<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-QSB

           [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                    For the quarterly period ending March 31, 2005

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


                         COMMISSION FILE NUMBER 0-28015

                             ALTERNATE ENERGY CORP.

             (Exact name of registrant as specified in its charter)

           Nevada                                                86-0884116
           ------                                                ----------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

                        3325 North Service Rd, Suite 105
                               Burlington, Ontario
                                 Canada L7N 3G2
                    (Address of principal executive offices)

Registrant's telephone number including area code: 905.332.3110

SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
                                      None

SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
                         Common shares, $0.001 par value

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 months (or for such shorter period that THE REGISTRANT was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days.

Yes [X] No [ ]


The number of common shares without par value outstanding on March 31, 2005 was
105,644,941 shares.

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ALTERNATE ENERGY CORP.
CONDENSED BALANCE SHEET
UNAUDITED                                           March, 31      December, 31
                                                       2005            2004
--------------------------------------------------------------------------------
ASSETS
   Current

        Cash                                           449,653          418,253

        Deferred consulting costs                      202,333          373,333

        Prepaid expense and sundry assets              230,971          232,979

        Marketable security                            360,000          360,000
   Other

        Property & equipment                           248,577          313,317

        Technology & patent assets                   2,124,373        2,124,373

                                                  ------------     ------------
                                                  $  3,615,908     $  3,822,255
                                                  ============     ============
LIABILITIES
Current

        Accounts payable & accrued liabilities           5,231           36,384

        Loans payable                                  500,000                0

        Due to director                                304,482          350,381

                                                  ------------     ------------
                                                  $    809,713     $    386,765
                                                  ============     ============
SHAREHOLDERS' EQUITY

        Capital stock                                  105,390          104,815

        Additional paid in capital                  23,343,305       23,168,880

        Accumulated other comprehensive income          28,024           81,086

        Deficit                                    (20,670,524)     (19,919,291)

                                                  ------------     ------------

                                                     2,806,195        3,435,490
                                                  ------------     ------------

                                                  ------------     ------------
                                                  $  3,615,908     $  3,822,255
                                                  ============     ============


              See accompanying notes to the financial statements.

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<PAGE>

ALTERNATE ENERGY CORP.
CONDENSED STATEMENT OF OPERATIONS
UNAUDITED

Three Months Ending March 31                     2005                  2004
--------------------------------------------------------------------------------

REVENUE                                      $          --        $          --
                                             -------------        -------------

EXPENSES
   Stock option benefit                                  0                    0
   Management fees                                       0               67,500
   Professional fees                               139,164              330,289
   Consulting                                      473,589               94,097
   Administration                                  120,691              200,100
   Amortization                                     17,789                    0

                                             -------------        -------------
                                             $     751,233        $     691,986
                                             -------------        -------------

NET EARNINGS (loss)                          $    (751,233)       $    (691,986)
                                             -------------        -------------

WEIGHTED BASIC AVERAGE SHARES                  105,102,500          130,700,395
                                             =============        =============


               See accompanying notes to the financial statements

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                                       3
<PAGE>

ALTERNATE ENERGY CORP.
CONDENSED STATEMENT OF CASH FLOWS
UNAUDITED

Three Months Ending March 31                           2005             2004
--------------------------------------------------------------------------------

CASH FLOWS FROM (APPLIED TO)

OPERATING ACTIVITIES
   Net earnings (loss)                             $  (751,233)     $  (691,986)
   Services for stock                              $   359,702      $        --
   Amortization                                    $    17,789      $        --

                                                   -----------      -----------
                                                   $  (373,742)     $  (691,986)
                                                   ===========      ===========
CHANGES IN
     Accounts payable & accrued liabilities        $    31,153      $    13,223
     Prepaid expense                               $    (2,008)     $  (102,314)
     Deferred Consulting                           $  (171,000)              --

                                                   -----------      -----------
                                                   $  (141,855)     $   (89,091)
                                                   ===========      ===========
FINANCING ACTIVITIES

   Share subscription                                       --        2,753,200

   Advances from director                              (45,899)         (50,000)

   LOAN PAYABLE                                        500,000               --
                                                   -----------      -----------

                                                       454,101        2,703,200
                                                   ===========      ===========
INVESTING ACTIVITIES
   Purchase of intangible assets                   $(46,951.00)     $        --
                                                   -----------      -----------

NET INCREASE (decrease) IN CASH DURING YEAR        $    31,400      $ 1,922,123
                                                   -----------      -----------

CASH, BEGINNING OF PERIOD                          $   418,253      $   411,727
                                                   -----------      -----------

CASH, END OF PERIOD                                $   449,653      $ 2,333,850
                                                   -----------      -----------


               See accompanying notes to the financial statements

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                                       4
<PAGE>

ALTERNATE ENERGY CORP.
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
(Unaudited) March 31, 2005 [GRAPHIC OMITTED]

1. GENERAL

The unaudited condensed statements have been prepared on the same basis as the
audited financial statements and, in the opinion of management, reflect all
adjustments (consisting of normal recurring adjustments) necessary for a fair
presentation for each of the periods presented. The results of operations for
interim statements are not necessarily indicative of results to be achieved for
full fiscal years.

