Document









Exhibit

10-l




FIFTH AMENDMENT TO CREDIT

AGREEMENT




This Amendment, dated as

of December 28, 2001, is made by and between Analysts International

Corporation, a Minnesota corporation (the “Borrower”), and Wells Fargo Bank,

National Association, assignee of Wells Fargo Bank Minnesota, National

Association, f/k/a Norwest Bank Minnesota, National Association (the “Bank”).




Recitals




The Borrower and the Bank have entered into a Credit

Agreement dated as of January 31, 2000 as amended by a First Amendment to

Credit Agreement dated as of December 12, 2000, a Second Amendment to Credit

Agreement dated as of April 2, 2001, but effective as of March 30, 2001, a

Third Amendment dated as of August 6, 2001, and a Fourth Amendment dated as of

November 30, 2001 (as so amended, the “Credit Agreement”).  Capitalized terms used in these recitals

have the meanings given to them in the Credit Agreement unless otherwise

specified.




The Borrower has

requested that certain amendments be made to the Credit Agreement, which the

Bank is willing to make pursuant to the terms and conditions set forth herein.




NOW, THEREFORE, in

consideration of the premises and of the mutual covenants and agreements herein

contained, it is agreed as follows:




1.             Defined Terms. Capitalized

terms used in this Amendment which are defined in the Credit Agreement shall

have the same meanings as defined therein, unless otherwise defined herein. In

addition, Section 1.1 of the Credit Agreement is amended by adding or amending,

as the case may be, the following definitions:




“‘Advance Request Worksheet’ means the form attached

to the Fifth Amendment as Exhibit B, certifying the Borrower’s compliance with

the Leverage Ratio Covenant under Section 5.10.”




“‘Covenant Computation

Date’ means the last day of the most recently completed month.”




“‘Covenant Computation

Period’ means the EBITDA Covenant Computation Period when determining

compliance with Section 5.8, the Net Cash Flow Computation Period when

determining compliance with Section 5.9 and the Leverage Covenant Computation

Period when determining compliance with Section 5.10”




 




1





























 




“‘EBITDA’ means, Pre-Tax

Earnings (excluding non-cash income) plus noncash expenses associated

with the write-off of the Borrower’s investment in CDXC Corporation, Interest

Expense, depreciation and amortization, determined with respect to the Borrower

in accordance with GAAP during the Covenant Computation Period.”




“‘EBITDA Covenant

Computation Period’ means the calendar month ending on the Covenant Computation

Date.”




“‘Facility Amount’ means

$25,000,000, unless said amount is reduced pursuant to Section 2.8, in which

event it means the amount to which said amount is reduced.”




“‘Facility Termination

Date’ means the earlier of (i) June 30, 2002, 

(ii) termination of the Facility pursuant to Section 2.8 or 7.2(a), or

(iii) the date of payment of any principal amount to the Note Purchasers other

than a payment of $1,500,000.00 on March 29, 2002.”




 “‘Fifth

Amendment’ means the Fifth Amendment to Credit Agreement dated as of December

28, 2001 by and between the Borrower and the Bank.”




“‘Leverage Covenant Computation Period’ means the

twelve consecutive months ending on the Covenant Computation Date.”




“‘Net Cash Flow’ means, with respect to a Net Cash

Flow Computation Period, EBITDA plus cash received from tax refunds, less

cash paid for taxes, Capital Expenditures, cash paid for restructuring charges,

Interest Expense and cash paid as principal under the Note Purchase Agreement

determined in accordance with GAAP during such Net Cash Flow Covenant

Computation period.”




“‘Net Cash Flow Computation Period’ means the three

consecutive calendar months ending on the Covenant Computation Date.”




“‘Note Purchase Amendment’ means the Third Amendment

to Note Purchase Agreement dated as of December 28, 2001 by and among the

Borrower and the Note Purchasers.”




2.             Interest.  Effective upon the execution and delivery of

this Amendment, Section 2.3(a) of the Credit Agreement is deleted in its

entirety and replaced with the following:




“(a)         Interest

Rate.  The principal balance

of the Note shall bear interest at the rate of nine percent (9.00%) per annum.”




 




2





























 




Between December 28, 2001 and the date this Amendment is executed and

delivered, interest shall continue to accrue at the Floating Rate.




