POSASR

As filed with the Securities and Exchange Commission on February 7, 2017.

Registration No. 333-213477

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Post-Effective Amendment No. 1 to

FORM S-3

REGISTRATION STATEMENT UNDER

THE SECURITIES ACT OF 1933

Certain co-registrants are identified in the "Table of Additional Registrants" listed

on the next page.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization) 5301 Legacy Drive
Plano, Texas 75024
(972) 673-7000 (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) 98-0517725 (I.R.S. Employer
Identification No.)

James L. Baldwin, Jr.

Executive Vice President and General Counsel

Dr Pepper Snapple Group, Inc.

5301 Legacy Drive

Plano, Texas 75024

(972) 673-7000

(Name, address, including zip code, and telephone

number, including area code, of agent for service)

_______________

Copies to:

Neel Lemon

Courtney York

Baker Botts L.L.P.

2001 Ross Avenue

Dallas, Texas 75201

(214) 953-6500

Approximate date of commencement of proposed sale to the public: From time to time after the effective date of this Registration Statement.

If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. o

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, as amended (the "Securities Act"), other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. R

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o

If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box. R

If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box. o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Securities Exchange Act of 1934. (Check one):

Large Accelerated Filer R	Accelerated Filer o	Non-Accelerated Filer o	Smaller Reporting Company o
		(Do not check if a smaller reporting company)

_______________

CALCULATION OF REGISTRATION FEE

Title of Each Class of Securities to be Registered	Amount to be Registered/Proposed Maximum Offering Price Per Unit/Proposed Maximum Aggregate Offering Price/Amount of Registration Fee (1)(2)
Common Stock, par value $0.01 per share
Preferred Stock, par value $0.01 per share
Debt Securities
Guarantees of Debt Securities (3)
Warrants

(1) There is being registered hereunder such indeterminate number or amount of common stock, preferred stock, debt securities and warrants of Dr Pepper Snapple Group, Inc. as may from time to time be issued at indeterminate prices and as may be issued upon conversion, redemption, exchange, exercise or settlement of any securities registered hereunder, including under any applicable antidilution provisions.

(2) In reliance on Rule 456(b) and Rule 457(r) under the Securities Act, the Registrant hereby defers payment of the registration fee required in connection with this Registration Statement. Accordingly, no filing fee is paid herewith.

(3) The guarantees of debt securities will be issued by one or more of the registrants identified in the "Table of Additional Registrants" on the next page and will be issued without additional consideration. Pursuant to Rule 457(n) under the Securities Act, no registration fee is payable with respect to any such guarantees.

TABLE OF ADDITIONAL REGISTRANTS

Exact Name of Registrant as Specified in its Charter	State or Other Jurisdiction of Incorporation or Organization	I.R.S. Employer Identification No.
234DP Aviation, LLC(1)	Delaware	27-1028433
A & W Concentrate Company(1)	Delaware	22-2483659
Americas Beverages Management GP(1)	Nevada	74-3218345
AmTrans, Inc.(2)	Illinois	36-2682881
Bai Brands LLC(5)	New Jersey	N/A
Berkeley Square US, Inc.(1)	Delaware	74-3257868
Beverages Delaware Inc.(1)	Delaware	51-0345374
DP Beverages Inc.(1)	Delaware	04-2492250
DPS Americas Beverages, LLC(1)	Delaware	N/A
DPS Beverages, Inc.(1)	Delaware	55-0883062
DPS Finance II, Inc.(1)	Delaware	30-0159342
DPS Holdings Inc.(1)	Delaware	06-1074905
Dr Pepper/Seven-Up Beverage Sales Company(1)	Texas	75-1554102
Dr Pepper/Seven Up Manufacturing Company(3)	Delaware	74-2690781
Dr Pepper/Seven Up, Inc.(1)	Delaware	75-2233365
High Ridge Investments US, Inc.(1)	Delaware	74-3257869
International Investments Management LLC(1)	Delaware	N/A
Mott's General Partnership(1)	Nevada	26-2092489
Mott's LLP(1)	Delaware	90-0237006
MSSI LLC(1)	Delaware	77-0667192
Nantucket Allserve, Inc.(1)	Massachusetts	04-3093808
Nuthatch Trading US, Inc.(1)	Delaware	42-1762066
Pacific Snapple Distributors, Inc.(1)	California	33-0390611
Royal Crown Company, Inc.(1)	Delaware	58-1316061
Snapple Beverage Corp.(1)	Delaware	04-3149065
Splash Transport, Inc.(4)	Delaware	26-2366378
The American Bottling Company(1)	Delaware	36-4223626
184 Innovations, Inc.(5)	Delaware	36-4800558

_______________

(1) Registrant's address is 5301 Legacy Dr., Plano, TX 75024. Telephone: 972-673-7000.

(2) Registrant's address is 400 N. Wolf Road, Northlake, IL 60164. Telephone: 708-449-2600.

(3) Registrant's address is 8900 Page Ave., St. Louis, MO 63114. Telephone: 314-426-8200.

(4) Registrant's address is 5430 West 81^st St., Indianapolis, IN 46268. Telephone: 866-573-3774.

(5) Registrant's address is 1800 East State St., Hamilton, NJ 08609. Telephone: 609-586-0500.

