##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
  þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended December 26, 2010
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition from ____ to ____
 Commission
file number 001-13222
 STATER BROS. HOLDINGS INC.
  Delaware
    
    33-0350671(State or other jurisdiction of incorporation or 
organization)
    
    (I.R.S. Employer Identification No.)301 S. Tippecanoe Avenue 
San Bernardino, California
    
    92408(Address of principal executive offices)
    
    (Zip Code)Registrants telephone number, including area code
    
    (909) 733-5000
 (Former name, former address and former fiscal year, if changed since last report.)
 þ o
 þ o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer þ
    
    Smaller Reporting Company o.(Do not check if a smaller
reporting company)
 o þ




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##### 



STATER BROS. HOLDINGS INC.
December 26, 2010
 INDEX
 PagePART I FINANCIAL INFORMATIONItem 1. Financial StatementsConsolidated Balance Sheets as of September 26, 2010 and
December 26, 2010 (Unaudited)
    
    
    3Consolidated Statements of Income (Unaudited) for the 13
weeks ended
December 27, 2009 and December 26, 2010
    
    
    5Consolidated Statements of Cash Flows (Unaudited) for the
13 weeks
ended December 27, 2009 and December 26, 2010
    
    
    6Notes to Consolidated Financial Statements (Unaudited)
    
    
    7Item 2. Managements Discussion and Analysis of Financial
Condition and Results of Operations
    
    
    13Item 3. Quantitative and Qualitative Disclosure about Market Risk
    
    
    21Item 4. Controls and Procedures
    
    
    21PART II OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    21Item 1A. Risk Factors
    
    
    22Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    23Item 3. Defaults Upon Senior Securities
    
    
    23Item 4. Submission of Matters to a Vote of Security Holders
    
    
    23Item 5. Other Information
    
    
    23Item 6. Exhibits
    
    
    23SIGNATURES
    
    
    24EX-31.1EX-31.2EX-32.1
  2




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##### Table of Contents



PART I  FINANCIAL INFORMATION
 
 Item 1.
    
    FINANCIAL STATEMENTS
 STATER BROS. HOLDINGS INC.
 
 CONSOLIDATED BALANCE SHEETS
 ASSETS
 Sept. 26,
    
    
    Dec. 26,2010
    
    
    2010(Unaudited)Current assetsCash and cash equivalents
    
    $
    325,005
    
    
    $
    218,179Restricted cash
    
    
    3,121
    
    
    
    3,121Receivables, net of allowance of $1,219 and $1,231
    
    
    35,614
    
    
    
    42,132Income tax receivables
    
    
    
    
    
    
    190Inventories
    
    
    203,702
    
    
    
    237,065Prepaid expenses
    
    
    12,678
    
    
    
    13,240Deferred income taxes
    
    
    27,428
    
    
    
    25,413Current portion of long-term receivable
    
    
    16,001
    
    
    
    16,001Total current assets
    
    
    623,549
    
    
    
    555,341Property and equipmentLand
    
    
    97,770
    
    
    
    100,671Buildings and improvements
    
    
    559,500
    
    
    
    562,693Store fixtures and equipment
    
    
    438,306
    
    
    
    439,243Property subject to capital leases
    
    
    9,983
    
    
    
    9,9831,105,559
    
    
    
    1,112,590Less accumulated depreciation and amortization
    
    
    461,495
    
    
    
    474,290644,064
    
    
    
    638,300Deferred income taxes, long-term
    
    
    38,272
    
    
    
    39,929Deferred debt issuance cost, net
    
    
    8,074
    
    
    
    12,510Other assets
    
    
    8,828
    
    
    
    8,82855,174
    
    
    
    61,267Total assets
    
    $
    1,322,787
    
    
    $
    1,254,908
  3




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##### Table of Contents



STATER BROS. HOLDINGS INC.
CONSOLIDATED BALANCE SHEETS (contd.)
 LIABILITIES AND STOCKHOLDERS EQUITY
 Sept. 26,
    
    
    Dec. 26,2010
    
    
    2010(Unaudited)Current liabilitiesAccounts payable
    
    $
    135,642
    
    
    $
    168,122Accrued payroll and related expenses
    
    
    85,404
    
    
    
    86,200Accrued interest
    
    
    21,845
    
    
    
    6,234Other accrued liabilities
    
    
    40,196
    
    
    
    35,705Accrued income taxes
    
    
    527
    
    
    
    Current portion of capital lease obligations
    
    
    1,562
    
    
    
