong growth. The five-year loan growth rates are 22%, deposit growth is about the same. The bank operates with a single point of contact with a very client centric, client focused model. The client is at the center of everything we do and the client comes to the bank with a relationship manager who may be a lender, a deposit taker, a business banker, or wealth management professional.

That relationship manager always stays with the client and is the quarterback of the First Republic team. The relationship manager brings in the product specialist and negotiates the organization for their client, bringing them the products and services they need. So we often lead with a jumbo mortgage and the relationship manager, who is a credit trained banker, brings in the client, maybe meeting them through a colleague or through a realtor, originates a fully underwritten loan, which not only assures credit quality, but it's also the roadmap to everything else we can do with the client. We sell an average of nine products to each loan client. We get a lot of referrals from happy clients and we have an incentive structure that focuses on the development of relationships as well as strong credits.

Our relationship managers have clawbacks on loans they originate, they earn the lion’s share of their income by cross selling clients, that causes them to look for the most liquid client and to build relationships throughout the bank, so they can refer their clients to other products and services that the client may need because that’s in their best interest as well the best interest of our shareholders.

I am going to give you a moment where our clients tell the story; it's about a 50 second video

[Video Presentation]

First Republic has certainly found a recipe for success, they always put the customer first.

Everything is first rate with First Republic, the technology, service, fast turnaround.

First Republic Trust Company is one of the best things that ever happened to me.

We give the highest ratings to the quality in this bank.

I like First Republic’s can-do attitude, their first answer is let’s figure it out.

We do our mortgage from First Republic and the process was quick and painless.

Everyone talks about putting the client first but few follow through, First Republic really does.

Katherine August-deWilde

So that’s a lead into how we get our business. Everyone looks for the new client. That’s part of the growth story but well over half, maybe 70% of our business comes from existing clients and their referrals. We have an average higher net worth client and that clients’ needs grow over time. They have a child, they get a trust, they move their IRA, they buy a second home, they start a business, they grow that business and they bring their business to us as well. They are passionate about the bank and they tell their friends, they tell their colleagues and they refer clients to us, it happens every day in every market.

We also acquire new clients by hiring new relationship managers and new wealth management professionals who bring their book of business with them. We hire the kind of professionals whose clients follow them to our bank. We also open new offices every year and we have highly focused, highly targeted marketing.

We know what zip codes clients live in, we know where they work, we know where their children go to school. It's very easy to market to them with direct mail as well as advertising.

We are in very attractive markets. While 20% of the households of the country are in our markets, a full 53% of the high net worth households are in our markets. We have done a study every other year with Capgemini, the firm that produces the Worldwide Wealth Report, and we have looked at the penetration we have of those clients with a $1 million or more of investible assets within our markets. So 53%, of the high net worth households in the country are in our markets. That’s why you will not see us go to other markets. We are growing our share clients in those markets. And let me take you to through the major markets. We started the bank in San Francisco. We have a 16% share of clients with a $1 million or more net worth in those markets in nine counties.

If we look at the $5 million and $10 million segment, which we don’t publish, it is in multiples of that 16%. Very encouraging to us is that even with such high share we continue to have strong client growth in the San Francisco market and the reason for that is the more clients we have, the more apostles we have who tell their colleagues and friends about us.

In the other markets, with a particular focus on New York, we have much lower share. In New York, we have 1.2% market share in a market of 500,000 high net worth households. So it is the market of our best opportunity and where we are putting a lot of resources. As you all know, a lot is going in the San Francisco Bay Area and that is also an opportunity. We have a lot of resources there and we are getting a nice share of that business as well.

But the combination of being able to grow well in the markets where we have significant share and having markets with opportunities, makes us want to say stay within our existing markets.

Willis Newton

Thank you Katherine.