3.             Eurodollar Funding; Margins.  Sections 2.3(b), (c), (d) and (e) of the

Credit Agreement are deleted in their entirety.  The Borrower shall not be entitled to a elect Eurodollar Rate.




4.             Letters of Credit.  Section 2.4 of the Credit Agreement is

deleted in its entirety.  The Borrower

shall not be entitled to request the issuance of Letters of Credit.




5.             Non-Usage Fees.  Section 2.6(b) of the Credit Agreement is

deleted in its entirety.  The Borrower

shall not be required to pay any non-usage fees.




6.             Prepayments.  Section 2.7(a)(iii) of the Credit Agreement

is deleted; the Borrower may make prepayments in any amount.  In addition, Section 2.7 is amended to add

the following new paragraph:




“(c)         Mandatory

Prepayments.  Each Business

Day the Borrower shall prepay the Note in an amount equal to the difference

between (y) the Borrower’s cash balances in its depository and investment

accounts that day and (z) the amount necessary to cover disbursements in the

ordinary course on the next Business Day, plus the amount necessary to pre-fund

ACH payroll disbursements as of the date such ACH payroll file authorization is

initiated; provided, however, that in no event shall the

Borrower’s overnight aggregate cash balance exceed $6,000,000.00 and any amount

in excess shall be delivered to the Bank as a prepayment of the Note.  These mandatory prepayments shall be made by

wire transfer each Business Day that they become due.”




7.             Condition Precedent to All Advances.  Section 3.2 of the Credit Agreement is

amended by adding the following new paragraph:




“(c)         delivery

to the Bank of a completed Advance Request Worksheet certifying the Borrower’s

compliance with the Leverage Ratio Covenant of Section 5.10 as of the date of

the requested Advance.”




8.             Financial Reporting.  Section 5.1 of the Credit Agreement is

amended by deleting the reference in paragraph (c) to “paragraph (a) or (b),”

replacing it with the reference “paragraph (m),” and adding the following new

paragraphs:




“(m)        As

soon as available and in any event within 10 Business Days after the end of

each month, (i) consolidated statement of financial condition, earnings and

cash flow of the Borrower and its Subsidiaries, prepared in accordance with

GAAP, and (ii) a worksheet or schedule of the Borrower’s computations of the

financial




 




3





























 




covenants in Sections 5.8 and 5.9, all in form and substance sufficient

for the Bank to review compliance with the financial covenants of Sections 5.8

and 5.9.




(n)           On

the last Business Day of each month, a written report of the Borrower’s efforts

to obtain new financing in compliance with the requirements of Section 5.13,

including copies of all material correspondence between the Borrower and any

financial institutions considering the extension of new financing to the

Borrower.




(o)           On

the next Business Day following a request by the Bank, a detailed cash receipts

and disbursements projection (including the forecasted beginning and ending

daily cash balances and any necessary Advances) covering the next five

consecutive Business Days, commencing with the date the information request is

made by the Bank.”




9.             EBITDA.  Section 5.8 of the Credit Agreement is

deleted in its entirety and replaced with the following:




“Section 5.8 Monthly EBITDA.  The Borrower will achieve at a minimum the

EBITDA as of each Covenant Computation Date set forth below:




 








	

  Covenant

  Computation Date


  	

   


  	

  Monthly

  EBITDA


  	

   


  
	

   


  	

   


  	

   


  	

   


  
	

  December

  31, 2001


  	

   


  	

  (1,500,000


  	

  )


  
	

   


  	

   


  	

   


  	

   


  
	

  January

  31, 2002


  	

   


  	

  150,000


  	

   


  
	

   


  	

   


  	

   


  	

   


  
	

  February

  28, 2002


  	

   


  	

  (450,000


  	

  )


  
	

   


  	

   


  	

   


  	

   


  
	

  March

  31, 2002


  	

   


  	

  200,000


  	

   


  
	

   


  	

   


  	

   


  	

   


  
	

  April

  30, 2002


  	

   


  	

  430,000


  	

   


  
	

   


  	

   


  	

   


  	

   


  
	

  May

  31, 2002


  	

   


  	

  580,000”


  	

   


  










 




10.           Net Cash Flow.  Section 5.9 of the Credit Agreement is

deleted in its entirety and replaced with the following:




“Section 5.9 Net Cash Flow.  The Borrower will achieve at a minimum the

trailing three month net cashflow as of each Covenant Computation Date set

forth below:




 




4





























 




	

  Covenant Computation Date


  	

   


  	

  Trailing 3 Month Net Cashflow


  
	

  December 31,

  2001


  	

   


  	

  (1,750,000)


  
	

  January 31, 2002


  	

   


  	

  (2,750,000)


  
	

  February 28,

  2002


  	

   


  	

  (3,250,000)


  
	

  March 31, 2002


  	

   


  	

  (2,750,000)


  
	

  April 30, 2002


  	

   


  	

  (2,350,000)


  
	

  May 31, 2002


  	

   


  	

  (1,350,000)”


  
	

   


  	

   


  	

   


  





11.           Leverage.  Section 5.10 of the Credit Agreement is

deleted in its entirety and replaced with the following:




“Section 5.10 Leverage Ratio.  At all times the sum of outstanding (i)

Advances under the Credit Agreement and (ii) principal under the Note Purchase

Agreement (“Total Principal Indebtedness”) shall never exceed four and one-half

times (4.5x) EBITDA; provided, however, that Total Principal

Indebtedness shall not exceed four times (4.0x) EBITDA during the time period

between the first day of each month and the actual date the financial reports

required by Section 5.1(m) are delivered to the Bank by the Borrower.”




12.           Other

Financial Covenants.  Sections 5.11,

5.12 and 6.12 of the Credit Agreement are deleted in their entirety.




13.           New Financing.  Section 5.13 is added to the Credit Agreement

as follows:




“Section 5.13  New

Financing.  On or prior to June 30,

2002, the Borrower will cause a financial institution other than the Bank to

fund financing to the Borrower in an amount not less than the sum of all

amounts then outstanding under the Credit Agreement and the Note Purchase

Agreement, and such financing shall be immediately applied to payment in full

of the amounts outstanding under the Credit Agreement and the Note Purchase

Agreement .”




14.           Investments. Sections 6.4 (b)

and (g) of the Credit Agreement are deleted in their entirety.




15.           Restricted

Payments.  Section 6.5 of the Credit

Agreement is deleted in its entirety and replaced with the following:




“Section 6.5 Restricted Payments.  The Borrower shall not make any Restricted

Payments.  The Bank acknowledges that

purchases of the Borrower’s




 




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common stock in the ordinary course of business for the sole purpose of

funding matching contributions by the Borrower to its employees’ 401(k) plan is

not a Restricted Payment.”




16.           Consolidation or Merger.  Section 6.8(b) of the Credit Agreement is

deleted in its entirety.




17.           Ordinary Course of Business.  Until the Facility Termination Date, the

Borrower shall continue to operate in the ordinary course of business as

established prior to the date of this Amendment.  The Borrower shall not incur or pay any extraordinary obligations

or expenses (including but not limited to employee salaries and benefits), nor

undertake any new or unusual business activity.




Notwithstanding

the foregoing, the Bank consents to (i) a payment in the amount of

$1,500,000.00 to the Note Purchasers on March 29, 2002, pursuant to the terms

of the Note Purchase Amendment, and (ii) a lump sum payment not to exceed $2.7

million under paragraph 4e of the Borrower’s retirement plan to a person who

was an active executive employee of the Borrower on the date of this Amendment

and elects to retire prior to the Termination Date (the “Special Retirement

Payment”).  However, the Special

Retirement Payment shall be funded solely from the Variable Universal

Life Insurance Policies (the “Insurance Policies”) held by Wells Fargo Bank

Minnesota, National Association, as Trustee (the “Trustee”) for the Borrower’s

retirement trust account, and then, only to the extent the value of the

Insurance Policies is insufficient, from the Multi-funded Annuity Contracts

(“Annuities”) also held by the Trustee in the retirement trust account.  In no event shall the Special Retirement

Payment be funded from operating cash or other assets of the Borrower.




18.           New Compliance Certificate.

Exhibit C to the Credit Agreement is hereby amended in its entirety and

replaced with Exhibit A to this Amendment.




19.           No Other Changes. Except as

explicitly amended by this Amendment, all of the terms and conditions of the

Credit Agreement shall remain in full force and effect and shall apply to any

Advance thereunder.




