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APPLE INC
FORM 10-K
(Annual Report)
Filed 12/14/00 for the Period Ending 09/30/00
Address ONE INFINITE LOOP
CUPERTINO, CA 95014
Telephone (408) 996-1010
CIK 0000320193
Symbol AAPL
SIC Code 3571 - Electronic Computers
Industry Computer Hardware
Sector Technology
Fiscal Year 09/30
http://www.edgar-online.com
© Copyright 2011, EDGAR Online, Inc. All Rights Reserved.
Distribution and use of this document restricted under EDGAR Online, Inc. Terms of Use.

Table of contents

  • Page 1
    APPLE INC FORM 10-K (Annual Report) Filed 12/14/00 for the Period Ending 09/30/00 Address Telephone CIK Symbol SIC Code Industry Sector Fiscal Year ONE INFINITE LOOP CUPERTINO, CA 95014 (408) 996-1010 0000320193 AAPL 3571 - Electronic Computers Computer Hardware Technology 09/30 http://www.edgar-...

  • Page 2
    ... pursuant to Section 12(g) of the Act: Common Stock, no par value Common Share Purchase Rights (Titles of classes) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12...

  • Page 3
    The aggregate market value of voting stock held by nonaffiliates of the Registrant was approximately $5,383,542,545 as of December 1, 2000, based upon the closing price on the NASDAQ National Market reported for such date. Shares of Common Stock held by each executive officer and director and by ...

  • Page 4
    ... the heading "Net Sales," and in Part II, Item 8 on this Form 10-K in the Notes to Consolidated Financial Statements at Note 10, "Segment Information and Geographic Data," which information is hereby incorporated by reference. PRINCIPAL HARDWARE PRODUCTS Apple Macintosh personal computers were first...

  • Page 5
    ... updated applications, including Apple's new Mail client and new versions of the QuickTime player and Sherlock, as well as a beta version of Microsoft's Internet Explorer written for Mac OS X. Further information regarding the introduction of Mac OS X may be found in Part II, Item 7 of this Form 10...

  • Page 6
    ... 2, an easy Internet Setup Assistant is an integral part of Mac OS 9, the current version of the Macintosh operating system. QuickTime-TM- 4 Player, the Company's current version of its multimedia software for Macintosh and Windows platforms, features streaming of live and stored video and audio...

  • Page 7
    ... on its corporate website iReview, an Internet site review guide, and iCards, an electronic greeting card service. In January 2000, the Company and EarthLink Network Inc. (EarthLink), an Internet service provider (ISP), entered into a multi-year agreement to deliver ISP service to Macintosh users in...

  • Page 8
    ...a supply contract in each situation. The Company believes there are several component suppliers and manufacturing vendors whose loss to the Company could have a material adverse effect upon the Company's business and financial position. At this time, such vendors include Alpha-Top Corporation, Ambit...

  • Page 9
    ...Financial Statements at Note 10, "Segment Information and Geographic Data," which information is hereby incorporated by reference. Additional information regarding the risks associated with international operations is set forth in Part II, Item 7 of this Form 10-K under the subheading "Global Market...

  • Page 10
    ... net sales or financial performance. WARRANTY The Company offers a limited parts and labor warranty on its hardware products. The warranty period is typically one year from the date of purchase by the end user. The Company also offers a 90-day warranty for Apple software and for Apple service parts...

  • Page 11
    ...APPLE COMPUTER, INC. (AND RELATED ACTIONS) In October 1997, Apple began charging all U.S. non-education customers for live telephone technical support beyond 90 days after purchase of Apple products. In late 1997, the Federal Trade Commission (FTC) commenced an investigation into customer complaints...

  • Page 12
    ... practices (among other causes of action) by advertising that the Airport System is Internet-ready and failing to disclose that the Airport System is incompatible with certain Internet service providers, primarily America Online. The Company has answered the complaint, denying all allegations and...

  • Page 13
    ...Stock Exchange under the symbol APCD. As of December 1, 2000, there were 24,998 shareholders of record. On June 21, 2000, the Company effected a two-for-one stock split in the form of a Common Stock dividend to shareholders of record as of May 19, 2000. All share price and per share data and numbers...

