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Not Quite a "UFO IPO": Tom DeLonge Is Seeking Your Investment in "To the Stars" to Give Himself a $700,000 or More Payday

10/11/2017

37 Comments

 
​Later today musician and ufologist Tom DeLonge will be making a “major” announcement tied to his ongoing self-promotional quest for UFO disclosure. The announcement is tied to his new faux-academy for fringe science studies, called To the Stars Academy of Arts and Science, which I’d abbreviate as TSA, but which is officially initialed TTS AAS, with “the” inexplicably included while “of” and “and” are not. I want to note that, like other fringe ventures, this one is also begging for cash, but that unlike most it is a remarkably corporate enterprise. In generally glowing fringe media coverage of the company’s launch, no one has followed the money to see where the cash is going. This speaks both to the laziness of journalists—who focus on celebrity and “access” over facts—and to the tacit agreement of fringe types to protect their gravy train at all costs.
​DeLonge is soliciting investment by registering TTS AAS as a public benefit corporation—notably not a nonprofit—and he is framing his sale of $5 per share stock in the company as a chance to democratize investment. Under the 2012 JOBS Act, companies may sell stock directly to the public through a crowd funding website without needing to file an IPO with the SEC. DeLonge is taking advantage of this to sell $200 stock packages. The 2015 Title IV Regulation A+ allows companies to raise up to $50 million without a formal IPO.
 
TTS AAS filed a raft of documents with the SEC over the past few months, and they shed light into the structure and operations of the organization. Spoiler alert: Tom DeLonge stands to make a lot of money, while UFO disclosure is, to put it mildly, not a priority. The company is currently in significant debt relative to earnings.
 
It's interesting to see the difference between TTS AAS’s public face and what they confess in their financial filings. Publicly, TTS AAS is an educational enterprise divided into a number of units focused on cutting-edge fringe research. The science division is pursuing consciousness research and psychic phenomena. The aerospace division is looking for exotic propulsion technologies. The entertainment division is producing the Sekret Machines books, and a dystopian young adult franchise. Note carefully that space aliens and “disclosure” don’t occur as a research subject or a purpose for the company. And yet, the public protestations about using the company to promote human knowledge are belied by what we see in the financial documents. That’s not to say that there won’t be “educational” material, only that the company’s primary purpose isn’t science and education, as it pretends.
 
In documents filed with the SEC, TTS AAS describes itself not as an educational institution, as DeLonge deceptively promotes it in the media with the “Academy” name, but rather as one that provides “services aligned to motion picture production.” Heck, TTS AAS even describes itself on its own website as “a vertically integrated entertainment business that develops, produces and distributes multi-media and merchandise world-wide.” It is headquartered in Delaware, which famously serves as home to corporations due to its low taxes and business friendly regulations. In its filings, the corporation describes its purpose this way:
The specific public benefit purpose of the Corporation is to produce a positive effect (or a reduction of negative effects) for society and persons by engaging in scientific and engineering research and development, producing literary, music, film and media content and engaging in entertainment-related activities intended to promote knowledge, stimulate discussion, raise awareness, and generate funds to support research, strategic partnerships, ventures, technology, education, charitable and other activities, as the Board of Directors (as defined below) may from time to time determine to be appropriate and within the Corporation’s overall purpose and mission.
​Basically, it sure looks like it’s a media company that sees “disclosure” as the content it’s pursuing only insofar as it provides grist for the entertainment products. This seemed to be confirmed in a promotional article that ran on the Huffington Post in advance of today’s event. In it, the reporter wrote that the company’s ex-government consultants “intend to move into the private sector and to make all declassified information, and any future knowledge, available for all to see.” Note that they only plan to work with material that is already freely available, or that the government will itself make available of its own volition. They don’t seem to hellbent on forcing the matter, though they made vague promises that after generating vast profits from stock sales and merchandise sales (apparently more of the former than the latter, for now), they might be able to use some of the money for UFO research.
 
