The following discussion is intended to assist you in understanding our business
and results of operations together with our present financial condition. This
section should be read in conjunction with our historical consolidated financial
statements and notes.
Certain statements in our discussion below are forward-looking statements. These
forward-looking statements involve risks and uncertainties. We caution that a
number of factors could cause actual results to differ materially from those
implied or expressed by the forward-looking statements. Please see "Cautionary
Statement Regarding Forward-Looking Statements."
Overview
Concho Resources Inc. ("Concho," the "Company," "we," "us," and "our") is an
independent exploration and production company. We are one of the largest
operators in the Permian Basin of West Texas and Southeast New Mexico. Concho's
legacy in the Permian Basin provides us a deep understanding of operating and
geological trends, and we are actively developing our resource base by utilizing
large-scale development projects, which include long-lateral wells, enhanced
completion techniques and multi-well pad locations, throughout our operating
areas.
Financial and Operating Performance
Our financial and operating performance for the six months ended June 30, 2020
and 2019 included the following highlights:
•Net loss was $9,712 million ($(49.73) per diluted share) as compared to net
loss of $792 million ($(3.98) per diluted share) for the six months ended
June 30, 2020 and 2019, respectively. The increase in net loss was primarily due
to:
•$6,904 million increase in impairments of our proved oil and natural gas
properties during the six months ended June 30, 2020;
•$2,671 million increase in exploration and abandonments primarily due to
impairments of our unproved oil and natural gas properties during the six months
ended June 30, 2020;
•$1,917 million of impairments of goodwill during the six months ended June 30,
2020;
•$835 million decrease in oil and natural gas revenues primarily due to the
decrease in commodity price realization per Boe (excluding the effects of
derivatives); and
•$520 million change in other income due to an expense of $213 million primarily
due to an impairment to one of our equity method investments during the six
months ended June 30, 2020, as compared to income of $307 million, primarily due
to a gain on the sale of our ownership interest in the subsidiary of one of our
equity method investments during the six months ended June 30, 2019;
partially offset by:
•$2,097 million change in (gain) loss on derivatives, net due to a net gain on
derivatives of $1,255 million during the six months ended June 30, 2020, as
compared to a net loss on derivatives of $842 million in 2019;
•$1,452 million increase in income tax benefits;
•$148 million decrease in depreciation, depletion and amortization expense,
primarily due to the decrease in the depletion rate per Boe; and
•$100 million net gain on disposition of assets primarily due to our
contribution of certain water infrastructure assets in exchange for additional
ownership interests in the entity.
•Average daily sales volumes of 323 MBoe per day during the six months ended
June 30, 2020, as compared to 329 MBoe per day during the same period in 2019.
•Net cash provided by operating activities increased by $123 million to $1,525
million for the six months ended June 30, 2020, as compared to $1,402 million
for the six months ended June 30, 2019.
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Commodity Prices
Our results of operations are heavily influenced by commodity prices. Commodity
prices may fluctuate widely in response to (i) relatively minor changes in the
supply of and demand for oil and natural gas, (ii) market uncertainty and (iii)
a variety of additional factors that are beyond our control. Recently, there has
been a substantial decrease in oil and natural gas prices due in part to
significantly decreased demand as a result of the novel coronavirus ("COVID-19")
pandemic and an oversupply of crude oil driven by a dispute between members of
the Organization of Petroleum Exporting Countries ("OPEC") and Russia over
production cuts. A combination of these factors resulted in the price of oil to
fall below zero to $(37.63) per barrel on April 20, 2020, recovering the
following day to $10.01 per barrel. Oil prices remain volatile due to the
continued impact of and uncertainty surrounding the COVID-19 pandemic. Factors
that may impact future commodity prices, including the price of oil and natural
gas, include but are not limited to:
•the overall global demand for oil and natural gas;
•the domestic and foreign supply of oil and natural gas;
•the overall North American oil and natural gas supply and demand fundamentals,
including:
•the U.S. economy,
•weather conditions, and
•liquefied natural gas ("LNG") deliveries to and exports from the United States;
•economic conditions worldwide, including adverse conditions driven by
political, weather or health events, including, but not limited to, the COVID-19
pandemic;
•the proximity, capacity, cost and availability of pipelines and other
transportation facilities, as well as the availability of commodity processing,
gathering and refining capacity;
•risks related to the concentration of our operations in the Permian Basin of
West Texas and Southeast New Mexico and the level of commodity inventory in the
Permian Basin;
•the level of global crude oil, crude oil products and LNG inventories;
•volatility and trading patterns in the commodity-futures markets;
•political and economic developments in oil and natural gas producing regions,
including Africa, South America and the Middle East;
•the extent to which members of OPEC and other oil exporting nations are able to
influence global oil supply levels;
•changes in trade relations and policies, including the imposition of tariffs by
the United States or China;
•technological advances or social attitudes and policies affecting energy
consumption and energy supply;
•activism or activities by non-governmental organizations to limit certain
sources of capital for the energy sector or restrict the exploration,
development and production of oil and natural gas;
•the effect of energy conservation efforts, alternative fuel requirements and
climate change-related initiatives;
•additional restrictions on the exploration, development and production of oil,
natural gas and natural gas liquids so as to materially reduce emissions of
carbon dioxide and methane greenhouse gases;
•political and economic events that directly or indirectly impact the relative
strength or weakness of the U.S. dollar, on which oil prices are benchmarked
globally, against foreign currencies;
•domestic and foreign governmental regulations, including limits on the United
States' ability to export crude oil, and taxation;
•the cost and availability of products and personnel needed for us to produce
oil and natural gas, including rigs, crews, sand, water and water disposal;
•the quality of the oil we produce; and
•the price, availability and acceptance of alternative fuels.
Although we cannot predict the occurrence of events that may affect future
commodity prices or the degree to which these prices will be affected, the
prices for any commodity that we produce will generally approximate current
market prices in the geographic region of the production. From time to time, we
may hedge a portion of our commodity price risk to mitigate the impact of price
volatility on our business. See Notes 5 and 12 of the Notes to Condensed
Consolidated Financial Statements included in "Item 1. Condensed Consolidated
Financial Statements (Unaudited)" for additional information regarding our
commodity derivative positions at June 30, 2020 and additional derivative
contracts entered into subsequent to June 30, 2020, respectively.
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The following table sets forth the average New York Mercantile Exchange
("NYMEX") oil and natural gas prices for the three and six months ended June 30,
2020 and 2019, as well as the high and low NYMEX prices for the same periods:
                                                                                                                Six Months Ended June
                                                        Three Months Ended June 30,                                      30,
                                                           2020                 2019             2020                 2019
Average NYMEX prices:
Oil (Bbl)                                           $        28.42           $ 59.86          $  37.38          $    57.38
Natural gas (MMBtu)                                 $         1.75           $  2.51          $   1.81          $     2.69