  • Page 14
    ... use. Also in 1997, the Company agreed to acquire certain assets from Power Computing Corporation (PCC). The total purchase price was approximately $110 million, of which $75 million was expensed in 1997 as "termination of license agreement." ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL...

  • Page 15
    ... of iMac, the company's moderately priced desktop Macintosh system designed for the education and consumer markets, and the introduction of iBook, the Company's consumer and education oriented notebook computer introduced at the end of 1999. The Company sold approximately 2.2 million iMacs in 2000...

  • Page 16
    ... at the end of fiscal 2000. In addition, the Company expects to incur approximately $115 million of cancellation charges related to purchase orders for proprietary components due to the reduced sales outlook. As a result of these factors, the Company anticipates reporting a net loss, before the...

  • Page 17
    ... net sales...Total net sales... Americas Macintosh unit sales...Europe Macintosh unit sales...Japan Macintosh unit sales...Asia Pacific Macintosh unit sales...Total Macintosh unit sales... 24 53 39 18 % % % % 22 23 35 37 % % % % 32 % 25 % Power Macintosh unit sales...PowerBook unit sales...G4...

  • Page 18
    ... services. Further information regarding the Company's operating segments may be found in Part II, Item 8 on this Form 10-K in the Notes to Consolidated Financial Statements at Note 10, "Segment Information and Geographic Data," which information is hereby incorporated by reference. AMERICAS Net...

  • Page 19
    ... to lower manufacturing and warranty costs, and relatively stable pricing of the Company's products over the last six months of 1999. During 1999, the Company was also able to fully realize the benefits of actions taken primarily in 1998 and 1997 that led to improved inventory management and a more...

  • Page 20
    ... restructuring actions. The $21 million cost of these actions was comprised of $11 million for contract cancellation charges associated with the closure of the Company's outsourced data center and $10 million for contract cancellation charges related to supply and development agreements previously...

  • Page 21
    ... net book value of ARM following its initial public offering. Further information related to the Company's investment in ARM and gains recognized related to that investment may be found in Part II, Item 8 of this Form 10-K at Note 2 of Notes to Consolidated Financial Statements, which information...

  • Page 22
    ..., net...Inventory...Working capital...Days sales in accounts receivable(a)...Days of supply in inventory(b)...Operating cash flow... (a) Based on ending net trade receivables and most recent quarterly net sales for each period. (b) Based on ending inventory and most recent quarterly cost of...

  • Page 23
    ... of long-term investments, including $200 million invested in EarthLink Network, Inc. (EarthLink) discussed below, and $107 million for the purchase of fixed assets. These uses of cash were partially offset by proceeds from sales of ARM shares of $372 million. The Company currently expects capital...

  • Page 24
    ... the only maker of hardware using the Mac OS. The Mac OS has a minority market share in the personal computer market, which is dominated by makers of computers utilizing Microsoft Windows operating systems. The Company's future operating results and financial condition are substantially dependent on...

  • Page 25
    ...price/performance features that compare favorably to those supplied to the Company's competitors by Intel Corporation, and other developers and producers of microprocessors used by personal computers using the Windows operating systems. Apple has been unable to ship Macintosh systems with PowerPC G4...

  • Page 26
    ... Part II, Item 8 of this Form 10-K in the Notes to Consolidated Financial Statements at Note 9 under the subheading "Concentrations in the Available Sources of Supply of Materials and Product," which information is hereby incorporated by reference. EDUCATION MARKET Several competitors of the Company...

  • Page 27
    ... agreements. In addition, for a period of five years from August 1997, and subject to certain limitations related to the number of Macintosh computers sold by the Company, Microsoft will make future versions of its Microsoft Office and Internet Explorer products for the Mac OS. Although Microsoft...

  • Page 28
    ... and losses net of taxes reported as a component of accumulated other comprehensive income. These investments are in publicly traded companies whose share prices are subject to significant volatility. While the overall financial impact of these investments has been positive through the end of 2000...

  • Page 29
    ... its foreign exchange forward and option positions, and its interest rate swap, option and floor positions both on a stand-alone basis and in conjunction with its underlying foreign currency and interest rate related exposures, respectively, from both an accounting and an economic perspective...