As contemplated by the Securities and Exchange Commission (SEC) under Rule 10-01
of Regulation S-X, the accompanying financial statements and related footnotes
have been condensed and do not contain certain information that will be included
in THE COMPANY'S annual financial statements and footnotes thereto. For further
information, refer to the financial statements and related footnotes for the
year ended December 31, 2004 included in THE COMPANY'S Annual Report on Form
10-KSB.

INCOME TAXES

The Company accounts for its income taxes under the liability method specified
by Statement of Financial Accounting Standards (SFAS) No. 109, Accounting for
Income Taxes. Deferred tax assets and liabilities are determined based on the
difference between the financial statement and tax bases of assets and
liabilities as measured by the enacted tax rates which will be in effect when
these differences reverse. Deferred tax expense is the result of changes in
deferred tax assets and liabilities.

In assessing the realizability of future tax assets, management considers
whether it is more likely than not that some portion or all of the future tax
assets will not be realized. The ultimate realization of future tax assets is
dependent upon the generation of future taxable income during the periods in
which those temporary differences become deductible. Management considers the
scheduled reversal of future tax liabilities, projected future taxable income
and tax planning strategies in making this assessment.

LOSS PER SHARE

THE COMPANY reports earnings per share in accordance with the provisions of SFAS
No. 128, EARNING PER SHARE. SFAS No 128 requires presentation of basic and
diluted earnings per share in conjunction with the disclosure of the methodology
used in computing such earnings per share. Basic earnings per share excludes
dilution and is computed by dividing income available to common shares by the
weighted average common shares outstanding during the period. Diluted earnings
per share takes into account the potential dilution that could occur if the
securities or other CONTRACTS to issue stock were exercised and converted to
common stock.

There were stock options outstanding at March 31, 2005 to purchase 8,480,000 of
common stock, December 31, 2004 - 8,580,000.

Basic weighted average shares outstanding March 31, 2005 were 105,644,941,
December 31, 2004 - 128,185,299.

2. CAPITAL STOCK

There were 175,000 common stock issued during this period.

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                                       5
<PAGE>

         ITEM. 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

GENERAL

The following discussion and analysis should be read in conjunction with the
financial statements, and the notes thereto included herein. The information
contained below includes statements of AEC's or management's beliefs,
expectations, hopes, goals and plans that, if not historical, are
forward-looking statements subject to certain risks and uncertainties that could
cause actual results to differ materially from those anticipated in the
forward-looking statements. Information included or incorporated by reference in
this Quarterly Report may contain forward-looking statements. This information
may involve known and unknown risks, uncertainties and other factors which may
cause our actual results, performance or achievements to be materially different
from the future results, performance or achievements expressed or implied by any
forward-looking statements. Forward-looking statements, which involve
assumptions and describe our future plans, strategies and expectations, are
generally identifiable by use of the words "may," "will," "should," "expect,"
"anticipate," "estimate," "believe," "intend" or "project" or the negative of
these words or other variations on these words or comparable terminology.

CRITICAL ACCOUNTING POLICIES, ESTIMATES AND NEW ACCOUNTING PRONOUNCEMENTS

Management's discussion and analysis of our financial condition and results of
operations are based upon our financial statements, which have been prepared in
accordance with accounting principles generally accepted in the United States of
America. The preparation of these financial statements requires that we make
estimates and judgments that affect the reported amounts of assets, liabilities,
revenues and expenses, and related disclosure of contingent assets and
liabilities. At each balance sheet date, management evaluates its estimates. We
base our estimates on historical experience and on various other assumptions
that are believed to be reasonable under the circumstances. Actual results may
differ from these estimates under different assumptions or conditions. The
estimates and critical accounting policies that are most important in fully
understanding and evaluating our financial condition and results of operations
include those listed below:

DEFERRED CONSULTING COSTS

Shares have been issued to service providers and consultants over the term of
contracts ranging from 1 to 3 years. Shares have been issued at the fair market
value price at date of contract signing and the expense will be amortized over
the term of the contract.

