CustomerTenant demand for our communications infrastructuresites depends on the demand for wireless data from their customers. Thedata. Additionally, the willingness of our customerstenants to utilize our communications infrastructure,sites, or renew or extend existing tenant contracts on our communications infrastructure,sites, is affected by numerous factors, including:

A slowdown in demand for wireless data or our communications infrastructuresites may negatively impact our growth or otherwise have a material adverse effect on us. If our customerstenants or potential customerstenants are unable to raise adequate capital to fund their business plans, as a result of disruptions in the financial and credit markets or otherwise, they may reduce their spending, which could adversely affect our anticipated growth or the demand for our communications infrastructure.sites.

The amount, timing and mix of our customers'tenants' network investment is variable and can be significantly impacted by the various matters described in these risk factors. Changes in carriertenant network investment typically impact the demand for our communications infrastructure.sites. As a result, changes in carriertenant plans such as delays in the implementation of new systems, new and emerging technologies (including small cells), or plans to expand coverage or capacity may reduce demand for our communications infrastructure.sites. Furthermore, the wireless industry could experience a slowdown or slowing growth rates as a result of numerous factors, including a reduction in consumer demand for wireless data or general economic conditions. There can be no assurances that weakness or uncertainty in the economic environment will not adversely impact the wireless industry, which may materially and adversely affect our business, including by reducing demand for our communications infrastructure.sites. In addition, a slowdown may increase competition for site rental customers.tenants. Such an industry slowdown or a reduction in customertenant network investment may materially and adversely affect our business.

For the year ended December 31, 2017,2020, our site rental revenues by customertenant were as follows:

Our three largest tenants are T-Mobile (which merged with Sprint in April 2020), AT&T and Verizon Wireless. The loss of any one of our large customerslargest tenants as a result of consolidation, merger, bankruptcy, insolvency, network sharing, roaming, joint development, resale agreements by our customers,tenants, or otherwise may result in (1) a material decrease in our revenues, (2) uncollectible account receivables, (3) an impairment of our deferred site rental receivables, communications infrastructuresite assets, or intangible assets, or (4) other adverse effects to our business. We cannot guarantee that tenant contracts with our major customerslargest tenants will not be terminated or that these customerstenants will renew their tenant contracts with us. In addition to our three largest tenants, we also derive a portion of our revenues and anticipateanticipated future growth from new entrants offering or contemplating offering wireless services. Such customerstenants may be smaller or have less financial resources than our fourthree largest customers,tenants, may have business models thatwhich may not be successful, or may require additional capital.

Consolidation among our customerstenants will likely result in duplicate or overlapping parts of networks, for example, where they are co-residents on a tower, which may result in the termination, non-renewal or non-renewalre-negotiation of the tenant contracts and negatively impact revenues from our communications infrastructure.sites. Due to the long-term nature of our tenant contracts, we generally expect but cannot be certain, that the impact of our site rental revenues from any termination of our tenant contracts as a result of thissuch potential consolidation would be spread over multiple years. Such consolidation (or potential consolidation) may result in a reduction or slowdown in such customers' futuretenants' network investment in the aggregate because their expansion plans may be similar. Customer

Tenant consolidation, including the merger between T-Mobile and Sprint, could decrease the demand for our communications infrastructure,sites, which in turn may result in a reduction in our revenues or cash flows.flows and may trigger a review for impairment of certain long-lived assets.