This shows that we have had strong historical growth over the last decade. Both the loans and deposits have grown over 20%. This is the way First Republic has been since its inception, if we went back 10 years, it's a similar experience. As many of you know, in 2007, we sold to Merrill Lynch in 2008-09 we became part of Bank of America. The growth that we experienced during that three year period was all organic, it was not referrals from our parent companies.

We have a very strong presence in Silicon Valley. That region is doing quite well right now. In the three counties of San Francisco, San Mateo and Santa Clara, we have about 35% of our loans, 31% of our deposits and about a third of our offices. We bank a number of venture capital, investment management, private equity and other funds and firms in the Valley and that gives us a good entrée into the wealth that’s been created. We are working very hard with some of the social media companies to make sure that our presence is in the forefront and that we are capturing the new clients as they are generating their wealth.

It has been an outstanding opportunity for us to grow our loans. In the last year, our loan growth has been about 16% and it's been down to flat for the industry as a whole. We have been able to capture market share. We have done this through the delivery of our high quality service. We have maintained our underwriting standards. We have attracted new people and we see just an outstanding opportunity for us to continue to originate new loans, attract new clients and to cross sell them both to deposit and wealth management products.

The balance sheet of First Republic is heavily focused on single family home loans; about 70% of our assets are home loans and lines for credit. It's been a very good asset class for us. We will talk about credit quality a little bit more in a minute but we have not strayed from that; it has been a primary focus of the bank since its inception.

We also follow our customers into the income property lending and importantly into their business banking. Geographically, the bank is diversified; 50% of our assets are in the Bay Area, 35% in the Silicon Valley area. We also have growing assets in the New York, Boston, and Southern California.

Our borrowers are very attractive clients. This slide shows the median attributes and pretty consistently our median loan is about $730,000 or home loan clients. Loan to value, very conservative 58%. Following the origination of the loan, our borrowers have enough liquidity to in fact pay off the loan and the median net worth is about $3 million.

If we were to look at the average, the loan size would be about $960,000, the LTV would be the same, the post loan liquidity will be $2.5 million to $3 million and the net worth would be $10 to $12 million. We have a very conservative underwriting practices and all of our loans are thoughtfully documented and we never did any subprime lending.

In terms of our loss experience, there are a lot of numbers on this page, but I will you take to two. In 26 years, we have originated $70 billion worth of loans and had 22 basis points cumulative net loan losses or one basis point a year. And in our home loans, that’s six basis points on almost $50 billion worth of lending and it's a credit record that really can’t be matched.

Business banking has been an increasingly important part of First Republic. We started out banking customers who were buying large homes and these individuals are very active in the community. They manage businesses, or own or run law firms, or medical practices and over the years what we have done is penetrated the business banking by moving from our consumer clients into their business activities. Today $8 billion or about 40% of our deposits come from business banking. The credit needs of our business are fairly modest and we have about $1.4 billion that’s outstanding to those clients, but there’s a very stable source of low cost deposits that’s helped the probability of First Republic as we have developed our franchise.

Our deposit franchise is diversified and is diversified by both geography and by product type. We have improved the deposit franchise by increasing the liquid deposits. Our checking balances are now 37% of our total deposits and our CDs are 22% of deposits. We are able to replace higher cost deposits with lower cost liquid accounts. We bring in money either through our preferred banking offices or branches as most people know them, or through the relationship managers and business bankers who contact our clients.

But increasingly we have grown the wealth management deposits and that’s now about 13% of our total deposits because we are sweeping the cash balances that are in investment accounts and bringing in the deposits of our wealth management clients.

We have 60 offices. They are large, they are profitable, they provide excellent service. They feature employees who really enjoy giving high quality service to clients. There’s very low turnover and that is something if you come into one of our offices we will sit down and talk with you about how to manage your money and it will be a very different experience.

Katherine?

Katherine August-deWilde

Thank you Willis.

Let me talk to you for a moment about our wealth management business. We have an integrated model, which we have improved in terms of systems and branding in the last several years. We have one brand with an unbiased perspective. We don’t manufacture products. We offer open architecture and highly customized solutions. That allows us to take clients from competitors which may have less of an unbiased approach to dealing with their clients or more model based solution that clients may be less attracted to these days.