    1,625Current portion of long-term debt
    
    
    132,250
    
    
    
    50,549Total current liabilities
    
    
    417,426
    
    
    
    348,435Capital lease obligations, less current portion
    
    
    2,206
    
    
    
    1,776Long-term debt, less current portion
    
    
    677,750
    
    
    
    679,562Long-term portion of self-insurance and other reserves
    
    
    40,565
    
    
    
    45,145Long-term deferred benefits
    
    
    75,634
    
    
    
    74,091Other long-term liabilities
    
    
    36,073
    
    
    
    36,502Total liabilities
    
    
    1,249,654
    
    
    
    1,185,511Commitments and contingenciesStockholders equityCommon Stock, $.01 par value:Authorized shares - 100,000Issued and outstanding shares - 0
    
    
    
    
    
    
    Class A Common Stock, $.01 par value:Authorized shares - 100,000Issued and outstanding shares - 34,552
    
    
    
    
    
    
    Additional paid-in capital
    
    
    8,786
    
    
    
    8,786Accumulated other comprehensive loss
    
    
    (18,926
    )
    
    
    (18,926
    )Retained earnings
    
    
    83,273
    
    
    
    79,537Total stockholders equity
    
    
    73,133
    
    
    
    69,397Total liabilities and stockholders equity
    
    $
    1,322,787
    
    
    $
    1,254,908
  4




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##### Table of Contents



STATER BROS. HOLDINGS INC.
 
 CONSOLIDATED STATEMENTS OF INCOME
  13 Weeks EndedDec. 27,
    
    
    Dec. 26,2009
    
    
    2010Sales
    
    $
    923,864
    
    
    $
    899,037Cost of goods sold
    
    
    685,714
    
    
    
    660,264Gross profit
    
    
    238,150
    
    
    
    238,773Operating expensesSelling, general and administrative expenses
    
    
    205,288
    
    
    
    203,518Gain on sale of dairy assets
    
    
    (7,950
    )
    
    
    Depreciation and amortization
    
    
    12,666
    
    
    
    12,444Total operating expenses
    
    
    210,004
    
    
    
    215,962Operating profit
    
    
    28,146
    
    
    
    22,811Interest income
    
    
    59
    
    
    
    259Interest expense
    
    
    (17,189
    )
    
    
    (19,198
    )Interest expense related to debt purchase
    
    
    
    
    
    
    (1,775
    )Other expenses, net
    
    
    (11
    )
    
    
    (92
    )Income before income taxes
    
    
    11,005
    
    
    
    2,005Income taxes
    
    
    4,294
    
    
    
    741Net income
    
    $
    6,711
    
    
    $
    1,264Earnings per average common share outstanding
    
    $
    190.91
    
    
    $
    36.58Average common shares outstanding
    
    
    35,152
    
    
    
    34,552Shares outstanding at end of period
    
    
    35,152
    
    
    
    34,552
  5




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##### Table of Contents



STATER BROS. HOLDINGS INC.
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 13 Weeks EndedDec. 27,
    
    
    Dec. 26,2009
    
    
    2010Operating activities:Net income
    
    $
    6,711
    
    
    $
    1,264Adjustments
to reconcile net income to net cash used in operating activities:Depreciation and amortization
    
    
    15,528
    
    
    
    15,297Amortization of debt issuance costs
    
    
    803
    
    
    
    4,007Premium on early retirement of debt
    
    
    
    
    
    
    1,775(Increase) decrease in deferred income taxes
    
    
    (6,205
    )
    
    
    358Gain on sale of dairy assets
    
    
    (7,950
    )
    
    
    Loss on disposals of assets
    
    
    13
    
    
    
    92Changes in operating assets and liabilities:Increase in receivables
    
    
    (4,945
    )
    
    
    (6,518
    )(Increase) decrease in income tax receivables
    
    
    4,049
    
    
    
    (190
    )Increase in inventories
    
    
    (24,905
    )
    
    
    (33,363
    )Increase in prepaid expenses
    
    
    (2,122
    )
    
    
    (562
    )Decrease in assets held for sale
    
    
    215
    
    
    
    Decrease in other assets
    
    
    796
    
    
    
    Increase in accounts payable
    
    
    3,917
    
    
    
    26,009Increase (decrease) in income taxes payable
    
    
    6,450
    
    
    
    (527
    )Increase in liabilities held of sale
    
    
    1,014
    
    
    
    Decrease in other accrued liabilities
    
    
    (17,789
    )
    