20.           Amendment Fee.  In consideration of the Bank’s entering into

this Amendment, the Borrower shall pay to the Bank an amendment fee in the

amount of $62,500 upon execution and delivery of this Amendment.  Such fee shall be deemed fully earned by the

Bank’s execution and delivery of this Amendment.




21.           Conditions Precedent. This

Amendment shall be effective when the Bank shall have received an executed

original hereof, together with each of the following, each in substance and

form acceptable to the Bank in its sole discretion:




 




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(a)           Payment of the fee described in

Paragraph 20.




(b)           Payment of all fees and expenses

incurred by the Bank in connection with the preparation of this Amendment and

all related documents and instruments, including but not limited to the

Amendment to Intercreditor Collateral Agreement dated as of December 28, 2001

(the “Intercreditor Amendment”) and all related documents and instruments.




(c)           A first priority mortgage covering

the Borrower’s real property located in Edina, Minnesota in the amount of

$15,000,000.00 to secure the Borrower’s obligations under the Credit Agreement

and the Note Purchase Agreement.




(d)           A Collateral Pledge Agreement and any

ancillary documents necessary to grant and perfect a lien on, and interest in,

certain Variable Universal Life Insurance Policies and Multi-funded Annuity

Contracts owned by the Borrower to secure the Borrower’s obligations under the

Credit Agreement and the Note Purchase Agreement.




(e)           A fully executed copy of the Note

Purchase Amendment.




(f)            A fully executed copy of the

Intercreditor Amendment.




(g)           An opinion of counsel to the Borrower

with respect to, among other things, the due authorization and enforceability

of this Amendment, the Intercreditor Agreement, the Mortgage, the Collateral

Pledge Agreement and related documents.




(h)           Such other documents or instruments

as the Bank may require.




22.           Representations and Warranties.

The Borrower hereby represents and warrants to the Bank as follows:




(a)           The Borrower has all requisite power

and authority to execute this Amendment  and to perform all of its obligations

hereunder, and this Amendment has been duly executed and delivered by the

Borrower and constitutes the legal, valid and binding obligation of the

Borrower, enforceable in accordance with its terms.




(b)           The execution, delivery and

performance by the Borrower of this Amendment  have been duly authorized by

all necessary corporate action and do not (i) require any authorization,

consent or approval by any governmental department, commission, board, bureau,

agency or instrumentality, domestic or foreign, (ii) violate any provision

of any law, rule or regulation or of any order, writ, injunction or decree

presently in effect, having applicability to the Borrower, or the articles of

incorporation or by-laws of the Borrower, or (iii) result in a breach of

or constitute a




 




7





























 




default under any indenture or loan or credit

agreement or any other agreement, lease or instrument to which the Borrower is

a party or by which it or its properties may be bound or affected.




(c)           All of the representations and

warranties contained in Article IV of the Credit Agreement are correct on and

as of the date hereof as though made on and as of such date, except to the

extent that such representations and warranties relate solely to an earlier

date.




23.           References. All references in

the Credit Agreement to “this Agreement” shall be deemed to refer to the Credit

Agreement as amended hereby; and any and all references in the Loan Documents  to

the Credit Agreement shall be deemed to refer to the Credit Agreement as

amended by this Amendment.




24.           Release. The Borrower

absolutely and unconditionally releases and forever discharges the Bank, and

any and all participants, parent corporations, subsidiary corporations,

affiliated corporations, insurers, indemnitors, successors and assigns thereof,

together with all of the present and former directors, officers, agents and

employees of any of the foregoing, from any and all claims, demands or causes

of action of any kind, nature or description, whether arising in law or equity

or upon contract or tort or under any state or federal law or otherwise, which

the Borrower has had, now has or has made claim to have against any such person

for or by reason of any act, omission, matter, cause or thing whatsoever

arising from the beginning of time to and including the date of this Amendment,

whether such claims, demands and causes of action are matured or unmatured or

known or unknown.




25.           Costs and Expenses. The

Borrower reaffirms its agreement under the Credit Agreement to pay or reimburse

the Bank on demand for all costs and expenses incurred by the Bank in

connection with the Loan Documents and all other documents contemplated

thereby, including without limitation all reasonable fees and disbursements of

legal counsel. Without limiting the generality of the foregoing, the Borrower

specifically agrees to pay all fees and disbursements of counsel to the Bank

for the services performed by such counsel in connection with the preparation

of this Amendment and all related documents and instruments. The Borrower

agrees that the Bank may, at any time or from time to time in its sole

discretion and without further authorization by the Borrower, make a loan to

the Borrower under the Credit Agreement, or apply the proceeds of any loan, for

the purpose of paying any such fees, disbursements, costs and expenses and the

fee required under paragraph 20 of this Amendment.




