Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Introduction
Shamrock Logistics, L.P. (Shamrock Logistics), a Delaware limited partnership and subsidiary of Ultramar Diamond Shamrock Corporation (UDS), was formed to ultimately acquire Shamrock Logistics Operations, L.P.

Shamrock Logistics Operations, L.P. (Shamrock Logistics Operations), a Delaware limited partnership and a subsidiary of Shamrock Logistics, was formed to operate the crude oil and refined product pipeline, terminalling and storage assets of the Ultramar Diamond Shamrock Logistics Business.

UDS, an independent refiner and retailer, owns and operates seven refineries located in Texas, California, Oklahoma, Colorado and Quebec, Canada, and markets its refined products through over 4,500 convenience stores. UDS's refining operations include various pipeline, terminalling, and storage assets that transport crude oil and other raw materials to the refineries and transport refined products from the refineries to terminals for further distribution.

Prior to July 1, 2000, the pipeline, terminalling and storage assets and operations supporting UDS' McKee, Three Rivers and Ardmore refineries were referred to as the Ultramar Diamond Shamrock Logistics Business as if it had existed as a single separate entity from UDS. UDS formed Shamrock Logistics Operations to assume ownership of and to operate the assets of the Ultramar Diamond Shamrock Logistics Business. Effective July 1, 2000, UDS transferred the crude oil and refined product pipelines, terminalling and storage assets and certain liabilities of the Ultramar Diamond Shamrock Logistics Business (predecessor) to Shamrock Logistics Operations (successor). The transfer of assets and certain liabilities to Shamrock Logistics Operations represented a reorganization of entities under common control and was recorded at historical cost.

Effective with the closing of Shamrock Logistics' initial public offering of common units on April 16, 2001, the ownership of Shamrock Logistics Operations was transferred to Shamrock Logistics in exchange for ownership interests (common and subordinated units) in Shamrock Logistics. This transfer also represented a reorganization of entities under common control and was recorded at historical cost.

The following discussion is based on the historical operating results of the consolidated and combined financial statements of Shamrock Logistics, Shamrock Logistics Operations (successor) and the Ultramar Diamond Shamrock Logistics Business (predecessor) as follows:
o consolidated financial statements of Shamrock Logistics and Shamrock Logistics Operations (successor) as of and for the three months ended June 30, 2001;
o combined financial statements of Shamrock Logistics and Shamrock Logistics Operations (successor) as of December 31, 2000 and for the six months ended June 30, 2001; and
o combined financial statements of Shamrock Logistics and the Ultramar Diamond Shamrock Logistics Business for the three and six months ended June 30, 2000. This consolidated and combined financial statement presentation more clearly reflects our financial position and results of operations as a result of the most recent reorganization of entities under common control.

                                              Successor            Predecessor
                                          Three Months Ended       Three Months
                                               June 30,           Ended June 30,
                                                 2001                  2000
                                                 ----                  ----
Statement of Income Data:
Revenues...................................     $ 23,637             $ 23,097
                                                  ------               ------
Operating costs and expenses:
  Operating expenses.......................        7,726                7,863
  General and administrative expenses......        1,331                1,689
  Depreciation and amortization............        3,251                3,116
  Taxes other than income taxes............        1,010                1,368
                                                  ------               ------
     Total operating costs and expenses....       13,318               14,036
                                                  ------               ------

Operating income...........................       10,319                9,061
  Interest expense.........................         (870)                (217)
  Equity income from affiliate.............          907                1,057
                                                   -----               ------
Income before income taxes ................       10,356                9,901
  Benefit for income taxes.................            -               34,374
                                                  ------               ------
Net income.................................     $ 10,356             $ 44,275
                                                  ======               ======

                                               Successor           Predecessor
                                         Three Months Ended   Three Months Ended
                                               June 30,             June 30,
                                                 2001                 2000

                                                  ----                 ----
Crude oil pipelines:
   Dixon to McKee............................    5,724                5,817
   Wasson to Ardmore (both pipelines)........    7,389                7,321
   Ringgold to Wasson........................    3,887                3,546
   Corpus Christi to Three Rivers............    8,256                8,059
   Other crude oil pipelines.................    3,657                3,749
                                                ------               ------
     Total crude oil pipelines...............   28,913               28,492
                                                ------               ------

