Item 15. Exhibits, Financial Statement Schedules.

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Item 15. Exhibits, Financial Statement Schedules.

(a)1 and 2. Financial Statements and Schedules - See index on Page F-1.

Exhibits:


Exhibit Number						Description

3.1						Restated Certificate of Incorporation of The Estée Lauder Companies Inc. (filed as Exhibit 3.1 to our Form 8-K filed on November 18, 2025).*

3.2						Amended and Restated Bylaws (filed as Exhibit 3.2 to our Form 8-K filed on May 23, 2025).*

4.1						Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (filed as Exhibit 4.1 to our Form 10-K filed on August 20, 2025).*

4.2						Indenture, dated November 5, 1999, between the Company and State Street Bank and Trust Company, N.A. (filed as Exhibit 4 to Amendment No. 1 to our Form S-3 (No. 333-85947) filed on November 5, 1999).*

4.3						Officers’ Certificate, dated September 29, 2003, defining certain terms of the 5.75% Senior Notes due 2033 (filed as Exhibit 4.2 to our Form 8-K filed on September 29, 2003).*

4.4						Global Note for 5.75% Senior Notes due 2033 (filed as Exhibit 4.3 to our Form 8-K filed on September 29, 2003).*

4.5						Officers’ Certificate, dated May 1, 2007, defining certain terms of the 6.000% Senior Notes due 2037 (filed as Exhibit 4.2 to our Form 8-K filed on May 1, 2007).*

4.6						Global Note for 6.000% Senior Notes due 2037 (filed as Exhibit 4.4 to our Form 8-K filed on May 1, 2007).*

4.7						Officers’ Certificate, dated August 2, 2012, defining certain terms of the 3.700% Senior Notes due 2042 (filed as Exhibit 4.2 to our Form 8-K filed on August 2, 2012).*

4.8						Global Note for the 3.700% Senior Notes due 2042 (filed as Exhibit 4.4 to our Form 8-K filed on August 2, 2012).*

4.9						Officers’ Certificate, dated June 4, 2015, defining certain terms of the 4.375% Senior Notes due 2045 (filed as Exhibit 4.1 to our Form 8-K filed on June 4, 2015).*

4.10						Global Note for the 4.375% Senior Notes due 2045 (filed as Exhibit 4.2 to our Form 8-K filed on June 4, 2015).*

4.11						Officers’ Certificate, dated May 10, 2016, defining certain terms of the 4.375% Senior Notes due 2045 (filed as Exhibit 4.3 to our Form 8-K filed on May 10, 2016).*

4.12						Global Note for the 4.375% Senior Notes due 2045 (filed as Exhibit B in Exhibit 4.3 to our Form 8-K filed on May 10, 2016).*

4.13						Officers’ Certificate, dated February 9, 2017, defining certain terms of the 3.150% Senior Notes due 2027 (filed as Exhibit 4.3 to our Form 8-K filed on February 9, 2017).*

4.14						Form of Global Note for the 3.150% Senior Notes due 2027 (included as Exhibit A in Exhibit 4.3 to our Form 8-K filed on February 9, 2017).*

4.15						Officers’ Certificate, dated February 9, 2017, defining certain terms of the 4.150% Senior Notes due 2047 (filed as Exhibit 4.5 to our Form 8-K filed on February 9, 2017).*

4.16						Form of Global Note for the 4.150% Senior Notes due 2047 (included as Exhibit A in Exhibit 4.5 to our Form 8-K filed on February 9, 2017).*

4.17						Officers’ Certificate, dated November 21, 2019, defining certain terms of the 2.375% Senior Notes due 2029 (filed as Exhibit 4.3 to our Form 8-K filed on November 21, 2019).*

4.18						Form of Global Note for the 2.375% Senior Notes due 2029 (included as Exhibit A in Exhibit 4.3 to our Form 8-K filed on November 21, 2019).*

4.19						Officers’ Certificate, dated November 21, 2019, defining certain terms of the 3.125% Senior Notes due 2049 (filed as Exhibit 4.5 to our Form 8-K filed on November 21, 2019).*

4.20						Form of Global Note for the 3.125% Senior Notes due 2049 (included as Exhibit A in Exhibit 4.5 to our Form 8-K filed on November 21, 2019).*