26.           Miscellaneous. This Amendment

may be executed in any number of counterparts, each of which when so executed

and delivered shall be deemed an original and all of which counterparts, taken

together, shall constitute one and the same instrument.




8





























 




IN WITNESS WHEREOF, the

parties hereto have caused this Amendment to be duly executed as of the date

first written above.




 




	

  WELLS FARGO BANK, NATIONAL ASSOCIATION


  	

  ANALYSTS INTERNATIONAL CORPORATION


  
	

   


  	

   


  
	

   


  	

   


  
	

  By


  	

   


  	

   


  	

  By


  	

   


  	

   


  
	

   


  	

  Ellen J. Trach


  	

   


  	

  Marti R. Charpentier


  
	

   


  	

  Its Vice President


  	

   


  	

  Its Vice President — Finance


  
	

   


  	

   


  	

   


  	

   


  
						





M1:832170.05




 




 




9





























Exhibit A to Fifth Amendment


to Credit Agreement




 




COMPLIANCE CERTIFICATE




, 2002




Wells Fargo Bank National Association


Sixth and Marquette Avenues


Minneapolis, Minnesota 55479


Attention: Ellen J. Trach




Compliance Certificate




Ladies and Gentlemen:




Reference is made to the Credit Agreement dated as of

January 31, 2000, as amended by a First Amendment to Credit Agreement dated as

of December 12, 2000, a Second Amendment to Credit Agreement dated as of March

30, 2001, but effective as of April 2, 2001, a Third Amendment to Credit

Agreement dated as of August 6, 2001, a Fourth Amendment to Credit Agreement

dated as of November 30, 2001, and a Fifth Amendment to Credit Agreement dated

as of December 28, 2001 (as so amended, the “Credit Agreement”), entered into

between Wells Fargo Bank, National Association, a national banking association

and Analysts International Corporation, a Minnesota corporation (the

“Borrower”).




All terms defined in the Credit Agreement and not

otherwise defined herein shall have the meanings given them in the Credit

Agreement.




This is a Compliance Certificate submitted in

connection with the Borrower’s reporting obligations under Section 5.1(c) of

the Credit Agreement as of and for the month ending                      , 2002 (the “Reporting Date”) and includes

the Borrower’s financial statements (the “Statements”) prepared as of and for

the Reporting Date.




I hereby certify to you as follows:




1.                                       I am the chief financial officer of the

Borrower, and I am familiar with the financial statements and financial affairs

of the Borrower.




2.                                       The Statements, and the computations

below, have been prepared in accordance with GAAP.




3.                                       The following computations set forth the

Borrower’s compliance or non-compliance with the requirements set forth in the

Financial Covenants as of the Reporting Date:




 




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Section

5.8 Monthly EBITDA




EBITDA                                           $___________




 




A.            Pursuant to Section 5.8  of the Credit Agreement, as of the Reporting

Date, the Borrower’s Monthly EBITDA o satisfies

o does not satisfy the requirement set

forth in the table below:




	

  Covenant Computation Date


  	

   


  	

  Monthly EBITDA


  
	

  December 31,

  2001


  	

   


  	

  (1,500,000


  
	

  January 31, 2002


  	

   


  	

  150,000


  
	

  February 28,

  2002


  	

   


  	

  (450,000)


  
	

  March 31, 2002


  	

   


  	

  200,000


  
	

  April 30, 2002


  	

   


  	

  430,000


  
	

  May 31, 2002


  	

   


  	

  580,000


  





 




Section

5.9 Trailing 3 Month Net Cashflow




 




Trailing 3 Month

Net Cashflow $_____________________




B.            Pursuant to Section 5.9 of the

Credit Agreement, as of the Reporting Date, the Borrower’s trailing 3 month net

cash flow o satisfies o does

not satisfy the requirement set forth in the table below:




	

  Covenant Computation Date


  	

   


  	

  Trailing 3 Month Net Cashflow


  
	

  December 31,

  2001


  	

   


  	

  (1,750,000)


  
	

  January 31, 2002


  	

   


  	

  (2,750,000)


  
	

  February 28,

  2002


  	

   


  	

  (3,250,000)


  
	

  March 31, 2002


  	

   


  	

  (2,750,000)


  
	

  April 30, 2002


  	

   


  	

  (2,350,000)


  
	

  May 31, 2002


  	

   


  	

  (1,350,000)


  





 




Attached hereto are all relevant facts in reasonable detail to

evidence, and the computations of, the financial covenants referred to above.