In addition, and very importantly, it helps us attract the best wealth management professionals from many different investment firms , because they like the private bank offering of being able to offer their clients deposits and loan products, and know they will be well delivered and also they like the customization. We have increased our wealth management professionals, since we became independent by 32%.

The existing wealth management professionals continue to add clients, as clients are referred to them, and we have strong referrals and cross selling of bank clients with increased focus on this and increased training. When we became independent, bought ourselves back, we didn’t have a full platform in each of our offices. We needed a trust officer everywhere, we needed a variety of people. We hired these people in the early part of our independence in the first couple of quarters, and today we hire primarily book hires who bring clients to us. So these revenues are something we would expect to grow.

In terms of net income, our core net income has grown 16% over the year and we are pleased with that. We have purchase accounting income. We are investing some of the gains from purchase accounting income in investments that will allow us to continue to grow the core and that’s a strategic decision we made before our independence and we continue that focus there.

In terms of core net income, a year ago, the third quarter was $0.35, and today its $0.42 at the end of the third quarter of ’11, for a 20% growth in core EPS.

We focus on a matched book of assets and liabilities, so in spite of considerable volatility of fed funds, we run a very stable core. We do that by offsetting some of our intermediate fixed rate mortgages with home loan bank advances.

Our efficiency ratio, as we announced a number of times, would range around 58% to 60%. That’s an area where we are very comfortable. If we weren’t as much a growth company as we are, it would be lower, but we plant the seeds today for future growth in terms of new offices, technology projects that impact the client experience, and the hiring of relationship managers and wealth management professionals that bring us business.

If we look, however, at another way of looking at efficiency, we look at the efficiency of our employees, our assets per employees are twice commercial bank average; deposits 3.5 times, our revenues per employee are 1.5 times, total expenses are about industry average, but our pre-tax profit per employee before provision because provision creates noise from other banks, is about 2.2 times the average commercial bank.

We are a superior generator of capital. Not only do we have good returns and we don’t have problems with bad loans which other banks have. The purchase on loans accounting adjustments come into income, come into income over about 5.5 years, and so in the last year ending September 30th, we grew our tangible book value 23.6% whereas the regional bank index grew to 76%.

So in conclusion, we have 26 years of profitable history, tremendous continuity of leadership, while we continue to add experienced professionals to our management team, focus -- and superior focus on credit quality, as well as a unique service culture where the relationship manager acts as a quarterback and a single point of contact to provide other products and services in a very client focused manner to their client.

The client doesn’t go from place to place in the organization, the relationships manager brings in the people who will help service that client in the ways the relationship manager may not have the expertise. This is a growth business, in a highly targeted very profitable client segment. All of the competitors would like access to our client base and we are in very attractive markets.

What I would like to do is open this up for questions.

Question-and-Answer Session

Unidentified Analyst

Organic loan growth, can you comment, for example in the San Francisco market what are same store sales assuming no new branches have opened up there? What are you seeing in terms of new loan origination in the San Francisco market versus a New York? And if you would comment on the competitive landscape as the market share figures you showed, I guess there was a footnote that said it was a Capgemini study from 2009. How is the, over the last two years since that study was done, what’s kind of the landscape is? People like, Chase for example in New York anyways as I see put big silver shiny signs in front of their branches now saying Chase Private Client. It seems that the segment you are in is for obvious reasons attractive to others.

Katherine August-deWilde

Well, let me take them one at a time. The first question is same store sales. Our opening of new branch offices, which are primarily deposit offices, doesn’t really impact our loan growth. Loans come in through existing customers or client referrals and the relationship managers who bring clients with them. So the loan growth is not impacted by growth in our branch offices. And in fact, since independence, we’ve only opened two new offices, because we didn’t have a pipeline. We'll open more in the next two years.