  • Page 30
    ...'s investments and long-term debt obligations and related derivative financial instruments. The Company places its investments with high credit quality issuers and, by policy, limits the amount of credit exposure to any one issuer. The Company's general policy is to limit the risk of principal loss...

  • Page 31
    ... contracts that are intended to reduce the cost of the interest rate risk management program. The Company does not hold or transact in such financial instruments for purposes other than risk management. The interest rate swaps, which qualify as accounting hedges, generally require the Company to pay...

  • Page 32
    ... A majority of these transactions are made through the Company's subsidiaries in Europe, Asia (particularly Japan), Canada, and Australia. The Company purchases foreign exchange option contracts to hedge the currency exchange risks associated with these probable but not firmly committed transactions...

  • Page 33
    ... exchange rates. Generally, all instruments mature within 6 months. Miscellaneous other currencies consist primarily of the Canadian and Australian dollars. 2000 1999 WEIGHTED-AVERAGE WEIGHTED-AVERAGE NOTIONAL CONTRACT RATE OR NOTIONAL CONTRACT RATE OR AMOUNT STRIKE PRICE AMOUNT STRIKE PRICE...

  • Page 34
    ...Statements of Shareholders' Equity for the three fiscal years ended September 30, 2000...Consolidated Statements of Cash Flows for the three fiscal years ended September 30, 2000...Notes to Consolidated Financial Statements...Selected Quarterly Financial Information (Unaudited)...Financial Statement...

  • Page 35
    ... financial position of Apple Computer, Inc. and subsidiaries as of September 30, 2000 and September 25, 1999, and the results of their operations and their cash flows for each of the years in the three-year period ended September 30, 2000, in conformity with accounting principles generally accepted...

  • Page 36
    ... SHARE AMOUNTS) SEPTEMBER 30, 2000 ASSETS: Current assets: Cash and cash equivalents...Short-term investments...Accounts receivable, less allowances of $64 and $68, respectively...Inventories...Deferred tax assets...Other current assets...Total current assets...Property, plant, and equipment, net...

  • Page 37
    CONSOLIDATED STATEMENTS OF OPERATIONS (IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS) THREE FISCAL YEARS ENDED SEPTEMBER 30, 2000 Net sales...Cost of sales...Gross margin...Operating expenses: Research and development...Selling, general, and administrative...Special charges: Executive bonus......

  • Page 38
    ... on available- for-sale securities included in net income...Total comprehensive income...Common stock issued under stock option and purchase plans...Common stock issued in connection with the Company's redemption of long-term debt...Common stock repurchased...Tax benefit related to disqualifying...

  • Page 39
    ...taxes...Loss on sale of property, plant, and equipment...Gains from sales of equity investment...In-process research and development...Changes in operating assets and liabilities: Accounts receivable...Inventories...Other current assets...Other assets...Accounts payable...Accrued restructuring costs...

  • Page 40
    ... FINANCIAL STATEMENTS NOTE 1--SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Apple Computer, Inc. and its subsidiaries (the Company) designs, manufactures, and markets personal computers and related software and peripherals for sale primarily to education, creative, consumer, and business customers...

  • Page 41
    ... into interest rate contracts that are intended to reduce the cost of the interest rate risk management program. The Company enters into foreign exchange forward and option contracts with financial institutions primarily to protect against currency exchange risks associated with existing assets and...

  • Page 42
    ... years. During fiscal year 2000, the Company adopted the American Institute of Certified Public Accountants (AICPA) Statement of Position (SOP) 98-1, "Accounting for the Costs of Computer Software Developed or Obtained for Internal Use." SOP 98-1 requires the capitalization of certain internal costs...

  • Page 43
    ... income (loss)" in shareholders' equity. The Company's foreign manufacturing subsidiaries and certain other entities use the U.S. dollar as their functional currency and remeasure monetary assets and liabilities at year-end exchange rates, and inventories, property, and nonmonetary assets and...

  • Page 44
    ... all software development costs have been expensed. STOCK-BASED COMPENSATION The Company measures compensation expense for its employee stock-based compensation plans using the intrinsic value method and has provided in Note 8 pro forma disclosures of the effect on net income and earnings per share...