Oh, and lest you think that your investment of $200 for 40 shares of stock will give you a significant stake in the company, think again. TTS AAS is authorized to sell more than 100 million shares of stock, though for its current subscription, it is limited to 10 million shares, meaning that the company values itself at $50 million—a laughably large amount for a company whose products are a couple of mediocre books, some accessories, and a pipe dream. The forms state that the company reasonably expects to sell 200,000 shares (a million dollars’ worth), at which time it has the option to close sales, or to offer new sales in the future. Needless to say, the company has a special arrangement, as do most companies, to give a few elite investors controlling voting interest in the company with only an extreme minority of stock shares. Parapsychologist Harold E. Puthoff and ex-CIA agent Jim Semivan are specifically named in the company’s stockholder agreement as, basically, permanent directors of the board. DeLonge is not. It’s an oddity, and I would be curious about the role that these two vice presidents play in the company that afforded them such a prominent role as the only two named individuals in the management charter.
 
DeLonge, though, is certainly a beneficiary. Documents laying out what he gets paid make pretty clear that this is intended to be a very lucrative investment for him. DeLonge has a constellation of corporate entities that control the intellectual property he creates as a musician and now filmmaker. TSA, which the company abbreviates as TTS AAS, is legally obligated to pay all of DeLonge’s expenses in using his existing intellectual property to develop new TTS AAS multimedia products. Here’s how he’s getting paid once those products go to market:
​7. Royalty.

a. Royalty. TTS AAS shall pay the DeLonge Parties the royalties specified below for the Licensed Products (collectively, the “Royalty”):

i. Publishing: For novels, graphic novels and similar printed and/or digital works featuring the DeLonge Rights, one-half percent (0.5%) of Gross Sales, where “Gross Sales” means the total monies received from a customer for any Licensed Product, exclusive of shipping and handling charges.

ii. Apparel/Merchandise: For apparel, accessories, or other merchandise using the Licensed Rights, five percent (5%) of Gross Sales.

iii. Music:
1. Vinyl: two and a half percent (2.5%) of Gross Sales.
2. CD: five percent (5%) of Gross Sales.
3. Digital: fifteen percent (15%) of Gross Sales.

iv. Bundles: The Royalty for any bundle, where the above materials are sold in combination of the above products, all shall be accounted for in the sale of each Licensed Product category above.

v. DeLonge shall have the right to approve any royalty granted to a third party in connection with any Licensed Product hereunder.
​It’s a pretty good deal overall, though the book royalties are much smaller than one might expect, perhaps because DeLonge doesn’t actually write them, and because he gave his copyrights on the works to the company. But get a load of the most important paragraph: 
d. Minimum Royalty Guarantee. Notwithstanding the foregoing, if total Royalty payments in any given calendar year fail to meet one hundred thousand dollars ($100,000.00), as determined by the calculations of the Reporting Period ending in December, then TTS AAS shall pay the DeLonge Parties any shortfall so that the minimum Royalty paid to the DeLonge Parties each calendar year hereunder shall be $100,000.00. Any such payment to the DeLonge Parties shall be made by February 28th of the following calendar year, in accordance with Paragraph 7(c) above.
​The company also agrees to take on and pay off DeLonge’s own royalty payments to another entity, and agrees that all of its products using DeLonge’s material are works for hire made for Tom DeLonge, who owns the intellectual property in perpetuity.
 
So, basically, DeLonge is giving himself a minimum $100,000 annual income just for the use of his music and image. As I read it, he would then be entitled to even more money as president and CEO of the company and possibly still more money for the original TTS AAS products he develops as part of its regular operations—i.e., the movies. That part isn’t spelled out in the documents, so I have no idea what salary DeLonge will pull in, or how he will be paid for the materials he “writes” and produces for the company outside of his own production house.
 
Given that the payments are supposed to last for at least seven years, don’t expect “disclosure” any time soon.
 
What is utterly astonishing is that DeLonge is using “disclosure” to sell t-shirts and CDs, and this, in turn, seems designed to create demand for TTS AAS stock. The money taken in through the stock offering—one million dollars or more—is already earmarked to the tune of $700,000 minimum to DeLonge himself.
 
In short, this is what TTS AAS is all about: Big cash payments in a for-profit entertainment company. This is hardly a nonprofit selflessly pursuing “truth.” “Disclosure” is simply a product sold for profit.  

