- Amended Statement of Ownership (SC 13G/A)
January 25 2010 - 12:31PM
Edgar (US Regulatory)
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CUSIP NO.
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346375108
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13G
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Page 1 of 13
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SECURITIES AND EXCHANGE COMMISSION
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Under the Securities Exchange Act of 1934
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Common Stock, par value $0.001 per share
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(Title of Class of Securities)
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(Date of Event Which Requires Filing of this Statement)
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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with
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respect to the subject class of securities, and for any subsequent amendment containing information which
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would alter the disclosures provided in a prior cover page.
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The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose
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of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
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section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP NO.
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346375108
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13G
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Page 2 of 13
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1.
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NAMES OF REPORTING PERSONS.
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
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7.
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SOLE DISPOSITIVE POWER
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8.
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SHARED DISPOSITIVE POWER
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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10.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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12.
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TYPE OF REPORTING PERSON
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CUSIP NO.
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346375108
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13G
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Page 3 of 13
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1.
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NAMES OF REPORTING PERSONS.
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
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7.
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SOLE DISPOSITIVE POWER
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8.
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SHARED DISPOSITIVE POWER
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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10.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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12.
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TYPE OF REPORTING PERSON
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CUSIP NO.
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346375108
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13G
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Page 4 of 13
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1.
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NAMES OF REPORTING PERSONS.
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
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7.
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SOLE DISPOSITIVE POWER
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8.
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SHARED DISPOSITIVE POWER
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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10.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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12.
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TYPE OF REPORTING PERSON
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CUSIP NO.
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346375108
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13G
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Page 5 of 13
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(b)
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Address of Issuer's Principal Executive Offices
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(a)
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Name of Person Filing
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(i):
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Franklin Resources, Inc.
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(iii):
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Rupert H. Johnson, Jr.
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(b)
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Address of Principal Business Office or, if none, Residence
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(d)
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Title of Class of Securities
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Common Stock, par value $0.001 per share
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CUSIP NO.
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346375108
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13G
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Page 6 of 13
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Item 3.
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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Investment company registered under section 8 of the Investment
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Company Act of 1940 (15 U.S.C 80a-8).
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(e)
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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An employee benefit plan or endowment fund in accordance with
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(g)
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x
A parent holding company or control person in accordance with
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(h)
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A savings associations as defined in Section 3(b) of the Federal Deposit
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Insurance Act (12 U.S.C. 1813);
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(i)
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A church plan that is excluded from the definition of an investment company under section 3(c)
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(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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A non-U.S. institution in accordance with §240.13d-1(b)(ii)(J);
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(k)
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Group, in accordance with §240.13d-1(b)(1)(ii)(K).
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If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:
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The securities reported herein (the Securities) are beneficially owned by one or more open- or closed-end investment
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companies or other managed accounts that are investment management clients of investment managers that are direct and
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indirect subsidiaries (each, an Investment Management Subsidiary and, collectively, the Investment Management
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Subsidiaries) of Franklin Resources, Inc.(FRI), including the Investment Management Subsidiaries listed in Item 7.
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Investment management contracts grant to the Investment Management Subsidiaries all investment and/or voting power
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over the securities owned by such investment management clients, unless otherwise noted in this Item 4. Therefore, for
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purposes of Rule 13d-3 under the Act, the Investment Management Subsidiaries may be deemed to be the beneficial
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owners of the Securities.
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Beneficial ownership by investment management subsidiaries and other affiliates of FRI is being reported in conformity with
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the guidelines articulated by the SEC staff in Release No. 34-39538 (January 12, 1998) relating to organizations, such as
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FRI, where related entities exercise voting and investment powers over the securities being reported independently from
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each other. The voting and investment powers held by Franklin Mutual Advisers, LLC (FMA), an indirect wholly-owned
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Investment Management Subsidiary, are exercised independently from FRI and from all other Investment Management
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Subsidiaries (FRI, its affiliates and the Investment Management Subsidiaries other than FMA are collectively, FRI
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affiliates). Furthermore, internal policies and procedures of FMA and FRI establish informational barriers that prevent the
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flow between FMA and the FRI affiliates of information that relates to the voting and investment powers over the securities
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owned by their respective investment management clients. Consequently, FMA and the FRI affiliates report the securities
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over which they hold investment and voting power separately from each other for purposes of Section 13 of the Act.
