Benjamin Franklin Bancorp Reports Results for Second Quarter of 2005.FRANKLIN Franklin, cities, United States Franklin. 1 City (1990 pop. 12,907), seat of Johnson co., S central Ind., inc. 1823. It is a farm trade center. Manufactures include auto parts, aluminum doors and windows, and copper panels. , Mass. -- Benjamin Franklin Bancorp, Inc. (the "Company" or "Benjamin Franklin") (Nasdaq: BFBC BFBC Bracknell Forest Borough Council BFBC Battlefield Bad Company (video game) BFBC Bicycle-Friendly Berkeley Coalition BFBC Best Florida Beer Championship BFBC Big Freakin' Brown Cloud ), the bank holding company for Benjamin Franklin Bank (the "Bank"), today reported a net loss of $2.5 million for the quarter ended June June: see month. 30, 2005. The loss was the result of two non-recurring charges: 1. A $4.0 million contribution made to the Benjamin Franklin Bank Charitable Foundation (loss of $2.6 million on an after-tax basis After-tax basis The comparison basis used to analyze the net after-tax returns on a corporate taxable bond and a municipal tax-free bond. ); 2. The recognition of a net loss of $1.0 million on the sale/write-down of bank-owned land (loss of $1.0 million after-tax af·ter-tax also af·ter·tax adj. Relating to or being that which remains after payment, especially of income taxes: after-tax profits. ). Excluding the Foundation contribution and the loss on land, Benjamin Franklin earned $1.1 million for the quarter ended June 30, 2005. Because shares had not been issued and outstanding during the entire quarter ending June 30, 2005 or for the other full periods presented, earnings per share have not been reported. Benjamin Franklin completed its mutual-to-stock conversion and related stock offering on April 4, 2005, with the issuance of 5,977,419 shares (including 400,000 shares issued to the Benjamin Franklin Bank Charitable Foundation). Net proceeds Net Proceeds The amount received after all costs are deducted from the sale of a piece of property or security. Notes: In the case of an investor selling a security, net proceeds represent the proceeds from the sale minus any trading costs (i.e. commissions). received in connection with the offering aggregated $53.7 million. An additional 2,511,479 shares were issued in connection with the acquisition of Chart Bank, which was consummated con·sum·mate tr.v. con·sum·mat·ed, con·sum·mat·ing, con·sum·mates 1. a. To bring to completion or fruition; conclude: consummate a business transaction. b. immediately following the stock conversion. The cash portion of the consideration paid to Chart Bank shareholders totaled $21.4 million. A total of 8,194,211 shares were outstanding as of June 30, 2005, representing 8,488,898 shares issued in the offering and the acquisition, less 294,687 unallocated shares held by the Company's Employee Stock Ownership Plan. The weighted average of the shares outstanding during the quarter was 8,212,140 (for the 88 day period from April 4, 2005 to quarter end), as the ESOP ESOP See: Employee Stock Ownership Plan ESOP See Employee Stock Ownership Plan (ESOP). shares were purchased on the open market over the course of the quarter. Thomas (language) Thomas - A language compatible with the language Dylan(TM). Thomas is NOT Dylan(TM). The first public release of a translator to Scheme by Matt Birkholz, Jim Miller, and Ron Weiss, written at Digital Equipment Corporation's Cambridge Research Laboratory runs R. Venables Venables is a village and commune of the Eure département in Haute-Normandie, France. The village dates back some 7,000 years. It is situated at the northern most point of the Madrie Plateau and is located at an altitude of 124 meters above sea level. , President and Chief Executive Officer, noted: "At over $860 million in total assets, Benjamin Franklin is now one of the largest public banks headquartered in the Boston Boston, town, England Boston, town (1991 pop. 26,495), E central England, on the Witham River. Boston's fame as a port dates from the 13th cent., when it was a Hanseatic port trading wool and wine. Having recovered from a decline in the 18th and 19th cent. west-suburban market. We have effectively deployed a significant portion of our new capital with the acquisition of Chart Bank, but still have the resources necessary to carry out our growth strategy, which is focused on building core deposits and lending relationships. " The acquisition of Chart Bank added $260.4 million to the Company's total assets. Of that amount, the largest components were loans ($185.0 million, net), securities ($39.9 million) and cash deployed by CSSI CSSI Critical Skills Shortage Initiative CSSI California Strategic Sourcing Initiative CSSI Computer Support Services, Inc. (Irving, TX, USA) CSSI Computer Security Subsystem Interpretation CSSI Computer Software & Services Industry , the Bank's ATM servicing subsidiary ($28.9 million). Funding liabilities added as a result of the acquisition included deposits totaling $216.9 million and borrowed funds of $25.5 million. The integration of former Chart customers into Benjamin Franklin's operations, including data processing data processing or information processing, operations (e.g., handling, merging, sorting, and computing) performed upon data in accordance with strictly defined procedures, such as recording and summarizing the financial transactions of a systems conversions, was accomplished during the second quarter. In addition to the loans added by the Chart acquisition, the Company's loan portfolio grew by $29.1 million in the second quarter, $21.5 million of that in commercial real estate loans. As of June 30, 2005, net loans represented 70.4% of total assets, and commercial loans in particular (including commercial real estate, construction and commercial business loans) represented 44.5% of total loans, compared to 30.9% at December December: see month. 