___________
Update: At the noon ET launch event, DeLonge described his company as “a perpetual funding machine,” which seems to confirm exactly my suspicions. 
37 Comments
Jim
10/11/2017 11:50:08 am

With a name like TTS and AAS, I would expect some porn stars involved !!
What a con job.

Reply
Americaneglobe
10/11/2017 11:55:53 am

"So, basically, DeLonge is giving himself a minimum $100,000 annual income just for the use of his music and image."

That's all well and good, but it's like Shakespeare wrote: "I can call spirits from the vasty deep." Sounds like the money is as imaginary as the disclosure.

Strangely I have no problem with Mr. DeLonge's corporate setup.

Is this different from To The Stars, Inc.?

Reply
orang
10/11/2017 12:54:19 pm

He should try to appear on Shark Tank.

Reply
Kal
10/11/2017 02:08:50 pm

Pyramid scam and ponzie scheme in the guise of a company to embezzle or launder profits from the suckers that sign up for his products or buy his merch. Isn't the American dream grand?

Problem is if he doesn't actually sell anything, he goes belly up in a few months. He can't turn profit from a self perpetuating engine. It doesn't work that way. He might have better luck teaming up with Prometheus Entertainment (the Ancient Aliens production co), which will hire anybody these days.

Reply
Jim
10/11/2017 02:36:07 pm

Well,,,,, anybody but Wolter and Pulitzer.

Reply
Americanegrauditor
10/11/2017 03:25:07 pm

WTF dude? How is it embezzling if the company is legally obligated to pay him a certain amount of money? Do you know what embezzling IS? Do you even word, bro?

My diagnosis is broken robot.

Reply
Riley V
10/11/2017 03:51:48 pm

I just had to post this. Not knowing the site's obscenity policy, I'll just call it getting paid for T & A.

I'm not calling that a bad thing.

Reply
Only Me
10/11/2017 06:35:16 pm

DeLonge is doing what the Ancient Aliens goons are doing and he's being open about it. I must say, I'm surprised such honesty (comparatively speaking) exists in the fringe.

Reply
Trent
10/12/2017 12:28:30 pm

If you check the offering again you'll see he is also repaying a loan to another one of his companies Our Two Dogs inc, of which I was able to find the contact and listing information for. It appears to be a retail hotdog stand and Tom DeLong is listed as the only contact. On yelp it's listed as a CPA/Law firm. Phone number is the same for both.

Reply
Kal
10/12/2017 01:17:20 pm

Oh the company might eventually embezzle, but for now it looks like just a fraud scam. It could lead to theft within the company, and since there is a dummy site devoted to some other property, it is likely that could happen eventually.

Reply
Mark link
10/14/2017 02:53:36 pm

Just like a typical pseudoskeptic - focus on the part that you don't like, while ignoring the rest. You supposed "critical thinkers" love to do that. No mention, of course, that Luis Elizondo, at that presentation, came out and said that there WAS a secret US government conspiracy to study UFOs, despite the US government repeatedly saying, since 1969 and the Project Blue Book fraud, that the US government doesn't care about or study the subject. Also, Elizondo said that Elizondo ran that conspiracy, and also said that the UFO phenomenon is definitely real. So, Colavito. Do you think that Elizondo is lying? Do you think that he is delusional? If so, maybe you want to publicly pronounce that you think that Elizondo is delusional, or lying - whichever one you believe. (or both, if you believe that)

Reply
Only Me
10/14/2017 11:47:05 pm

I don't think you understand words. Let me help.

pseudo- false, not genuine, fake

skeptic- someone who habitually doubts beliefs and claims presented as accepted by others, requiring strong evidence before accepting any belief or claim

The corpus of Jason's work proves he isn't faking his disbelief in the many AAT/UFO claims made.

As for Elizondo, there are many before him who have made similar claims and none of them were credible. Maybe, instead of accepting his word without question, you should do some research into whether or not he is who he says he is.