High and Low NYMEX prices:
Oil (Bbl):
High                                                $        40.46           $ 66.30          $  63.27          $    66.30
Low                                                 $       (37.63)          $ 51.14          $ (37.63)         $    45.41

Natural gas (MMBtu):
High                                                $         2.13           $  2.71          $   2.20          $     3.59
Low                                                 $         1.48           $  2.19          $   1.48          $     2.19


Further, the NYMEX oil price and NYMEX natural gas price reached highs and lows
of $41.96 and $39.62 per Bbl and $1.88 and $1.64 per MMBtu, respectively, during
the period from July 1, 2020 to July 27, 2020. At July 27, 2020, the NYMEX oil
price and NYMEX natural gas price were $41.60 per Bbl and $1.73 per MMBtu,
respectively.
We derive a portion of our total natural gas revenues from the value of the
natural gas liquids contained in our natural gas, with the remaining portion
coming from the value of the dry natural gas residue. The average Mont Belvieu
price for a blended barrel of natural gas liquids was $13.13 per Bbl and $20.16
per Bbl during the three months ended June 30, 2020 and 2019, respectively, and
$14.11 per Bbl and $22.15 per Bbl during the six months ended June 30, 2020 and
2019, respectively.
Recent Events and Outlook

2020 dividends. On July 28, 2020, our board of directors approved a cash
dividend of $0.20 per share for the third quarter of 2020 that is expected to be
paid on September 28, 2020 to stockholders of record as of August 7, 2020. Total
cash dividends paid to our stockholders during the six months ended June 30,
2020 were $79 million.
Solaris. In June 2020, we sold certain water infrastructure assets primarily in
Lea County, New Mexico to Solaris Midstream Holdings, LLC ("Solaris") in
exchange for additional ownership interests in the entity. Solaris owns and
operates produced water gathering, transportation, disposal, recycling and
storage infrastructure assets in the Permian Basin. See Note 2 of the Notes to
Condensed Consolidated Financial Statements included in "Item 1. Condensed
Consolidated Financial Statements (Unaudited)" for additional information on
Solaris.
Other events. The COVID-19 pandemic has negatively impacted the global economy,
disrupted global supply chains and created significant volatility and disruption
of financial and commodity markets. In addition, the pandemic has resulted in
travel restrictions, business closures and the institution of quarantining and
other restrictions on movement in many communities. As a result, there has been
a significant reduction in demand for and prices of oil and natural gas, which
has adversely affected our business. The extent of the impact of the COVID-19
pandemic on our operational and financial performance, including our ability to
execute our business strategies and initiatives in the expected time frame, is
uncertain and depends on various factors, including how the pandemic and
measures taken in response to it impact demand for oil and natural gas, the
availability of personnel, equipment and services critical to our ability to
operate our properties and the impact of potential governmental restrictions on
travel, transports and operations. There is uncertainty around the extent and
duration of disruption, including any resurgence, and we expect that the longer
the period of such disruption continues, the greater the adverse impact will be
on our business. The degree to which the COVID-19 pandemic or any other public
health crisis adversely impacts our results will depend on future developments,
which are highly uncertain and cannot be predicted, including, but not limited
to, the duration and spread of the outbreak, its severity, the actions to
contain the virus or treat its impact, its impact on the U.S. and world
economies, the U.S. capital markets and market conditions, and how quickly and
to what extent normal economic and operating conditions can resume.
While crude prices have recovered from recent lows, further recovery in demand
and reductions in global oil inventories will be required to return oil prices
to pre-pandemic and economic slowdown levels. Within the United States, the
combination of producer activity reduction and production curtailments was
sufficient to reduce domestic supply below demand and prevent material
infrastructure operational curtailments from occurring. However, with curtailed
U.S. volumes returning, we may choose to curtail some or all of our estimated
production due to future changes in supply and demand fundamentals.

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Derivative Financial Instruments
Derivative financial instrument exposure. At June 30, 2020, the fair value of
our financial derivatives was a net asset of $537 million. Under the terms of
our financial derivative instruments, we do not have exposure to potential
"margin calls" on our financial derivative instruments. We currently have no
reason to believe that our counterparties to these commodity derivative
contracts are not financially viable. The terms of our credit facility, as
amended and restated ("Credit Facility"), do not allow us to offset amounts we
may owe a lender against amounts we may be owed related to our derivative
financial instruments with such party.
New commodity derivative contracts. After June 30, 2020, we entered into
derivative contracts to hedge additional amounts of estimated future production.
Refer to Note 12 of the Notes to Condensed Consolidated Financial Statements
included in "Item 1. Condensed Consolidated Financial Statements (Unaudited)"
for additional information regarding these commodity derivative contracts.
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Results of Operations
The following table sets forth summary information concerning our production and
operating data for the three and six months ended June 30, 2020 and 2019.
Because of normal production declines, increased or decreased drilling
activities, fluctuations in commodity prices and the effects of acquisitions and
divestitures, the historical information presented below should not be
interpreted as being indicative of future results.
                                                               Three Months Ended                                Six Months Ended
                                                                    June 30,                                         June 30,
                                                              2020              2019             2020               2019
Production and operating data:
Net production volumes:
Oil (MBbl)                                                   18,175           18,726            37,195            37,662
Natural gas (MMcf)                                           65,395           67,104           129,047           130,873
Total (MBoe)                                                 29,074           29,910            58,703            59,474

Average daily production volumes:
Oil (MBbl)                                                      200              206               204               208
Natural gas (MMcf)                                              719              737               709               723
Total (MBoe)                                                    319              329               323               329

