The Kinda, Sorta, But Not Really Secret History of Sam & Max: Freelance Police

04 May, 2011

A few years after the cancellation Sam & Max Freelance Police (and after Telltale had produced their seasons of the franchise) we posted this cumbersome compilation that more or less houses all known information related to the game's development and cancellation.

The history of Sam & Max Freelance Police is very painful. In late summer 2002, LucasArts announced they were making a sequel to the classic adventure game Sam & Max Hit the Road. The announcement was a particularly pleasant surprise for two reasons. For one, LucasArts seemed to had given up on adventure games entirely, its last release being Escape from Monkey Island in 2000. With Sam & Max 2 and Full Throttle II (the latter admittedly being an action/adventure hybrid), LucasArts seemed to be finally showing some love to its legacy, and president Simon Jeffery was making good on his pledge to bring the company's slate of Star Wars games versus non to an approximate ratio of 50/50.

Such a balance had been unheard of since The Phantom Menace, a film which the company endlessly capitalized on by producing almost nothing but crass cash-grabs for years. The strategy brought easy revenue, but the monotony silently cost key creative talent while the strength of a ubiquitous brand relieved marketing of any real risk of failure and by some accounts dramatically lowered competency standards for internal management.

The other reason fans were caught off-guard was that this announcement came soon after the bankruptcy of Infinite Machine, who had been working on an unrelated, console Sam & Max title called Sam & Max Plunge Through Space, thus leaving the characters' fan base particularly unsuspecting of any good news. As Purcell would recall in a 2007 interview:

Steve Purcell

I believe it was shortly after the news that Infinite Machine was folding up that I got a call from LucasArts. The idea of revisiting Sam & Max was floating around LucasArts but they didn't want to approach me as long as Infinite Machine's game was alive. Since I already had a job at Pixar, the idea that Mike Stemmle (Hit the Road co-designer) would be leading the project made it even more appealing.

LucasArts would go on to release two early renders, some concept art, and a teaser trailer. Here's an archive of the content-sparse official web site. At E3 2003, we published a preview of the game that could do little more than enumerate those meager assets. Adventure Gamers emerged from the expo with a good interview with Stemmle, who said of the game's progress at the time:

Mike Stemmle

We're deep in pre-production, and can see the looming specter of production on the horizon. We know what all of our sets and characters look like, we know how most of our mini-games and puzzles work, and we've written all of our significant cut-scenes. Now we just have to get our technological ducks lined up and pull the trigger. Repeatedly.

For almost a year little news about Freelance Police came to light; still, adventure lovers waited in eager anticipation, hoping for a worthy successor to a classic title. There were a few worries when troubled sister production Full Throttle: Hell On Wheels, another sequel to a classic adventure title, was cancelled in late 2003. With its collapse, Sean Clark ended up re-assigned to the Freelance Police project for the final stretch, reuniting the original game's project leaders. LucasArts assured the press that Sam & Max 2 was still on schedule. Indeed, production had been progressing well and quality concerns never seemed to be in play. As Stemmle reflected:

Mike Stemmle, April 2010

Speaking purely from the development perspective, Freelance Police was definitely one of the smoothest projects I was involved with at LucasArts, due in no small part to the veteran, drama-free team our producer, Dan Connors, assembled. That’s not to say that there weren’t behind-the-scenes tussles about how to market the game, but they never really seemed to be boiling up to the level of cancellation.

Finally, in February 2004, a mild wave of press arrived with the first in-game screenshots and a few more details, among them the confirmation that the game was going to be in real-time 3D in addition to being point-and-click, a welcome return to a control style abandoned in Grim Fandango and Escape from Monkey Island. This brand new game engine was apparently cobbled together from elements of the Full Throttle II, Gladius, RTX: Red Rock and Star Wars: Obi-Wan engines. Fans' excitement for the project seemed to be at an all-time high.

Then, in early March, LucasArts issued a press release announcing abruptly that Freelance Police was canceled, basically because the management didn't think adventure games could sell. The company's actions indicated it was abandoning the genre entirely, despite the fact that for over 15 years it had given birth to many of the greatest adventures in existence. Fans were left shocked and angry at the decision, and believed this signaled the death knell of LEC's visionary spirit from years past. Even Steve Purcell, creator of Sam & Max, was stunned, confirming that production on Freelance Police had been going well:

Steve Purcell

LucasArts' sudden decision to stop production on Sam & Max is mystifying. Sam & Max was on schedule and coming together beautifully.

