Cree Reports Financial Results for the Third Quarter of Fiscal Year 2008


DURHAM, N.C., April 22, 2008 (PRIME NEWSWIRE) -- Cree, Inc. (Nasdaq:CREE), a market-leading innovator of lighting-class LEDs, LED lighting retrofit solutions, and semiconductor solutions for backlighting, wireless and power applications, today announced revenue of $125.0 million for its fiscal third quarter ended March 30, 2008. This represents a 5% increase compared to the fiscal second quarter of 2008 and a 38% increase compared to revenue of $90.3 million reported for the third fiscal quarter last year. GAAP net income for the third quarter was $5.7 million, or $0.06 per diluted share, compared to net income of $21.1 million or $0.27 per diluted share for the third quarter of fiscal 2007. The acquisition of LED Lighting Fixtures, Inc., which closed during the quarter, increased revenue by $0.7 million and reduced earnings by $0.01 per diluted share.

The remainder of this press release highlights the company's financial results on both a GAAP and a non-GAAP basis. The GAAP results include certain costs, charges, gains and losses which are excluded from non-GAAP results. By publishing the non-GAAP measures, management intends to provide investors with additional information to further analyze the company's performance, core results and underlying trends. Cree's management evaluates results and makes operating decisions using both GAAP and non-GAAP measures included in this press release. Non-GAAP results are not prepared in accordance with GAAP, and non-GAAP information should be considered a supplement to, and not a substitute for, financial statements prepared in accordance with GAAP. Investors and potential investors are encouraged to review the reconciliation of non-GAAP financial measures to their most directly comparable GAAP measures attached to this press release.

GAAP earnings of $0.06 per diluted share includes expenses totaling $6.4 million, net of tax, or $0.07 per diluted share due to certain items. These items consist of amortization of acquired intangibles of $0.04 per diluted share and stock-based compensation expense of $0.03 per diluted share. On a non-GAAP basis, adjusted to exclude these items, net income for the third quarter of fiscal 2008 was $12.0 million, or $0.14 per diluted share. On a non-GAAP basis, adjusted to exclude similar items as in fiscal 2008 and a non-recurring tax benefit of $0.22 per diluted share, net income for the third quarter of fiscal 2007 was $4.7 million, or $0.06 per diluted share.

"Cree's strategy to drive revenue growth by focusing on LED lighting continued to pay dividends in Q3, as we delivered financial performance that was in line with our previously announced guidance," stated Chuck Swoboda, Cree Chairman and CEO. "Revenue growth was led by higher sales of LED components, which exceeded sales of LED chips for the first time. In addition, we took another bold step in leading the LED lighting revolution with our acquisition of LED Lighting Fixtures, which positions us even better to drive the adoption of LED lighting going forward. For Q4, we target growth from XLamp(r) LEDs, high-brightness LED components and our new LED lighting solutions, all of which are benefitting from the rising demand for energy-efficient LED lighting."

Recent Business Highlights:



 -- Acquired LED Lighting Fixtures, which is recognized in the
    lighting industry as the first company to develop a viable,
    energy-efficient, "no-compromise" retrofit LED down light for
    general illumination. The acquisition:
      - Expands Cree's market opportunity by providing direct access
        to the lighting market
      - Enables Cree to drive retrofit solutions to convert existing
        lighting infrastructure to energy-efficient lighting and to
        accelerate the adoption of LED lighting
      - Sets the stage for Cree to help obsolete the light bulb

 -- Announced that Austin, TX, and the Tianjin Economic Development
    Area (TEDA) in China will join the growing LED City(tm) initiative.
    Austin plans to evaluate and deploy state-of-the-art LED lighting
    technology across its municipal infrastructure and is offering
    rebates that cover approximately 30 percent of the upfront cost
    of LEDs to help businesses explore the benefits of this new
    technology. The TEDA is the first city area in China to join the
    program and has partnered with Tianjin Polytechnic University to
    develop the expertise necessary to accelerate the adoption of LED
    lighting in China.

Q3 2008 Financial Metrics:



 -- Gross margin was 35% of revenue.

 -- Cash flow from operations was $5.5 million.

 -- Cash and investments increased $36.4 million to $398.3 million
    from Q2.