Average prices per unit: (a)
Oil, without derivatives (Bbl)                            $   23.66          $ 56.02          $  35.01          $  52.68
Oil, with derivatives (Bbl) (b)                           $   45.74          $ 53.15          $  50.42          $  51.35
Natural gas, without derivatives (Mcf)                    $    0.68          $  1.16          $   0.73          $   1.88
Natural gas, with derivatives (Mcf) (b)                   $    0.88          $  1.22          $   1.06          $   1.89
Total, without derivatives (Boe)                          $   16.31          $ 37.68          $  23.79          $  37.51
Total, with derivatives (Boe) (b)                         $   30.57

$ 36.02 $ 34.28 $ 36.68



Operating costs and expenses per Boe: (a)
Oil and natural gas production                            $    4.37          $  6.31          $   4.96          $   6.09
Production and ad valorem taxes                           $    1.74          $  2.81          $   2.13          $   2.86
Gathering, processing and transportation                  $    1.48          $  0.73          $   1.58          $   0.80
Depreciation, depletion and amortization                  $    9.32          $ 15.96          $  13.54          $  15.86
General and administrative                                $    2.26          $  2.89          $   2.31          $   2.98

(a) Per unit and per Boe amounts calculated using dollars and volumes rounded to thousands.



(b)   Includes the effect of net cash receipts from (payments on) derivatives:

                                                            Three Months Ended                                     Six Months Ended
                                                                 June 30,                                              June 30,
      (in millions)                                     2020                   2019             2020                  2019
      Net cash receipts from (payments on)
      derivatives:
      Oil derivatives                               $    401                $   (54)         $    573          $          (51)
      Natural gas derivatives                             14                      4                43                       1
      Total                                         $    415                $   (50)         $    616          $          (50)

The presentation of average prices with derivatives is a result of including the net cash receipts from (payments on)

commodity derivatives that are presented in our condensed consolidated statements of cash flows. This presentation of

average prices with derivatives is a means by which to reflect the actual cash performance of our commodity derivatives for

the respective periods and presents oil and natural gas prices with derivatives in a manner consistent with the presentation


      generally used by the investment community.






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Oil and natural gas revenues. Revenue from oil and natural gas operations was
$474 million for the three months ended June 30, 2020, a decrease of $653
million (58 percent) from $1,127 million for 2019. Revenue from oil and natural
gas operations was $1,396 million for the six months ended June 30, 2020, a
decrease of $835 million (37 percent) from $2,231 million for 2019. The decrease
was primarily due to the decrease in oil and natural gas prices (excluding the
effects of derivative activities) and production.
Specific factors affecting oil and natural gas revenues include the following:
                                                                                                              Six Months Ended June
                                                      Three Months Ended June 30,                                      30,
                                                         2020                 2019             2020                 2019
Net production volumes:
Oil (MBbl)                                                18,175            18,726            37,195              37,662
Natural gas (MMcf)                                        65,395            67,104           129,047             130,873

Average prices per unit:
Average NYMEX oil price (Bbl)                      $       28.42           $ 59.86          $  37.38          $    57.38
Realized oil price (Bbl)                           $       23.66           $ 56.02          $  35.01          $    52.68
Differential to NYMEX                              $       (4.76)          $ (3.84)         $  (2.37)         $    (4.70)

Average NYMEX natural gas price (MMBtu)            $        1.75           $  2.51          $   1.81          $     2.69
Realized natural gas price (Mcf)                   $        0.68

$ 1.16 $ 0.73 $ 1.88 Average realized natural gas price as a percentage of NYMEX

                                                      39   %            46  %             40  %               70     %


•total oil production for the three and six months ended June 30, 2020 decreased
551 MBbl (3 percent) and 467 MBbl (1 percent), respectively, as compared to the
same periods in 2019 primarily due to the sale of our New Mexico Shelf assets in
2019 and production declines in excess of additional production from wells
completed during 2019 and 2020;
•average realized oil price (excluding the effects of derivative activities)
decreased 58 percent and 34 percent for the three and six months ended June 30,
2020, respectively, as compared to the same periods in 2019. The decrease in
average realized oil price was primarily due to a decrease in the average NYMEX
price, partially offset by the narrowing of the basis differential. The basis
differential (referred to as the "Mid-Cush differential") between the location
of Midland, Texas and Cushing, Oklahoma (settlement location for NYMEX pricing)
for our oil directly impacts our realized oil price. For the three months ended
June 30, 2020 and 2019, the average market Mid-Cush differentials were price
reductions of $0.27 per Bbl and $2.14 per Bbl, respectively. For the six months
ended June 30, 2020 and 2019, the average market Mid-Cush differentials was a
price benefit of $0.27 per Bbl and a price reduction of $3.00 per Bbl,
respectively. Our oil price differential relative to NYMEX excluding the
Mid-Cush differential was $(4.49) per Bbl and $(2.64) per Bbl for the three and
six months ended June 30, 2020, respectively. The difference was primarily due
to a larger negative calendar month average roll price ("CMA Roll"), during the
second quarter of 2020. CMA Roll is the difference between the NYMEX - West
Texas Intermediate calendar-month average price and the physical oil delivery
month price we receive which was impacted by the steepening of the contango
curve for oil during the second quarter;
•total natural gas production for the three and six months ended June 30, 2020
decreased 1,709 MMcf (3 percent) and 1,826 MMcf (1 percent), respectively, as
compared to the same periods in 2019 primarily due to the sale of our New Mexico
Shelf assets in 2019 and production declines in excess of additional production
from wells completed during 2019 and 2020; and
•average realized natural gas price (excluding the effects of derivative
activities) decreased 41 percent and 61 percent for the three and six months
ended June 30, 2020, respectively, as compared to the same periods in 2019. We
derive a portion of our total natural gas revenues from the value of the natural
gas liquids contained in our natural gas, with the remaining portion coming from
the value of the dry natural gas residue. The average Mont Belvieu price for a
blended barrel of natural gas liquids decreased from $20.16 and $22.15 per Bbl
during the three and six months ended June 30, 2019, respectively, to $13.13 and
$14.11 per Bbl during the three and six months ended June 30, 2020,
respectively. In addition, the continued concerns of rising natural gas
production relative to the ability to transport natural gas out of the Permian
Basin resulted in the widening of the price differential for natural gas
residue. These widening natural gas residue differentials negatively impacted
our realized natural gas prices during both the three and six months ended
June 30, 2020 and 2019. The combination of these factors resulted in a realized
natural gas price of 39 percent and 40 percent of the average NYMEX natural gas
price for the three and six months ended
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June 30, 2020, respectively, and 46 percent and 70 percent during the three and
six months ended June 30, 2019, respectively.
Oil and natural gas production expenses. The following table provides the
components of our oil and natural gas production expenses for the three and six
months ended June 30, 2020 and 2019:
                                                          Three Months 