In terms of growth, there is much more purchase activity in the San Francisco Bay area because of the wealth generation that’s going on in other markets. We are -- well, we like purchases because we meet a client in a very emotional moment. When we do a refinance and bring in a new client from another bank, that's another new client that for whom we can outshine their prior bank and deliver a great level of service.

And I'm not sure if I perfectly answered those and would be happy to go into further detail but in terms of the Capgemini study, we do this every two years. They produce a survey every year and they work with us on sizing our markets and then we look at our client base, the clients with $1 million in investable assets and we calculate what number of our clients we have in each market and what percent it is if the total from the Capgemini study.

It is a very competitive business and every large bank competes with us and every investment bank competes with us. People always ask us if it is small RIAs or small community banks–. In fact probably 80% or 90% of our business comes from the major institutions.

Unidentified Analyst

Maybe from the balance sheet perspective, what's your run rate in terms of new loan originations quarter-on-quarter?

Willis Newton

The last two quarters have been our second and third highest quarters of originations and our pipeline has been at near record levels for the last half of the year. We are growing our loan portfolio about 16% annualized. It would be higher except there is a very high rate of repayment going on at the same time, 19% or 20%. So we are swimming upstream a little bit against that. But we're very satisfied with the volume of business and the quality of the business and we've never seen a better time to track new customers.

Unidentified Analyst

Just to follow up on that. So it's funny, in a way you have a model that capitalizes on market disruption, right, to get new people. It’s interesting you are growing in New York now and the big banks have, I think the most pressure they've had on them in years, quite possibly, 25 years, and the foreign banks are under incredible pressure. Do you view this -- I know you said you're hiring new people; you're going to open a few more offices, but do you see this as a window of opportunity to get more active on the hiring front and more aggressive on the client acquisition front or is it business as usual?

Katherine August-deWilde

No. Actually, you've asked a very, very good question. We benefit and can get the best possible people in times of disruption. And so when the competitors are reducing headcount or changing, they do three things. They reduce headcount and the best people leave in advance of that. They change their compensation models or they change their client's service models to deliver less service to this quality client base. So we've had a tremendous opportunity to hire in this last 12 months and that continues going forward.

We are seeing the highest quality people we have ever seen in terms of relationship managers who are credit trained and wealth management professionals who are coming from many investment banks and private banks. There are several reasons. Maybe they change the compensation or maybe their staffing has resulted in them not being able to close loans in order to meet client or realtor deadlines. That's makes them very uncomfortable and that causes them to leave.

Or they may have clients moved around on them, something that we don’t do or clients who had a customized portfolio are now being told that they will have a model portfolio and that throws the gates open and it brings us tremendous opportunities to hire great people.

We put them through a very focused, rigorous hiring process, and we have a pretty good way of understanding what part of their client base they will be able to bring over and whether or not our services and product would be a good fit.

Unidentified Analyst

Maybe just a follow-up. So, you had tremendous growth inside of Bank of America, right, during the crisis. When you look at who is coming to the bank now to work for you, your hires, is that typical new hire change a lot because you were really a small bank before you were acquired by Merrill Lynch and now you are $27 billion of assets. Can you get to a different level of employee from the bigger banks now?

Katherine August-deWilde

I think we have always done a quite good job of hiring very well but as our brand precedes us and we stay in our existing markets, Steve is absolutely right. The quality of the people we are seeing across the board is better and we are seeing spectacular hires in every region of the country from the best organizations. And our size may help because people who came from the larger bank will not be uncomfortable that we can’t deliver the quality of service.

But more importantly the brand precedes the hiring, they know us, they lose business to us, and that causes them to be interested in joining us. And significantly when their colleagues joined us a year ago or six months ago, the colleagues then tell the people still working there that this is a good opportunity for them and for their clients and they follow us and we are seeing the best people we've ever seen.

Unidentified Analyst

On the mortgages that you write, what are the interest terms, adjustability [ph] is my question?