EXPLANATORY NOTE

This Registration Statement on Form S-3 (Registration No. 333-213477) of Dr Pepper Snapple Group, Inc. (the “Company”) and its subsidiary guarantor registrants (the “Registration Statement”) is being amended to add Bai Brands LLC and 184 Innovations, Inc., each a subsidiary of the Company, as co-registrants that are, or may potentially be, guarantors of some or all of the debt securities with respect to which offers and sales are registered under this Registration Statement and to remove Beverage Investments LLC, which was dissolved as of September 19, 2016, as a co-registrant. No changes or additions are being made hereby to the base prospectus that already forms a part of the Registration Statement. Accordingly, such base prospectus is being omitted from this filing.

On January 31, 2017, the Company announced that it had completed its acquisition of Bai Brands LLC, a New Jersey limited liability company (“Bai”) and 184 Innovations, Inc., a Delaware corporation and a wholly-owned subsidiary of Bai.

PART II

INFORMATION NOT REQUIRED IN PROSPECTUS

ITEM 14. Other Expenses of Issuance and Distribution

The following table sets forth expenses payable by us in connection with the offering of the securities being registered, other than discounts and commissions.

Securities and Exchange Commission registration fee	(1)
Printing fees	(1)
Legal fees and expenses	(1)
Accounting fees and expenses	(1)
Transfer Agent's fees	(1)
Trustee's fees and expenses	(1)
Rating agency fees	(1)
Miscellaneous	(1)
Total	(1)

__________

(1) Estimated expenses are not presently known. The foregoing sets forth the general categories of expenses (other than underwriting discounts and commissions) that we anticipate to incur in connection with the offering of securities under this registration statement. An estimate of the aggregate expenses in connection with the issuance and distribution of the securities being offered will be included in the applicable prospectus supplement.

ITEM 15. Indemnification of Directors and Officers

Set forth below is a description of certain provisions of the Amended and Restated Certificate of Incorporation, as amended to date (the "Certificate of Incorporation") of Dr Pepper Snapple Group, Inc. (the "Company") and the Delaware General Corporation Law (the "DGCL"). This description is intended as a summary only and is qualified in its entirety by reference to the Certificate of Incorporation and the DGCL.

DELAWARE GENERAL CORPORATION LAW

Section 145 of the DGCL provides that a corporation may indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of the corporation) by reason of the fact that the person is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership or other enterprise, against all expenses (including attorneys' fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by them in connection with such action, suit or proceeding if he or she acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interest of the corporation and, with respect to any criminal action or proceeding, if he or she had no reasonable cause to believe their conduct was unlawful. Section 145 further provides that a corporation similarly may indemnify any such person serving in any such capacity who was or is a party or is threatened to be made a party to any threatened, pending or completed action or suit by or in the right of the corporation to procure a judgment in its favor, against expenses (including attorneys' fees) actually and reasonably incurred in connection with the defense or settlement of the action or suit if he or she acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interests of the corporation, except that no indemnification may be made against expenses in respect of any claim, issue or matter as to which such person shall have been adjudged to be liable to the corporation, unless and only to the extent that the court in which such action or suit was brought shall determine upon application that, despite the adjudication of liability but in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses which such court shall deem proper.

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CERTIFICATE OF INCORPORATION

Limitation on Liability of Directors

Pursuant to authority conferred by Section 102 of the DGCL, Article Seventh of our Certificate of Incorporation eliminates the personal liability of directors to us or our stockholders for monetary damages for breach of fiduciary duty, including, without limitation, directors serving on committees of our board of directors, except to the extent such exemption from liability or limitation thereof is not permitted under the DGCL.

Indemnification and Insurance

In accordance with Section 145 of the DGCL, Article Eighth of the Certificate of Incorporation grants our directors and officers a right to indemnification for all expenses, liabilities and losses relating to civil, criminal, administrative or investigative actions, suits or proceedings to which they are a party (other than an action or suit by us or in our right, in which case our directors and officers have a right to indemnification for all expenses, except in respect of any claim, issue or matter as to which such officer or director is adjudged to be liable to us) (1) by reason of the fact that they are or were our directors or officers, (2) by reason of the fact that, while they are or were our directors or officers, they are or were serving at our request as directors or officers of another corporation, partnership, joint venture, trust or entity or (3) by reason of any action alleged to have been taken or omitted in such person's capacity as our director or officer or in any other capacity while serving at our request as directors or officers of another corporation, partnership, joint venture, trust or entity.

Article Eighth of the Certificate of Incorporation further provides for the mandatory advancement of expenses incurred by officers and directors in defending such proceedings in advance of their final disposition upon delivery to us by the indemnitee of an undertaking to repay all amounts so advanced if it is ultimately determined that such indemnitee is not entitled to be indemnified under Article Eighth. We may not indemnify or make advance payments to any person in connection with proceedings initiated against us by such person without the authorization of our board of directors.

In addition, Article Eighth of the Certificate of Incorporation provides that directors and officers therein described shall be indemnified to the fullest extent permitted by the DGCL, and if the DGCL is subsequently amended to expand further the indemnification or advancements permitted, then we shall indemnify such directors and officers to the fullest extent permitted by the DGCL, as so amended.

Article Eighth of the Certificate of Incorporation allows the indemnification to continue after an indemnitee has ceased to be our director or officer and to inure to the benefit of the indemnitee's heirs, executors and administrators.

Article Eighth of the Certificate of Incorporation further provides that the right to indemnification is not exclusive of any other right that any indemnitee may be entitled under any law, any agreement or vote of stockholders or disinterested directors or otherwise.

The Certificate of Incorporation authorizes us to purchase insurance for our directors and officers and persons who serve at our request as directors, officers, employees or agents of another corporation, partnership, joint venture, trust or entity against any liability incurred in such capacity, whether or not we would have the power to indemnify such persons against such expense or liability under the DGCL. We intend to maintain insurance coverage for our officers and directors as well as insurance coverage to reimburse us for potential costs of our corporate indemnification of directors and officers.