Exhibit Number						Description

4.21						Officers’ Certificate, dated April 13, 2020, defining certain terms of the 2.600% Senior Notes due 2030 (filed as Exhibit 4.1 to our Form 8-K filed on April 13, 2020).*

4.22						Form of Global Note for the 2.600% Senior Notes due 2030 (included as Exhibit A in Exhibit 4.1 to our Form 8-K filed on April 13, 2020).*

4.23						Officers’ Certificate, dated March 4, 2021, defining certain terms of the 1.950% Senior Notes due 2031 (filed as Exhibit 4.1 to our Form 8-K filed on March 4, 2021).*

4.24						Form of Global Note for the 1.950% Senior Notes due 2031 (included as Exhibit A in Exhibit 4.1 to our Form 8-K filed on March 4, 2021).*

4.25						Officers’ Certificate, dated May 12, 2023, defining certain terms of the 4.375% Senior Notes due 2028 (filed as Exhibit 4.1 to our Form 8-K filed on May 12, 2023).*

4.26						Form of Global Note for the 4.375% Senior Notes due 2028 (included as Exhibit A in Exhibit 4.1 to our Form 8-K filed on May 12, 2023).*

4.27						Officers’ Certificate, dated May 12, 2023, defining certain terms of the 4.650% Senior Notes due 2033 (filed as Exhibit 4.3 to our Form 8-K filed on May 12, 2023).*

4.28						Form of Global Note for the 4.650% Senior Notes due 2033 (included as Exhibit A in Exhibit 4.3 to our Form 8-K filed on May 12, 2023).*

4.29						Officers’ Certificate, dated May 12, 2023, defining certain terms of the 5.150% Senior Notes due 2053 (filed as Exhibit 4.5 to our Form 8-K filed on May 12, 2023).*

4.30						Form of Global Note for the 5.150% Senior Notes due 2053 (included as Exhibit A in Exhibit 4.5 to our Form 8-K filed on May 12, 2023).*

4.31						Officers’ Certificate, dated February 14, 2024, defining certain terms of the 5.000% Senior Notes due 2034 (filed as Exhibit 4.1 to our Form 8-K filed on February 14, 2024).*

4.32						Form of Global Note for the 5.000% Senior Notes due 2034 (included as Exhibit A in Exhibit 4.1 to our Form 8-K filed on February 14, 2024).*

10.1						Stockholders’ Agreement, dated November 22, 1995 (filed as Exhibit 10.1 to our Form 10-K filed on September 15, 2003).*

10.1a						Amendment No. 1 to Stockholders’ Agreement (filed as Exhibit 10.1 to our Form 10-Q filed on October 30, 1996).*

10.1b						Amendment No. 2 to Stockholders’ Agreement (filed as Exhibit 10.2 to our Form 10-Q filed on January 28, 1997).*

10.1c						Amendment No. 3 to Stockholders’ Agreement (filed as Exhibit 10.2 to our Form 10-Q filed on April 29, 1997).*

10.1d						Amendment No. 4 to Stockholders’ Agreement (filed as Exhibit 10.1d to our Form 10-K filed on September 18, 2000).*

10.1e						Amendment No. 5 to Stockholders’ Agreement (filed as Exhibit 10.1e to our Form 10-K filed on September 17, 2002).*

10.1f						Amendment No. 6 to Stockholders’ Agreement (filed as Exhibit 10.2 to our Form 10-Q filed on January 27, 2005).*

10.1g						Amendment No. 7 to Stockholders’ Agreement (filed as Exhibit 10.7 to our Form 10-Q filed on October 30, 2009).*

10.2						Registration Rights Agreement, dated November 22, 1995 (filed as Exhibit 10.2 to our Form 10-K filed on September 15, 2003).*

10.2a						First Amendment to Registration Rights Agreement (originally filed as Exhibit 10.3 to our Form 10-K filed on September 10, 1996) (re-filed as Exhibit 10.2a to our Form 10-K filed on August 25, 2017).*

10.2b						Second Amendment to Registration Rights Agreement (filed as Exhibit 10.1 to our Form 10-Q filed on April 29, 1997).*

10.2c						Third Amendment to Registration Rights Agreement (filed as Exhibit 10.2c to our Form 10-K filed on September 17, 2001).*