Reply
Mark link
10/15/2017 10:15:43 am

Maybe you should do research on him, rather than just believing that he is a liar. Leslie Kean reported that she has confirmed that he "is who he says he is," but you probably won't believe her, either.

https://www.huffingtonpost.com/entry/fmr-manager-of-dod-aerospace-threat-program-ufos_us_59de2f4be4b0b992a8214874

Only Me
10/15/2017 10:52:06 am

You don't have much in reading comprehension, either. Nowhere did I say I believed Elizondo was a liar; that is something you injected.

No, I don't believe Leslie Kean. Elizondo's bio was released by the TTS AAS and repeated by Kean and several fringe sites virtually verbatim. Kean admitted in her article to having a "longstanding interest in this subject."

Sorry, not convinced.

Mark link
10/15/2017 01:11:59 pm

Only me, son, if you truly believe that it was out of line for me to assume that you thought that Elizondo was a liar when you posted that you don't believe him, then YOU are the one with mental problems. I don't see too many options. The man is either a liar, or delusional, or he's telling the truth - unless you know of a fourth possibility, or a fifth, maybe. Why don't you tell me, and everybody else. Which do you think? Liar? Delusional? Some other option? (I doubt that you're going to say that he's telling the truth)

Only Me
10/15/2017 02:03:16 pm

Okay, boy, here's my exact quote:

"As for Elizondo, there are many before him who have made similar claims and none of them were credible."

Do you see the parts where I said "many before him" and "none of them were credible"? That means everyone that has made similar claims were less than straightforward. I did not, however, include Elizondo in that point. Stop trying to alter what I said.

Just because I don't believe someone's claims doesn't mean I consider them a liar. If I were you, I'd be less flippant about commenting on another person's mental state.

Mark link
10/15/2017 02:41:12 pm

Okay, I'll make you a deal. I'll be less flippant about you if you'll stop saying that I don't understand terminology and stuff. Deal?

Anyway, you still did not, as best I can tell, say what you think is going on with Elizondo. Since you seem to be disputing the notion of you calling him a liar, and since you definitely don't seem to want to believe that he is telling the truth - well, the only other option that I can see is that you think that he is delusional. I mean, after all, if you actually watch the video, you'll see the man going on stage and publicly declaring that he ran a secret conspiracy within the US government to study UFOs (or, advanced aerial threats) despite the US government saying that they had no interest in the subject. Elizondo also said that UFOs are real. If Elizondo really believes all of that, and it is still not true, then the only option that I can see is delusion, Is there something that I'm missing?

Only Me
10/15/2017 03:15:02 pm

You have a deal as long as you stop trying to attribute to me statements I didn't make.

>> you'll see the man going on stage and publicly declaring that he ran a secret conspiracy within the US government<<

Since it's no longer a secret, he should have evidence for this, right? Or is he merely trying to avoid the impending arrest that may come from the illegal release of his alleged classified material?

>>Elizondo also said that UFOs are real.<<

Lots of people believe that. According to the latest Chapman University survey, 26% of Americans believe aliens have come to Earth in modern times. That doesn't mean everyone one of them, without exception, are delusional.

Your problem is you want me or Jason to make a snap decision between three choices. I can't do that, as I've never heard of Elizondo until now. The only information on him was released by the TTS AAS. I can't determine his honesty with so little to go by. I simply don't accept his claims purely on his say-so. That doesn't make him a liar, delusional OR truthful. It only means I won't accept the word of a stranger without question.

Mark link
10/15/2017 04:14:22 pm

All right, but wouldn't it, at least, be better to say that you don't have a belief, one way or the other, rather than saying that you "don't believe him."

Only Me
10/15/2017 04:46:07 pm

Not really. Elizondo is just the latest to come forward and claim UFOs are real. This is something that entered our culture with the Roswell Crash, so there's been a lot of people that have said the same thing for the past 70 years. You'd think, after all that time, *someone* would have provided evidence if such a phenomenon were true. No one has.

The last real attempt involved the Roswell Slides, which were photos of a mummified human toddler, not an alien, as originally claimed. A seven decade track record of reoccurring promises that fall short doesn't exactly encourage people to keep an open mind. At some point, one has to become skeptical.