  • Page 45
    ... third-party computer resellers and directly to certain education and consumer customers. The Company generally does not require collateral from its customers. However, when possible the Company does attempt to limit credit risk on trade receivables through the use of flooring arrangements for...

  • Page 46
    ... 30, 2000 NOTIONAL FAIR CREDIT RISK PRINCIPAL VALUE AMOUNTS Transactions qualifying as accounting hedges: Interest rate instruments: Swaps...Foreign exchange instruments: Spot/Forward contracts, net...Purchased options, net...Transactions other than accounting hedges: Foreign exchange instruments...

  • Page 47
    ... positions and the credit ratings of such counterparties, and limits the financial exposure and the number of agreements and contracts it enters into with any one party. The Company generally does not require collateral from counterparties, except for margin agreements associated with the ten-year...

  • Page 48
    ... a fair value of $226 million. Share data for ARM presented in this Form 10-K has been adjusted to reflect ARM's four-for-one stock split in April of 1999 and its five-forone stock split in April of 2000. During 2000, the Company sold a total of approximately 45.2 million shares of ARM stock for net...

  • Page 49
    ...the terms of the agreement, the Company profits from each new Mac customer that subscribes to EarthLink's ISP service for a specified period of time, and EarthLink is the default ISP in Apple's Internet Setup Software included with all Macintosh computers sold in the United States. The fair value of...

  • Page 50
    ... and amortization...Net property, plant, and equipment... ACCRUED EXPENSES 2000 -------$176 149 108 343 ---$776 ==== 1999 -------$ 84 170 105 378 ---$737 ==== Accrued compensation and employee benefits...Accrued marketing and distribution...Accrued warranty and related costs...Other current...

  • Page 51
    ... TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) NOTE 4--SPECIAL CHARGES RESTRUCTURING OF OPERATIONS 1996 AND 1997 RESTRUCTURING ACTIONS In the second quarter of 1996, the Company announced and began to implement a restructuring plan designed to reduce costs and return the Company to profitability...

  • Page 52
    ... million for contract cancellation charges associated with the closure of the Company's outsourced data center, substantially all of which had been spent by the end of the third quarter of 2000, and $10 million for contract cancellation charges related to supply and development agreements previously...

  • Page 53
    ... of tax losses, credits, and the future income tax effects of temporary differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases and are measured using enacted tax rates that apply to taxable income in the years in...

  • Page 54
    ... were (in millions): 2000 -------Deferred tax assets: Accounts receivable and inventory reserves...Accrued liabilities and other reserves...Basis of capital assets and investments...Tax losses and credits...Total deferred tax assets...Less valuation allowance...Net deferred tax assets...$ 24 97 65...

  • Page 55
    ... into shares of Apple common stock at a conversion price of $16.50 per share, and the shares can be converted at Microsoft's option at such price after August 5, 2000. Each share of preferred stock is entitled to receive, if and when declared by the Company's Board of Directors, a dividend of...

  • Page 56
    ... Board of Directors approved the 1997 Employee Stock Option Plan (the 1997 Plan), for grants of stock options to employees who are not officers of the Company. Options may be granted under the 1997 Plan to employees at not less than the fair market value on the date of grant. These options generally...

  • Page 57
    ... that were not developed for use in valuing employee stock options and employee stock purchase plan shares. Under APB Opinion No. 25, when the exercise price of the Company's employee stock options equals the market price of the underlying stock on the date of the grant, no compensation expense is...

  • Page 58
    ... FINANCIAL STATEMENTS (CONTINUED) NOTE 8--STOCK-BASED COMPENSATION (CONTINUED) Pro forma information regarding net income (loss) per share is required by SFAS No. 123 and has been determined as if the Company had accounted for its employee stock options granted and employee stock purchase plan...

  • Page 59
    ...wide availability and pricing pressures. In addition, the Company uses some components that are not common to the rest of the personal computer industry, and new products introduced by the Company often initially utilize custom components obtained from only one source until the Company has evaluated...