I couldn't have been more pleased with the quality of the writing, gameplay, hilarious animation and the gorgeous 3D world that Mike Stemmle's team has created. The rug has been pulled out from under this brilliant team who've so expertly retooled Sam & Max for the 21st century.

I'm extremely frustrated and disappointed especially for the team who have devoted so much effort and creativity to Sam & Max. It's a shame to think that their accomplishments, as well as the goodwill that has been growing in the gaming press toward this project, will all go to waste due to this shortsighted decision.

Thanks everyone, for continuing to make your feelings known.

In a retrospective of their own that Telltale Games published as part of their "Summer of Sam & Max" article series in 2007 (also a decent source for info on the Infinite Machine game, if you're interested) after their resurrection of the franchise, Freelance Police's demise was chronicled as thus:

Production seemed to be going well, but in March 2004, Freelance Police was unexpectedly cancelled. "I can still remember the chill that went down my spine when our marketing department informed me that the entire population of European adventure game players had, over the course of less than three months, died," says Stemmle. "You'd think a massacre of such proportions would've been reported more widely." LucasArts officially attributed the decision to "current marketplace realities" and "underlying economic conditions" and, in one fell swoop, caused Sam & Max fans around the world to weep. Openly.

Steve remembers getting a cryptic email from Mike asking him to stop by the office. "Of course that was right at the moment when things had seemed to be cruising along without a hitch. That's how that kind of thing always seems to go." So how did Steve feel about the cancellation? "I've worked on projects that have gotten cancelled before so I think I took it pretty well. I felt worse for the crew, who had a lot more of their time invested than me. I knew that the public might auttomatically assume the game had been in trouble so I issued an official comment to let fans know the game itself was in good shape--that the decision was strictly a marketing choice."

Ironically, immediately after the sequel's cancellation, several new screenshots turned up, and computer-gaming magazines published favorable previews of it for their already-printed April issues, which also revealed the slightly revised release window of Fall 2004. Even more hysterically, a LucasArts recruitment ad included in the April issue of Game Informer magazine starred the characters.

Notably little was known about the game story-wise despite how long it had been production, although Purcell would later allude to a "Sub-Arctic penguin god" for the overarching narrative, which would also involve Sam and Max's rough 'n tumble gumshoe neighbor Flint Paper, a character from the comics with a much heavier role in this game than his voice-only appearance in Hit the Road.

Considering the April previews and a second-hand Stemmle report that a new trailer was on the way, it seems possible that the axe was dropped not long before the hype machine was supposed to kick into high gear. This would-be marketing effort was one that the company, accustomed to the reliability of a brand name and reeling from a recent string of failed original titles, was undoubtedly trepidatious about given the niche genre and cult-like popularity of the characters. It also supports the impression that the game's cancellation was as sudden internally as it was from the fans' point of view.

We do know that the game was comprised of six separate cases for Sam and Max to solve that also tied into a "thrilling uber-plot," which makes it sound similar structurely to Telltale Games' later seasonal approach. In fact, rumors circulating back when Freelance Police was announced that it was considered for downloadable episodic releases have since been confirmed. It seems the team pitched this (at the time) novel approach while LucasArts management preferred to go the traditional retail route. Oh, the heartbreaking irony. Some form of digital distribution remained hinted at even late in the game's life - check out this interesting quote from the February '04 PC Gamer magazine:

Mike Stemmle

We're planning to have several types of new content available shortly after we ship the boxed version. Bonus content will include everything from new power-ups to new mini-games...and maybe even entirely new interactive Sam & Max cases you can download. Our fans will just have to wait and see what we have in store for them...

In December of 2003 LucasArts had posted an online survey with an emphasis on Sam & Max that included questions about customers' feelings toward buying downloadable content, which would agree with the above information and which retrospectively declares itself as quite ominous. (Were the survey's results used as ammunition for the Sales Department's more cynical convictions?) That month also saw the release of the enjoyable but financially doomed Armed & Dangerous, and a special preview disc for that game, available exclusively to Gamestop pre-order customers, featured a Windows XP compatible version of the original Sam & Max Hit the Road (with an unfortunate audio defect) among other goodies.