Ended June 30,


                                                         2020                              2019
(in millions, except per unit amounts)           Amount       Per Boe      Amount      Per Boe
Lease operating expenses                        $  125       $ 4.29       $ 177       $ 5.93
Workover costs                                       2         0.08          11         0.38
Total oil and natural gas production expenses   $  127       $ 4.37       $ 188       $ 6.31



                                                          Six Months Ended June 30,
                                                        2020                              2019
(in millions, except per unit amounts)           Amount      Per Boe      Amount      Per Boe
Lease operating expenses                        $ 281       $ 4.79       $ 343       $ 5.76
Workover costs                                     10         0.17         

19 0.33 Total oil and natural gas production expenses $ 291 $ 4.96 $ 362 $ 6.09




Lease operating expenses were $125 million ($4.29 per Boe) for the three months
ended June 30, 2020, which was a decrease of $52 million from $177 million
($5.93 per Boe) during the same period in 2019. Lease operating expenses were
$281 million ($4.79 per Boe) for the six months ended June 30, 2020, which was a
decrease of $62 million from $343 million ($5.76 per Boe) during the same period
in 2019. The decrease was primarily due to the New Mexico Shelf divestiture in
November 2019 and various cost saving initiatives throughout the Company,
partially offset by additional wells successfully drilled and completed during
2019 and 2020. The decrease in lease operating expenses per Boe was primarily
due to the decrease in lease operating expenses noted above.
Workover costs were $2 million ($0.08 per Boe) and $11 million ($0.38 per Boe)
for the three months ended June 30, 2020 and 2019, respectively. Workover costs
were $10 million ($0.17 per Boe) and $19 million ($0.33 per Boe) for the six
months ended June 30, 2020 and 2019, respectively. The decrease in workover
costs was primarily the result of the Company's cost saving initiatives.
Production and ad valorem taxes. The following table provides the components of
our production and ad valorem tax expenses for the three and six months ended
June 30, 2020 and 2019:
                                                   Three Months Ended June 30,
                                                  2020                               2019

(in millions, except per unit amounts) Amount Per Boe Amount


     Per Boe
Production taxes                         $   32        $ 1.10       $  70       $ 2.32
Ad valorem taxes                             19          0.64          14         0.49

Total production and ad valorem taxes $ 51 $ 1.74 $ 84

    $ 2.81



                                                   Six Months Ended June 30,
                                                 2020                              2019

(in millions, except per unit amounts) Amount Per Boe Amount


   Per Boe
Production taxes                         $  88       $ 1.50       $ 140       $ 2.35
Ad valorem taxes                            37         0.63          30         0.51

Total production and ad valorem taxes $ 125 $ 2.13 $ 170

$ 2.86




Production taxes per unit of production were $1.10 per Boe during the three
months ended June 30, 2020, a decrease of 53 percent from $2.32 per Boe during
the same period in 2019. Production taxes per Boe were $1.50 per Boe during the
six months ended June 30, 2020, a decrease of 36 percent from $2.35 per Boe
during the same period in 2019. For the three and six months ended June 30,
2020, our revenue per Boe (excluding the effects of derivatives) decreased 57
percent and 37 percent, respectively, as compared to the same periods in 2019.
The decrease in production taxes per Boe was primarily due
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to lower realized revenue per Boe along with a higher percentage of our total
production originating in Texas, which has a lower tax rate than New Mexico.
Production taxes fluctuate with the market value of our production sold, while
ad valorem taxes are generally based on the valuation of our oil and natural gas
properties at the beginning of the year, which vary across the different areas
in which we operate.

Ad valorem taxes increased $5 million and $7 million during the three and six
months ended June 30, 2020, respectively, as compared to the same periods in
2019, primarily due to additional wells drilled and completed, along with a
higher percentage of our wells located in Texas, which has higher ad valorem tax
rates than New Mexico.
Gathering, processing and transportation costs. The following table shows the
gathering, processing and transportation costs for the three and six months
ended June 30, 2020 and 2019:
                                                           Three Months 

Ended June 30,


                                                          2020                               2019
(in millions, except per unit amounts)             Amount       Per Boe      Amount      Per Boe
Gathering, processing and transportation costs   $   43        $ 1.48       $  22       $ 0.73



                                                               Six Months Ended June 30,
                                                             2020                              2019
    (in millions, except per unit amounts)            Amount      Per Boe      Amount      Per Boe
    Gathering, processing and transportation costs   $  93       $ 1.58       $  48       $ 0.80


Gathering, processing and transportation costs were $43 million ($1.48 per Boe)
for the three months ended June 30, 2020, an increase of 95 percent from $22
million ($0.73 per Boe) during same period in 2019. Gathering, processing and
transportation costs were $93 million ($1.58 per Boe) for the six months ended
June 30, 2020, an increase of 94 percent from $48 million ($0.80 per Boe) during
same period in 2019. The increase in gathering, processing and transportation
costs was primarily due to a marketing contract that began in October 2019 that
requires us to deliver 50,000 barrels of oil per day through September 2024.
Exploration and abandonments expense. The following table provides the
components of our exploration and abandonments expense for the three and six
months ended June 30, 2020 and 2019:
                                                                                                              Six Months Ended June
                                                      Three Months Ended June 30,                                      30,
(in millions)                                            2020                 2019             2020                 2019
Geological and geophysical                         $          2            $     3          $     4          $         9
Unproved impairments and leasehold abandonments               8                 12            2,721                   42
Other                                                         6                  2               10                   13
Total exploration and abandonments                 $         16            

$ 17 $ 2,735 $ 64




Our geological and geophysical expense for the periods presented above primarily
consists of the costs of acquiring and processing subsurface data to better
characterize and develop our resources.
We recorded $8 million and $12 million of unproved impairments and leasehold
abandonments for the three months ended June 30, 2020 and 2019, respectively,
and $2,721 million and $42 million for the six months ended June 30, 2020 and
2019, respectively. Unproved impairments and leasehold abandonments during the
six months ended June 30, 2020 were primarily related to impairments of certain
unproved properties as our future development plans became more uncertain due to
significant declines in commodity prices. See Note 4 of the Notes to Condensed
Consolidated Financial Statements included in "Item 1. Condensed Consolidated
Financial Statements (Unaudited)" for additional information. Leasehold
abandonments during the three months ended June 30, 2020 and 2019 and six months
ended June 30, 2019 were primarily related to certain expiring acreage and
acreage where we had no future plans to drill located primarily in the Delaware
Basin.