IMPAIRMENT OF INTANGIBLE ASSETS WITH INDEFINITE LIVES
On May 22, 2003, the Company adopted SFAS No 142, "Goodwill and Other Intangible
Assets." Under the new statement, the Company no longer amortizes intangible
assets with indefinite lives, but instead tests for impairment on at least an
annual basis. In accordance with SFAS No. 142, the Company evaluates the
carrying value of other intangible assets annually as of December 31 and between
annual evaluations if events occur or circumstances change that would more
likely than not reduce the fair value of the reporting unit below its carrying
amount. Such circumstances could include, but are not limited to, (1) a
significant adverse change in legal factors or in business climate, (2)
unanticipated competition, or (3) an adverse action or assessment by a
regulator. When evaluating whether the other intangible asset is impaired, the
Company compares the fair value of the reporting unit to which the other
intangible asset is assigned to its carrying amount. If the carrying amount of a
reporting unit exceeds its fair value, then the amount of the impairment loss
must be measured. The impairment loss would be calculated by comparing the
implied fair value of reporting unit to its carrying amount. In calculating the
implied fair value of the other intangible assets, the fair value of the
reporting unit is allocated to all of the other assets and liabilities of that
unit based on their fair values. The excess of the fair value of a

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                                       6
<PAGE>

reporting unit over the amount assigned to its other assets and liabilities is
the implied fair value of its intangibles. The initial evaluation of the
intangible assets completed as of October 1, 2003 in accordance with SFAS No.
142 resulted in no impairment losses. Additionally, the Company performed its
periodic review of its intangible assets for impairment as of December 31, 2004,
and did not identify any asset impairment as a result of the review.

STOCK OPTION PLANS

The Company applies the fair value based method of accounting prescribed by SFAS
No. 123, ACCOUNTING FOR STOCK-BASED COMPENSATION in accounting for its stock
options granted to both employees and non-employees. As such, compensation
expense is recorded on the date of grant based on the fair market value of the
stock and expensed in the period which the option was granted.

RESULTS OF OPERATIONS

                    FOR FISCAL QUARTER ENDED MARCH 31, 2005,
          COMPARED TO THE FISCAL QUARTER ENDED MARCH 31, 2004 REVENUES

For the fiscal quarter ended March 31, 2005 and March 31, 2004, AEC had no
revenues. AEC continues its efforts to develop its hydrogen production systems
as well as its sales and marketing strategies.

                                    EXPENSES

AEC had total expenses of $751,233 and $691,986 in the fiscal quarter ended
March 31, 2005 and March 31, 2004, respectively. AEC's expenses for the fiscal
quarter ended March 31, 2005 consisted of $120,691 in administrative expenses,
$473,589 in consulting fees, $139,164 in professional fees and $17,789 in
amortization. During the fiscal quarter ended March 31, 2005, AEC's expenses
were slightly higher than in fiscal quarter ended March 31, 2004, mostly due to
consulting fees, which were $94,097 in the 2004 period. The increase is
attributed to the accelerated focus on research and development pertaining to
its hydrogen production system, its demonstration units and its marketing and
operation strategy.

Over the next 12 months, AEC anticipates that its expenses will not increase
substantially over its expenses in fiscal year 2004. AEC will continue as
planned in the goals set for the continued development, sales and marketing of
its hydrogen production system.

                                    NET LOSS

AEC had a net loss of $751,233 for the fiscal quarter ended March 31, 2005,
compared with a net loss of $691,986 for the fiscal quarter ended March 31,
2004. The increase of $59,247 in the net loss for the 2005 fiscal quarter
compared to the 2004 fiscal quarter relates mainly to the increase in consulting
fees in the 2005 period. Management believes that, for the fiscal year ending
December 31, 2005, AEC will only be able to reduce its net loss if AEC can
create and sustain significant revenues from its hydrogen production system.

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                                       7
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

AEC's financial statements have been prepared on a going concern basis that
contemplates the realization of assets and the settlement of liabilities and
commitments in the normal course of business. AEC incurred a net loss of
$751,233 and $691,986 for the quarters ended March 31, 2005 and March 31, 2004,
respectively, and has an accumulated deficit of $20,670,524 at March 31, 2005.
AEC had $449,653 in cash on hand as of March 31, 2005. Management may obtain
additional capital principally through the sale of equity securities. The
realization of assets and satisfaction of liabilities in the normal course of
business is dependent upon AEC ultimately obtaining profitable operations.
However, no assurances can be given that AEC will be successful in these
activities. Should any of these events not occur, the accompanying financial
statements will be materially affected.