Exhibit Number						Description

10.2d						Fourth Amendment to Registration Rights Agreement (filed as Exhibit 10.2 to our Form 10-Q filed on January 29, 2004).*

10.3						The Estee Lauder Companies Retirement Growth Account Plan, as amended and restated, effective as of January 1, 2019, as further amended through January 1, 2022 (filed as Exhibit 10.2 to our Form 10-Q filed on February 3, 2022).*†

10.3a						Amendment to amended and restated The Estee Lauder Companies Retirement Growth Account Plan, effective as of May 31, 2022 (filed as Exhibit 10.1 to our Form 10-Q filed on May 3, 2022).*†

10.3b						The Estee Lauder Companies Retirement Growth Account Plan, as amended and restated, effective as of January 1, 2023 (filed as Exhibit 10.1 to our Form 10-Q filed on February 2, 2023).*†

10.3c						Amendments to The Estee Lauder Companies Retirement Growth Account Plan, as amended and restated, effective as of January 1, 2023, as further amended effective January 1, 2025 (filed as Exhibit 10.5 to our Form 10-Q filed on February 4, 2025).*†

10.4						The Estee Lauder Inc. Retirement Benefits Restoration Plan (filed as Exhibit 10.5 to our Form 10-K filed on August 20, 2010).*†

10.5						Executive Annual Incentive Plan (filed as Exhibit 10.5a to our Form 10-K filed on August 18, 2023).*†

10.5a						Executive Annual Incentive Plan (filed as Exhibit 10.5b to our Form 10-K filed on August 20, 2025).*†

10.6						Employment Agreement with William P. Lauder (filed as Exhibit 10.1 to our Form 8-K filed on September 17, 2010).*†

10.6a						Amendment to Employment Agreement with William P. Lauder (filed as Exhibit 10.1 to our Form 8-K filed on February 27, 2013).*†

10.7						Employment Agreement with Jane Hertzmark Hudis (filed as Exhibit 10.13 to our Form 10-K filed on August 24, 2022).*†

10.8						Employment Agreement with Jane Lauder (filed as Exhibit 10.1 to our Form 10-Q filed on May 3, 2023).*†

10.9						Employment Agreement with Stéphane de La Faverie (filed as Exhibit 10.13 to our Form 10-K filed on August 19, 2024).*†

10.9a						Amended and Restated Employment Agreement with Stéphane de La Faverie (filed as Exhibit 10.2 to our Form 10-Q filed on February 4, 2025).*†

10.10						Employment Agreement with Akhil Shrivastava (filed as Exhibit 10.1 to our Form 8-K filed on July 23, 2024).*†

10.11						Employment Agreement with Rashida La Lande (filed as Exhibit 10.15 to our Form 10-K filed on August 20, 2025).*†

10.12						Employment Agreement with Roberto Canevari.†

10.13						Form of Deferred Compensation Agreement (interest-based) with Outside Directors (filed as Exhibit 10.14 to our Form 10-K filed on September 17, 2001).*†

10.13a						Form of Deferred Compensation Agreement (interest-based) with Outside Directors (including Election Form) (filed as Exhibit 10.12a to our Form 10-K filed on August 24, 2018).*†

10.14						Form of Deferred Compensation Agreement (stock-based) with Outside Directors (filed as Exhibit 10.15 to our Form 10-K filed on September 17, 2001).*†

10.14a						Form of Deferred Compensation Agreement (stock-based) with Outside Directors (including Election Form) (filed as Exhibit 10.13a to our Form 10-K filed on August 24, 2018).*†

10.15						The Estee Lauder Companies Inc. Non-Employee Director Share Incentive Plan (as amended and restated on November 9, 2007) (filed as Exhibit 99.1 to our Form S-8 filed on November 9, 2007).*†

10.15a						The Estee Lauder Companies Inc. Non-Employee Director Share Incentive Plan (as amended on July 14, 2011) (filed as Exhibit 10.15a to our Form 10-K filed on August 22, 2011).*†

10.15b						The Estée Lauder Companies Inc. Amended and Restated Non-Employee Director Share Incentive Plan (filed as Exhibit 10.2 to our Form 8-K filed on November 16, 2015).*†