    
    (21,081
    )Increase in long-term reserves
    
    
    2,430
    
    
    
    3,466Net cash used in operating activities
    
    
    (21,990
    )
    
    
    (9,973
    )Financing activities:Proceeds from issuance of long-term debt
    
    
    
    
    
    
    400,000Debt issuance cost
    
    
    
    
    
    
    (6,972
    )Principal payments on long-term debt
    
    
    
    
    
    
    (479,889
    )Principal payments on capital lease obligations
    
    
    (315
    )
    
    
    (367
    )Dividend paid
    
    
    (5,000
    )
    
    
    Net cash used in financing activities
    
    
    (5,315
    )
    
    
    (87,228
    )Investing activities:Proceeds from sale of dairy assets, net of fees
    
    
    84,294
    
    
    
    Purchase of property and equipment
    
    
    (11,666
    )
    
    
    (9,766
    )Proceeds from sale of property and equipment
    
    
    10
    
    
    
    141Net cash provided by (used in) investing activities
    
    
    72,638
    
    
    
    (9,625
    )Net increase (decrease) in cash and cash equivalents
    
    
    45,333
    
    
    
    (106,826
    )Cash and cash equivalents at beginning of period
    
    
    196,914
    
    
    
    325,005Cash and cash equivalents at end of period
    
    $
    242,247
    
    
    $
    218,179Interest paid
    
    $
    32,588
    
    
    $
    30,803Income taxes paid
    
    $
    
    
    
    $
    1,100
  6




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##### Table of Contents



STATER BROS. HOLDINGS INC.
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
DECEMBER 26, 2010
 Note 1  Basis of Presentation
    Note 2  Principles of Consolidation
  Note 3  Subsequent Events
  Note 4  Use of Estimates
  Note 5  Income Taxes
     7




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STATER BROS. HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
DECEMBER 26, 2010
 Note 6  Retirement Plans
   Dec. 27,
    
    
    Dec. 26,2009
    
    
    2010(in thousands)Expected return on assets
    
    $
    (866
    )
    
    $
    (971
    )Service cost
    
    
    826
    
    
    
    944Interest cost
    
    
    1,001
    
    
    
    1,072Amortization of prior service cost
    
    
    (1
    )
    
    
    1Amortization of recognized losses
    
    
    349
    
    
    
    392Net pension expense
    
    $
    1,309
    
    
    $
    1,438Actuarial assumptions used to determine
net pension expense were:Discount rate
    
    
    5.50
    %
    
    
    5.00
    %Rate of increase in compensation levels
    
    
    3.00
    %
    
    
    3.00
    %Expected long-term rate of return on assets
    
    
    6.50
    %
    
    
    6.50
    %
  Note 7  Asset Sale
    8




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STATER BROS. HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
DECEMBER 26, 2010
 Note 8  New Debt Issuance and Early Extinguishment of Debt
 Issuance of New Notes
  Issuance of New Credit Facility
      9




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STATER BROS. HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
DECEMBER 26, 2010
 Note 8  New Debt Issuance and Early Extinguishment of Debt (contd.)
 Issuance of New Credit Facility (contd.)
   Early Extinguishment of Debt
  Note 9  Subsidiary Guarantee
    10




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STATER BROS. HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
DECEMBER 26, 2010
 Note 10  Litigation Matters
   Note 11  Long-Term Receivable
  Note 12  Dividend
   11




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STATER BROS. HOLDINGS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
DECEMBER 26, 2010
 Note 13  Fair Value of Financial Instruments
  Cash and Cash Equivalents
  Receivables
  Current Portion of Long-Term Receivable
  Long-Term Debt and Capital Lease Obligations
   As ofDecember 26, 2010(In thousands)Carrying
    
    
    FairAmount
    
    
    ValueCash and cash equivalents
    
    $
    218,179
    
    
    $
    218,179Receivables
    
    $
    42,322
    
    
    $
    42,322Current portion of long-term receivable
    
    $
    16,001
    
    
    $
    16,001Capital lease obligations
    
    $
    3,401
    
    
    $
    3,401Long-term debt
    
    $
    730,111
    
    
    $
    734,649
 12




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##### Table of Contents



STATER BROS. HOLDINGS INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 PART I   FINANCIAL INFORMATION (contd.)
 