ITEM 16. Exhibits

The Exhibits listed on the accompanying Exhibit Index are filed as part of, or incorporated by reference into, this registration statement.

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ITEM 17. Undertakings

(a) Each of the undersigned registrants hereby undertakes:

(1) To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:

(i) To include any prospectus required by Section 10(a)(3) of the Securities Act of 1933;

(ii) To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Securities and Exchange Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20% change in the maximum aggregate offering price set forth in the "Calculation of Registration Fee" table in the effective registration statement; and

(iii) To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement;

provided, however, that paragraphs (a)(1)(i), (a)(1)(ii) and (a)(1)(iii) above do not apply if the information required to be included in a post-effective amendment by those paragraphs is contained in reports filed with or furnished to the Commission by the registrants pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 that are incorporated by reference in the registration statement, or is contained in a form of prospectus filed pursuant to Rule 424(b) that is part of the registration statement.

(2) That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

(3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.

(4) That, for the purpose of determining liability under the Securities Act of 1933 to any purchaser:

(i) Each prospectus filed by a registrant pursuant to Rule 424(b)(3) shall be deemed to be part of the registration statement as of the date the filed prospectus was deemed part of and included in the registration statement; and

(ii) Each prospectus required to be filed pursuant to Rule 424(b)(2), (b)(5), or (b)(7) as part of a registration statement in reliance on Rule 430B relating to an offering made pursuant to Rule 415(a)(1)(i), (vii), or (x) for the purpose of providing the information required by Section 10(a) of the Securities Act of 1933 shall be deemed to be part of and included in the registration statement as of the earlier of the date such form of prospectus is first used after effectiveness or the date of the first contract of sale of securities in the offering described in the prospectus. As provided in Rule 430B, for liability purposes of the issuer and any person that is at that date an underwriter, such date shall be deemed to be a new effective date of the registration statement relating to the securities in the registration statement to which that prospectus relates, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such effective date, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such effective date.

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(5) That, for the purpose of determining liability of the registrant under the Securities Act of 1933 to any purchaser in the initial distribution of the securities: Each of the undersigned registrants undertakes that in a primary offering of securities of such undersigned registrant pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, such undersigned registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser:

(i) Any preliminary prospectus or prospectus of such undersigned registrant relating to the offering required to be filed pursuant to Rule 424;

(ii) Any free writing prospectus relating to the offering prepared by or on behalf of such undersigned registrant or used or referred to by such undersigned registrant;

(iii) The portion of any other free writing prospectus relating to the offering containing material information about such undersigned registrant or its securities provided by or on behalf of such undersigned registrant; and

(iv) Any other communication that is an offer in the offering made by such undersigned registrant to the purchaser.

(b) The undersigned registrants hereby undertake that, for purposes of determining any liability under the Securities Act of 1933, each filing of a registrant's annual report pursuant to Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing of an employee benefit plan's annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934) that is incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

(c) Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrants pursuant to the foregoing provisions, or otherwise, each registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of any registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, such registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

(d) Each of the undersigned registrants hereby undertakes to file an application for the purpose of determining the eligibility of the trustee to act under subsection (a) of Section 310 of the Trust Indenture Act in accordance with the rules and regulations prescribed by the Securities and Exchange Commission under Section 305(b)(2) of the Trust Indenture Act.

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Plano, State of Texas, on February 7, 2017.

DR PEPPER SNAPPLE GROUP, INC.
By:	/s/ James L. Baldwin
	James L. Baldwin
	Executive Vice President & General Counsel

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities indicated and on the 7^th day of February, 2017.

SIGNATURE	TITLE
*	President, Chief Executive Officer and Director (Principal Executive Officer)
Larry D. Young
*	Executive Vice President and Chief Financial Officer (Principal Financial Officer)
Martin M. Ellen
*	Senior Vice President and Controller (Principal Accounting Officer)
Angela A. Stephens
*	Chairman of the Board
Wayne R. Sanders
*	Director
David E. Alexander
*	Director
Antonio Carillo

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SIGNATURE	TITLE
*	Director
Pamela H. Patsley
*	Director
Joyce M. Roché
*	Director
Ronald G. Rogers
*	Director
Dunia A. Shive
*	Director
M. Anne Szostak
	Director
José M. Gutiérrez
/s/ James L. Baldwin	Pursuant to power of attorney included in the
* As Attorney-in-fact	Registration Statement

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, each registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Plano, State of Texas, on February 7, 2017.

234DP AVIATION, LLC A & W CONCENTRATE COMPANY AMERICAS BEVERAGES MANAGEMENT GP AMTRANS, INC. BAI BRANDS LLC BERKELEY SQUARE US, INC. BEVERAGES DELAWARE INC. DP BEVERAGES INC. DPS AMERICAS BEVERAGES, LLC DPS BEVERAGES, INC. DPS FINANCE II, INC. DPS HOLDINGS INC. DR PEPPER/SEVEN-UP BEVERAGE SALES COMPANY DR PEPPER/SEVEN UP MANUFACTURING COMPANY DR PEPPER/SEVEN UP, INC. HIGH RIDGE INVESTMENTS US, INC. INTERNATIONAL INVESTMENTS MANAGEMENT LLC MOTT'S GENERAL PARTNERSHIP MOTT'S LLP MSSI LLC NANTUCKET ALLSERVE, INC. NUTHATCH TRADING US, INC. PACIFIC SNAPPLE DISTRIBUTORS, INC. ROYAL CROWN COMPANY, INC. SNAPPLE BEVERAGE CORP. THE AMERICAN BOTTLING COMPANY  184 INNOVATIONS, INC.
By:	/s/ James L. Baldwin
	James L. Baldwin
	Executive Vice President & General Counsel

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities indicated and on the 7^th day of February, 2017.