Business Outlook:

For its fourth quarter of fiscal 2008 ending June 29, 2008, Cree targets revenue in a range of $129 million to $133 million with GAAP earnings of $0.04 to $0.06 per diluted share and non-GAAP earnings of $0.12 to $0.14 per diluted share, based on an estimated 91 million diluted weighted average shares. Targeted non-GAAP earnings exclude expenses related to the amortization of acquired intangibles of $3.6 million, net of tax, and stock-based compensation expense of $3.6 million, net of tax. Our GAAP and Non-GAAP earnings targets reflect approximately $0.04 and $0.03 per diluted share, respectively, representing expected lower interest income, higher patent litigation expense and the dilution resulting from our acquisition of LED Lighting Fixtures, Inc.

Cree will host a conference call at 5:00 p.m. Eastern time today to review the highlights of the fiscal third quarter 2008 results and the fiscal fourth quarter 2008 business outlook, including significant factors and assumptions underlying the targets noted above. The conference call will be available to the public through a live audio web broadcast via the Internet. Log on to Cree's website at www.cree.com and go to "Investor Relations - Overview" for webcast details. The call will be archived and available on the website through May 6, 2008.

Supplemental financial information, including the non-GAAP reconciliation discussed below, is available in the "Investor Relations" section of Cree's website, under "Financial Metrics," "Quarter ending March 30, 2008," at http://www.cree.com/investor/metrics.asp.

About Cree, Inc.

Cree is leading the LED lighting revolution and setting the stage to obsolete the incandescent light bulb through the use of energy-efficient, environmentally friendly LED lighting. Cree is a market-leading innovator of lighting-class LEDs, LED lighting retrofit solutions, and semiconductor solutions for backlighting, wireless and power applications.

Cree's product families include blue and green LED chips, high brightness LEDs, lighting-class power LEDs, power-switching devices and radio-frequency/wireless devices. Cree solutions are driving improvements in applications such as general illumination, backlighting, electronic signs and signals, variable-speed motors, and wireless communications. For additional product specifications please refer to www.cree.com.

The Cree, Inc. logo is available at http://www.primenewswire.com/newsroom/prs/?pkgid=3529

The schedules attached to this release are an integral part of the release. This press release contains forward-looking statements involving risks and uncertainties, both known and unknown, that may cause actual results to differ materially from those indicated. Actual results, including with respect to our targets and prospects, could differ materially due to a number of factors, including our ability to complete development and commercialization of products under development, such as our pipeline of brighter LED chips, LED components and LED lighting retrofit solutions; our ability to lower costs; potential changes in demand; increasing price competition in key markets; the risk that, due to the complexity of our manufacturing processes and transition of production to larger wafers, we may experience production delays that preclude us from shipping sufficient quantities to meet customer orders or that result in higher production costs and lower margins; risks associated with the ramp-up of our production for our new products, as well as production at our Huizhou facility and subcontractors; risks resulting from the concentration of our business among few customers, including the risk that customers may reduce or cancel orders or fail to honor purchase commitments; the rapid development of new technology and competing products that may impair demand or render our products obsolete; the potential lack of customer acceptance for our products; risks associated with our recent acquisition; risks associated with ongoing litigation; and other factors discussed in our filings with the Securities and Exchange Commission, including our report on Form 10-K for the fiscal year ended June 24, 2007, and subsequent reports filed with the SEC. Except as required under the U.S. federal securities laws and the rules and regulations of the SEC, Cree disclaims any obligation to update any forward-looking statements after the date of this release, whether as a result of new information, future events, developments, changes in assumptions or otherwise.

Cree, the Cree logo and XLamp are registered trademarks, and LED City is a trademark, of Cree, Inc.



                              CREE, INC.
                   CONSOLIDATED STATEMENTS OF INCOME
                 (in thousands, except per share data)

                           Three Months Ended      Nine Months Ended
                         ---------------------   ---------------------
                         3/30/2008   3/25/2007   3/30/2008   3/25/2007
                        (Unaudited) (Unaudited) (Unaudited) (Unaudited)
                         ---------   ---------   ---------   ---------

 Product revenue         $ 118,160   $  82,318   $ 335,464   $ 261,258
 Contract revenue            6,826       7,935      21,907      21,695
                         ---------   ---------   ---------   ---------
 Total revenue             124,986      90,253     357,371     282,953