 Item 2.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
 CRITICAL ACCOUNTING POLICIES
   SIGNIFICANT ACCOUNTING POLICIES
  13




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##### Table of Contents



STATER BROS. HOLDINGS INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 OWNERSHIP OF THE COMPANY
  AVAILABLE INFORMATION
 http://www.sec.gov.
 EXECUTIVE OVERVIEW
    14




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##### Table of Contents



STATER BROS. HOLDINGS INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 RESULTS OF OPERATIONS
 Sales and Cost of Goods Sold
 Fiscal Period Ended
    
    
    ChangeDec. 27,
    
    
    Dec. 26,
    
    
    2011 to 2010(in thousands)
    
    2009
    
    
    2010
    
    
    Dollar
    
    
    %Sales
    
    $
    923,864
    
    
    $
    899,037
    
    
    $
    (24,827
    )
    
    
    (2.69
    )%Gross Profit
    
    $
    238,150
    
    
    $
    238,773
    
    
    $
    623
    
    
    
    0.26
    %as a % of sales
    
    
    25.78
    %
    
    
    26.56
    %
 Sales
  Like Store Sales
    15




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##### Table of Contents



STATER BROS. HOLDINGS INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 RESULTS OF OPERATIONS (contd.)
 Gross Profit
  Operating Expenses and Operating Profit
 Fiscal Period Ended
    
    
    ChangeDec. 27,
    
    
    Dec. 26,
    
    
    2011 to 2010(in thousands)
    
    2009
    
    
    2010
    
    
    Dollar
    
    
    %Operating Expenses:Selling, general andadministrative expenses
    
    $
    205,288
    
    
    $
    203,518
    
    
    $
    (1,770
    )
    
    
    (0.86
    )%as a % of sales
    
    
    22.22
    %
    
    
    22.64
    %Gain on sale of assets
    
    $
    (7,950
    )
    
    $
    
    
    
    $
    7,950
    
    
    
    as a % of sales
    
    
    (0.86
    )%
    
    
    0.00
    %Depreciation and amortization
    
    $
    12,666
    
    
    $
    12,444
    
    
    $
    (222
    )
    
    
    (1.75
    )%as a % of sales
    
    
    1.37
    %
    
    
    1.38
    %Operating profit
    
    $
    28,146
    
    
    $
    22,811
    
    
    $
    (5,335
    )
    
    
    (18.95
    )%as a % of sales
    
    
    3.05
    %
    
    
    2.54
    %
 Selling, General and Administrative Expenses
   Gain on Sale of Dairy Assets
  Depreciation and Amortization
  16




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##### Table of Contents



STATER BROS. HOLDINGS INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 RESULTS OF OPERATIONS (contd.)
 Interest Income
  Interest Expense
  Interest Expense Related to Debt Purchase
  Income Before Income Taxes
  Income Taxes
  Net Income
  LIQUIDITY AND CAPITAL RESOURCES
    17




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##### Table of Contents



STATER BROS. HOLDINGS INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 LIQUIDITY AND CAPITAL RESOURCES (contd.)
  Contractual Cash Obligations(in thousands)Less than
    
    
    
    
    
    
    
    
    
    
    AfterTotal
    
    
    1 Year
    
    
    1-3 Years
    
    
    4-5 Years
    
    
    5 Years8.125% Senior Notes called January 2011Principal
    
    $
    45,111
    
    
    $
    45,111
    
    
    $
    
    
    
    $
    
    
    
    $
    Interest
    
    
    295
    
    
    
    295
    
    
    
    
    
    
    
    
    
    
    
    45,406
    
    
    
    45,406
    
    
    
    
    
    
    
    
    
    
    
    Term Loan due November 2014 (1)Principal
    
    
    145,000
    
    
    
    5,438
    
    
    
    19,938
    
    
    
    119,624
    
    
    
    Interest
    
    
    17,073
    
    
    
    4,752
    
    
    
    8,654
    
    
    
    3,667
    
    
    
    162,073
    
    
    
    10,190
    
    
    
    28,592
    
    
    
    123,291
    
    
    
    7.75% Senior Notes due April 2015Principal
    
    
    285,000
    
    
    
    
    
    
    
    
    
    
    
    285,000
    
    
    
    Interest
    
    
    99,394
    
    
    
    22,088
    
    
    
    44,175
    
    
    
    33,131
    
    
    
    384,394
    
    
    
    22,088
    
    
    
    44,175
    
    
    
    318,131
    
    
    
    7.375% Senior Notes due November 2018Principal
    
    
    255,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    255,000Interest
    
    
    149,720
    
    
    
    18,075
    
    
    
    37,613
    
    
    
    37,613
    
    
    
    56,419404,720
    
    
    