31, 2004. The Company is committed to expanding its commercial lending business, and to that end has increased the size of its commercial lending staff to twelve at present, compared to four at year-end year-end also year·end n. The end of a year. adj. Occurring or done at the end of the year: a year-end audit. Noun 1. 2004. Commercial credit analysis and processing resources have also been increased to support this effort. With the addition of Chart Bank, the Company's deposits have grown to $628.8 million as of June 30, 2005, with 59.7% of that total in core deposit accounts. Borrowed funds have increased by $11.4 million during the quarter, over and above the $25.5 million in borrowed funds assumed in the Chart Bank acquisition. The Company's net interest margin ("NIM nim 1 tr. & intr.v. nimmed, nim·ming, nims Archaic To steal; pilfer. [Middle English nimen, to take, from Old English niman; see "), at 3.26% for the three months ended June 30, 2005, has benefited from the increase in higher-yielding commercial loans, as well as from the wider NIM provided by Chart's balance sheet, which was more heavily invested in commercial assets than that of Benjamin Franklin. Asset quality remains strong at the close of the second quarter, with non-performing assets as a percentage of total assets at .04% as of June 30, 2005. The allowance for loan losses stood at .91% of total loans at quarter end, representing 1,592.1% of non-performing loans A non-performing loan is a loan that is in default or close to being in default. Many loans become non-performing after being in default for 3 months, but this can depend on the contract terms. on that date. Non-interest income for the second quarter was significantly affected by the $1.0 million net loss recognized on bank-owned land. Two parcels of land that had been held as future branch sites were sold during the quarter for an aggregate gain of $380,000. A third parcel that had been held as a future branch site was written down by $1.4 million to estimated fair market value, once the decision was made to market the parcel for sale. Although the Company's current strategy contemplates the opening of several new branches over the next few years, in all likelihood future branch locations will be leased rather than owned. Non-interest income for the quarter also reflects the addition of deposit and loan fees associated with former Chart Bank accounts, as well as fee revenue generated by CSSI, the Bank's ATM servicing subsidiary. For the quarter, those ATM fees amounted to approximately ap·prox·i·mate adj. 1. Almost exact or correct: the approximate time of the accident. 2. $380,000. The Company's efficiency ratio for the quarter (excluding the Foundation contribution, amortization of the core deposit intangible, and the net loss recognized on bank-owned land) improved to 62.7% from 83.0% in the year earlier period. Although operating expenses Operating expenses The amount paid for asset maintenance or the cost of doing business, excluding depreciation. Earnings are distributed after operating expenses are deducted. have increased in order to support the Company's lending growth, the leverage to the Company's existing expense structure provided by the Chart Bank acquisition more than offset these expense increases. At its regularly scheduled meeting on July July: see month. 27, 2005, the Board of Directors intends to consider a policy of paying dividends on the Company's common stock. At this time, no decision has been made with respect to whether or when the payment of dividends may occur. Certain statements herein constitute "forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. " and actual results may differ from those contemplated by these statements. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include words like "believe," "expect," "anticipate," "estimate," and "intend" or future or conditional Subject to change; dependent upon or granted based on the occurrence of a future, uncertain event. A conditional payment is the payment of a debt or obligation contingent upon the performance of a certain specified act. verbs such as "will," "would," "should," "could" or "may." Certain factors that could cause actual results to differ materially from expected results include changes in the interest rate environment, changes in general economic conditions, legislative and regulatory reg·u·late tr.v. reg·u·lat·ed, reg·u·lat·ing, reg·u·lates 1. To control or direct according to rule, principle, or law. 2. changes that adversely affect the businesses in which Benjamin Franklin Bancorp is engaged and changes in the securities market. The Company disclaims any intent or obligation to update any forward-looking statements, whether in response to new information, future events or otherwise.