 Cost of product
  revenue                   75,935      55,279     219,766     163,778
 Cost of contract
  revenue                    5,502       6,002      17,520      16,934
                         ---------   ---------   ---------   ---------
 Total cost of revenue      81,437      61,281     237,286     180,712

 Gross margin               43,549      28,972     120,085     102,241

 Operating expenses:
 Research and development   15,405      15,619      43,083      44,272
 Sales, general and
  administrative            21,076      13,115      57,449      37,636
 Amortization of
  acquisition-related
  intangibles                4,225         186      12,321         528
 (Gain) loss on disposal
  and impairment of
  long-lived assets           (722)       (154)        487          28
                         ---------   ---------   ---------   ---------
 Total operating expenses   39,984      28,766     113,340      82,464

 Operating income            3,565         206       6,745      19,777

 Non-operating income:
 Gain on sale of
  investments, net              --          --      14,117      11,411
 Interest and other
  non-operating income,
  net                        3,884       3,993      12,193      11,838
                         ---------   ---------   ---------   ---------
 Income from continuing
  operations before
  income taxes               7,449       4,199      33,055      43,026

 Income tax expense
  (benefit)                  1,787      (9,846)      7,885        (649)
                         ---------   ---------   ---------   ---------
 Net income from
  continuing operations      5,662      14,045      25,170      43,675

 (Loss) income from
  discontinued operations,
  net of related tax effect     (2)      7,085        (176)      7,224
                         ---------   ---------   ---------   ---------
 Net income              $   5,660   $  21,130   $  24,994   $  50,899
                         =========   =========   =========   =========
 Diluted earnings per
  share:
 Income from continuing
  operations             $    0.06   $    0.18   $    0.29   $    0.56
 (Loss) income from
  discontinued
  operations             $   (0.00)  $    0.09   $   (0.00)  $    0.09
                         ---------   ---------   ---------   ---------
 Net income              $    0.06   $    0.27   $    0.29   $    0.65
                         =========   =========   =========   =========
 Weighted average shares
  of common stock out-
  standing, basic           87,211      76,417      85,695      76,809

 Weighted average shares
  of common stock out-
  standing, diluted         88,905      77,134      87,506      77,729


                              CREE, INC.
                CONDENSED CONSOLIDATED BALANCE SHEETS
                            (in thousands)

                               3/30/2008    12/30/2007
                              (Unaudited)  (Unaudited)    6/24/2007
                               -----------------------   ----------
 Assets:
 Current assets:
 Cash, cash equivalents and
  short term investments       $  336,965   $  295,121   $  242,655
 Accounts receivable, net         111,604       90,520       79,668
 Inventory, net                    83,328       75,063       71,068
 Income taxes receivable and
  prepaid income taxes              2,000        3,246        7,947
 Deferred income taxes             20,886       19,939       23,573
 Prepaid expenses and other
  current assets                   11,918       10,389        8,920
 Assets of discontinued
  operations                          133          150          301
                               -----------------------   ----------
 Total current assets             566,834      494,428      434,132

 Property and equipment, net      351,222      354,252      372,345
 Long-term investments             61,369       66,828       68,363
 Intangible assets, net           129,643       89,573       96,138
 Goodwill                         187,874      144,334      141,777
 Other assets                       9,349        3,526        3,475
                               -----------------------   ----------
 Total assets                  $1,306,291   $1,152,941   $1,116,230
                               =======================   ==========

 Liabilities and
  Shareholders' Equity:
 Current liabilities:
 Accounts payable, trade       $   44,797   $   36,612   $   32,940
 Accrued salaries and wages        14,337       10,197       10,241
 Income taxes payable                  --        6,856        4,504
 Other current liabilities          8,101        6,212        6,259
 Liabilities of discontinued
  operations                          541          572          505
                               -----------------------   ----------
 Total current liabilities         67,776       60,449       54,449

 Long-term liabilities:
 Deferred income taxes             55,937       36,499       38,758
 Contingent tax reserves            4,852        5,792        5,792
 Other long-term liabilities          162          173          129
 Long-term liabilities of
  discontinued operations             835          924        1,103
                               -----------------------   ----------
 Total long-term liabilities       61,786       43,388       45,782

 Shareholders' Equity:
 Common stock                         112          107          106
 Additional paid-in-capital       851,362      736,242      713,778
 Accumulated other
  comprehensive income              8,008        1,168        9,826
 Retained earnings                317,247      311,587      292,289
                               -----------------------   ----------
 Total shareholders' equity     1,176,729    1,049,104    1,015,999
                               -----------------------   ----------
 Total liabilities and
  shareholders' equity         $1,306,291   $1,152,941   $1,116,230
                               =======================   ==========

 The following is a reconciliation showing how Cree, Inc.'s third
 quarter income statements for fiscal 2008 and 2007 would appear if
 they were adjusted for the items noted below.