  • Page 60
    ...fiscal year 2000, MicroWarehouse accounted for 3.26% of the Company's net sales. NOTE 10--SEGMENT INFORMATION AND GEOGRAPHIC DATA The Company manages its business primarily on a geographic basis. The Company's reportable segments are comprised of the Americas, Europe, and Japan. The Americas segment...

  • Page 61
    ... TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) NOTE 10--SEGMENT INFORMATION AND GEOGRAPHIC DATA (CONTINUED) Summary information by segment follows (in millions): 2000 -------Americas: Net sales...Operating income...Depreciation and amortization...Segment assets (a)...Europe: Net sales...Operating...

  • Page 62
    ...long-lived assets... $ 387 5 52 -----$ 444 ====== $ 335 7 62 -----$ 404 ====== $ 336 5 94 -----$ 435 ====== Information regarding net sales by product is as follows (in millions): 2000 -------Net sales: Power Macintosh...PowerBook...G4 Cube...iMac (a)...iBook...Software, service, and other net...

  • Page 63
    ....4 million shares of common stock were outstanding at the end of 2000, 1999, and 1998 respectively, that were not included in the computation of diluted earnings per share because the options' exercise price was greater than the average market price of the Company's common shares for those years and...

  • Page 64
    ...of various operating assets and for severance payments associated with consolidation of various domestic and international sales and marketing functions and a $90 million special executive bonus for the Company's Chief Executive Officer for past services in the form of an aircraft. Net income during...

  • Page 65
    SCHEDULE II APPLE COMPUTER, INC. VALUATION AND QUALIFYING ACCOUNTS AND RESERVES (IN MILLIONS) CHARGED TO COSTS AND EXPENSES ---------$ 5 $ 2 $11 ALLOWANCE FOR DOUBTFUL ACCOUNTS Year Ended September 30, 2000...Year Ended September 25, 1999...Year Ended September 25, 1998... BEGINNING BALANCE ...

  • Page 66
    PART III ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT DIRECTORS Listed below are the Company's directors whose terms expire at the next annual meeting of shareholders. NAME ---William V. Campbell...Gareth C.C. Chang...Millard S. Drexler...Lawrence J. Ellison...Arthur D. Levinson......

  • Page 67
    ... also serves as a member of the Board of Directors of Immersion Corporation. AVADIS TEVANIAN, JR., PH.D., Senior Vice President, Software Engineering (age 39), joined the Company in February 1997 upon the Company's acquisition of NeXT. With NeXT, Dr. Tevanian held several positions, including Vice...

  • Page 68
    ... that no Forms 5 were required, the Company believes that, during fiscal year 2000, its officers, directors and greater than ten percent beneficial owners complied with all applicable Section 16(a) filing requirements. ITEM 11. EXECUTIVE COMPENSATION INFORMATION REGARDING EXECUTIVE COMPENSATION The...

  • Page 69
    ..., Worldwide Sales on October 9, 2000. (9) Includes $3,465 from the disqualifying disposition of shares of Company stock acquired through the Company's Employee Stock Purchase Plan and $2,423 in matching contributions made by the Company in accordance with the terms of the 401(k) plan. OPTION GRANTS...

  • Page 70
    ...exercise price. (3) Includes 60,000 options granted to Mr. Jobs in his capacity as a director pursuant to the 1997 Director Stock Option Plan. (4) Mr. Mandich resigned from his position of Senior Vice President, Worldwide Sales on October 9, 2000. DIRECTOR COMPENSATION In 1997, the Company ended its...

  • Page 71
    ...includes AIM Advisors, Inc., AIM Capital Management, Inc. and AIM Funds Management, Inc. Collectively, they are the beneficial owners of 20,363,000 shares or 6.06% of the Common Stock. (3) Includes 15,060,000 shares of Common Stock which Mr. Jobs has the right to acquire by exercise of stock options...

  • Page 72
    ... as Executive Vice President and Chief Financial Officer of the Company. Pursuant to his agreement, Mr. Anderson is entitled to an annual base salary of no less than $500,000. If Mr. Anderson's employment is terminated by the Company without "Cause" at any time during the five-year period following...