As the E3 trailer suggested, Freelance Police would have featured the return of Bill Farmer and Nick Jameson as the voices of Sam and Max, and it is known that at least some of the in-game voice work had been completed before production was unceremoniously halted. As a result of the game's technical nonexistence, every voiced incarnation of Sam & Max - Hit the Road, the animated series, and the episodes that Telltale makes - has different voices for the duo, all of which were given Purcell's blessing. Just as an interesting side note, to date Sam has been voiced by three different actors, and Max five - not bad for semi-obscure comic strip characters.

We also know that there were going to be a whopping 19 minigames throughout the cases (some woven into the story, some not) that promised to be "ten times more insane" than those in Hit the Road including (And all this is lifted directly from various interviews):

  • Jump, Jive, and Flail - Applying everything movies have ever taught them about gangs, Sam and Max challenge a street gang of unruly teens to a dance-off in this rhythmn game.
  • Rink-a-Dink-a-Doom - During the climax of a case, Sam and Max face off against a honked-off beauty contestant (and her hired flunkies) in an ice-themed destruction derby called Rink-a-Dink-a-Doom.
  • Back-a-Rat - An "indescribably weird" mini-game that is a sort of sequel to Hit the Road's Whack-a-Rat.
  • An unknown minigame in the space station case that involved shaking a genetically altered lab rat.

Stealing from the same interview, it was also revealed that most of the mini-games, once unlocked, would be replayable via the Gytgo, a techno-organic monstrosity that has nested in Sam's pocket (and which can be seen in some of the released screenshots). The Gytgo is a hypercute sentient handheld gaming organism that gave the player the ability to replay the mini-games encountered by Sam and Max, complete with new levels and power-ups.

When the first in-game screenshots reached fans in the form of blurry magazine scans, it caused a minor online debate about whether the graphics were pre-rendered or completely 3D (as official sources had previously suggested, but which be a first for the studio's adventure games). Mike Stemmle, a mere weeks before the bombshell, clarified the game's tech to quell what could only be described as an almost barely notable fan brawl:

Mike Stemmle

Actually, it's full motion video with a toon shader; you just can't tell from those scanned screenshots you've been seeing. What's missing from those shots is the surround smell technology and the motion-captured animation of a naked midget in a rabbit costume.

Kidding.

For the record, Sam & Max Freelance Police uses an honest-to-George real-time 3D renderer. Its so-pretty-it-must-be-pre-rendered look is achieved via a precarious balance of shaders, bump maps, lightmaps, and a little thing we like to call sweet, sweet lovin.

A few vague story threads for individual cases are known. In one case, Sam and Max visit a space station built by the "third-rate" countries of the world, and do battle with a rogue artificial intelligence made out of tortilla chips. In another, Sam and Max pose as members of a street gang to put the kibosh on an unexpected outbreak of gang warfare at a high-school dance (which leads into the "Jump, Jive, and Flail" mini-game). Another took place at the Burning Max festival with naked hippies roaming around with their crotches blurred out and pugel-stick fighting on the moving ears of the enormous wicker Max. And here's what some team members had to say when canvassed for anecdotes about the game's production:

Mike Stemmle

Funny things were always happening. During one meeting, the artists were showing off the latest animations and characters from an episode revolving around a 'Burning Max' festival, which featured, among other things, copious nudity. Unbeknownst to me, one of the many buck-naked models crafted by our cheeky modelers was none other than yours truly. Now, back then I was a lot of things, but an attractive naked man I was not. Soon afterwards, a video clip of my cartoonish naked form doing a sultry dance on the grounds of the festival was making its way through the halls of LucasArts. Although I've since tracked down and obliterated most of these videos, I keep one on my hard drive at home as a reminder me to stick with my diet.

Steve Purcell

Once I had submitted a notes pass on one of Mike's scripts. He emailed me that he read one joke out of context and didn't think much about it but once he figured out where it fit in the game he nearly horked milk out his nose. That pleased me quite a bit. I loved receiving funny animation cycles of this or that like an endless jumping Max. I'd keep them on my laptop and surreptitiously show them around, proudly, as if they were baby pictures.

Graham Annable

One thing I can tell you is that Mike Stemmle had the ability to launch into random show tunes at any given time on the project. It was one of the more interesting aspects of our team meetings. You never knew when it was going to hit.