Refined product pipelines:
   McKee to Colorado Springs to Denver.......    2,138                2,446
   McKee to El Paso..........................    6,597                5,579
   McKee to Amarillo (both pipelines)
     to Abernathy............................    3,028                3,306
   Amarillo to Albuquerque...................    1,116                1,063
   McKee to Denver...........................    1,060                1,110
   Ardmore to Wynnewood......................    5,227                5,294
   Three Rivers to Laredo....................    1,119                1,467
   Three Rivers to San Antonio...............    2,641                2,566
   Other refined product pipelines...........    5,823                6,332
                                                ------               ------
     Total refined product pipelines.........   28,749               29,163

Refined product terminals....................   14,515               15,317
                                                ------               ------

Total throughput.............................   72,177               72,972
                                                ======               ======

Revenues for the quarter ended June 30, 2001 were $23,637,000 as compared to $23,097,000 for the quarter ended June 30, 2000, an increase of 2%, or $540,000. This increase in revenues is primarily due to the following items:

o revenues for the Corpus Christi to Three Rivers crude oil pipeline increased $406,000 primarily due to an increase in the pipeline tariff rate coupled with an increase in throughput. The tariff rate was increased to cover the additional costs (dockage and wharfage fees) associated with operating a marine crude oil storage facility;

o revenues for the McKee to Colorado Springs to Denver refined product pipeline decreased $424,000 due to a 13% decrease in throughput barrels primarily in the Colorado Springs to Denver segment of the pipeline. UDS has supplied the greater demand for refined products in Denver from its Denver refinery, thus decreasing the throughput in the entire pipeline;

o revenues for the McKee to El Paso refined product pipeline increased $557,000 primarily due to an 18% increase in throughput barrels resulting from an increase in UDS' sales into the Arizona market via the connecting common carrier pipeline from El Paso to Phoenix; and

o revenues for the Three Rivers to Laredo refined product pipeline decreased by $179,000 due to a 24% decrease in throughput barrels resulting from the expansion of Pemex's Monterrey refinery that increased the supply of refined products to Nuevo Laredo, Mexico, which is across the border from Laredo, Texas.

Operating expenses decreased $137,000, or 2%, for the quarter ended June 30, 2001 as compared to the quarter ended June 30, 2000 primarily due to the following items:

o during the quarter ended June 30, 2000, the Ultramar Diamond Shamrock Logistics Business (predecessor) recognized a loss of $218,000 due to the impact of volumetric expansions, contractions and measurement discrepancies in our pipelines. Beginning July 1, 2000, the impact of volumetric expansions, contractions and measurement discrepancies in the pipelines is borne by the shippers and is therefore no longer reflected in operating expenses; and

o utility expenses increased by $427,000 due to higher electricity rates in the second quarter of 2001 as a result of higher natural gas costs.

General and administrative expenses decreased 21% for the quarter ended June 30, 2001 as compared to 2000 due to decreased general and administrative costs allocated to us from UDS. Prior to July 1, 2000, UDS allocated approximately 5% of its general and administrative expenses incurred in the United States to its pipeline, terminalling and storage operations to cover costs of centralized corporate functions such as legal, accounting, treasury, engineering, information technology and other corporate services. Effective July 1, 2000, UDS entered into a Services Agreement with us to provide the general and administrative services noted above for an annual fee of $5,200,000, payable monthly. For the three months ended June 30, 2001, general and administrative expenses of $1,331,000 reflect $1,300,000, or one-fourth of the annual fee, less $68,000 reimbursed by partners on jointly-owned pipelines plus $99,000 of public company expenses. For the three months ended June 30, 2000, general and administrative expenses of $1,689,000 reflect $1,813,000, or the 5% allocation of UDS's general and administrative expenses, less $124,000 reimbursed by partners on jointly-owned pipelines.

Interest expense for the quarter ended June 30, 2001 was $870,000 as compared to $217,000 for the same period in 2000. During the second quarter of 2001, we incurred $358,000 of interest expense related to the $107,676,000 of debt due to parent that we assumed on July 1, 2000 and paid off on April 16, 2001. In addition, beginning April 16, 2001, Shamrock Logistics Operations borrowed $20,506,000 under the revolving credit facility resulting in $315,000 of aditional interest expense for the quarter ended June 30, 2001. Interest expense prior to July 1, 2000 relates only to the debt due to the Port of Corpus Christi Authority of Nueces County, Texas. Interest expense subsequent to April 16, 2001 relates to the borrowings under the revolving credit facility and the debt due to the Port of Corpus Christi Authority.