  • Page 73
    ... fiscal year 2000 was $1,500,000. Mr. Jerome York, a member of the Board of the Directors of the Company, is a member of an investment group that purchased MicroWarehouse, Inc. ("MICROWAREHOUSE") in January 2000. He also serves as its Chairman, President and Chief Executive Officer. MicroWarehouse...

  • Page 74
    ... Stock Purchase Plan. During fiscal year 2000, options were granted under the 1998 Plan to Messrs. Jobs, Johnson, and Tamaddon and Ms. Heinen. The options granted under the 1998 Plan were at an exercise price equal to the fair market value of the Common Stock on the date of grant and generally...

  • Page 75
    ... as the Company's Chief Executive Officer. SECTION 162(m) The Company intends that options granted under the Company's stock option plans be deductible by the Company under Section 162(m) of the Internal Revenue Code of 1986, as amended. MEMBERS OF THE BOARD OF DIRECTORS (EXCLUDING MR. JOBS) William...

  • Page 76
    ..., 2000, to report under Item 5 (Other Events) that the Company's Board of Directors had granted the Company's CEO, Steven P. Jobs, stock options to purchase twenty million shares (split adjusted) of the Apple common stock and to give Mr. Jobs a Gulfstream V airplane in recognition of his service to...

  • Page 77
    ... 5, 1997. Apple Computer, Inc. Employee Stock Purchase Plan, as amended through May 3, 2000. 1996 Senior / Executive Incentive Bonus Plan. Form of Indemnification Agreement between the Registrant and each officer of the Registrant. 1993 Executive Restricted Stock Plan. * Explanatory notes to...

  • Page 78
    ... III. Senior Officers Restricted Performance Share Plan, as amended through March 25, 1997. NeXT Computer, Inc. 1990 Stock Option Plan, as amended. Non-Employee Director Stock Plan. Retention Agreement dated May 1, 1997 between Apple Computer, Inc. and Fred D. Anderson. * Explanatory notes to Item...

  • Page 79
    ... Stock Purchase Agreement, dated as of August 5, 1997, between Apple Computer, Inc. and Microsoft Corporation. Subsidiaries of the Company. Consent of KPMG LLP. Power of Attorney. Financial Data Schedule * Explanatory notes to Item 14. appear on pages 77-78. ** Represents a management contract...

  • Page 80
    ... agreements has been granted. Incorporated by reference to Exhibit 1 to the Company's Registration Statement on Form 8-A filed with the Securities and Exchange Commission on May 26, 1989. Incorporated by reference to Exhibit 3.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended...

  • Page 81
    ...of that number in the Company's Annual Report on Form 10-K for the fiscal year ended September 25, 1999 (the "1999 Form 10-K"). Incorporated by reference to the exhibit of that number in the Company's Quarterly Report on Form 10-Q for the quarter ended July 1, 2000. (d) Financial Statement Schedule...

  • Page 82
    ...requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated: NAME ---/s/ STEVEN P. JOBS STEVEN P. JOBS TITLE ----Chief Executive Officer and Director (Principal Executive...

  • Page 83
    ...UK) Limited...ACI Real Properties Inc... * Pursuant to Item 601(b)(21)(ii) of Regulation S-K, the names of other subsidiaries of Apple Computer, Inc. are omitted because, considered in the aggregate, they would not constitute a significant subsidiary as of the end of the year covered by this report.

  • Page 84
    ... consolidated statements of operations, shareholders' equity, and cash flows for each of the years ended September 30, 2000, September 25, 1999, and September 25, 1998, respectively, and the related schedule, which report appears in the September 30, 2000 annual report on Form 10-K of Apple Computer...

  • Page 85
    ... COMMON OTHER SE TOTAL LIABILITY AND EQUITY SALES TOTAL REVENUES CGS TOTAL COSTS OTHER EXPENSES LOSS PROVISION INTEREST EXPENSE INCOME PRETAX INCOME TAX INCOME CONTINUING DISCONTINUED EXTRAORDINARY CHANGES NET INCOME EPS BASIC EPS DILUTED YEAR SEP 30 2000 SEP 30 2000 1,191 2,836 1,017 64 33 5,427...