Mark link
10/15/2017 05:43:15 pm

So, you want to have it both ways. On one hand, you want to deny that you are calling the man a liar, and also deny that you are calling him delusional. On the other hand, you want to be "skeptical" by believing that Elizondo is not telling the truth. Once again, if Elizondo is not telling the truth, then there are only two possibilities that I can see. Liar or delusional. Maybe it could be some combination of both. I think that this is your way of claiming that someone is a liar (and/or delusional) without having to actually say so.

Only Me
10/15/2017 06:06:17 pm

No. I see it doesn't matter how many times I say it, you only hear what you want to hear, but, I'll say it again: just because I doubt someone's claims doesn't mean I automatically consider them a liar or delusional.

It appears you only want one outcome. Everyone else, like you, must accept what someone claims as true, no matter what. There can be no room for doubt, which conveniently eliminates any need to answer uncomfortable questions.

For you, "UFOs are real" must be true. Government conspiracies must be true. Aliens visiting the planet must be true. You're so intent on accepting what someone else tells you to be true, you don't stop to ask if it is. You don't ask for proof, you don't ask why this thing must be true...you only know how to accept.

I'm sorry, but I don't share that mindset. If this upsets you, then you're going to be upset with a lot of people that don't think the same way you do.

Tina benez
10/16/2017 01:38:02 am

Thank you :) My thoughts (analysis u might say ;) Exactly!

Reply
Mark link
10/18/2017 10:13:54 am

You're welcome, and have a nice day!

nsurround
10/17/2017 05:57:50 pm

There have been a number of retired government and military personnel over the years who have said very similar things that Elizondo said. The problem is that they are hard put to provide evidence that backs up what they say. I am not saying they are right or wrong just that it is extremely difficult to prove. If Elizondo provided some documents for example that backed up what he said then there would be evidence to analyze. But so far nothing. I would be very surprised he could actually do this for if documents that support his pronouncement exist they would be most likely classified.

Reply
Mark link
10/18/2017 10:22:02 am

Yeah, and I've heard pseudoskeptics say the exact opposite. They won't believe certain documents because they want the word of someone who knows about the documents, or that certain documents can't be verified without the word of certain individuals. At some point, you're going to have to trust someone. Who do you trust? Well, for pseudoskeptics, they just never trust anyone who thinks that something might be true that the pseudoskeptic labels as "extraordinary." A reasonable person, however, in this case, would believe Elizondo, unless some further reasoning that this is some conspiracy to mislead us gets uncovered.

Peter Dunn link
10/16/2017 11:06:32 am

So we aren't likely to see any revolutionary energy technology released by DeLonge and Co. Never mind, check this out : http://cognizantnationhq.weebly.com/free-energy.html. It won't cost you a penny. Free Energy Forever.

Reply
Nsurround
10/17/2017 06:19:37 pm

It looks like the TTS investors have stalled out on buying shares. If anyone looked into the company Ciruclar, it's no wonder. Not getting too great of press either. Others have relayed what Jason has written. It does seem so many entertainment venues are trying to make money off 'alien disclosure' but the few serious ufologist and scientist who study the phenomena get next to no funding. Only SETI has really had any real funding and after 32 years of searching have found no relevant signal using radio wave technology. While there is quite a bit of types of evidence that the phenomena exits here on earth Seth Shostak relies on funding for searching light years away on technology that has proven not very useful for the goal at hand.

Reply
iPadCary link
10/18/2017 02:29:06 am

It was rumored from the very beginning that this whole
"Tom DeLonge Disclosure" thing was just a marketing op
to sell toys, comic books, t-shirts, etc., etc.

But I saw Peter Lavenda was attached, so I thought:
"OK, FINALLY this could be the real deal ...."
My heart didn't wanna listen to what my brain was telling me.

And now we have THIS....
First it was the "Alien Mummy" scam from several months ago.
Then it was the MUFON "Secret Space Program" debacle.

Unless there is an IMMEDIATE overhaulling of the UFO
community's public face and a culling of all the bullshit,
this latest mess will prove to be the undoing of
UFO enthusiasm for good ....