4.                                       I have no knowledge of the occurrence of

any Default or Event of Default under the Credit Agreement, except as set forth

in the attachments, if any, hereto.




	

  Very truly

  yours,


  
	

   


  
	

  ANALYSTS INTERNATIONAL CORPORATION


  
	

   


  
	

  By


  	

   


  
	

   


  
	

  Its


  	

   


  
			





 




 




11





























 




Exhibit B to Fifth Amendment


to Credit Agreement




 




ADVANCE REQUEST WORKSHEET




, 2002




Wells Fargo Bank National

Association




Sixth and Marquette

Avenues




Minneapolis, Minnesota

55479




Attention: Ellen J. Trach




 




Worksheet and Compliance Certificate




Ladies and Gentlemen:




Reference is made to the Credit Agreement dated as of

January 31, 2000, as amended by a First Amendment to Credit Agreement dated as

of December 12, 2000, a Second Amendment to Credit Agreement dated as of March

30, 2001, but effective as of April 2, 2001, a Third Amendment to Credit

Agreement dated as of August 6, 2001, a Fourth Amendment to Credit Agreement

dated as of November 30, 2001, and a Fifth Amendment to Credit Agreement dated

as of December 28, 2001 (as so amended, the “Credit Agreement”), entered into

between Wells Fargo Bank, National Association, a national banking association

and Analysts International Corporation, a Minnesota corporation (the

“Borrower”).




All terms defined in the Credit Agreement and not

otherwise defined herein shall have the meanings given them in the Credit

Agreement.




This is a worksheet and compliance certificate

submitted in connection with the Borrower’s obligations under Section 5.10 of

the Credit Agreement as of and for the date set forth above on which the

Borrower has requested an Advance (the “Advance Request Date”) and in

satisfaction of the condition precedent under Section 3.2(c) of the Credit

Agreement.  I hereby certify:




1.                                       I am the chief financial officer of the

Borrower, and I am familiar with the financial statements and financial affairs

of the Borrower.




2.                                       The Borrower’s financial statements, and

the computations below, have been prepared in accordance with GAAP.




3.                                       The following computations set forth the

Borrower’s compliance or non-compliance with the Leverage Ratio requirements

set forth in Section 5.10 as of the Advance Request Date:




 




12





























 




A.  EBITDA:  

$


(for the 12 months ending on the last day of the most recently completed month)




B. Calculation of Total

Principal Indebtedness




	

  Total Advances outstanding:


  	

   


  	

  $


  	

   


  
	

  Advance requested:


  	

   


  	

  $


  	

   


  
	

  Note Purchase Agmt

  principal outstanding:


  	

   


  	

  $


  	

   


  
	

   


  	

   


  	

   


  
	

  Total Principal

  Indebtedness:


  	

   


  	

  $


  	

   


  





 




C.  Ratio (choose one)




 




(i) Advance

Request Date is before prior month’s financial reports have been delivered to

Bank: Ratio = 4.0




 




(ii) Advance

Request Date is on or after prior month’s financial reports have been delivered

to Bank:  Ratio = 4.5




 




D.  Ratio x EBITDA =                     (“Leverage”)




 




E. Compliance

(check one)




 




___  Leverage is less than or equal to Total

Principal Indebtedness




         (Borrower is in compliance with

Section 5.10)




 




___  Leverage is greater than Total

Principal Indebtedness




         (Borrower is not in compliance with Section

5.10)




 




 




4.                                       I have no knowledge of the occurrence of

any Default or Event of Default under the Credit Agreement, except as set forth

in the attachments, if any, hereto.




	

  Very truly

  yours,


  
	

   


  
	

  ANALYSTS INTERNATIONAL CORPORATION


  
	

   


  
	

  By


  	

   


  
	

  Its


  	

   


  
			





 




 




13