                              CREE, INC.
       Reconciling Items to Q3 2008 & 2007 Financial Statements
                          - GAAP to Non-GAAP
               (in thousands, except per share amounts)
                              (Unaudited)

                                             Three Months Ended
                                               March 30, 2008
                                     ---------------------------------
                                       GAAP    Adjustments    Non-GAAP
                                     ---------------------    --------
 Product revenue                     $118,160   $     --      $118,160
 Contract revenue                       6,826         --         6,826
                                     ---------------------    --------
 Total revenue                        124,986         --       124,986

 Cost of product revenue               75,935       (569)(a)    75,366
 Cost of contract revenue               5,502         --         5,502
                                     ---------------------    --------
 Total cost of sales                   81,437       (569)       80,868

 Gross margin                          43,549        569        44,118
 Gross margin percentage                   35%                      35%

 Operating expenses:
 Research and development              15,405     (1,095)(a)    14,310
 Sales, general and administrative     21,076     (2,466)(a)    18,610
 Amortization of acquisition-
  related intangibles                   4,225     (4,225)(b)        --
 Gain on disposal of assets              (722)        --          (722)
                                     ---------------------    --------
 Total operating expenses              39,984     (7,786)       32,198

 Operating income                       3,565      8,355        11,920

 Non-operating income:
 Gain (loss) on investments in
  securities                               --         --            --
 Interest and other non-operating
  income, net                           3,884         --         3,884
                                     ---------------------    --------
 Income from continuing
  operations before
  income taxes                          7,449      8,355        15,804

 Income tax expense (benefit)           1,787      2,005(c)      3,792
                                     ---------------------    --------
 Net income from continuing
  operations                            5,662      6,350        12,012

 (Loss) gain from discontinued
  operations, net of related
  tax                                      (2)        --            (2)
                                     ---------------------    --------
 Net income                          $  5,660   $  6,350      $ 12,010
                                     =====================    ========

 Earnings per diluted share:
 From continuing operations          $   0.06   $   0.07      $   0.14
 From discontinued operations        $  (0.00)  $     --      $  (0.00)
                                     ---------------------    --------
 From net income                     $   0.06   $   0.07      $   0.14
                                     =====================    ========

 Weighted average shares of common
  stock outstanding, basic             87,211         --        87,211

 Weighted average shares of common
  stock outstanding, diluted           88,905         --        88,905

                                             Three Months Ended
                                               March 25, 2007
                                     ---------------------------------
                                       GAAP    Adjustments    Non-GAAP
                                     ---------------------    --------
 Product revenue                     $ 82,318   $     --      $ 82,318
 Contract revenue                       7,935         --         7,935
                                     ---------------------    --------
 Total revenue                         90,253         --        90,253

 Cost of product revenue               55,279       (580)(a)    54,699
 Cost of contract revenue               6,002         --         6,002
                                     ---------------------    --------
 Total cost of sales                   61,281       (580)       60,701

 Gross margin                          28,972        580        29,552
 Gross margin percentage                  32%                       33%

 Operating expenses:
 Research and development              15,619       (831)(a)    14,788
 Sales, general and administrative     13,115     (1,331)(a)    11,784
 Amortization of acquisition-
  related intangibles                     186       (186)(b)        --
 Gain on disposal of assets              (154)        --          (154)
                                     ---------------------    --------
 Total operating expenses              28,766     (2,348)       26,418

 Operating income                         206      2,928         3,134

 Non-operating income:
 Gain (loss) on investments in
  securities                               --         --            --
 Interest and other non-operating
  income, net                           3,993         --         3,993
                                     ---------------------    --------
 Income from continuing
  operations before
  income taxes                          4,199      2,928         7,127

 Income tax expense (benefit)          (9,846)    12,036(d)      2,190
                                     ---------------------    --------
 Net income from continuing
  operations                           14,045     (9,108)        4,937