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miss under stood
9/25/2018 07:50:00 pm

Ok. Ive seen things I can't explain. On a number of diffrent ocasions ( I am a very poor speller) , a few times what I saw was Awe Inspiring! And the other times friggin' confusing as heck. I want to belive so bad , I honestly do. I've read and read more books than I can remember, I lived near Loring Air force Base and my home was directly beneath the flight path ! It sucked, but it was also neat to see how low they flew , low enough somtimes that you could spot the landing gear, I heard these LOUD sonic booms ???? dont have a clue what that was . One thing I do think is that we shouldnt realy know everything anyway. I dont think our goverment would like the things they are developing to be known by evey country on earth. On the other hand there are things they could do to make us more at ease with the UAP phenomanon and say yeah, ok, you guys arent crazy but here's the truth about it.... astronaught's and the former canadian minister of defence have said it's real...I personaly am not going to call any of them liars . Saying somthing is one thing, but acting like a Snowdon devotee is another , they'd land up in prison. So....saying that If UAP's arent a threat , well. then tell us and show us something to prove they are real . If some are a threat , than tell us how to behave and lets get rid of the Elecorial College. That one is personal....we did that to please the southern states in the civil war....we bribed them. I'd rather we went by a popular vote , so we can ALL vote and make it count and elect people who we actualy believe in and has the country and peoples best intrests at heart, and get rid of party lines while we're at it. Call yourself what you want but it's like religion. The Catholics VS, Henery the 8th's temper tantrum cause he wants a divorce. So ...yeah that's about it. Watch Joe Rogan interview Tom Delonge...you see for your self that he has a ego as big as his pipe dream.The goverment loves that "You are the only person who can do this Tom!" NO, it's been done before....sadly. I wish I had the faith enough to invest in his company . Maybe we will all look at this page in 10 years and go "DAMMIT!!!!!" I hope , truely hope, that it happens. I'll miss the money I never made though. Good luck to him.

Reply
Evobargnod1
8/5/2019 01:17:53 am

No one here has the slightest idea what they are talking about. All I care about is what this story means. Is this the real thing? None of us have any more than sentiments; the facts are being questioned or ignored. I have to say though, you sure do get the most flak when you are over the target.

Reply
randi link
11/8/2019 02:30:36 pm

TTSA released 3 videos from the military of UAPs which is what they now sometimes call UFOs. These were all military footage recorded with the military's most sophisticated systems. Raytheons FLIR, forward looking Infa Red camera was used to capture the 3 UAPs video that TTSA got released from the goverment. These encounters were witnessed by military people too, like Commander Dave Fravor an F18 pilot that called one of the UFOs a tic tac. The release of the videos has changed the coversation on UFOs with the media. All of this reporting started in 2017 with the New York Times article about TTSA and subsequent articles that talk about the videos released.

That's a major step forward, having the main stream media take this subject seriously. It's a game changer for sure.

TTSA may not be the investment machine you want it to be for your personal profit. Everything costs money in this world and that's what business entities are supposed to do., Make money.

To say the TTSA hasn't produced any significant products or services as a part of this venture isn't accurate. They got 3 videos release from the government with a chain of evidence of their providence. That's 3 more than anyone else ever has. They are also working on analyzing meta materials claimed to be from UFO crafts and they have some pretty incredible results. those materials can't be made on earth from what we can tell.

Talk on the shit you want about TTSA and Tom DeLonge. They have done what no one else has ever got close to. And they are changing how the world views this subject.

Extraordinary claims require extraordinary evidence as Carl Sagan said. We now have extraordinary evidence thanks to the efforts of TTSA.

Reply
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      • Giants in the Earth >
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          • Man During the Stone Age
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        • Fragments on Giants
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          • Volume 1: Cosmogenesis
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        • Chronology and the "Riddle of the Sphinx"
        • The Faith of Ancient Egypt
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        • Richard Shaver's Proofs
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        • "Flying Saucers"? They're a Myth
        • UFO Hypothesis Survival Questions
        • Air Force Academy UFO Textbook
        • The Condon Report on Ancient Astronauts
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      • H. P. Lovecraft >
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    • Miscellaneous Documents >
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