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This excerpt taken from the SMG 8-K filed Feb 2, 2005. 5.04 Source of
Stock. Shares of Stock to be purchased
under the Plan may, in the Committees discretion, be newly
issued shares or treasury shares previously acquired by the
Company. Shares of authorized but unissued shares of Stock may
not be delivered under the Plan if the Purchase Price is less
than the par value of the Stock.
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