Dan Connors

My favorite part of the game was the third episode where Sam and Max confront the arch nemeses they never realized they had. These nemeses were two humans who were also an imitation of Sam and Max. Anyway we were casting for the voice parts and Stemmle had the brilliant idea to cast the Sam and Max from the cartoon series to play the arch nemeses. Well unfortunately budget restraints kept us from actually hiring those guys but that would have been so cool. What we did do was have Nick Jameson and Bill Farmer play the arch nemeses but have them switch parts which was funny as well.

Oh and Max['s voice actor, Nick Jameson] was once in the band FogHat.

Jon Sgro

I once successfully shot a basketball over eight cubicles and through a series of ceiling pipes. True story.

Speaking of the team members, many of them went on to form or join Telltale Games. Here's the list of the Freelance Police teamsters we're aware of and their relationship to Telltale's ongoing Sam & Max series, though note that Telltale also includes many former LucasArts developers who did not happen to work on Freelance Police:

Director, Michael Stemmle: Was a good friend of the company before finally joining it in 2008 as a designer. His work includes the studio's third season of Sam & Max games.

Designer/Programmer/Writer, Brendan Ferguson: Telltale's earliest designer/writer, he was on team of all their Sam & Max seasons in that capacity until his departure.

Lead Artist, Derek Sakai: He eventually joined Telltale as an Art Director and was on the team of their third season of Sam & Max games.

Lead Programmer, Kevin Bruner: He is a founder and the CTO of Telltale, and is largely responsible for the tech that powers all of Telltale's games, including the Sam & Max episodes, for which he also serves as an Executive Producer.

Lead Animator, Graham Annable: He was an early employee of Telltale and served as Creative Director and animator before leaving, and he remains a friend of the company. He did some animation work for at least their very first Sam & Max episode.

Programmer, Randy Tudor: Became a programmer at Telltale, and served as lead programmer on their Sam & Max series.

Animator, Joe White

Environment Artist, Kim Lyons: Became an environment artist at Telltale. Her work includes the Sam & Max episodes.

Jon Sgro: Became Telltale's Technical Director and worked their Sam & Max episodes in that capacity. It's likely that his role on Freelance Police was similar.

Modeler, Steven Chen

Composer, Mark Griskey

Sound Designer, Nick Peck

Producer, Dan Connors: A founder and the CEO of Telltale. He is an Executive Producer on the Sam & Max episodes.

Lead Tester, David Felton: Became a producer at Telltale and ended up being listed under special thanks in the Sam & Max episodes.

Steve Purcell himself was also closely involved, consulting on the game after his day job at Pixar, which is the same thing we hear about his involvement with Telltale's version. As he put it:

Steve Purcell

I was the guy to consult on everyone else's smart, funny work. Actually I worked most with Mike on the stories for the individual cases and the overarching uberstory, as he liked to refer to it. I also managed to squeak out some character concepts along the way.

Sean Clark, the other project leader of Hit the Road and longtime collaborator with Stemmle, was still at LucasArts but was not initially on the project because, as one of the few veteran adventure designers who remained at the company, he had been assigned to lead Full Throttle: Hell on Wheels by the apparently notorious Randy Breen. Breen was the Head of Production at the time and was somewhat responsible for ending Full Throttle: Payback, the previous, more adventure-y attempt at a Full Throttle sequel. In the opinion of Bill Tiller, who was not a fan of Breen (nor were other LucasArts employees, it would seem), the decision was misguided and was a major factor in why he chose to leave the company:

Bill Tiller

I left Lucas because I didn't care for the Head of Production at the time, Randy Breen. Though I loved Simon! He was great Lucas Prez! Randy basically scuttled a version of Full Throttle that I was working on for no good reason other than to put his 'own guy' in charge of it, Sean Clark. Now I like Sean for the most part, having worked with for two years on The Dig, but Full Throttle II was not a project he should have been leading. He should have re-teamed up with Mike Stemmle on Sam and Max 2 right away. So I was mad (I get mad too often for my own good) and very sad about that. I felt if the head of Lucas Arts production was going to make dumb decisions like that we were in big trouble, and it was time to jump ship. Plus I had nothing else to work on, except Bounty Hunter. I like the guys on the team, John Knolls and Clint Young, but it wasn't a project I was too excited about. To his credit, Simon asked me to rejoin Lucas Arts when they started work on Monkey Island 5. I said I'd do it in a heart beat. Simon is great guy! And as far as I know they never started work on Monkey Island 5.