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Charles B. Johnson and Rupert H. Johnson, Jr. (the Principal Shareholders) each own in excess of 10% of the
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outstanding common stock of FRI and are the principal stockholders of FRI. FRI and the Principal Shareholders may be
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deemed to be, for purposes of Rule 13d-3 under the Act, the beneficial owners of securities held by persons and entities for
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whom or for which FRI subsidiaries provide investment management services. The number of shares that may be deemed
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to be beneficially owned and the percentage of the class of which such shares are a part are reported in Items 9 and 11 of
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the cover pages for FRI and each of the Principal Shareholders. FRI, the Principal Shareholders and each of the
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Investment Management Subsidiaries disclaim any pecuniary interest in any of the Securities. In addition, the filing of this
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Schedule 13G on behalf of the Principal Shareholders, FRI and FRI affiliates, as applicable, should not be construed as an
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admission that any of them is, and each disclaims that it is, the beneficial owner, as defined in Rule 13d-3, of any of the
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CUSIP NO.
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346375108
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13G
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Page 7 of 13
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FRI, the Principal Shareholders, and each of the Investment Management Subsidiaries believe that they are not a group
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within the meaning of Rule 13d-5 under the Act and that they are not otherwise required to attribute to each other the
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beneficial ownership of the Securities held by any of them or by any persons or entities for whom or for which the
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Investment Management Subsidiaries provide investment management services.
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(a)
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Amount beneficially owned:
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote
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Franklin Resources, Inc.:
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0
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Rupert H. Johnson, Jr.:
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0
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Franklin Advisers, Inc.:
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538,460
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Fiduciary Trust Company International:
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36,600
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Franklin Templeton Institutional, LLC:
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0
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(ii)
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Shared power to vote or to direct the vote
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(iii)
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Sole power to dispose or to direct the disposition of
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Franklin Resources, Inc.:
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0
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Rupert H. Johnson, Jr.:
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0
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Franklin Advisers, Inc.:
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538,460
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Franklin Templeton Institutional, LLC:
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103,800
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Fiduciary Trust Company International:
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36,600
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(iv)
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Shared power to dispose or to direct the disposition of
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CUSIP NO.
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346375108
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13G
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Page 8 of 13
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Item 5.
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Ownership of Five Percent or Less of a Class
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If this statement is being filed to report the fact that as of the date hereof the reporting person has
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ceased to be the beneficial owner of more than five percent of the class of securities, check the
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person
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The clients of the Investment Management Subsidiaries, including investment companies registered under
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the Investment Company Act of 1940 and other managed accounts, have the right to receive or power to
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direct the receipt of dividends from, and the proceeds from the sale of, the Securities.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By
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the Parent Holding Company
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Item 8.
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Identification and Classification of Members of the Group
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Item 9.
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Notice of Dissolution of Group
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CUSIP NO.
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346375108
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13G
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Page 9 of 13
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were
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acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose
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of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and
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are not held in connection with or as a participant in any transaction having that purpose or effect.
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Exhibit A - Joint Filing Agreement
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Exhibit B - Limited Powers of Attorney for Section 13 Reporting Obligations
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Exhibit C - Item 7 Identification and Classification of Subsidiaries
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After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this
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statement is true, complete and correct.
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-----------------------------
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Assistant Secretary of Franklin Resources, Inc.
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Attorney-in-Fact for Charles B. Johnson pursuant to Limited Power of Attorney attached to this
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Attorney-in-Fact for Rupert H. Johnson, Jr. pursuant to Limited Power of Attorney attached to this
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CUSIP NO.
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346375108
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13G
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Page 10 of 13
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In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby
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agree to the joint filing with each other of the attached statement on Schedule 13G and to all amendments to such
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statement and that such statement and all amendments to such statement are made on behalf of each of them.