Equity income from affiliate represents the 50% interest in the net income of Skelly-Belvieu Pipeline Company, which operates the Skellytown to Mont Belvieu refined product pipeline. Equity income from affiliate for the quarter ended June 30, 2001 remained comparable to the same period in 2000 as throughput levels in the pipeline were comparable.

Effective July 1, 2000, UDS transferred the assets and certain liabilities of the Ultramar Diamond Shamrock Logistics Business (predecessor) to Shamrock Logistics Operations (successor). As a limited partnership, Shamrock Logistics Operations is not subject to federal or state income taxes. Due to this change in tax status, the deferred income tax liability of $38,217,000 as of June 30, 2000 was written off in the statement of income of the Ultramar Diamond Shamrock Logistics Business (predecessor) for the three months ended June 30, 2000. The resulting net benefit for income taxes of $34,374,000 for the three months ended June 30, 2000, includes the write-off of the deferred income tax liability less the provision for income taxes of $3,843,000 for the three months ended June 30, 2000. The income tax provision for the quarter ended June 30, 2000 was based upon the effective income tax rate for the Ultramar Diamond Shamrock Logistics Business of 38%. The effective income tax rate exceeds the U.S. federal statutory income tax rate due to state income taxes.

Net income for the quarter ended June 30, 2001 was $10,356,000 as compared to $44,275,000 for the quarter ended June 30, 2000. The decrease of $33,919,000 is primarily due to the change in tax status effective July 1, 2000.

                                             Successor            Predecessor
                                             Six Months            Six Months
                                           Ended June 30,        Ended June 30,
                                                2001                  2000
                                                ----                  ----
Statement of Income Data:
Revenues................................     $ 47,059             $ 44,503
                                               ------               ------
Operating costs and expenses:
  Operating expenses....................       15,366               15,458
  General and administrative expenses...        2,503                2,590
  Depreciation and amortization.........        6,489                6,336
  Taxes other than income taxes.........        2,021                2,454
                                               ------               ------
     Total operating costs and expenses.       26,379               26,838
                                               ------               ------

Operating income........................       20,680               17,665
  Interest expense......................       (3,114)                (433)
  Equity income from affiliate..........        1,576                1,926
                                               ------               ------
Income before income taxes .............       19,142               19,158
  Provision for income taxes............            -               30,812
                                               ------               ------
Net income..............................     $ 19,142             $ 49,970
                                               ======               ======

                                                            Successor
                                                --------------------------------
                                                   June 30,       December 31,
                                                    2001             2000
                                                    ----             ----
Balance Sheet Data:
Net property, plant and equipment...............  $ 277,924       $ 280,017
Total assets....................................    324,122         329,484
Long-term debt, including current portion and
   debt due to parent...........................     30,967         118,360
Total partnership equity........................    286,375         204,838

                                              Successor          Predecessor
                                           Six Months Ended   Six Months Ended
                                               June 30,           June 30,
                                                 2001               2000
                                                 ----               ----
Crude oil pipelines:
   Dixon to McKee...........................    11,183              11,626
   Wasson to Ardmore (both pipelines).......    14,782              13,694
   Ringgold to Wasson.......................     6,798               4,979
   Corpus Christi to Three Rivers...........    16,229              15,701
   Other crude oil pipelines................     7,669               7,515
                                               -------             -------
     Total crude oil pipelines..............    56,661              53,515
                                               -------             -------

Refined product pipelines:
   McKee to Colorado Springs to Denver......     4,399               4,030
   McKee to El Paso.........................    12,355              11,437
   McKee to Amarillo (both pipelines)
     to Abernathy...........................     6,874               6,831
   Amarillo to Albuquerque..................     2,292               2,252
   McKee to Denver..........................     2,141               2,169
   Ardmore to Wynnewood.....................    10,714              10,114
   Three Rivers to Laredo...................     2,204               2,970
   Three Rivers to San Antonio..............     5,096               4,986
   Other refined product pipelines..........    11,246              12,133
                                               -------             -------
     Total refined product pipelines........    57,321              56,922

Refined product terminals...................    29,618              30,654
                                               -------             -------

Total throughput............................   143,600             141,091
                                               =======             =======