AEC is at present meeting its current obligations from financing activities.
However, due to no cash generated from operations, AEC currently does not
internally generated cash sufficient to pay all of its incurred expenses and
other liabilities. As a result, AEC is dependent on investor capital and loans
to meet its expenses and obligations. Although investor funds have allowed AEC
to meet its obligations in the recent past, there can be no assurances that
AEC's present methods of generating cash flow will be sufficient to meet future
obligations. Historically, AEC has, from time to time, been able to raise
additional capital, but there can be no assurances that AEC will be able to
raise additional capital in this manner.

Net cash used in operating activities was $751,233 for the three month period
ended March 31, 2005.

Net cash obtained from financing activities was $500,000 for the three month
period ended March 31, 2005, compared with $2,703,200 for the three month period
ended March 31, 2004. In the 2005 period, the Company issued shares of common
stock for $175,000.

On March 2, 2005, the company entered into a private placement with certain
accredited investors whereby these investors have purchased $1,500,000 in
convertible notes, with Class A Warrants to purchase a number of shares equal to
the number of shares to which the Notes are convertible at a price of $.40 per
share expiring in 3 years and with Class B Warrants to purchase up to an
additional $1.5 million in the Company's common shares at 70% of the average
closing bid price for the 5 days preceding the notice to exercise and expiring
90 days after the registration statement registering the shares has been
declared effective. The note carries an interest rate of 6%. Interest is payable
quarterly in arrears in either cash or stock of the Company, at the Company's
discretion.

The Notes are convertible into shares of the Company at 70% of the average
closing bid price for the 5 days preceding the notice to convert with a floor of
$.15 and a ceiling of $.35 per share.

Class C Warrants are being issued to Westor Online, Inc., the placement agent
for the transaction. The warrant allows for the purchase of 400,000 shares at
$.40 per share and 400,000 shares at $1.00 per share, exercisable for 3 years
from the date of the closing. The investors are additionally getting 200,000
Class C Warrants.

In January 2004, AEC entered into a Securities Purchase Agreement with Palisades
Master Fund LP, Crescent International Ltd., Alpha Capital AG, Bristol
Investment Fund, Ltd., Ellis International Limited, Inc., Vertical Ventures,
LLC, Platinum Partners, Abraham Schwartz, Colbart Birnet, Chana Braun, Ronald
Nash, Marketwise Trading, West End Convertible Fund, and a trust account
pursuant to which AEC sold a total of 5,500,000 shares of common stock at a
price of $0.50 per share and warrants to purchase a total of 2,750,000 shares of
common stock at an exercise price of $0.85 per share. The warrants have a three
year term. AEC received gross proceeds of $2,750,000 from this transaction.

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                                       8
<PAGE>

In December 2003, AEC entered into a Securities Purchase Agreement with LRG
Holdings Inc., Professional Traders Fund LLC, Generation Capital Associates,
First Mirage Inc., Truk Opportunity Fund LLC, pursuant to which AEC sold a total
of 1,060,000 shares of common stock at a price of $0.50 per share and warrants
to purchase a total of 471,112 shares of common stock and an exercise price of
$1.20 per share. The warrants have a three year term. AEC received gross
proceeds of $530,000 from this transaction.

May 22, 2003, AEC issued 104,870,715 shares of common stock to AEC1, Inc. in
exchange for technology, products and licenses.

AEC expects to have sufficient cash to meet its short-term capital requirements.
However, there are no assurances that AEC will be able to raise sufficient funds
to meet long-term capital needs. AEC may also seek alternative sources of
financing, including from more conventional sources such as bank loans and
credit lines. Again, no assurances can be given that AEC will be able to meet
its needs through the sale of securities or otherwise. Further, the availability
of any future financing may not be on terms that are satisfactory to AEC.

From time to time, AEC may evaluate potential acquisitions involving
complementary businesses, content, products or technologies. AEC has no present
agreements or understanding with respect to any such acquisition. AEC's future
capital requirements will depend on many factors, including growth of AEC's
business, the success of its operations, economic conditions and other factors
including the results of future operations.


PLAN OF OPERATION

Over the next twelve months, AEC will continue to focus on the building of ICE
(internal combustion engine) and fuel cell generator sets to demonstrate to
investors and potential customers AEC's hydrogen fuel production capability. The
ICE generator will use our hydrogen as fuel throughout the demonstration,
produced on the spot by AEC's hydrogen production unit.