BENJAMIN FRANKLIN BANCORP, INC AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in Thousands)
June December
30, 31,
2005 2004
----------- ---------
ASSETS (Unaudited)
Cash and due from banks $15,052 $8,691
Cash supplied by CSSI to its ATM customers 27,192 -
Short-term investments 18,424 5,513
----------- ---------
Total cash and cash equivalents 60,668 14,204
Securities available for sale, at fair value 120,029 86,070
Securities held to maturity, at amortized cost 161 217
Restricted equity securities, at cost 9,115 6,975
----------- ---------
Total securities 129,305 93,262
Loans:
Residential real estate mortgage loans 306,118 241,090
Commercial real estate 219,774 85,911
Construction 36,434 28,651
Commercial business 14,487 4,375
Consumer 35,824 25,370
Net deferred loan costs 1,344 1,148
----------- ---------
Total loans 613,982 386,545
Allowance for loan losses (5,531) (3,172)
----------- ---------
Loans, net 608,451 383,373
Premises and equipment, net 11,338 11,147
Accrued interest receivable 2,818 1,490
Goodwill 33,762 4,248
Bank-owned life insurance 7,303 7,182
Other assets 10,139 2,487
----------- ---------
$863,784 $517,393
=========== =========
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Regular savings $107,557 $95,875
Money market accounts 105,586 53,167
Now accounts 36,697 22,460
Demand deposit accounts 126,632 87,776
Time deposit accounts 252,373 137,221
----------- ---------
Total deposits 628,845 396,499
Short-term borrowings 3,915 4,250
Long-term debt 114,000 81,000
Other liabilities 7,794 4,316
----------- ---------
Total liabilities 754,555 486,065
----------- ---------
Common stock - -
Additional paid-in capital 82,836 -
Retained earnings 30,785 32,997
Unallocated common shares held by ESOP (2,990) -
Accumulated other comprehensive loss (1,403) (1,669)
----------- ---------
Total shareholders' equity 109,229 31,328
----------- ---------
$863,784 $517,393
=========== =========
BENJAMIN FRANKLIN BANCORP, INC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share and share data)
For the Three Months For the Six Months
Ended June 30, Ended June 30,
----------------------------------------
2005 2004 2005 2004
----------- ------- ----------- -------
(Unaudited) (Unaudited)
Interest and dividend income $9,186 $4,943 $14,900 $9,804
Interest expense 3,128 1,661 5,213 3,268
----------- ------- ----------- -------
Net interest income 6,058 3,282 9,687 6,536
Provision for loan losses 328 150 496 320
----------- ------- ----------- -------
Net interest income, after
provision for loan losses 5,730 3,132 9,191 6,216
----------- ------- ----------- -------
Other income (charges):
Deposit service fees 295 230 502 484
Loan servicing fees 132 32 204 177
ATM servicing fees 379 4 382 8
Gain on sale of loans,
net 4 31 20 98
Gain (loss) on sales of
securities, net - (1) - 8
Loss on sale/write-down
of bank-owned land, net (1,020) - (1,020) -
Income from bank-owned
life insurance 59 49 118 97
Miscellaneous 395 183 532 352
----------- ------- ----------- -------
Total other
income 245 528 737 1,222
----------- ------- ----------- -------
Operating expenses:
Salaries and employee
benefits 2,466 1,866 4,480 3,717
Occupancy and equipment 658 366 1,099 745
Data processing 535 366 872 702
Professional fees 238 52 367 118
Contribution to Benjamin
Franklin Bank Charitable
Foundation 4,000 - 4,000 -
Amortization of core
deposit intanglible 554 45 599 91
Other general and
administrative 691 489 1,189 938
----------- ------- ----------- -------
Total
operating
expenses 9,142 3,184 12,606 6,311
----------- ------- ----------- -------
Income (loss) before income
taxes (3,168) 476 (2,678) 1,127
Provision (benefit) for
income taxes (625) 153 (466) 349
----------- ------- ----------- -------
Net income