Revenues for the six months ended June 30, 2001 were $47,059,000 as compared to $44,503,000 for the six months ended June 30, 2000, an increase of 6%, or $2,556,000. This increase in revenues is primarily due to the following items:

o revenues for the Ringgold to Wasson and the Wasson to Ardmore crude oil pipelines increased $752,000 due to a combined 16% increase in throughput barrels, resulting from UDS purchasing greater quantities of crude oil from third parties near Ringgold instead of gathering crude oil barrels near Wasson. In March 2001, UDS sold its Oklahoma crude oil gathering operation;

o revenues for the Corpus Christi to Three Rivers crude oil pipeline increased $668,000 primarily due to an increase in the pipeline tariff rate coupled with an increase in throughput. The tariff rate was increased to cover the additional costs (dockage and wharfage fees) associated with operating a marine crude oil storage facility;

o revenues for the McKee to Colorado Springs to Denver refined product pipeline increased $797,000 due to a 9% increase in throughput barrels primarily in the Colorado Springs to Denver segment of the pipeline in the first quarter of 2001. Since completing the expansion of the McKee to Colorado Springs segment of the pipeline, UDS has supplied the greater demand for refined products in Denver from its McKee refinery, especially turbine fuel which is not produced at the Denver refinery. In the second quarter of 2001, less turbine fuel was transported to Denver as adequate supplies were on hand at the Denver refined product terminal;

o revenues for the McKee to El Paso refined product pipeline increased $489,000 primarily due to an 8% increase in throughput barrels resulting from an increase in UDS' sales into the Arizona market;

o revenues for the Three Rivers to Laredo refined product pipeline decreased by $394,000 due to a 26% decrease in throughput barrels resulting from the expansion of Pemex's Monterrey refinery that increased the supply of refined products to Nuevo Laredo, Mexico, which is across the border from Laredo, Texas;

o revenues for the Ardmore to Wynnewood refined product pipeline remained comparable with the first six months of 2000 even though throughput barrels increased 6%. The tariff rate for the Ardmore to Wynnewood refined product pipeline varies depending upon the ultimate destination to which the refined products are shipped over the connecting common carrier pipeline. In the first six months of 2001, refined products were transported over short distances, reducing revenues in 2001; and

o revenues for the refined product terminals increased $225,000 primarily due to an increase in the terminalling fee charged at our marine-based refined product terminals. The terminalling fee was increased to cover the additional costs (dockage and wharfage fees) associated with operating a marine refined product storage facility.

Operating expenses decreased $92,000, or less than 1%, for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000 primarily due to the following items:

o during the six months ended June 30, 2000, the Ultramar Diamond Shamrock Logistics Business recognized a loss of $916,000 due to the impact of volumetric expansions, contractions and measurement discrepancies in our pipelines. Beginning July 1, 2000, the impact of volumetric expansions, contractions and measurement discrepancies in the pipelines is borne by the shippers and is therefore no longer reflected in operating expenses;

o utility expenses increased by $1,379,000 due to higher electricity rates in the first six months of 2001 as a result of higher natural gas costs; and

o other operating expenses decreased due to lower rental expenses for fleet vehicles, satellite communications and safety equipment as a result of more favorable leasing arrangements.

General and administrative expenses decreased 3% for the six months ended June 30, 2001 as compared to 2000 due to decreased general and administrative costs allocated to us from UDS. Prior to July 1, 2000, UDS allocated approximately 5% of its general and administrative expenses incurred in the United States to its pipeline, terminalling and storage operations to cover costs of centralized corporate functions such as legal, accounting, treasury, engineering, information technology and other corporate services. Effective July 1, 2000, UDS entered into a Services Agreement with us to provide the general and administrative services noted above for an annual fee of $5,200,000, payable monthly. For the six months ended June 30, 2001, general and administrative expenses of $2,503,000 reflect $2,600,000, or one-half of the annual fee, less $196,000 reimbursed by partners on jointly-owned pipelines plus $99,000 of public company expenses. For the six months ended June 30, 2000, general and administrative expenses of $2,590,000 reflect $2,839,000, or the 5% allocation of UDS's general and administrative expenses, less $249,000 reimbursed by partners on jointly-owned pipelines.