AEC anticipates the unveiling of a final demonstration unit in the second
quarter of 2005 and at such a time will commence demonstrations in strategic
locations in both the United States and Canada. We are in the process of
scheduling demonstrations with existing prominent players in the ICE generator
business. This is one of the last steps in bringing AEC closer to revenue
generation.
These developments parallel AEC's recent work on its hydrogen production unit
for use with the Astris E8 alkaline fuel cell. The fuel cell and ICE platforms
are expected to provide AEC with multiple market opportunities and greater
revenue potential.

We have and will also continue to refine our hydrogen production process. Due to
the strict purity and volume requirements of a fuel cell, our technical team has
worked and continues to work in conjunction with a number of recognized
independent laboratories to ensure that outputs meet acceptable levels.

In order to accomplish and continue with these steps management estimates that
the Company we will require several million dollars towards the end of Fiscal
year ended 2005. As the Company does not have any current revenue, such funds
will come from loans from officers and private placements of the Company's
common stock.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE

There were no changes in accountants or any disagreements with our accountants
on accounting and financial disclosures.

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                                       9
<PAGE>

ITEM 3. CONTROLS AND PROCEDURES.

As of the end of the period covered by this report, the Company carried out an
evaluation, under the supervision and with the participation of the Company's
Principal Executive Officer and the Principal Financial Officer, of the
effectiveness of the design and operation of the Company's disclosure controls
and procedures. The Company's disclosure controls and procedures are designed to
provide a reasonable level of assurance of achieving the Company's disclosure
control objectives. The Company's Principal Executive Officer and Principal
Accounting Officer have concluded that the Company's disclosure controls and
procedures are, in fact, effective at this reasonable assurance level. In
addition, we reviewed our internal controls, and there have been no significant
changes in our internal controls or in other factors that could significantly
affect those controls subsequent to the date of their last valuation or from the
end of the reporting period to the date of this Form 10-QSB.


                                     PART II


ITEM 1. LEGAL PROCEEDINGS

 On August 15, 2002 the Securities and Exchange Commission filed a civil lawsuit
against the Company, its former CEO and other individuals. SEC v. COI Solutions,
et al. Case No. 02-80766-CIV-Hurley. The SEC alleged in its complaint that COI
Solutions, while under prior management, engaged in a scheme to pay illegal
kickbacks to representatives of a European fund contrived by the FBI and made
false and misleading statements in filing on Form S-8.

This litigation has been settled. We neither admitted nor denied liability and
agreed to not violate the Federal securities laws in the future. There was no
penalty or other money paid by us to settle this matter.

Alternate Energy Corp. has commenced an action against Russell Rothman for
breach of an agreement in the Ontario Superior court of Justice Court file #
04-CV-277760CM2. If successful, the agreement will be terminated and the
individual will be required to repay cash and stock to the Company. The Company
has obtained an interim injunction against the individual freezing the bulk of
his assets.

The defendant has filed a counterclaim against Alternate Energy Corp. for breach
of contract in the amount of $2 billion and is asking for punitive damages in
the amount of $10 million. The Company believes that the counterclaim is without
merit. Accordingly, on April 1, 2005 the Company is scheduled to appear in
Court, at which time the Company's solicitors will move for an order to
determine that the counterclaim is groundless and for it to be dismissed.

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                                       10
<PAGE>

ITEM 2. CHANGE IN SECURITIES AND USE OF PROCEEDS

In March 2005, the company entered into a private placement with certain
accredited investors whereby these investors have purchased $1,500,000 in
convertible notes, with Class A Warrants to purchase a number of shares equal to
the number of shares to which the Notes are convertible at a price of $.40 per
share expiring in 3 years and with Class B Warrants to purchase up to an
additional $1.5 million in the Company's common shares at 70% of the average
closing bid price for the 5 days preceding the notice to exercise and expiring
90 days after the registration statement registering the shares has been
declared effective. The note carries an interest rate of 6%. Interest is payable
quarterly in arrears in either cash or stock of the Company, at the Company's
discretion.

ITEM 3. DEFAULT UPON SENIOR SECURITIES

None

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT

None

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(b) An 8-K has been filed on March 2, 2005.

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                                       11
<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, THE
REGISTRANT has duly caused this report to be signed on its behalf by the
undersigned thereto duly authorized.


DATED THIS 12 TH DAY OF MAY, 2005

                             ALTERNATE ENERGY CORP.


                             BY: /S/ BLAINE FROATS
                                 -------------------------
                                 BLAINE FROATS,
                                 CHAIRMAN/CEO AND A MEMBER
                                 OF THE BOARD OF DIRECTORS


                             BY: /S/ BLAINE FROATS
                                 -------------------------
                                 BLAINE FROATS,
                                 CFO AND A MEMBER
                                 OF THE BOARD OF DIRECTORS

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                                       12