 (Loss) gain from discontinued
  operations, net of related
  tax                                   7,085     (7,286)(e)      (201)
                                     ---------------------    --------
 Net income                          $ 21,130   $(16,394)     $  4,736
                                     =====================    ========

 Earnings per diluted share:
 From continuing operations            $ 0.18   $  (0.12)     $   0.06
 From discontinued operations          $ 0.09   $  (0.09)     $  (0.00)
                                     ---------------------    ---------
 From net income                       $ 0.27   $  (0.22)     $   0.06
                                     =====================    =========

 Weighted average shares of common
  stock outstanding, basic             76,417         --        76,417

 Weighted average shares of common
  stock outstanding, diluted           77,134         --        77,134

 (a) Non-cash stock-based compensation expense of $569 in costs of
     product revenue, $1,095 in research and development and $2,466 in
     sales, general and administrative for the three months ended
     March 30, 2008, and $580 in costs of product revenue, $831 in
     research and development and $1,331 in sales, general and
     administrative for the three months ended March 25, 2007.

 (b) Amortization expense of $4,225 for the three months ended
     March 30, 2008, and $186 for the three months ended March 25, 2007,
     recognized on intangible assets resulting from acquisitions.

 (c) Tax effects of non-cash stock-based compensation expense and
     amortization related to acquisition-related intangible assets.

 (d) Tax effects for non-cash stock-based compensation, tax benefit
     related to the change in estimate of contingent tax reserves
     associated with our research and experimentation tax credit
     benefit related to the completion of Internal Revenue Service
     audits of fiscal 2003, 2004 and 2005 Federal tax returns, tax
     benefit related to the release of valuation allowances on
     deferred tax assets related to Federal capital loss carry-
     forwards and income tax return to provision adjustments
     associated with the filing of our fiscal 2006 federal tax
     returns.

 (e) Tax benefit related to the the release of contingent tax
     reserves associated with the completion of Internal Revenue
     Service audits of fiscal 2003, 2004 and 2005 Federal tax returns.


 The following is a reconciliation showing how Cree, Inc.'s year-to-
 date income statements for fiscal 2008 and 2007 would appear if they
 were adjusted for the items noted below.

                              CREE, INC.
         Reconciling Items to Nine Months Financial Statements
                          - GAAP to Non-GAAP
               (in thousands, except per share amounts)
                              (Unaudited)
                                             Nine Months Ended
                                              March 30, 2008
                                     ---------------------------------
                                                                 As
                                       GAAP     Adjustments   Adjusted
                                     ----------------------   --------

 Product revenue                     $335,464   $     --      $335,464
 Contract revenue                      21,907         --        21,907
                                     ----------------------   --------
 Total revenue                        357,371         --       357,371

 Cost of product revenue              219,766     (2,209)(a)   217,557
 Cost of contract revenue              17,520         --        17,520
                                     ----------------------   --------
 Total cost of sales                  237,286     (2,209)      235,077

 Gross margin                         120,085      2,209       122,294
 Gross margin percentage                   34%                      34%

 Operating expenses:
 Research and development              43,083     (3,031)(a)    40,052
 Sales, general and administrative     57,449     (7,122)(a)(b) 50,327
 Amortization of acquisition-
  related intangibles                  12,321    (12,321)(c)        --
 Loss on disposal and impairment
  of long-lived assets                    487         --           487
                                     ----------------------   --------
 Total operating expenses             113,340    (22,474)       90,866

 Operating income                       6,745     24,683        31,428

 Non-operating income:
 Gain (loss) on investments
  in securities                        14,117    (14,117)(d)        --
 Interest and other non-operating
  income, net                          12,193         --        12,193
                                     ----------------------   --------
 Income from continuing operations
  before income taxes                  33,055     10,566        43,621

 Income tax expense                     7,885      2,552(e)     10,437
                                     ----------------------   --------
 Net income from continuing
  operations                           25,170      8,014        33,184

 (Loss) gain from discontinued
  operations, net of related tax         (176)        --          (176)
                                     ----------------------   --------
 Net income                          $ 24,994   $  8,014      $ 33,008
                                     ======================   ========

 Earnings per diluted share:
 From continuing operations          $   0.29   $   0.09      $   0.38
 From discontinued operations        $  (0.00)  $     --      $  (0.00)
                                     ----------------------   --------
 From net income                     $   0.29   $   0.09      $   0.38
                                     ======================   ========
 Weighted average shares of common
  stock outstanding, basic             85,695         --        85,695