Katherine August-deWilde

We make every kind of mortgage that the client might want. The mortgage of choice today tends to be a mortgage that's fixed for five years and then adjusts over LIBOR, or is fixed for seven years. We also offer mortgages that are adjustable monthly, floating over LIBOR or a number of other indices. We do originate 30 year fixed rate loans that we sell to the secondary market but I would say well over half the mortgages are five or seven year fixed rate mortgages.

Unidentified Analyst

Is there a limit on the adjustment factor?

Katherine August-deWilde

Well, if it's fixed for five years, at the end of five years, it can go to the cap, and the cap is probably up 6% from the start rate. So if it's originated at 3.5%, it could go to 8.5% or 9.5%. And if it's an adjustable loan, there is no cap on what it can go in the first adjustment, but originally we underwrite clients at about 5% over the start rate. So the client won't have payment shock. They may have payments increase but we are clearly focused on them being able to make their payments at higher interest rates. If that was meant to get at the question, okay.

Unidentified Analyst

Hi, I was wondering if you could tell us when the purchase accounting adjustments run out and how you think about a target ROE after the purchase accounting adjustments are done?

Willis Newton

Sure. The loan book that we acquired has about $530 million left on it as of the end of September. About 30 of that is sort of a credit reserve and so there is $500 million that is specifically identified with those loans. And as a loan repays, it will come in the income, if there anything that is being amortized over the life of the loan and then it comes in on the prepayments. We would expect most of the income to come in, in the first 5, 5.5 years and a small tail thereafter.

In terms of ROE, first, I have to say that we have a very high level of tier 1 leverage. Our leverage ratio is -- common to average assets is over 8%. So that is an agreement that we have with our primary regulator. So we are well capitalized and we're carrying a lot of E.

In terms of our ROE targets, on a core basis, we're running a little over 10% now and we hope to get that up into the low teens to say 12% or so.

Unidentified Analyst

To follow up on that, you said you had a high level of capital that you kind of kept and discussed with regulators as well, can you talk about what's the earliest you could foresee maybe instituting a dividend or some other type of capital return?

Katherine August-deWilde

We did pay a dividend before. We didn’t for the first about 15 years. Then we instituted a dividend and that doubled our shareholder base. Because we have a de novo charter with the FDIC, we need to go to our regulator to ask permission to pay a dividend.

Now all regulators would like banks to have access to capital markets and they understand that dividends are important. So it is something that we believe in and something that we would expect to ask for permission in a timely way but in a way that we think will be most effective. So we would like to pay a dividend but we will wait until we are ready to ask for a regulatory approval. We do not plan to do stock buy backs.

Unidentified Analyst

Could you institute a dividend while you are still considered de novo?

Katherine August-deWilde

We can institute a dividend but we have to ask our regulator for permission.

Unidentified Analyst

That's what you could do. Okay.

Katherine August-deWilde

And they fully understand that most banks pay dividends and that that is good for capital generation.

Unidentified Analyst

Right.

Katherine August-deWilde

Capital access.

Unidentified Analyst

On your 16% new loan growth, is that -- you mentioned a large component is adjustable. Do you figure that, is a refi-ed adjustable then figured in that as a new loan?

Willis Newton

I don’t think I commented on how much was adjustable versus fixed. The lion share of the home loan products would be the hybrid ARMs that are fixed for the first five years or so. We do adjustable rate lending based on prime for our home equity lines, our construction loans, our personal lines and our business loans. About 40% of our loans will adjust within the first year.

Katherine August-deWilde

I think you asked the question of the whether we account for refis in loan growth. We're not looking at new loans as much as loan growth. And if a loan pays off, it goes off of the balance sheet, and if it refinances it comes back on the balance sheet, so to speak. But in order to get 15% loan growth, we have to be getting more new loan customers or people buying a new home than people are refinancing and we are. Does that answer your question?