Interest expense for the six months ended June 30, 2001 was $3,114,000 as compared to $433,000 for the same period in 2000. During the period from January 1, 2001 to April 16, 2001, we incurred $2,512,000 of interest expense related to the $107,676,000 of debt due to parent that we assumed on July 1, 2000 and paid off on April 16, 2001. In addition, beginning April 16, 2001, Shamrock Logistics Operations borrowed $20,506,000 under the revolving credit facility resulting in $315,000 of additional interest expense for the quarter ending June 30, 2001. Interest expense prior to July 1, 2000 relates only to the debt due to the Port of Corpus Christi Authority of Nueces County, Texas. Interest expense subsequent to April 16, 2001 relates to the borrowings under the revolving credit facility and the debt due to the Port of Corpus Christi Authority.

Equity income from affiliate for the six months ended June 30, 2001 decreased $350,000, or 18% as compared to the same period in 2000 due to a 16% decrease in throughput barrels in the Skellytown to Mont Belvieu refined product pipeline. The decreased throughput in the first six months of 2001 is due to both UDS and Phillips Petroleum Company utilizing greater quantities of natural gas to run their refining operations instead of selling the natural gas to third parties in Mont Belvieu.

Effective July 1, 2000, UDS transferred the assets and certain liabilities of the Ultramar Diamond Shamrock Logistics Business (predecessor) to Shamrock Logistics Operations (successor). As a limited partnership, Shamrock Logistics Operations is not subject to federal or state income taxes. Due to this change in tax status, the deferred income tax liability of $38,217,000 as of June 30, 2000 was written off in the statement of income of the Ultramar Diamond Shamrock Logistics Business (predecessor) for the six months ended June 30, 2000. The resulting net benefit for income taxes of $30,812,000 for the six months ended June 30, 2000, includes the write-off of the deferred income tax liability less the provision for income taxes of $7,405,000 for the six months ended June 30, 2000. The income tax provision for the six months ended June 30, 2000 was based upon the effective income tax rate for the Ultramar Diamond Shamrock Logistics Business of 38%. The effective income tax rate exceeds the U.S. federal statutory income tax rate due to state income taxes.

Net income for the six months ended June 30, 2001 was $19,142,000 as compared to $49,970,000 for the six months ended June 30, 2000. The decrease of $30,828,000 is primarily due to the change in tax status effective July 1, 2000. The increase in revenues resulting from higher throughput barrels in our pipelines is offset by the increase in interest expense for the first six months of 2001 as compared to 2000.

Three Rivers Refinery Fire
On July 9, 2001, UDS's 95,000 barrel per day capacity Three Rivers refinery was shut down due to a fire in the 7,000 barrel per day alkylation unit at the refinery. UDS' management expects that the alkylation unit will be shut down for approximately eight weeks. The majority of refinery units were restarted on August 6th and processing levels are expected to increase to full capacity by August 31, 2001. UDS plans to operate the Three Rivers refinery at reduced rates during the alkylation unit shut down, thus volumes of crude oil transported to and refined product tranported from the refinery will be lower. Our management does not expect that the lower production at the refinery will significantly impact our results of operations in the third quarter of 2001 as UDS is transporting refined products from other locations using our pipelines.

Liquidity and Capital Resources

Financing
On December 15, 2000, Shamrock Logistics Operations entered into a $120,000,000 revolving credit facility with The Chase Manhattan Bank and other lenders. The revolving credit facility expires on January 15, 2006 and borrowings under the revolving credit facility bear interest at either the alternative base rate or the LIBOR rate at the option of Shamrock Logistics Operations. The revolving credit facility requires that Shamrock Logistics Operations maintain certain financial ratios and other restrictive covenants, including a prohibition on distributions by Shamrock Logistics Operations if any default, as defined in the revolving credit facility, exists or would result from the distribution. Management believes that Shamrock Logistics Operations is in compliance with all of these ratios and covenants.

In conjunction with the initial public offering of our common units on April 16, 2001, Shamrock Logistics Operations borrowed $20,505,900 under the revolving credit facility. See discussion below related to the initial public offering and use of proceeds.

Our ability to complete future debt and equity offerings and the timing of any such offerings will depend upon various factors including prevailing market conditions, interest rates and our financial condition.

Proceeds received:
  Sale of common units............................       $ 126,787,500
  Borrowing under the revolving credit facility...          20,505,900
                                                          ------------
     Total proceeds...............................         147,293,400
                                                           -----------

Use of proceeds:
  Underwriters' commissions.......................           8,875,100
  Professional fees and other offering costs......           6,000,000
  Debt issuance costs.............................             435,700
  Repayment of debt due to parent.................         107,676,200
  Reimbursement of capital expenditures...........          20,517,000
                                                          ------------
     Total use of proceeds........................         143,504,000
                                                           -----------

     Net proceeds.................................      $    3,789,400
                                                          ============

The net proceeds $3,789,400 were used for working capital and general corporate purposes.