 Weighted average shares of common
  stock outstanding, diluted           87,506         --        87,506

                                             Nine Months Ended
                                               March 25, 2007
                                     ---------------------------------
                                                                 As
                                       GAAP     Adjustments   Adjusted
                                     ----------------------   --------
 Product revenue                     $261,258   $     --      $261,258
 Contract revenue                      21,695         --        21,695
                                     ----------------------   --------
 Total revenue                        282,953         --       282,953

 Cost of product revenue              163,778     (2,787)(a)   160,991
 Cost of contract revenue              16,934         --        16,934
                                     ----------------------   --------
 Total cost of sales                  180,712     (2,787)      177,925

 Gross margin                         102,241      2,787       105,028
 Gross margin percentage                   36%                      37%

 Operating expenses:
 Research and development              44,272     (2,606)(a)    41,666
 Sales, general and administrative     37,636     (3,774)(a)    33,862
 Amortization of acquisition-
  related intangibles                     528       (528)(c)        --
 Loss on disposal and impairment
  of long-lived assets                     28         --            28
                                     ----------------------   --------
 Total operating expenses              82,464     (6,908)       75,556

 Operating income                      19,777      9,695        29,472

 Non-operating income:
 Gain (loss) on investments
  in securities                        11,411    (11,351)(d)        60
 Interest and other non-operating
  income, net                          11,838         --        11,838
                                     ----------------------   --------
 Income from continuing operations
  before income taxes                  43,026     (1,656)       41,370

 Income tax expense                      (649)    13,706(f)     13,057
                                     ----------------------   --------
 Net income from continuing
  operations                           43,675    (15,362)       28,313

 (Loss) gain from discontinued
  operations, net of related tax        7,224     (7,566)(g)      (342)
                                     ----------------------   --------
 Net income                          $ 50,899   $(22,928)     $ 27,971
                                     ======================   ========

 Earnings per diluted share:
 From continuing operations          $   0.56   $  (0.20)     $   0.36
 From discontinued operations        $   0.09   $  (0.10)     $  (0.01)
                                     ----------------------   --------
 From net income                     $   0.65   $  (0.29)     $   0.36
                                     ======================   ========

 Weighted average shares of common
  stock outstanding, basic             76,809         --        76,809

 Weighted average shares of common
  stock outstanding, diluted           77,729         --        77,729


 (a) Non-cash stock-based compensation expense of $2,209 in costs
     of product revenue, $3,031 in research and development and $6,074
     in sale, general and administrative for the nine months ended
     March 30, 2008, and $2,787 in costs of product revenue, $2,606 in
     research and development and $3,774 in sale, general and
     administrative for the nine months ended March 25, 2007.

 (b) Personal property assessment of $1,048 related to finalizing
     the audits of our 2002 through 2007 property tax returns.

 (c) Amortization expense of $12,321 for the nine months ended
     March 30, 2007, and $528 for the nine months ended March 25, 2007,
     recognized on intangible assets resulting from prior year
     acquisitions.

 (d) Gain on the sale of 500,000 shares of Color Kinetics
     Incorporated common stock during the nine months ended March 30,
     2008, and on the sale of 931,000 shares of Color Kinetics
     Incorporated common stock during the nine months ended March 25,
     2007.

 (e) Tax effects for non-cash stock-based compensation expense,
     personal property tax assessment, the amortization of acquisition-
     related intangible assets and on the sale of Color Kinetics
     Incorporated common stock.

 (f) Tax effects for non-cash stock-based compensation, tax benefit
     related to the change in estimate of contingent tax reserves
     associated with our research and experimentation tax credit
     benefit related to the completion of Internal Revenue Service
     audits of fiscal 2003, 2004 and 2005 Federal tax returns, tax
     benefit of the release of valuation allowances on deferred tax
     assets related to Federal capital loss carry forwards and income
     tax return to provision adjustments associated with the filing of
     our fiscal 2006 federal tax returns.

 (g) Tax benefit related to the the release of contingent tax
     reserves associated with the completion of Internal Revenue
     Service audits of fiscal 2003, 2004 and 2005 Federal tax returns,
     and Gain realized as a result of entering into a sublease
     agreement at Cree Microwave.


            

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