(loss) $(2,543) $323 $(2,212) $778
=========== ======= =========== =======
BENJAMIN FRANKLIN BANCORP, INC. AND SUBSIDIARIES
SELECTED FINANCIAL HIGHLIGHTS AND OTHER DATA
(In thousands except per share data)
At or For the Three
Months
Ended June 30,
------------------------------
2005 2004
------------------------------
(Unaudited)
Financial Highlights:
Net interest income $6,058 $3,282
Net income (loss) $(2,543) $323
Shares outstanding -
end of period 8,194,211 n/a
Weighted average
shares outstanding
(4):
Basic 8,212,140 n/a
Diluted 8,212,140 n/a
Shareholders' equity
- end of period $109,230 $30,800
Book value per share
- end of period $13.33 n/a
Tangible book value
per share - end of
period $8.61 n/a
Ratios and Other
Information:
Return on average
assets -1.20% 0.27%
Return on average
equity -9.67% 4.25%
Average interest rate
spread (1) 2.88% 2.53%
Net interest margin
(2) 3.26% 2.92%
Efficiency ratio (3) 62.69% 83.00%
Non-interest expense
to average total
assets (5) 4.31% 2.65%
Average interest-
earning assets to
average
interest-bearing
liabilities 122.56% 125.99%
At period end:
Non-performing assets
to total assets 0.04% 0.08%
Non-performing loans
to total loans 0.06% 0.12%
Allowance for loan
losses to non-
performing loans 1592.13% 729.63%
Allowance for loan
losses to total
loans 0.91% 0.84%
Equity to total
assets at end of
period 12.62% 5.69%
Tier 1 leverage
capital ratio 9.79% 7.53%
Total risk-based
capital ratio 15.09% 13.40%
Number of full
service offices 9 6
----------------------------------------------------------------------
(1) The average interest rate spread represents the difference
between the weighted-average yield on interest-earning assets and
the weighted-average cost of interest-bearing liabilities for the
period.
(2) The net interest margin represents net interest income as a
percent on average interest-earning assets for the period.
(3) The efficiency ratio represents non-interest expense minus
expenses related to the amortization of intangible assets and the
contribution to the Benjamin Franklin Bank Charitable Foundation,
divided by the sum of net interest income (before the loan loss
provision) plus non-interest income (excluding net gains (losses) on
sale of bank assets).
(4) Weighted average shares outstanding are calculated for the 88
days from April 4, 2005 through June 30, 2005.
BENJAMIN FRANKLIN BANCORP, INC AND SUBSIDIARIES
ANALYSIS OF NET INTEREST INCOME
(Dollars in thousands)
Three Months Ended June 30,
----------------------------------
2005
----------------------------------
Average
Outstanding
Balance Interest Yield/Rate(1)
------------ -------- -------------
Interest-earning assets:
Loans $589,869 $8,048 5.47%
Investment securities 129,250 987 3.06%
Short-term investments $25,876 151 2.33%
----------- --------
Total interest-earning assets 744,996 9,186 4.95%
Non-interest-earning assets 106,428
-----------
Total assets $851,424
===========
Interest-bearing liabilities:
Savings deposits $109,318 142 0.52%
Money market 117,969 458 1.56%
NOW accounts 36,240 32 0.36%
Certificates of deposits 244,490 1,561 2.56%
----------- --------
Total deposits 508,017 2,193 1.73%
Short-term borrowings 6,092 21 1.39%
Long-term debt 93,765 914 3.91%
----------- --------
Total interest-bearing
liabilities 607,874 3,128 2.06%
Non-interest bearing liabilities 138,073
-----------
Total liabilities 745,947
Equity 105,477
-----------
Total liabilities and equity $851,424
===========
Net interest income $6,058
========
Net interest rate spread (2) 2.88%
Net interest-earning assets (3) $137,122
===========
Net interest margin (4) 3.26%
Average interest-earning assets to
interest-bearing liabilities 122.56%
(1) Yields and rates for the three months ended June 30, 2005 and
2004 are annualized.