Equity
On July 19, 2001, we declared a quarterly partnership distribution of $0.5011 per unit payable on August 14, 2001 to unitholders of record on August 1, 2001.

Capital Requirements
The pipeline, terminalling and storage business is capital-intensive, requiring significant investments to upgrade or enhance existing operations and to meet environmental regulations. Our capital expenditures consist primarily of:
o maintenance capital expenditures, such as those required to maintain equipment reliability and safety and to address environmental regulations; and
o expansion capital expenditures, such as those to expand and upgrade pipeline capacity and to construct new pipelines, terminals and storage facilities to meet UDS' needs. In addition, expansion capital expenditures will include acquisitions of pipelines, terminals or storage assets owned by UDS or other third parties. We expect to fund our capital expenditures from cash provided by operations and to the extent necessary, from proceeds of borrowings under the revolving credit facility.

During the six months ended June 30, 2001, we incurred maintenance capital expenditures of $1,843,000 primarily related to tank upgrades at the refined product terminals and cathodic (corrosion) protection upgrades for both refined product and crude oil pipelines. Also during the six months ended June 30, 2001, we incurred $2,403,000 for various expansion capital expenditures, including $1,813,000 for rights of way related to the expansion of the Amarillo to Albuquerque refined product pipeline and $280,000 for the expansion of the McKee to Colorado Springs refined product pipeline. The rights of way amount is net of Phillips Petroleum Company's 50% share of such cost.

On July 1, 2001, we exercised our option to acquire the Southlake refined product terminal located in Dallas, Texas from UDS for $5,600,000. We used available cash on hand to acquire the terminal.

Currently, we intend to exercise our option to purchase the Ringgold crude oil storage facility in the third quarter of 2001 at a cost of $6,500,000 and the Wichita Falls to McKee crude oil pipeline and storage facility by the first quarter of 2002 at a cost of $64,000,000, upon completion of construction. We intend to fund these acquisitions with borrowings under our revolving credit facility.

We anticipate that we will continue to have adequate liquidity to fund future recurring operating, investing and financing activities. Cash distributions are expected to be funded with internally generated cash.

UDS Plan of Merger
On May 7, 2001, UDS announced that it had agreed to be acquired by Valero Energy Corporation for total consideration of approximately $4.0 billion plus the assumption of all outstanding debt of approximately $2.0 billion. Under the terms of the agreement and plan of merger, UDS shareholders will receive, for each share of UDS common stock they hold, at their election, cash, Valero common stock or a combination of cash and Valero common stock, having a value equal to the sum of $27.50 plus 0.614 shares of Valero common stock (based on the average Valero common stock price over a ten trading-day period ending three days prior to closing). The merger has been approved by the board of directors of both companies; however, closing of the transaction is subject to regulatory reviews and the approval of the shareholders of both companies. The merger is expected to close in the fourth quarter of 2001.

Valero Energy Corporation owns and operates seven refineries in Texas, Louisiana, New Jersey and California with a combined throughput capacity of more than 1.1 million barrels per day. Valero markets its gasoline, diesel and other refined products in 34 states through a bulk and rack marketing network and, in California, through approximately 350 retail locations. Once the merger is completed, Valero will become the ultimate parent of Riverwalk Logistics, our general partner. In addition, Valero will become the obligor under the various agreements UDS has with us, including the Services Agreement and the Pipeline and Terminals Usage Agreement.

Certain Forward-Looking Statements

This quarterly report on Form 10-Q contains certain "forward-looking" statements as such term is defined in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Act of 1934, and information relating to us that is based on the beliefs of management as well as assumptions made by and information currently available to management. When used in this report, the words "anticipate," "believe," "estimate," "expect," and "intend" and words or phrases of similar expressions, as they relate to us or management, identify forward-looking statements. Such statements reflect the current views of management with respect to future events and are subject to certain risks, uncertainties and assumptions relating to the operations and results of operations, including as a result of competitive factors and pricing pressures, shifts in market demand and general economic conditions and other factors.

Should one or more of these risks or uncertainties materialize, or should any underlying assumptions prove incorrect, actual results or outcomes may vary materially from those described herein as anticipated, believed, estimated, expected or intended.