Other expense for the periods presented above primarily consists of surface and
title costs on locations that we no longer intend to drill, certain plugging
costs, delay rentals and other exploratory well costs. Other expense for the six
months ended June 30, 2019 was primarily due to the abandonment of one
exploratory well as a result of certain mechanical issues encountered during the
completion of the well that made it unable to produce hydrocarbons.

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Depreciation, depletion and amortization expense. The following table provides
components of our depreciation, depletion and amortization expense for the three
and six months ended June 30, 2020 and 2019:
                                                               Three Months 

Ended June 30,


                                                             2020                               2019
(in millions, except per unit amounts)                Amount      Per Boe      Amount      Per Boe
Depletion of proved oil and natural gas properties   $ 262       $ 9.02       $ 470       $ 15.69
Depreciation of other property and equipment             9         0.29           7          0.25
Amortization of intangible assets                        -         0.01           1          0.02
Total depletion, depreciation and amortization       $ 271       $ 9.32       $ 478       $ 15.96



                                                                          Six Months Ended June 30,
                                                                   2020                                          2019
(in millions, except per unit amounts)                    Amount          Per Boe           Amount          Per Boe

Depletion of proved oil and natural gas properties $ 777 $ 13.24 $ 927 $ 15.58 Depreciation of other property and equipment

                 17             0.29               14             0.25
Amortization of intangible assets                             1             0.01                2             0.03

Total depletion, depreciation and amortization $ 795 $ 13.54 $ 943 $ 15.86



Oil price used to estimate proved oil reserves at
period end                                              $ 43.60                           $ 57.90

Natural gas price used to estimate proved natural gas reserves at period end

$  2.07                           $  3.02


Depletion of proved oil and natural gas properties was $262 million ($9.02 per
Boe) for the three months ended June 30, 2020, a decrease of $208 million (44
percent) from $470 million ($15.69 per Boe) during the same period in 2019.
Depletion of proved oil and natural gas properties was $777 million ($13.24 per
Boe) for the six months ended June 30, 2020, a decrease of $150 million (16
percent) from $927 million ($15.58 per Boe) during the same period in 2019. The
decrease in depletion expense was primarily due to the decrease in depletion
rate per Boe. The decrease in depletion expense per Boe was primarily due to
impairment charges recognized during the first quarter of 2020, as discussed
below, partially offset by certain downward adjustments to our economically
recoverable proved oil and natural gas reserves.
Impairments of long-lived assets. During the six months ended June 30, 2020, we
recognized impairment charges of approximately $7.8 billion attributable to the
decrease in value of our proved oil and natural gas reserves in both the Midland
Basin and Delaware Basin, primarily due to the significant decline in commodity
prices. During the three and six months ended June 30, 2019, we recognized an
impairment charge of $868 million that was primarily attributable to certain
downward adjustments to our economically recoverable proved oil and natural gas
reserves associated with properties in our Yeso field. See Note 4 of the Notes
to Condensed Consolidated Financial Statements included in "Item 1. Condensed
Consolidated Financial Statements (Unaudited)" for additional information on the
fair value assumptions used for long-lived assets.
Impairments of goodwill. At March 31, 2020, we performed a goodwill impairment
test and impaired our entire goodwill balance of $1.9 billion. The impairment
was primarily due to a decline in our market capitalization along with declines
in observable control premiums. See Note 2 of the Notes to Condensed
Consolidated Financial Statements included in "Item 1. Condensed Consolidated
Financial Statements (Unaudited)" for additional information on the impairment
of goodwill.
General and administrative expenses. The following table provides components of
our general and administrative expenses for the three and six months ended
June 30, 2020 and 2019:
                                                      Three Months Ended June 30,
                                                     2020                               2019
(in millions, except per unit amounts)        Amount       Per Boe      Amount      Per Boe
General and administrative expenses         $   52        $ 1.86       $  69       $ 2.25
Less: Operating fee reimbursements              (4)        (0.16)         (4)       (0.14)
Non-cash stock-based compensation               17          0.56          

23 0.78 Total general and administrative expenses $ 65 $ 2.26 $ 88 $ 2.89





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                                                            Six Months Ended June 30,
                                                          2020                              2019

(in millions, except per unit amounts) Amount Per Boe Amount Per Boe

General and administrative expenses $ 108 $ 1.87 $ 140 $ 2.33


      Less: Operating fee reimbursements             (9)       (0.15)      

(8) (0.14)


      Non-cash stock-based compensation              35         0.59       

47 0.79

Total general and administrative expenses $ 134 $ 2.31 $ 179 $ 2.98




Total general and administrative expenses were $65 million ($2.26 per Boe) for
the three months ended June 30, 2020, a decrease of $23 million (26 percent)
from $88 million ($2.89 per Boe) during the same period in 2019. Total general
and administrative expenses were $134 million ($2.31 per Boe) for the six months
ended June 30, 2020, a decrease of $45 million (25 percent) from $179 million
($2.98 per Boe) during the same period in 2019. The decrease in cash general and
administrative expenses was primarily due to lower variable compensation
accruals and lower employee headcount. The decrease in non-cash stock-based
compensation expenses was primarily due to lower employee headcount, the lapse
of restrictions of certain equity awards in July 2019 that were granted in
conjunction with the acquisition of RSP Permian, Inc. and the modification of
certain awards related to our voluntary separation program ("VSP") implemented
in May 2020. The decrease in total general and administrative expenses per Boe
was primarily the result of the decrease in total general and administrative
expenses noted above, partially offset by lower production volumes.
We receive fees for the operation of jointly-owned oil and natural gas
properties during the drilling and production phases and record such
reimbursements as reductions to general and administrative expenses on the
condensed consolidated statements of operations. We earned reimbursements of $4
million during both the three months ended June 30, 2020 and 2019, and $9
million and $8 million during the six months ended June 30, 2020 and 2019,
respectively.