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IN WITNESS WHEREOF, the undersigned have executed this agreement on
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-----------------------------
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Assistant Secretary of Franklin Resources, Inc.
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Attorney-in-Fact for Charles B. Johnson pursuant to Limited Power of Attorney attached to this
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Attorney-in-Fact for Rupert H. Johnson, Jr. pursuant to Limited Power of Attorney attached to this
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CUSIP NO.
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346375108
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13G
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Page 11 of 13
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LIMITED POWER OF ATTORNEY
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SECTION 13 REPORTING OBLIGATIONS
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Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Robert Rosselot
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and Maria Gray, each acting individually, as the undersigneds true and lawful attorney-in-fact, with full power and authority
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as hereinafter described on behalf of and in the name, place and stead of the undersigned to:
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(1)
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prepare, execute, acknowledge, deliver and file Schedules 13D and 13G (including any amendments thereto or any
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related documentation) with the United States Securities and Exchange Commission, any national securities exchanges
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and Franklin Resources, Inc., a Delaware corporation (the Reporting Entity), as considered necessary or advisable under
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Section 13 of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended
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from time to time (the Exchange Act); and
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(2)
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perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on
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behalf of the undersigned in connection with the foregoing.
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The undersigned acknowledges that:
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(1)
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this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on
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information provided to such attorney-in-fact without independent verification of such information;
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(2)
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any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this
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Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in
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his or her discretion, deems necessary or desirable;
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(3)
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neither the Reporting Entity nor either of such attorneys-in-fact assumes (i) any liability for the undersigneds
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responsibility to comply with the requirements of the Exchange Act or (ii) any liability of the undersigned for any failure to
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comply with such requirements; and
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(4)
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this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the
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undersigneds obligations under the Exchange Act, including without limitation the reporting requirements under Section 13
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The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and
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perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing
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matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each
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such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited
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This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing
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delivered to each such attorney-in-fact.
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IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of
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this
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30th
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day of
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April
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, 2007
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CUSIP NO.
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346375108
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13G
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Page 12 of 13
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LIMITED POWER OF ATTORNEY
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SECTION 13 REPORTING OBLIGATIONS
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Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Robert Rosselot
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and Maria Gray, each acting individually, as the undersigneds true and lawful attorney-in-fact, with full power and authority
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as hereinafter described on behalf of and in the name, place and stead of the undersigned to:
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(1)
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prepare, execute, acknowledge, deliver and file Schedules 13D and 13G (including any amendments thereto or any
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related documentation) with the United States Securities and Exchange Commission, any national securities exchanges
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and Franklin Resources, Inc., a Delaware corporation (the Reporting Entity), as considered necessary or advisable under
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Section 13 of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended
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from time to time (the Exchange Act); and
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(2)
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perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on
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behalf of the undersigned in connection with the foregoing.
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The undersigned acknowledges that:
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(1)
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this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on
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information provided to such attorney-in-fact without independent verification of such information;
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(2)
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any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this
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Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in
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his or her discretion, deems necessary or desirable;
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(3)
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neither the Reporting Entity nor either of such attorneys-in-fact assumes (i) any liability for the undersigneds
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responsibility to comply with the requirements of the Exchange Act or (ii) any liability of the undersigned for any failure to
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comply with such requirements; and
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(4)
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this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the
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undersigneds obligations under the Exchange Act, including without limitation the reporting requirements under Section 13
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The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and
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perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing
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matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each
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such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited
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This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing
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delivered to each such attorney-in-fact.
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IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as
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of this
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25th
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day of
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April
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, 2007
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/s/ Rupert H. Johnson, Jr.
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CUSIP NO.
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346375108
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13G
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Page 13 of 13
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Franklin Advisers, Inc.
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Item 3 Classification: 3(e)
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Franklin Templeton Institutional, LLC
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Item 3 Classification: 3(e)
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Fiduciary Trust Company International
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Item 3 Classification: 3(b)
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