SIGNATURE	TITLE
*	President, Chief Executive Officer and Director (Principal Executive Officer)
Larry D. Young
*	Executive Vice President and Chief Financial Officer (Principal Financial Officer)
Martin M. Ellen
*	Senior Vice President and Controller (Principal Accounting Officer)
Angela A. Stephens
/s/ James L. Baldwin	Director
James L. Baldwin
/s/ James L. Baldwin	Pursuant to power of attorney included in the
* As Attorney-in-fact	Registration Statement

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Plano, State of Texas, on February 7, 2017.

SPLASH TRANSPORT, INC.
By:	/s/ Derry Hobson
	Derry Hobson
	President

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities indicated and on the 7^th day of February, 2017.

SIGNATURE	TITLE
/s/ Derry Hobson	President and Director (Principal Executive Officer)
Derry Hobson
*	Senior Vice President and Director (Principal Financial Officer and Principal Accounting Officer)
Greg Collins
*	Vice President and Secretary
Lisa Dalfonso
*	Vice President and Assistant Secretary
Arthur Swanson
/s/ James L. Baldwin	Pursuant to power of attorney included in the
* As Attorney-in-fact	Registration Statement

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INDEX TO EXHIBITS

Exhibit Number	Description of Exhibit
1.1*	Form of Underwriting Agreement.
4.1	Amended and Restated Certificate of Incorporation of Dr Pepper Snapple Group, Inc. (filed as Exhibit 3.1 to the Company's Current Report on Form 8-K (filed on May 12, 2008) and incorporated herein by reference).
4.2	Certificate of Amendment to Amended and Restated Certificate of Incorporation of Dr Pepper Snapple Group, Inc. effective as of May 17, 2012 (filed as Exhibit 3.2 to the Company's Quarterly Report on Form 10-Q (filed July 26, 2012) and incorporated herein by reference).
4.3	Certificate of Second Amendment to Amended and Restated Certificate of Incorporation of Dr Pepper Snapple Group, Inc. effective as of May 19, 2016 (filed as Exhibit 3.1 to the Company's Current Report on Form 8-K (filed May 20, 2016) and incorporated herein by reference.
4.4	Amended and Restated By-Laws of Dr Pepper Snapple Group, Inc. effective as of January 25, 2016 (filed as Exhibit 3.2 to the Company's Current Report on Form 8-K (filed January 25, 2016) and incorporated herein by reference).
4.5	Indenture, dated as of December 15, 2009, between the Company and Wells Fargo Bank, N.A., as trustee (filed as Exhibit 4.1 to the Company's Form 8-K filed on December 23, 2009 and incorporated herein by reference).
4.6	Form of Subordinated Indenture (filed as Exhibit 4.2 to the Company's Registration Statement on Form S-3 (filed on December 14, 2009) and incorporated herein by reference).
4.7	Eighth Supplemental Indenture, dated as of January 31, 2017, among Bai Brands LLC, 184 Innovations, Inc. and Wells Fargo Bank, N.A. (filed as Exhibit 4.2 to the Company's Form 8-K (filed February 2, 2017) and incorporated herein by reference).
4.8*	Form of Warrant Agreement.
5.1	Opinion of Baker Botts L.L.P. (filed as Exhibit 5.1 to the Company's Registration Statement on Form S-3 (filed on September 2, 2016 File No. 333-213477) and incorporated herein by reference).
5.2 ***	Opinion of Baker Botts L.L.P.
12.1 ***	Computation of Ratio of Earnings to Fixed Charges.
23.1 ***	Consent of Deloitte & Touche LLP, Independent Registered Public Accounting Firm.
23.2	Consent of Baker Botts L.L.P. (contained in Exhibit 5.2).
24.1	Powers of Attorney (set forth on signature page).
25.1 ***	Form T-1 Statement of Eligibility under the Trust Indenture Act of 1939, as amended, in respect of the Senior Indenture.
25.2**	Form T-1 Statement of Eligibility under the Trust Indenture Act of 1939, as amended, in respect of the Subordinated Indenture.

______________

* To be filed by amendment or as an exhibit with a subsequent Current Report on Form 8-K in connection with a specific offering.

** To be filed pursuant to Section 305(b)(2) of the Trust Indenture of Act of 1939, as amended.

*** Filed herewith

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EX-5.2

Exhibit 5.2

	2001 ROSS AVENUE	AUSTIN	LONDON
	DALLAS, TEXAS	BEIJING	MOSCOW
	75201-2980	BRUSSELS	NEW YORK
		DALLAS	PALO ALTO
	TEL +1 214.953.6500	DUBAI	RIYADH
	FAX +1 214.953.6503	HONG KONG	SAN FRANCISCO
	BakerBotts.com	HOUSTON	WASHINGTON

February 7, 2017

Dr Pepper Snapple Group, Inc.