Gain (loss) on derivatives, net. The following table sets forth the net gain
(loss) on derivatives for the three and six months ended June 30, 2020 and 2019:
                                                                                                               Six Months Ended June
                                                       Three Months Ended June 30,                                      30,
(in millions)                                             2020                  2019             2020                2019
Gain (loss) on derivatives, net:
Oil derivatives                                    $         (497)           $   195          $ 1,328          $     (861)
Natural gas derivatives                                       (17)                22              (73)                 19
Total                                              $         (514)           $   217          $ 1,255          $     (842)

The following table represents our net cash receipts from (payments on) derivatives for the three and six months ended June 30, 2020 and 2019:


                                                                                                              Six Months Ended June
                                                      Three Months Ended June 30,                                      30,
(in millions)                                            2020                 2019             2020                 2019
Net cash receipts from (payments on) derivatives:
Oil derivatives                                    $        401            $   (54)         $   573          $       (51)
Natural gas derivatives                                      14                  4               43                    1
Total                                              $        415            $   (50)         $   616          $       (50)


Our earnings are affected by the changes in value of our derivatives portfolio
between periods and the related cash settlements of those derivatives, which
could be significant. To the extent the future commodity price outlook declines
between measurement periods, we will have mark-to-market gains; while to the
extent the future commodity price outlook increases between measurement periods,
we will have mark-to-market losses. See Note 4 of the Notes to Condensed
Consolidated Financial Statements included in "Item 1. Condensed Consolidated
Financial Statements (Unaudited)" for additional information regarding
significant judgments made in classifying financial instruments in the fair
value hierarchy.
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Net (gain) loss on disposition of assets and other. During the three and six
months ended June 30, 2020, we recorded a net gain on disposition of assets of
$107 million and $100 million, respectively, primarily due to a gain of $107
million related to our contribution of certain water infrastructure assets to
Solaris in exchange for additional ownership interests in the entity.
Interest expense. The following table sets forth interest expense, weighted
average interest rates and weighted average debt balances for the three and six
months ended June 30, 2020 and 2019:
                                                                                                            Six Months Ended June
                                                     Three Months Ended June 30,                                     30,
(in millions)                                           2020                 2019             2020                2019
Interest expense, as reported                     $          41           $    48          $    83          $       95
Capitalized interest                                          6                 5               11                   9
Interest expense, excluding impact of capitalized
interest                                          $          47           $ 

53 $ 94 $ 104



Weighted average interest rate - credit facility              -   %           4.3  %           3.0  %              4.4     %
Weighted average interest rate - senior notes               4.4   %           4.4  %           4.4  %              4.4     %
Total weighted average interest rate                        4.4   %           4.4  %           4.4  %              4.4     %

Weighted average credit facility balance          $           -           $   630          $    19          $      567
Weighted average senior notes balance                     4,000             4,000            4,000               4,000
Total weighted average debt balance               $       4,000           $ 

4,630 $ 4,019 $ 4,567




The decrease in interest expense during the three and six months ended June 30,
2020 as compared to the same periods in 2019 was primarily due to the decrease
in the weighted average Credit Facility balance.
Other, net. During the three months ended June 30, 2020, we recorded other
expense of $18 million primarily due to certain charges related to the VSP,
partially offset by equity method investment income of $4 million and certain
reimbursements during the second quarter of 2020. We recognized $30 million of
VSP charges during the second quarter of 2020 and expect to recognize an
additional $6 million during the remainder of 2020. During the six months ended
June 30, 2020, we recorded other expense of $213 million, primarily due to a
$204 million other than temporary impairment of an equity method investment and
certain charges related to the VSP, as mentioned above, partially offset by
certain reimbursements received during 2020 and other income. During the three
and six months ended June 30, 2019, we recorded other income of $303 million and
$307 million, respectively, primarily related to $289 million of cash proceeds
from the sale of our ownership interest in the subsidiary of one of our equity
method investments, Oryx Southern Delaware Holdings, LLC ("Oryx").

Income tax provisions. We recorded an income tax benefit of $132 million and $53
million for the three months ended June 30, 2020 and 2019, respectively, and an
income tax benefit of $1.7 billion and $247 million for the six months ended
June 30, 2020 and 2019, respectively. During the six months ended June 30, 2020,
we recorded impairments of proved and unproved oil and natural gas properties of
$7.8 billion and $2.7 billion, respectively, which caused our deferred tax
balance to change from a net deferred tax liability to a net deferred tax asset,
resulting in a valuation allowance against our deferred tax assets. We
recognized the valuation allowance as an ordinary item in our estimated annual
effective tax rate.
Our effective income tax rates were 23 percent and 35 percent for the three
months ended June 30, 2020 and 2019, respectively, and 15 percent and 24 percent
for the six months ended June 30, 2020 and 2019, respectively. The difference
between the U.S. federal statutory rate of 21 percent and our effective tax rate
for the three and six months ended June 30, 2020 was primarily due to the impact
of the nondeductible goodwill impairment reported discretely and the increase in
valuation allowance, partially offset by state income tax benefits. The
difference between the U.S. federal statutory rate of 21 percent and our
effective tax rate for the three and six months ended June 30, 2019 was
primarily due to research and development credits, net of unrecognized benefits,
recorded in 2019.