Despite indicating in the cancellation press release that there were no plans to reduce staff, LucasArts indeed began a series of massive layoffs beginning in April 2004 as part of a major restructuring of the company. The casualties of the first round reportedly included much of the Freelance Police team, Sean Clark, and Randy Breen among 29 employees. Stemmle was part of another large group that was let go in August, and after spending a few years working at Perpetual Entertainment as Lead Writer for Star Trek Online, he finally rejoined a number of fellow LucasArts vets and the Sam & Max license at Telltale Games.

The now well-known Telltale backstory, of course, is that shortly after the cancellation, three of the key members of the Freelance Police team left LucasArts to form their own company specializing in episodic story games. Telltale gradually accrued many additional ex-LucasArts developers, and, once Purcell's license with LucasArts expired in 2005, the studio granted Sam & Max its comeback by developing and publishing increasingly well-received "seasons" of episodic games starring the unflappable duo.

The demise of Freelance Police marked the end of an era for LucasArts, which was at the time suffering from several commercial flops, all of which were original titles. These include Gladius, Wrath Unleashed, RTX: Red Rock, and Armed & Dangerous. With the exceptions of Armed & Dangerous (which in a much criticized decision was rushed out into the crowded 2003 holiday season) and Gladius (which received positive press but poor sales), these games were critically reviled in addition to being huge flops. The failure of all these games as well as the cancellation of Full Throttle: Hell on Wheels, which simply amounted to a waste of a year's worth of development money, was angrily speculated to be a major reason why LucasArts, who by contrast found fail-safe success with their mass-produced Star Wars titles, cancelled Sam & Max 2. Fans who suffered through this stretch in the company's history have blamed an incompetent marketing department and gross mismanagement for the low quality of LucasArts original games it produced, as well as for their poor performances once released.

In addition to being in a financial hole, the company had been without a president since October 2003, when Simon Jeffery left under vague circumstances (the timing of which in retrospect begs some questions), leaving the management as the active decision-makers. When Lucasfilm Senior VP Jim Ward was finally appointed president in May 2004, a new direction for the company came with him, one that clarified the obvious: that the graphic adventures that played such a large part in the company's legacy would not have much of a role in its future. A revolving door of presidents and consequent "transition periods" would become a tradition for the almost entirely creatively-barren years that followed until LucasArts was ultimately sold off to Disney as part of their acquisition of the Lucasfilm empire in 2012, having never produced a new adventure game to follow-up 2000's Escape from Monkey Island.

The fan reaction to the cancellation was overwhelmingly passionate to a degree that maybe even surprised this community itself. (And may be described by some as: a mite excessive.) LEC Hate Sites and Save Sam & Max movements sprung up overnight, and many an internet petition were fruitlessly signed. Countless emails were sent by livid fans to the LucasArts PR address, and even a good bit of snail mail was apparently dispatched in the direction of the company. While the efforts were inevitably all for naught, it wouldn't be far-fetched to suggest that they may have gotten the attention of a few people:

Steve Purcell, 2007

Of course it was disappointing [for LucasArts to cancel Freelance Police]. It came as a big surprise but I never had the chance to react because the fans did it for me. The outrage and solidarity that they showed was an amazing thing to behold. I'd never want to cross those folks.

The 2005 LucasArts release Mercenaries (developed by Pandemic) even contained an in-joke that lovingly ridiculed the meltdown, and one of the cases in Telltale's CSI: 3 Dimensions of Murder from 2006 contains quite a few thinly veiled references as well. The characters themselves would go on to crack wise about this memorably dark section of their history, which admittedly gave way to, and maybe even caused, their aggressive and excellent comeback. However good or well-received Freelance Police could have been, it's hard to believe we would have ended up with the quantity or quality (can you say The Devil's Playhouse?) of Sam & Max content we ultimately enjoyed due to the way this geeky soap opera eventually played out.