(2) Net interest rate spread represents the difference between the
yield on average interest-earning assets and the cost of average
interest-bearing liabilities.
(3) Net interest-earning assets represents total interest-earning
assets less total interest-bearing liabilities.
(4) Net interest margin represents net interest income divided by
average total interest-earning assets.
BENJAMIN FRANKLIN BANCORP, INC AND SUBSIDIARIES
ANALYSIS OF NET INTEREST INCOME
(Dollars in thousands)
Three Months Ended June 30,
----------------------------------
2004
----------------------------------
Average
Outstanding
Balance Interest Yield/Rate(1)
----------- -------- -------------
Interest-earning assets:
Loans $320,864 $4,073 5.11%
Investment securities 115,064 834 2.91%
Short-term investments 16,565 37 0.89%
----------- --------
Total interest-earning assets 452,493 4,943 4.39%
Non-interest-earning assets 30,059
-----------
Total assets $482,553
===========
Interest-bearing liabilities:
Savings deposits $100,505 124 0.50%
Money market 51,601 104 0.81%
NOW accounts 24,804 9 0.15%
Certificates of deposits 136,581 856 2.52%
----------- --------
Total deposits 313,492 1,094 1.40%
Short-term borrowings 110 0 0.00%
Long-term debt 45,549 567 5.00%
----------- --------
Total interest-bearing
liabilities 359,151 1,661 1.86%
Non-interest bearing liabilities 93,675
-----------
Total liabilities 452,826
Equity 29,727
-----------
Total liabilities and equity $482,553
===========
Net interest income $3,282
========
Net interest rate spread (2) 2.53%
Net interest-earning assets (3) $93,342
===========
Net interest margin (4) 2.92%
Average interest-earning assets to
interest-bearing liabilities 125.99%
(1) Yields and rates for the three months ended June 30, 2005 and
2004 are annualized.
(2) Net interest rate spread represents the difference between the
yield on average interest-earning assets and the cost of average
interest-bearing liabilities.
(3) Net interest-earning assets represents total interest-earning
assets less total interest-bearing liabilities.
(4) Net interest margin represents net interest income divided by
average total interest-earning assets.
BENJAMIN FRANKLIN BANCORP, INC AND SUBSIDIARIES
ANALYSIS OF NET INTEREST INCOME
(Dollars in thousands)
Six Months Ended June 30,
----------------------------------
2005
----------------------------------
Average
Outstanding
Balance Interest Yield/Rate(1)
------------ -------- -------------
Interest-earning assets:
Loans $489,108 $12,940 5.34%
Investment securities 110,443 1,715 3.13%
Short-term investments $20,996 244 2.35%
----------- --------
Total interest-earning assets 620,546 14,900 4.84%
Non-interest-earning assets 71,073
-----------
Total assets $691,619
===========
Interest-bearing liabilities:
Savings deposits $102,177 258 0.51%
Money market 87,618 668 1.54%
NOW accounts 29,161 41 0.28%
Certificates of deposits 193,450 2,458 2.56%
----------- --------
Total deposits 412,405 3,424 1.67%
Short-term borrowings 3,102 22 1.42%
Long-term debt 87,383 1,767 4.08%
----------- --------
Total interest-bearing
liabilities 502,890 5,213 2.09%
Non-interest bearing liabilities 120,171
-----------
Total liabilities 623,061
Equity 68,558
-----------
Total liabilities and equity $691,619
===========
Net interest income $9,687
========
Net interest rate spread (2) 2.75%
Net interest-earning assets (3) $117,657
===========
Net interest margin (4) 3.15%
Average interest-earning assets to
interest-bearing liabilities 123.40%
(1) Yields and rates for the six months ended June 30, 2005 and
2004 are annualized.
(2) Net interest rate spread represents the difference between the
yield on average interest-earning assets and the cost of average
interest-bearing liabilities.