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Capital Commitments, Capital Resources and Liquidity
Capital commitments. Our primary needs for cash are for (i) the development,
exploration and acquisition of oil and natural gas assets, (ii) midstream joint
ventures and other capital commitments, (iii) payment of contractual obligations
and (iv) working capital obligations. Funding for these cash needs may be
provided by any combination of internally-generated cash flow, financing under
our Credit Facility, proceeds from the disposition of assets or alternative
financing sources, as discussed in "- Capital resources" below.
2020 capital budget and costs incurred. In March 2020, in response to the
substantial decrease in oil and natural gas prices, we announced that we reduced
our 2020 planned capital expenditures to approximately $1.6 billion from the
original plan of $2.6 billion to $2.8 billion. Based on our current expectations
of commodity prices and cost, we expect to fund our 2020 capital budget
primarily with operating cash flows. However, if we experience sustained
commodity prices lower than our forecasted pricing without sufficient costs
reductions, we may adjust our capital budget to preserve our financial strength.
Our costs incurred on oil and natural gas properties, excluding acquisitions,
during the six months ended June 30, 2020 totaled $888 million. Our capital
expenditures during the six months ended June 30, 2020 were primarily funded
from cash flows from operations.
During the remainder of 2020, we expect to fund our 2020 capital budget with
operating cash flows. The actual amount and timing of our expenditures may
differ materially from our estimates as a result of, among other things, actual
drilling results, the timing of expenditures by third parties on projects that
we do not operate, the costs of drilling rigs and other services and equipment,
regulatory, technological and competitive developments and market conditions. In
addition, under certain circumstances, we may consider increasing, decreasing or
reallocating our capital spending plans.
Other than the customary purchase of leasehold acreage, our capital budgets are
exclusive of acquisitions. We do not have a specific acquisition budget since
the timing and size of acquisitions are difficult to forecast. We evaluate
opportunities to purchase or sell oil and natural gas properties in the
marketplace and could participate as a buyer or seller of properties at various
times. We seek to acquire oil and natural gas properties that provide
opportunities for the addition of reserves and production through a combination
of development, high-potential exploration and control of operations that will
allow us to apply our operating expertise.
2020 dividends. On July 28, 2020, our board of directors approved a cash
dividend of $0.20 per share for the third quarter of 2020 that is expected to be
paid on September 28, 2020 to stockholders of record as of August 7, 2020. Total
cash dividends paid to our stockholders during the six months ended June 30,
2020 were $79 million. We intend to continue to pay a quarterly dividend of
$0.20 per share in the near future; however, any payment of future dividends
will be at the discretion of our board of directors and may be suspended at any
time.
Share repurchase program. In September 2019, we announced that our board of
directors authorized the initiation of a share repurchase program for up to $1.5
billion of our common stock. The share repurchase program may be modified,
suspended or terminated at any time by our board of directors, and we are not
obligated to acquire any specific number of shares.
During January 2020, we repurchased and retired 1,125,906 shares under the
program at an aggregate cost of $100 million. As of June 30, 2020, we had
repurchased and retired a total of 4,426,276 shares since the inception of the
program at an aggregate cost of $350 million.
Acquisitions. The following table reflects our expenditures for acquisitions of
proved and unproved properties for the six months ended June 30, 2020 and 2019:
                                                                           Six Months Ended June 30,
(in millions)                                                                2020                 2019
Property acquisition costs:
Proved                                                                $        17              $     -
Unproved (a)                                                                    7                   13
Total property acquisition costs                                      $        24              $    13

(a) Unproved property acquisition costs relate primarily to budgeted unproved leasehold acreage acquisitions.




Contractual obligations. Our contractual obligations include long-term debt,
cash interest expense on debt, derivative liabilities, asset retirement
obligations, employment agreements with officers, purchase obligations,
operating and finance lease obligations and other obligations. Since
December 31, 2019, there have been no material changes in our contractual
obligations, other than the decrease in our derivative liability which was $10
million at June 30, 2020.
Off-balance sheet arrangements. Currently, we do not have any material
off-balance sheet arrangements.
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Capital resources. Our primary sources of liquidity have been cash flows
generated from (i) operating activities, (ii) borrowings under our Credit
Facility, (iii) asset dispositions and (iv) proceeds from bond and equity
offerings. In March 2020, in response to the substantial decrease in oil and
natural gas prices, we reduced our 2020 planned capital expenditures to
approximately $1.6 billion from the original plan of $2.6 billion to $2.8
billion. Based on our current expectations of commodity prices and costs, we
expect to fund our 2020 capital budget primarily with operating cash flows.
However, if we experience sustained commodity prices lower than our forecasted
pricing without sufficient cost reductions, we may adjust our capital budget
further to preserve our financial strength. At June 30, 2020, we had a cash
balance of $320 million and did not have any borrowings under our Credit
Facility. At June 30, 2020, we had approximately $2.0 billion of unused
commitments under our Credit Facility.
The following table summarizes the changes in our cash and cash equivalents for
the six months ended June 30, 2020 and 2019:
                                                                           Six Months Ended June 30,
(in millions)                                                                2020                2019
Net cash provided by operating activities                              $      1,525           $ 1,402
Net cash used in investing activities                                        (1,088)           (1,473)
Net cash provided by (used in) financing activities                            (187)               71
Net increase in cash and cash equivalents                              $        250           $     -