5301 Legacy Drive

Plano, Texas 75024

Ladies and Gentlemen:

As set forth in the Post-Effective Amendment No. 1 (the “Amendment”) to the Registration Statement on Form S-3 (No. 333-213477) (the “Registration Statement”) to be filed on the date hereof by Dr Pepper Snapple Group, Inc., a Delaware corporation (the “Company”), and the subsidiary guarantors named in Schedule I hereto (the “Subsidiary Guarantors”) with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”), in order to effect the registration of securities that may be offered, issued and sold by the Company and the Subsidiary Guarantors from time to time, we are passing upon certain legal matters in connection with such securities. The securities of the Subsidiary Guarantors that may be offered, issued or sold by the Subsidiary Guarantors pursuant to the Registration Statement are referred to as the “Subsidiary Guarantees.”

The securities registered or to be registered pursuant to the Amendment consist of Subsidiary Guarantees (the “Additional Guarantees”) by Bai Brands LLC, a New Jersey limited liability company, and 184 Innovations, Inc., a Delaware corporation (together, the “Additional Guarantors”), of the senior debt securities and subordinated debt securities that may be issued by the Company from time to time under the Registration Statement (the “Debt Securities” and, together with the Additional Guarantees, the “Securities”). At your request, this opinion is being furnished to you for filing as Exhibit 5.2 to the Registration Statement.

Each series of senior Debt Securities will be issued pursuant to that certain Indenture (the “Senior Indenture”), dated as of December 15, 2009, entered into between the Company, as issuer, and Wells Fargo Bank, N.A., as trustee (the “Trustee”), and each series of subordinated Debt Securities will be issued pursuant to an indenture to be entered into between the Company, as issuer, and a trustee to be named therein (the “Subordinated Indenture” and, together with the Senior Indenture, the “Indentures”), as each such Indenture may be supplemented, in connection with the issuance of each such series, by a supplemental indenture, officers’ certificate or other writing thereunder establishing the form and terms of such series of Debt Securities.

In our capacity as counsel to the Company and the Additional Guarantors in the connection referred to above, we have examined originals, or copies certified or otherwise identified to our satisfaction as being copies of originals, of (a) the Amended and Restated

Dr Pepper Snapple Group, Inc.	- 2 -	February 7, 2017

Certificate of Incorporation of the Company, as amended to date (the “Certificate of Incorporation”), (b) the Amended and Restated By-Laws of the Company, as amended to date (the “By-Laws”), (c) the Senior Indenture, (d) the form of Subordinated Indenture, (e) the certificates of incorporation or formation, bylaws and limited liability company agreements, as applicable, of each of the Additional Guarantors and (f) corporate records of the Company and the Additional Guarantors, including minute books of the Company and the Additional Guarantors, as furnished to us by the Company and the Additional Guarantors, certificates of public officials and of representatives of the Company, statutes and other instruments and documents as a basis for the opinions hereinafter expressed. In giving such opinions, we have relied upon certificates of officers of the Company and of public officials with respect to the accuracy of the material factual matters contained in such certificates. In giving the opinions set forth below, we have assumed that the signatures on all documents examined by us are genuine, that all documents submitted to us as originals are accurate and complete, that all documents submitted to us as copies are true and correct copies of the originals thereof and that all information submitted to us was accurate and complete.

On the basis of the foregoing, and subject to the assumptions, limitations and qualifications set forth herein, we are of the opinion that:

1.When (a) any supplemental indenture to be entered into in connection with a particular series of Debt Securities has been duly authorized, executed and delivered by the Company, any Subsidiary Guarantor (including any Additional Guarantor), as applicable, and the trustee thereunder; (b) the specific terms of the Debt Securities and the issuance and sale thereof, and any Additional Guarantees, have been duly authorized by the Board of Directors of the Company or, to the extent permitted by the General Corporation Law of the State of Delaware (the “DGCL”) and the Certificate of Incorporation and the By-Laws, a duly constituted and acting committee thereof (such Board of Directors or committee thereof being hereinafter referred to as the “Board”) and the board of directors (or the equivalent governing body) of each Additional Guarantor, respectively; and (c) such Debt Securities and any Additional Guarantees have been duly executed, authenticated, issued and delivered in accordance with the applicable Indenture, any supplemental indenture relating to such Debt Securities and Additional Guarantees and any purchase, underwriting, distribution or other agreement entered into in connection with the offering or sale of such Debt Securities against payment therefor, such Additional Guarantees, as applicable, will constitute legal, valid and binding obligations of each Additional Guarantor, respectively, enforceable against each Additional Guarantor in accordance with their terms, except to the extent that enforcement thereof is subject to (i) any bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar laws now or hereafter in effect relating to creditors’ rights generally and (ii) general principles of equity and public policy (regardless of whether enforcement is sought in a proceeding at law or in equity) and the discretion of the court before which any proceeding therefor may be brought.

Dr Pepper Snapple Group, Inc.	- 3 -	February 7, 2017

In connection with this opinion, we have assumed that:

(a)prior to the time of the offer, sale or delivery of any Securities, the Registration Statement and any amendments thereto will have become effective under the Securities Act and such effectiveness shall not have been terminated, rescinded or suspended;

(b)prior to, at or after the time of the offer, sale or delivery of any Securities, a prospectus supplement will, in accordance with the applicable requirements of the Securities Act and the rules and regulations thereunder, have been prepared and filed with the Commission describing the Securities offered thereby;

(c)no Debt Securities or Additional Guarantees will include any provision that is unenforceable;

(d)any securities issuable upon conversion, exchange, redemption or exercise of any Securities being issued by the Company will have been duly authorized by the Company and, if appropriate, reserved for issuance upon such conversion, exchange, redemption or exercise;