At the time, since Freelance Police was really the only game LucasArts was making that this web site cared to cover with any sincere excitement, the direction of Mojo shifted much like the company it once idolized. If Mojo was once a site devoted to all things LucasArts with an emphasis on its classic adventures, it's now a site dedicated to the LucasArts adventure legacy found both in that company's past games as well as in the current games developed by its story-driven "spinoffs": Double Fine Productions, Telltale Games, Autumn Moon Entertainment, and Crackpot Entertainment among their number.

There's one more story related to this game that's always good for a laugh. At some point in late 2004, a German based adventure game developer/publisher named Bad Brain Entertainment was created overnight by a man named Wolfgang Kierdorf, its CEO. Despite having no games in development at the time, and by the sounds of things no employees either, Kierdorf was very vocal to the adventure community about his intentions for the company to revitalize the adventure genre.

Bad Brain was first brought to public attention when it announced that it would be publishing Bill Tiller's A Vampyre Story, and in his first public interview Kierdorf heavily and enthusiastically implied that he was trying to negotiate a deal with LucasArts to purchase and finish Sam & Max: Freelance Police. Despite the sketchiness of Kierdorf's claims, especially the fact that he was all but publicly revealing this supposed negotiation after signing an NDA with LucasArts, repeatedly burned Sam & Max fans placed their faith with this new hope.

Eventually it was revealed, unsurprisingly, that LucasArts had cut off negotiations with Bad Brain, and that the extent of Bad Brain's "negotiations" was Kierdorf making a phone call or e-mail without any reasonable monetary offer, and thus he led fans to believe that the agreement was all but made when in fact nothing substantive had actually happened. (It should be said that Keirdorf would continuously flaunt the fact that he would be "saving" Sam & Max, thus gaining lots of attention from riled up adventure fans.) Furthermore, Kierdorf confessed that nearly the entire company's game line-up (which was "revealed" during a fan-hosted chat event) was made up on the spot just to give the impression that the company had products in the pipeline.

Soon after the Sam & Max fuss was over, it was announced that Bad Brain would not be publishing Autumn Moon's A Vampyre Story after all, the reason most likely being that the company was without any real funds to support a developer. Eventually, Bad Brain shut down and it never released a game. The company and especially the exceedingly unprofessional Kierdorf have become official objects of mockery on Mojo for the aforementioned events, which may help explain some lame jokes in our news posts that flew over your head.

Since a whole lot of game existed before it was killed (it's estimated that been two thirds and three fourths of the game was completed) and members of the team have let slip on occasion, it's possible that a few more tiny bits of vague information will surface in the future, at which point we will dutifully collect it here for unwieldly posterity. Oh, and before you leave be sure to check out some short animation test clips recovered from animator Joe White's long-gone web site below. For further reading be sure to actually visit all those interviews and previews we've linked to throughout and where much of the information comes from.

Max shaves his butt with the paper shredder

Sam and Max participate in a dance-off

A dame wends through Sam and Max's neighborhood

A black and white animation of Max departing a provocative scene

The E3 2003 trailer (Max's bizarre triangular teeth were later fixed, by the way)

Let it be noted here that a second trailer for the game was allegedly produced and therefore may still exist as bytes on a hard drive somewhere. In a 2003 Something Awful forum thread (which we unfortunately can't link to because it doesn't seem to exist anymore, but here's our post and an Adventure Gamers forum reaction thread covering it), someone posted about their enviable experience attending one of the recording sessions where they met Mike Stemmle, Bill Farmer and Nick Jameson. Photos of the script and a voicemail greeting Bill Farmer recorded for the visitor were presented as proof, and the information about the game revealed by the account checks out as accurate, an account which claims that Mike Stemmle privately revealed the trailer to the author via laptop.

And of course, if you're privy to any additional information or assets related to Freelance Police, let us know. It is our goal to make this article as exhaustive and sad as possible.

LucasArts original game description

Spring 2004 marks the return of interactive entertainment's most freakishly adored dog and bunny tag team, as LucasArts unleashes Sam & Max Freelance Police onto an unsuspecting Windows PC game buying public. The long-rumored follow up to the critically acclaimed adventure classic Sam & Max Hit the Road plunges Sam & Max into a whimsical miasma of fur-flying action, hare-pulling puzzles, and unnerving cross-species jocularity.

LucasArts' cancellation "statement"

After careful evaluation of current market place realities and underlying economic considerations, we've decided that this was not the appropriate time to launch a graphic adventure on the PC.

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