Exhibit Number						Description

10.15c						The Estée Lauder Companies Inc. Amended and Restated Non-Employee Director Share Incentive Plan (as of November 1, 2017) (filed as Exhibit 10.1 to our Form 10-Q filed on November 1, 2017).*†

10.15d						The Estée Lauder Companies Inc. Amended and Restated Non-Employee Director Share Incentive Plan (as of August 22, 2019) (filed as Exhibit 10.1 to our Form 10-Q filed on October 31, 2019).*†

10.15e						The Estée Lauder Companies Inc. Amended and Restated Non-Employee Director Share Incentive Plan (as of July 13, 2021) (filed as Exhibit 10.15e to our Form 10-K filed on August 27, 2021).*†

10.16						Summary of Compensation for Non-Employee Directors of the Company (filed as Exhibit 10.4 to our Form 10-Q filed on February 4, 2025).*†

10.17						Form of Stock Option Agreement for Annual Stock Option Grants under Non-Employee Director Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 99.2 to our Form S-8 filed on November 9, 2007).*†

10.17a						Form of Stock Option Agreement for Annual Stock Option Grants under the Amended and Restated Non-Employee Director Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.2 to our Form 10-Q filed on October 31, 2019).*†

10.18						The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.17 to our Form 10-K filed on August 17, 2012).*†

10.18a						The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.1 to our Form 8-K filed on November 16, 2015).*†

10.18b						The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.16b to our Form 10-K filed on August 25, 2017).*†

10.18c						The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.1 to our Form 8-K filed on November 19, 2019).*†

10.18d						The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.1 to our Form 8-K filed on November 13, 2024).*†

10.18e						Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.16y to our Form 10-K filed on August 20, 2014).*†

10.18f						Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.16m to our Form 10-K filed on August 25, 2017).*†

10.18g						Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.17l to our Form 10-K filed on August 23, 2019).*†

10.18h						Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.1 to our Form 8-K filed on August 21, 2025).*†

10.18i						Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant).†

10.18j						Form of Performance Share Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.18t to our Form 10-K filed on August 27, 2021).*†

10.18k						Form of Performance Share Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.3 to our Form 10-Q filed on February 4, 2025).*†

10.18l						Form of Non-annual Performance Share Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant).†

10.18m						Form of Restricted Stock Unit Award Agreement for Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.18bb to our Form 10-K filed on August 28, 2020).*†


Exhibit Number						Description

10.18n						Form of Restricted Stock Unit Award Agreement for Employees other than Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.18cc to our Form 10-K filed on August 28, 2020).*†

10.18o						Form of Non-annual Restricted Stock Unit Award Agreement for Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.18dd to our Form 10-K filed on August 28, 2020).*†

10.18p						Form of Restricted Stock Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.21r to our Form 10-K filed on August 20, 2025).*†

10.18q						Form of Non-annual Restricted Stock Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.21s to our Form 10-K filed on August 20, 2025).*†

10.18r						Form of PRGP Non-annual Restricted Stock Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.21t to our Form 10-K filed on August 20, 2025).*†

10.19						$2.5 Billion Credit Facility, dated as of June 7, 2024 among The Estée Lauder Companies Inc., the Eligible Subsidiaries of the Company, as defined therein, the lenders listed therein, and JPMorgan Chase Bank, N.A., as administrative agent (filed as Exhibit 10.1 to our Form 8-K filed on June 7, 2024).*

10.20						Services Agreement, dated January 1, 2003, among Estee Lauder Inc., Melville Management Corp., Leonard A. Lauder, and William P. Lauder (filed as Exhibit 10.2 to our Form 10-Q filed on January 28, 2010).*

10.20a						Amended and Restated Services Agreement, dated as of August 18, 2026, by and among Estee Lauder Inc. and Melville Management Corporation.

10.20b						Agreement of Sublease, dated May 18, 2022, between Editions de Parfums LLC, Sublandlord and Melville Management Corporation, Subtenant (filed as Exhibit 10.21a to our Form 10-K filed on August 24, 2022).*

10.21						Services Agreement, dated November 22, 1995, between Estee Lauder Inc. and RSL Investment Corp. (filed as Exhibit 10.3 to our Form 10-Q filed on January 28, 2010).*

10.22						Agreement of Sublease and Guarantee of Sublease, dated April 1, 2005, among Aramis Inc., RSL Management Corp., and Ronald S. Lauder (filed as Exhibit 10.4 to our Form 10-Q filed on January 28, 2010).*