(e)neither the terms of the Securities to be established after the date hereof or of any agreement or instrument to be entered into or filed by the Company in connection with such Securities (including, but not limited to, any supplemental indenture relating to any series of Debt Securities or any Additional Guarantees) nor the performance by the Company or the Additional Guarantors of its or their obligations in respect of any such Securities or under any such agreement or instrument will violate any applicable law or public policy or result in a breach or violation of any provision of any agreement or instrument binding upon the Company or the Additional Guarantors or of any restriction imposed by any court or government body having jurisdiction over the Company or the Additional Guarantors;

(f)in the case of Debt Securities of any series issuable under an Indenture:

(i)if such Debt Securities are senior Debt Securities, the Senior Indenture will be in full force and effect, and if such Debt Securities are subordinated Debt Securities, an indenture substantially in the form of the Subordinated Indenture will have been duly executed and delivered by the Company and the trustee thereunder;

(ii)in accordance with the terms of the Indenture under which such Debt Securities will be issued, the Board will have taken all necessary corporate action to designate and establish the terms of such series of Debt Securities;

(iii)any Additional Guarantors that issue Additional Guarantees will have the power and authority to issue such Additional Guarantees under the Indenture;

Dr Pepper Snapple Group, Inc.	- 4 -	February 7, 2017

(iv)in accordance with the terms of the Indenture under which any Additional Guarantees will be issued, the board of directors or other authorized governing body of such Additional Guarantors will have taken all action, corporate or otherwise, to authorize the issuance of such Additional Guarantees and establish the terms thereof;

(v)the Indenture under which such Debt Securities will be issued will have become qualified under the Trust Indenture Act of 1939, as amended; and

(vi)forms of Debt Securities and Additional Guarantees, as applicable, complying with the terms of the Indenture under which such Debt Securities will be issued and evidencing such Debt Securities and Additional Guarantees, as applicable, will have been duly executed, authenticated, issued and delivered in accordance with the provisions of such Indenture;

(g)    the Indentures and any Additional Guarantees will be governed by the laws of the State of New York;

(h)    all Securities will be offered, issued and sold in compliance with applicable federal and state securities laws and in a manner consistent with the plan of distribution set forth in the Registration Statement and the applicable prospectus supplement; and

(i)    there shall not have occurred any change in law affecting the validity or enforceability of any Securities.

In rendering this opinion, we express no view as to:

(1)the enforceability of any waiver of rights under any usury or stay law;

(2)the validity, legally binding effect or enforceability of any provision of the Indentures or any other provision applicable to any Securities that requires or relates to adjustments to the conversion or exercise price of any Securities at a rate or in an amount that a court would determine in the circumstances under applicable law to be commercially unreasonable or a penalty or forfeiture; or

(3)the validity, legally binding effect or enforceability of any provision that permits holders of Securities to collect any portion of stated principal amount upon acceleration of the Securities to the extent determined to constitute unearned interest.

The opinions set forth above are limited in all respects to matters of the contract law of the State of New York, the DGCL and applicable federal law, and no opinion is expressed herein as to any matters governed by the law of any other jurisdiction.

We hereby consent to the filing of this opinion of counsel as Exhibit 5.2 to the Amendment to the Registration Statement. We also consent to the reference to our Firm under the heading “Legal Matters” in the prospectus forming a part of the Registration Statement. In

Dr Pepper Snapple Group, Inc.	- 5 -	February 7, 2017

giving this consent, we do not hereby admit that we are in the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations of the Commission thereunder.

Very truly yours,

/s/ Baker Botts L.L.P.

Dr Pepper Snapple Group, Inc.	- 6 -	February 7, 2017

SCHEDULE I

LIST OF SUBSIDIARY GUARANTORS

234DP Aviation, LLC

A & W Concentrate Company

Americas Beverages Management GP

AmTrans, Inc.

Bai Brands LLC

Berkeley Square US, Inc.

Beverages Delaware Inc.

DP Beverages Inc.

DPS Americas Beverages, LLC

DPS Beverages, Inc.

DPS Finance II, Inc.

DPS Holdings Inc.

Dr Pepper/Seven-Up Beverage Sales Company

Dr Pepper/Seven Up Manufacturing Company

Dr Pepper/Seven Up, Inc.

High Ridge Investments US, Inc.

International Investments Management LLC

Mott’s General Partnership

Mott’s LLP

MSSI LLC

Nantucket Allserve, Inc.

Nuthatch Trading US, Inc.

Pacific Snapple Distributors, Inc.

Royal Crown Company, Inc.

Snapple Beverage Corp.

Splash Transport, Inc.

The American Bottling Company

184 Innovations, Inc.

EX-12.1

Exhibit 12.1

DR PEPPER SNAPPLE GROUP, INC.

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

(In millions, except ratio amounts)

	For the Nine Months Ended September 30,			For the Years Ended December 31,
	2016			2015			2014			2013			2012			2011
Calculation of fixed charges ratio:
Income before provision for income taxes, equity in earnings of unconsolidated subsidiaries and cumulative effect of change in accounting policy(2)	$	1,026		$	1,184		$	1,073		$	542		$	978		$	925
Add/(deduct):
Fixed charges	112			132			125			138			142			131
Amortization of capitalized interest	2			3			4			4			3			2
Capitalized interest	(2		)	(1		)	(2		)	(1		)	(2		)	(2		)
Total earnings available for fixed charges	$	1,138		$	1,318		$	1,200		$	683		$	1,121		$	1,056
Fixed charges:
Interest expense	$	99		$	117		$	109		$	123		$	125		$	114
Capitalized interest	2			1			2			1			2			2
Interest component of rental expense(1)	11			14			14			14			15			15
Total fixed charges	$	112		$	132		$	125		$	138		$	142		$	131
Ratio of earnings to fixed charges	10.2x			10.0x			9.6x			4.9x			7.9x			8.1x

_________________________________

(1) Represents a reasonable estimate of the interest component of rental expense incurred by us.