    18,075
    
    
    
    37,613
    
    
    
    37,613
    
    
    
    311,419Capital lease obligations (2)Principal
    
    
    3,401
    
    
    
    1,625
    
    
    
    1,649
    
    
    
    127
    
    
    
    Interest
    
    
    834
    
    
    
    470
    
    
    
    359
    
    
    
    5
    
    
    
    4,235
    
    
    
    2,095
    
    
    
    2,008
    
    
    
    132
    
    
    
    Operating leases (2)
    
    
    343,615
    
    
    
    38,284
    
    
    
    67,171
    
    
    
    51,940
    
    
    
    186,220Total contractual cash obligations
    
    $
    1,344,443
    
    
    $
    126,735
    
    
    $
    179,559
    
    
    $
    531,107
    
    
    $
    507,042Other Commercial Commitments(in thousands)Less than
    
    
    
    
    
    
    
    
    
    
    AfterTotal
    
    
    1 Year
    
    
    1-3 Years
    
    
    4-5 Years
    
    
    5 YearsStandby letters of credit (3)
    
    $
    49,762
    
    
    $
    49,762
    
    
    $
    
    
    
    $
    
    
    
    $
    Total other commercial commitments
    
    $
    49,762
    
    
    $
    49,762
    
    
    $
    
    
    
    $
    
    
    
    $
    
 
 (1)
    
    As of December 26, 2010, interest on our Term Loan is based on the
Eurodollar Rate plus 2.50% and consisted of a ninety day rate of 2.800% on approximately
$5.4 million and a twelve month rate of 3.287% on approximately $139.6 million. For
purposes of contractual cash obligations shown here, we have assumed the December 26,
2010 90 day and twelve month interest rates for the respective assumed short-term and
long-term portions of our Term Loan. (footnotes continued on following page)
 18




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STATER BROS. HOLDINGS INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 LIQUIDITY AND CAPITAL RESOURCES (contd.)
 (2)
    
    We lease the majority of our retail stores. We have subleased our
former headquarters building and certain former distribution facilities located in Colton,
California under an initial 15 year term for an amount equal to our lease payment. For
purposes of contractual cash obligations shown here, minimum lease payments on this lease are
shown without sub-lease offsets. Certain of our operating leases provide for minimum annual
payments that change over the primary term of the lease. For purposes of contractual cash
obligations shown here, contractual step increases or decreases are shown in the period they
are due. Certain leases provide for additional rents based on sales. Primary lease terms
range from 3 to 55 years and substantially all leases provide for renewal options.(3)
    
    Standby letters of credit are committed as security for workers
compensation obligations. Outstanding letters of credit expire between February 2011 and
December 2011.      Labor Relations
  19




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##### Table of Contents



STATER BROS. HOLDINGS INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 CAUTIONARY STATEMENT FOR PURPOSES OF SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995.
  20




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##### Table of Contents



STATER BROS. HOLDINGS INC.
DECEMBER 26, 2010
 PART I   FINANCIAL INFORMATION (contd.)
 
 Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
  
 Item 4. CONTROLS AND PROCEDURES
 Disclosure Controls and Procedures
  
 PART II  OTHER INFORMATION
 
 Item 1. LEGAL PROCEEDINGS
   21




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STATER BROS. HOLDINGS INC.
DECEMBER 26, 2010
 
 Item 1A. RISK FACTORS
      22




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STATER BROS. HOLDINGS INC.
DECEMBER 26, 2010
 
 Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 None
 
 Item 3. DEFAULTS UPON SENIOR SECURITIES
 None
 
 Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 None
 
 Item 5. OTHER INFORMATION
 None
 
 Item 6. EXHIBITS
 (a)
    
    Exhibits
 31.1
    
    Certification of Principal Executive Officer pursuant to Section 302
(a) of the Sarbanes-Oxley Act.
 31.2
    
    Certification of Principal Financial Officer pursuant to Section 302
(a) of the Sarbanes-Oxley Act.
 32.1
    
    Certification of Principal Executive Officer and Principal Financial Officer
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
 23




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##### Table of Contents



STATER BROS. HOLDINGS INC.
 
 Signatures
  Date:  February 8, 2011
    /s/ Jack H. BrownJack H. BrownChairman of the Board, President, andChief Executive Officer
(Principal Executive Officer) Date:  February 8, 2011
    /s/ Phillip J. SmithPhillip J. SmithExecutive Vice President andChief Financial Officer(Principal Financial Officer)(Principal Accounting Officer) 24