(3) Net interest-earning assets represents total interest-earning
assets less total interest-bearing liabilities.
(4) Net interest margin represents net interest income divided by
average total interest-earning assets.
BENJAMIN FRANKLIN BANCORP, INC AND SUBSIDIARIES
ANALYSIS OF NET INTEREST INCOME
(Dollars in thousands)
Six Months Ended June 30,
----------------------------------
2004
----------------------------------
Average
Outstanding
Balance Interest Yield/Rate(1)
----------- -------- -------------
Interest-earning assets:
Loans $308,729 $7,989 5.20%
Investment securities 112,887 1,729 3.08%
Short-term investments 19,525 86 0.89%
----------- --------
Total interest-earning assets 441,141 9,804 4.47%
Non-interest-earning assets 31,361
-----------
Total assets $472,502
===========
Interest-bearing liabilities:
Savings deposits $98,602 244 0.50%
Money market 51,414 207 0.81%
NOW accounts 24,065 18 0.15%
Certificates of deposits 132,406 1,668 2.53%
----------- --------
Total deposits 306,487 2,136 1.40%
Short-term borrowings 55 0 0.00%
Long-term debt 45,275 1,132 5.03%
----------- --------
Total interest-bearing
liabilities 351,816 3,268 1.87%
Non-interest bearing liabilities 90,815
-----------
Total liabilities 442,631
Equity 29,870
-----------
Total liabilities and equity $472,502
===========
Net interest income $6,536
========
Net interest rate spread (2) 2.60%
Net interest-earning assets (3) $89,325
===========
Net interest margin (4) 2.98%
Average interest-earning assets to
interest-bearing liabilities 125.39%
(1) Yields and rates for the six months ended June 30, 2005 and
2004 are annualized.
(2) Net interest rate spread represents the difference between the
yield on average interest-earning assets and the cost of average
interest-bearing liabilities.
(3) Net interest-earning assets represents total interest-earning
assets less total interest-bearing liabilities.
(4) Net interest margin represents net interest income divided by
average total interest-earning assets.
Reconciliation of Non-GAAP Financial Measures This press release contains financial information determined by methods other than in accordance Accordance is Bible Study Software for Macintosh developed by OakTree Software, Inc.[] As well as a standalone program, it is the base software packaged by Zondervan in their Bible Study suites for Macintosh. with accounting principles generally accepted in the United States of America UNITED STATES OF AMERICA. The name of this country. The United States, now thirty-one in number, are Alabama, Arkansas, Connecticut, Delaware, Florida, Georgia, Illinois, Indiana, Iowa, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Mississippi, Missouri, New Hampshire, ("GAAP GAAP See: Generally Accepted Accounting Principles GAAP See generally accepted accounting principles (GAAP). "). The Company's management uses these non-GAAP measures in its analysis of the Company's performance. These measures typically adjust GAAP performance measures to exclude significant gains or losses that are expected to be non-recurring and to exclude the effects of amortization of intangible assets Intangible Asset An asset that is not physical in nature. Notes: Examples are things like copyrights, patents, intellectual property, and goodwill. These are the opposite of tangible assets. (in the case of the efficiency ratio). Because these items and their impact on the Company's performance are difficult to predict, management believes that presentations of financial measures excluding the impact of these items provide useful supplemental information that is essential to a proper understanding of the operating results of the Company's core businesses. These disclosures should not be viewed as a substitute for operating results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.
Three months Six months
ended ended
------------ -------------
June 30, 2005
--------------------------
Net Income (GAAP) $(2,543) $(2,212)
Add back contribution to the Benjamin
Franklin Bank Charitable Foundation (after
tax) 2,640 2,640
Add back net loss on sale of bank assets
(after tax) 1,020 1,020
------------ -------------
$1,117 $1,448
============ =============
Efficiency Ratio (GAAP) 145.1 % 120.9 %
Effects of amortization of intangible assets (7.6)% (5.2)%
Effects of contribution to the Benjamin
Franklin Bank Charitable Foundation (54.7)% (35.0)%
Effects of net loss on sale of bank assets (20.1)% (10.6)%
------------ -------------
62.7 % 70.1 %
============ =============
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