Willis Newton

I think a small percentage of the loans that we originate are refinances of our own loans. And if it is a new loan and somebody wants a different amount of money, then it would go through a separate closing, and the old loan would pay off and the new loan would go on to the books. Some of the loans that we are refinancing might have been sold into the secondary market and maybe those are coming on to our balance sheet.

Unidentified Analyst

Just a follow-up on the adjustable lending point. Have you seen any impact or do you expect any impact from the recent rise in the LIBOR rates recently to about 53 bps?

Katherine August-deWilde

Could you say that again?

Unidentified Analyst

Do you see any impact on the recent rise in the LIBOR rates maybe affecting your adjustable lending or any of the other assets you have?

Katherine August-deWilde

Actually what's happening is the clients who chose LIBOR adjustables are people who can generally pay their loan off three times. You saw median numbers but our average client has about 3.5 times their loan amount liquidity and tends to be the more sophisticated, more highly liquid clients that chose LIBOR because they understand it has more risk to it. And many of them are waiting. They love the very low rates but they also realize that they may miss the opportunity to do a long term fixed or intermediate rate. I think the more LIBOR goes up, the more they consider making the decision to jump to intermediate fixed rate loan.

Unidentified Analyst

Can you guys comment -- for now the conforming limits have come down, although there is some chatter they may go back up. What has that meant for your business so far?

Katherine August-deWilde

Well, the conforming limits came down from $729,000 to $625,000 in most of our markets. We are pleased about that because at the margin that means that the very low 30 year fixed rate loan is not available to our client and therefore they are more likely to choose a loan that we will keep on our balance sheet instead of one which will originate for sale.

So having the agencies out of the way in that $625,000 to $729,000 arena is good for us. I can’t tell you how much business more is on our balance sheet because of it, but at the margin it is very helpful. We have had clients, when the larger limits came into place, who would pay down a $2 million loan -- this is quite amazing -- to $729,000 and put a $200,000 home equity line on their home. At the $625,000 they are not doing that, but we certainly have a few percentage points more loans that are going on our balance sheet because of the loan limit.

Unidentified Analyst

And, Willis, can you make some comments on the margin, that slide you had, it was relatively stable, right. Most banks are talking about running out of room to lower deposit rates over the next couple of quarters, cutting expenses, right. How do you guys think, because you are in expansion mode, but you are in a similar dynamic on the margin side, how should we think about this?

Willis Newton

Well, First Republic has benefited from a large deposit inflow as many financial institutions have, and what we're doing is shifting the mix of our deposits more into the liquid accounts and the checking accounts and away from the certificate of deposits, which are the highest costs deposits. Given what the banking industry and our bank went through in 2008 and 2009, we had some longer terms CDs that our clients booked back in the fourth quarter, particularly of each of those years. So we will see some of those deposits mature in the next couple of quarters and that should allow us to re-price down or replace those certificates with either lower CD costs or with lower interest bearing personal and business checking accounts.

That would give us a little bit of offset. Interest rates are very low and what we are trying to do is then utilize the cash that we have on our balance sheet. We really only need $400 million or $500 million of cash to run our business and on average we have about $2 billion right now. So that cash is sitting at the fed during the quarter. We are paying 10 basis points of deposit insurance, it's really adding very little to our profitability.

So we are looking to invest that in loans and securities that would also give our margin a lift. Having said that, at First Republic, we’re trying to grow our interest earning assets, to leverage the capital that we are accumulating and those larger balances will generate more net interest income to pay you’re the bills for our expansion and our growth.

Katherine August-deWilde

There is one other thing in terms of mix change. We are focused on growing our business banking and our wealth management, and almost 50% of our deposits now come from those two sources. So business deposits are very rich with checking accounts, which have no interest on them, and those suites from the wealth management accounts are also giving us the low cost deposits that allow us to reduce our CDs.

Steve Alexopoulos - JPMorgan

Okay. And with that I think we're out of time. Thanks a lot.

Katherine August-deWilde

Thank you.

Willis Newton

Thank you.

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