(2) Due to the completion of the IRS audit for our 2006-2008 federal income tax returns in August 2013, we recognized $430 million of other expense, net, as we no longer anticipate collecting amounts from Mondelēz. Additionally, in June 2013, a bill was enacted by the Canadian government, which reduced amounts amortized for income tax purposes. As a result, we recognized $38 million of indemnity income due to the reduction of our long-term liability to Mondelēz.

EX-23.1

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in this Post-Effective Amendment No. 1 to Registration Statement No. 333-213477 on Form S-3 of our reports dated February 23, 2016, relating to the consolidated financial statements of Dr Pepper Snapple Group, Inc. and subsidiaries, and the effectiveness of Dr Pepper Snapple Group, Inc. and subsidiaries’ internal control over financial reporting, appearing in the Annual Report on Form 10-K of Dr Pepper Snapple Group, Inc. for the year ended December 31, 2015, and to the reference to us under the heading "Experts" in the Prospectus, which is part of such Registration Statement.

/s/ Deloitte & Touche LLP

Dallas, Texas

February 7, 2017

EX-25.1

Exhibit 25.1

Registration No. 333-213477

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________________

FORM T-1

STATEMENT OF ELIGIBILITY

UNDER THE TRUST INDENTURE ACT OF 1939 OF A

CORPORATION DESIGNATED TO ACT AS TRUSTEE

_____________________________

X CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2)

WELLS FARGO BANK, NATIONAL ASSOCIATION

(Exact name of trustee as specified in its charter)

A National Banking Association	94-1347393
(Jurisdiction of incorporation or organization if not a U.S. national bank)	(I.R.S. Employer Identification No.)

101 North Phillips Avenue Sioux Falls, South Dakota	57104
(Address of principal executive offices)	(Zip code)

Wells Fargo & Company

Law Department, Trust Section

MAC N9305-175

Sixth Street and Marquette Avenue, 17^th Floor

Minneapolis, Minnesota 55479

(612) 667-4608

(Name, address and telephone number of agent for service)

_______________________

DR PEPPER SNAPPLE GROUP, INC.

Certain co-registrants are identified in the "Table of Additional Registrants" listed

on the next page.

(Exact name of registrant as specified in its charter)

Delaware	5301 Legacy Drive Plano, Texas 75024 (972) 673-7000	98-0517725
(State or other jurisdiction of incorporation or organization)	(Address, including zip code, and telephone number, including area code, of registrant's principal executive offices)	(I.R.S. Employer)

Debt Securities

Guarantees of Debt Securities

TABLE OF ADDITIONAL REGISTRANTS

Exact Name of Registrant as Specified in its Charter	State or Other Jurisdiction of Incorporation or Organization	I.R.S. Employer Identification No.
234DP Aviation, LLC(1)	Delaware	27-1028433
A & W Concentrate Company(1)	Delaware	22-2483659
Americas Beverages Management GP(1)	Nevada	74-3218345
AmTrans, Inc.(2)	Illinois	36-2682881
Bai Brands LLC(5)	New Jersey	N/A
Berkeley Square US, Inc.(1)	Delaware	74-3257868
Beverages Delaware Inc.(1)	Delaware	51-0345374
DP Beverages Inc.(1)	Delaware	04-2492250
DPS Americas Beverages, LLC(1)	Delaware	N/A
DPS Beverages, Inc.(1)	Delaware	55-0883062
DPS Finance II, Inc.(1)	Delaware	30-0159342
DPS Holdings Inc.(1)	Delaware	06-1074905
Dr Pepper/Seven-Up Beverage Sales Company(1)	Texas	75-1554102
Dr Pepper/Seven Up Manufacturing Company(3)	Delaware	74-2690781
Dr Pepper/Seven Up, Inc.(1)	Delaware	75-2233365
High Ridge Investments US, Inc.(1)	Delaware	74-3257869
International Investments Management LLC(1)	Delaware	N/A
Mott's General Partnership(1)	Nevada	26-2092489
Mott's LLP(1)	Delaware	90-0237006
MSSI LLC(1)	Delaware	77-0667192
Nantucket Allserve, Inc.(1)	Massachusetts	04-3093808
Nuthatch Trading US, Inc.(1)	Delaware	42-1762066
Pacific Snapple Distributors, Inc.(1)	California	33-0390611
Royal Crown Company, Inc.(1)	Delaware	58-1316061
Snapple Beverage Corp.(1)	Delaware	04-3149065
Splash Transport, Inc.(4)	Delaware	26-2366378
The American Bottling Company(1)	Delaware	36-4223626
184 Innovations, Inc.(5)	Delaware	36-4800558

____________________________

(1) Registrant's address is 5301 Legacy Drive, Plano, Texas 75024. Telephone: (972) 673-7000

(2) Registrant's address is 400 North Wolf Road, Northlake, Illinois 60164. Telephone (708) 449-2600

(3) Registrant's address is 8900 Page Avenue, St. Louis, Missouri 63114. Telephone (314) 426-8200

(4) Registrant's address is 5430 West 81st Street, Indianapolis, Indiana 46268. Telephone (866) 573-3774

(5) Registrant's address is 1800 East State St., Hamilton, NJ 08609. Telephone: 609-586-0500.