10.22a						First Amendment to Sublease, dated February 28, 2007, between Aramis Inc. and RSL Management Corp. (filed as Exhibit 10.5 to our Form 10-Q filed on January 28, 2010).*

10.22b						Second Amendment to Sublease, dated January 27, 2010, between Aramis Inc. and RSL Management Corp. (filed as Exhibit 10.6 to our Form 10-Q filed on January 28, 2010).*

10.22c						Third Amendment to Sublease, dated November 3, 2010, between Aramis Inc. and RSL Management Corp. (filed as Exhibit 10.1 to our Form 10-Q filed on February 4, 2011).*

10.22d						Fourth Amendment to Sublease, dated March 4, 2020, between Aramis Inc. and RSL Management Corp. (filed as Exhibit 10.1 to our Form 10-Q filed on May 1, 2020).*

10.23						Form of Art Loan Agreement between Lender and Estee Lauder Inc. (filed as Exhibit 10.7 to our Form 10-Q filed on January 28, 2010).*

10.24						Creative Consultant Agreement, dated April 6, 2011, between Estee Lauder Inc. and Aerin Lauder Zinterhofer (filed as Exhibit 10.1 to our Form 8-K filed on April 8, 2011).*†

10.24a						First Amendment to Creative Consultant Agreement between Estee Lauder Inc. and Aerin Lauder Zinterhofer dated October 28, 2014 (filed as Exhibit 10.23a to our Form 10-K filed on August 20, 2015).*†

10.24b						Second Amendment to Creative Consultant Agreement between Estee Lauder Inc. and Aerin Lauder Zinterhofer effective July 1, 2016 (filed as Exhibit 10.23b to our Form 10-K filed on August 24, 2016).*†

10.24c						Third Amendment to Creative Consultant Agreement between Estee Lauder Inc. and Aerin Lauder Zinterhofer effective July 1, 2021 (filed as Exhibit 10.24c to our Form 10-K filed on August 27, 2021).*†

10.24d						Fourth Amendment to Creative Consultant Agreement between Estee Lauder Inc. and Aerin Lauder Zinterhofer effective July 1, 2024 (filed as Exhibit 10.25d to our Form 10-K filed on August 19, 2024).*†


Exhibit Number						Description

10.25						License Agreement, dated April 6, 2011, by and among Aerin LLC, Aerin Lauder Zinterhofer and Estee Lauder Inc. (filed as Exhibit 10.2 to our Form 8-K filed on April 8, 2011).*

10.25a						First Amendment to the April 6, 2011 License Agreement, dated January 22, 2019, by and among Aerin LLC, Aerin Lauder Zinterhofer and Estee Lauder Inc. (filed as Exhibit 10.1 to our Form 10-Q filed on May 1, 2019).*

10.25b						Second Amendment to the April 6, 2011 License Agreement, dated February 22, 2019, by and among Aerin LLC, Aerin Lauder Zinterhofer and Estee Lauder Inc. (filed as Exhibit 10.2 to our Form 10-Q filed on May 1, 2019).*

19.1						The Estée Lauder Companies Inc. Insider Trading Policies (filed as Exhibit 19.1 to our Form 10-K filed on August 19, 2024).*

21.1						List of subsidiaries.

23.1						Consent of PricewaterhouseCoopers LLP.



24.1						Power of Attorney.

31.1						Certification pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (CEO).

31.2						Certification pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (CFO).

32.1						Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (CEO). (furnished)

32.2						Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (CFO). (furnished)

97.1						The Estée Lauder Companies Inc. Incentive-Based Compensation Recovery Policy (2023 Clawback Policy) (filed as Exhibit 97.1 to our Form 10-K filed on August 19, 2024).*

101.1						The following materials from The Estée Lauder Companies Inc.’s Form 10-K for the year ended June 30, 2026 are formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) the Consolidated Statements of Earnings (Loss), (ii) the Consolidated Statements of Comprehensive Income (Loss), (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows and (v) Notes to Consolidated Financial Statements.

104						The cover page from The Estée Lauder Companies Inc.’s Form 10-K for the year ended June 30, 2026 is formatted in iXBRL.

Incorporated herein by reference.

† Exhibit is a management contract or compensatory plan or arrangement.

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