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EXHIBIT 9.7  Payments to Employees
                                                 Years Required to

                                         Hold Unclaimed Pay, by State


                                   Number of Years
                                       to Hold                  Applicable States
                                         1         Alabama, Alaska, Arizona, Arkansas, Colorado,
                                                    District of Columbia, Florida, Georgia, Montana,
                                                    Nebraska, Nevada, New Hampshire, New Jersey,
                                                    New Mexico, Ohio, Oklahoma, Hawaii, Idaho,
                                                    Indiana, Kansas, Louisiana, Maine, Michigan,
                                                    Minnesota, Rhode Island, South Carolina,
                                                    South Dakota, Tennessee, Utah, Virginia,
                                                   Washington, West Virginia, Wisconsin, Wyoming
                                         2         North Carolina, North Dakota, Vermont
                                         3         California, Connecticut, New York, Iowa,
                                                   Massachusetts, Texas
                                         5         Delaware, Illinois, Maryland, Mississippi, Missouri,
                                                   Oregon
                                         7          Kentucky, Pennsylvania



                              Summary

                              The state-imposed limitations noted in the “Frequency of Payment”
                              section are generally not a problem, since all states allow at least a one-
                              week delay between the termination of a reporting period and required
                              payments to employees. It is much more likely to run afoul of state laws
                              in the area of termination payments, as many states require payments
                              either immediately or within one day to employees who are involun-

                              tarily terminated. Making sure that these payments are made in a timely
                              manner requires tight coordination between the payroll and human
                              resources departments. State laws regarding the remittance of unclaimed




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