Item 1.General Information. Furnish the following information as to the trustee:

(a)	Name and subject of each examining or supervising authority to which it is subject.
	Comptroller of the Currency Treasury Department Washington, D.C.
	Federal Deposit Insurance Corporation Washington, D.C.
	Federal Reserve Bank of San Francisco San Francisco, California 94120
(b)	Whether it is authorized to exercise corporate trust powers.
	The trustee is authorized to exercise corporate trust powers.

Item 2. Affiliations with Obligor. If the obligor is an affiliate of the trustee, describe each such affiliation.

None with respect to the trustee.

No responses are included for Items 3-14 of this Form T-1 because the obligor is not in default as provided under Item 13.

Item 15. Foreign Trustee.Not applicable.

Item 16. List of Exhibits. List below all exhibits filed as a part of this Statement of Eligibility.

Exhibit 1.	A copy of the Articles of Association of the trustee now in effect.*
Exhibit 2.	A copy of the Comptroller of the Currency Certificate of Corporate Existence for Wells Fargo Bank, National Association, dated January 14, 2015.**
Exhibit 3.	A copy of the Comptroller of the Currency Certification of Fiduciary Powers for Wells Fargo Bank, National Association, dated January 6, 2014.**
Exhibit 4.	Copy of By-laws of the trustee as now in effect.**
Exhibit 5.	Not applicable.
Exhibit 6.	The consent of the trustee required by Section 321(b) of the Act.
Exhibit 7.	A copy of the latest report of condition of the trustee published pursuant to law or the requirements of its supervising or examining authority.
Exhibit 8.	Not applicable.
Exhibit 9.	Not applicable.

* Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form S-4 dated December 30, 2005 of file number 333-130784.

** Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit to the Filing 305B2 dated March 13, 2015 of file number 333-190926.

SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the trustee, Wells Fargo Bank, National Association, a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Dallas and State of Texas on the 7th day of February, 2017.

WELLS FARGO BANK, NATIONAL ASSOCIATION

Patrick T. Giordano

Vice President

EXHIBIT 6

February 7, 2017

Securities and Exchange Commission

Washington, D.C. 20549

Gentlemen:

In accordance with Section 321(b) of the Trust Indenture Act of 1939, as amended, the undersigned hereby consents that reports of examination of the undersigned made by Federal, State, Territorial, or District authorities authorized to make such examination may be furnished by such authorities to the Securities and Exchange Commission upon its request thereof.

Very truly yours,

WELLS FARGO BANK, NATIONAL ASSOCIATION

Patrick T. Giordano

Vice President

Exhibit 7

Consolidated Report of Condition of

Wells Fargo Bank National Association

of 101 North Phillips Avenue, Sioux Falls, SD 57104

And Foreign and Domestic Subsidiaries,

at the close of business September 30, 2016, filed in accordance with 12 U.S.C. §161 for National Banks.

		Dollar Amounts
		In Millions
ASSETS
Cash and balances due from depository institutions:
Noninterest-bearing balances and currency and coin		$	17,662
Interest-bearing balances		228,654
Securities:
Held-to-maturity securities		99,241
Available-for-sale securities		273,020
Federal funds sold and securities purchased under agreements to resell:
Federal funds sold in domestic offices		76
Securities purchased under agreements to resell		22,123
Loans and lease financing receivables:
Loans and leases held for sale		22,444
Loans and leases, net of unearned income	919,725
LESS: Allowance for loan and lease losses	10,603
Loans and leases, net of unearned income and allowance		909,122
Trading Assets		46,588
Premises and fixed assets (including capitalized leases)		7,671
Other real estate owned		955
Investments in unconsolidated subsidiaries and associated companies		10,787
Direct and indirect investments in real estate ventures		—
Intangible assets
Goodwill		22,691
Other intangible assets		14,962
Other assets		64,823
Total assets		$	1,740,819
LIABILITIES
Deposits:
In domestic offices		$	1,167,424
Noninterest-bearing	375,955
Interest-bearing	791,469
In foreign offices, Edge and Agreement subsidiaries, and IBFs		154,137
Noninterest-bearing	1,032
Interest-bearing	153,105
Federal funds purchased and securities sold under agreements to repurchase:
Federal funds purchased in domestic offices		6,166
Securities sold under agreements to repurchase		20,719

	Dollar Amounts
	In Millions
Trading liabilities	25,666
Other borrowed money
(includes mortgage indebtedness and obligations under capitalized leases)	154,595
Subordinated notes and debentures	13,610
Other liabilities	38,863
Total liabilities	$	1,581,180
EQUITY CAPITAL
Perpetual preferred stock and related surplus	$	—
Common stock	519
Surplus (exclude all surplus related to preferred stock)	106,704
Retained earnings	47,765
Accumulated other comprehensive income	4,257
Other equity capital components	—
Total bank equity capital	159,245
Noncontrolling (minority) interests in consolidated subsidiaries	394
Total equity capital	159,639
Total liabilities, and equity capital	$	1,740,819

I, John R. Shrewsberry, Sr. EVP & CFO of the above-named bank do hereby declare that this Report of Condition has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is true to the best of my knowledge and belief.

John R. Shrewsberry

Sr. EVP & CFO

We, the undersigned directors, attest to the correctness of this Report of Condition and declare that it has been examined by us and to the best of our knowledge and belief has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is true and correct.

James Quigley	Directors
Enrique Hernandez, Jr
Timothy Sloan