Cash flow from operating activities. The $123 million increase in operating cash
flows during the six months ended June 30, 2020, as compared to the same period
in 2019, was primarily due to an increase of $666 million in net cash
settlements received from derivatives, lower operating costs and positive
changes in working capital, partially offset by the decrease in oil and natural
gas revenues.
Our net cash provided by operating activities included a benefit of $231 million
and $33 million for the six months ended June 30, 2020 and 2019, respectively,
associated with changes in working capital items. Changes in working capital
items adjust for the timing of receipts and payments of actual cash.
Cash flow from investing activities. Our investing activities consist primarily
of drilling and completion activity, acquisitions and divestitures.
For the six months ended June 30, 2020, our net cash used in investing
activities was $1.1 billion, which consisted primarily of our investment of $868
million for additions to oil and natural gas properties. Additionally, we
completed acquisitions of oil and natural gas properties of $34 million. Our
capital expenditures for the six months ended June 30, 2020 were funded
primarily with cash flows from operations.
For the six months ended June 30, 2019, our net cash used in investing
activities was $1.5 billion, which consisted primarily of our investment of $1.7
billion for additions to oil and natural gas properties. This was partially
offset by $311 million of cash proceeds from asset dispositions primarily due to
$289 million in connection with the sale of our ownership interest in the
subsidiary of Oryx. We used the proceeds of this sale to repay a portion of our
outstanding balance under our Credit Facility. Our capital expenditures for the
six months ended June 30, 2019 were funded with cash flows from operations and
borrowings under our Credit Facility.
Cash flow from financing activities. For the six months ended June 30, 2020, our
net cash used in financing activities was $187 million primarily due to $100
million of common stock repurchases under our share repurchase program and $79
million of dividends paid on our common stock.
For the six months ended June 30, 2019, our net cash provided by financing
activities was $71 million primarily due to $155 million of net borrowings under
our Credit Facility partially offset by $50 million of dividends paid on our
common stock. During the six months ended June 30, 2019, we decreased our book
overdrafts by $16 million.
Advances on our Credit Facility bear interest, at our option, based on:
(i) an alternative base rate ("ABR"), which is equal to the highest of
(a) the prime rate of JPMorgan Chase Bank (3.25 percent at June 30, 2020),
(b) the federal funds effective rate plus 0.5 percent, and
(c) the London Interbank Offered Rate ("LIBOR") plus 1.0 percent; or
(ii) LIBOR.
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Our Credit Facility's interest rates and commitment fees on the unused portion
of the available commitment vary depending on our credit ratings from Moody's
Investors Service, Inc. ("Moody's") and S&P Global Ratings ("S&P"). At our
current credit ratings, LIBOR Rate Loans and Alternate Base Rate Loans bear
interest margins of 150 basis points and 50 basis points per annum,
respectively, and commitment fees on the unused portion of the available
commitment are 25 basis points per annum.
In conducting our business, we may utilize various financing sources, including
the issuance of (i) fixed and floating rate debt, (ii) convertible securities,
(iii) preferred stock, (iv) common stock and (v) other securities. Historically,
we have demonstrated our use of the capital markets by issuing common stock and
senior unsecured debt. There are no assurances that we can access the capital
markets to obtain additional funding, if needed, and at cost and terms that are
favorable to us. We may also sell assets and issue securities in exchange for
oil and natural gas assets or interests in energy companies. Additional
securities may be of a class senior to common stock with respect to such matters
as dividends and liquidation rights and may also have other rights and
preferences as determined from time to time. Utilization of some of these
financing sources may require approval from the lenders under our Credit
Facility.
Liquidity. Our principal source of liquidity is the available borrowing capacity
under our Credit Facility. At June 30, 2020, our commitments from our bank group
totaled $2.0 billion, all of which were unused.
Debt ratings. We receive debt credit ratings from S&P, Moody's and Fitch Ratings
and are designated as investment grade with all three agencies. In determining
our ratings, the agencies perform regular reviews and consider a number of
qualitative and quantitative factors including, but not limited to: the industry
in which we operate, production growth opportunities, liquidity, debt levels and
asset and reserve mix.
A downgrade in our credit ratings could (i) negatively impact our cost of
capital and our ability to effectively execute aspects of our strategy, (ii)
affect our ability to raise debt in the public debt markets, and the cost of any
new debt could be much higher than our outstanding debt and (iii) negatively
affect our ability to obtain additional financing or the interest rate, fees and
other terms associated with such additional financing. Further, if we are unable
to maintain credit ratings of "Ba2" or better from Moody's and "BB" or better
from S&P, the investment grade period under our Credit Facility will
automatically terminate and cause our Credit Facility to once again be secured
by a first lien on substantially all of our oil and natural gas properties and
by a pledge of the equity interests in our subsidiaries. These and other impacts
of a downgrade in our credit ratings could have an adverse effect on our
business, financial condition and results of operations.
As of the filing of this Quarterly Report on Form 10-Q, no changes in our credit
ratings have occurred; however, we cannot be certain that our credit ratings
will not be downgraded in the future.
Book capitalization and current ratio. Our net book capitalization at June 30,
2020 was $11.6 billion, consisting of cash and cash equivalents of $320 million,
debt of $4.0 billion and stockholders' equity of $7.9 billion. Our net book
capitalization at December 31, 2019 was $21.8 billion, consisting of cash and
cash equivalents of $70 million, debt of $4.0 billion and stockholders' equity
of $17.8 billion. Our ratio of net debt to net book capitalization was 31
percent and 18 percent at June 30, 2020 and December 31, 2019, respectively. Our
ratio of current assets to current liabilities was 1.80 to 1.0 at June 30, 2020,
as compared to 0.89 to 1.0 at December 31, 2019.
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Critical Accounting Policies, Practices and Estimates
Our historical condensed consolidated financial statements and related notes to
condensed consolidated financial statements contain information that is
pertinent to our management's discussion and analysis of financial condition and
results of operations. Preparation of financial statements in conformity with
accounting principles generally accepted in the United States requires that our
management make estimates, judgments and assumptions that affect the reported
amounts of assets, liabilities, revenues and expenses, and the disclosure of
contingent assets and liabilities. However, the accounting principles used by us
generally do not change our reported cash flows or liquidity. Interpretation of
the existing rules must be done and judgments made on how the specifics of a
given rule apply to us.
In management's opinion, the more significant reporting areas impacted by
management's judgments and estimates are the choice of accounting method for oil
and natural gas activities, oil and natural gas reserve estimation, asset
retirement obligations, impairment of long-lived assets, valuation of
stock-based compensation, valuation of business combinations, accounting and
valuation of nonmonetary transactions, litigation and environmental
contingencies, valuation of financial derivative instruments, uncertain tax
positions and income taxes.
Management's judgments and estimates in all the areas listed above are based on
information available from both internal and external sources, including
engineers, geologists and historical experience in similar matters. Actual
results could differ from the estimates as additional information becomes known.
There have been no material changes in our critical accounting policies and
procedures during the six months ended June 30, 2020. See our disclosure of
critical accounting policies in "Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations" and "Item 8. Financial Statements
and Supplementary Data" of our Annual Report on Form 10-K for the year ended
December 31, 2019, filed with the Securities and Exchange Commission ("SEC") on
February 19, 2020.
New accounting pronouncements issued but not yet adopted. See Note 2 of the
Notes to Condensed Consolidated Financial Statements included in "Item 1.
Condensed Consolidated Financial Statements (Unaudited)" for information
regarding new accounting pronouncements issued but not yet adopted.
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