Our growth is dependent on our entering into new tenant contracts (including amendments to tenant contracts upon modification of an existing tower installation), as well as renewing or renegotiating tenant contracts when existing tenant contracts terminate. Competition in our industry may make it more difficult for us to attract new customers,tenants, maintain or increase our gross margins or maintain or increase our market share. We face competition for site rental tenants and associated rentalcontractual rates from various sources, including (1) other independent communications infrastructure owners or operators,

Improvements in the efficiency, architecture and design of wirelesscommunication networks may reduce the demand for our communications infrastructure.sites. For example, new technologies that may promote network sharing, joint development, wireless backhaul and fronthaul efficiency, or resale agreements by our customers,tenants, such as signal combining technologies or network functions virtualization, may reduce the need for our communications infrastructure.sites. In addition, other technologies, such as Wi-Fi,WiFi, Distributed Antenna Systems ("DAS"), femtocells, other small cells, orblimps, satellite (such as low earth orbiting) and mesh transmission systems may, in the future, serve as substitutes for or alternatives to leasing on communications infrastructuresites that might otherwise be anticipated or expected had such technologies not existed. In addition, new technologies that enhance the range, efficiency and capacity of wirelesscommunication equipment could reduce demand for our communications infrastructure.sites. Any significant reduction in demand for our communications infrastructuresites resulting from the new technologies may negatively impact our revenues or otherwise have a material adverse effect on us.

The property interests on whichand other rights to our towers reside,sites, including the land interests under our towers (other than the sites sub-leased under the Sprint Master Leases) consist of leaseholdsT-Mobile Sites), are derived from leasehold, sub-leasehold interests, fee interests and exclusive easements, as well as permits granted by governmental entities. A loss of these interests for any reason, including losses arising from the bankruptcies of a significant number of our lessors, from the default by a significant number of our lessors under their mortgage financings or from a legal challenge to our interest in the real property, may interfere with our ability to conduct our business or generate revenues. If a material number of the grantors of these rights elect not to renew their terms, our ability to conduct business or generate revenues could be adversely affected. Further, we may not be able to renew ground leases on commercially viable terms.

Our ability to retain rights to the land interests on which our towers resideare located depends on our ability to purchase such land, includingby acquiring fee interests and perpetual easements, or renegotiate or extend the terms of the leasesagreements relating to such land. In some cases, other subsidiaries of CCIC have acquired certain third party land interests under certain of our sitestowers as a result of negotiated transactions, and we have entered into leases with such affiliates. Approximately 15% of our sites for the year ended December 31, 20172020 are under our control for less than 10 years. If we are unable to retain rights to the property interests on which our towers reside,are located, our business may be adversely affected.

The vast majority of our tenant contracts are not net contracts. Accordingly, each of our subsidiaries that acts as a landlord is responsible for ensuring the maintenance and repair of its sites and for other obligations and liabilities associated with its sites, such as the payment of real estate taxes related to the tower and ground lease rents, the maintenance of insurance or environmental compliance and remediation. The failure of such subsidiary to cause the performance of their obligations as landlords under a tenant contract could entitle the related lessee to an abatement of rent or, in some circumstances, could result in a termination of the tenant contract. Because our subsidiaries nor we have any employees, as further discussed herein, the Manager (as defined below) is responsible for carrying out the landlord's responsibilities under the tenant contracts. An unscheduled reduction or cessation of payments due under a tenant contract may result in a reduction of the amounts available to make payments on the 3.849% Secured Notes.

Upon the bankruptcy of a lessor or a lessee under a ground lease, the debtor entity generally has the right to assume or reject the ground lease. Pursuant to Section 365(h) of the United States Bankruptcy Code ("Bankruptcy Code"), a ground lessee (i.e.

Similarly, upon the bankruptcy of one of our subsidiaries or a third-party owner of a managed site, the debtor entity would have the right to assume or reject any related site management agreement. Because the arrangements under which we derive revenue from the managed sites would not likely constitute contracts of real property for purposes of Section 365(h) of the Bankruptcy Code, the applicable subsidiary may not have the right to remain in possession of the premises or otherwise retain the benefit of the site management agreement if the site management agreement is rejected by a debtor third-party owner.

Certain of the towers leased from SprintT-Mobile are located on land leased from third parties under ground leases. One of our subsidiaries, Global Signal Acquisitions II LLC ("Global Signal Acquisitions II"), subleases these sites from bankruptcy remote SprintT-Mobile subsidiaries. If one of these SprintT-Mobile subsidiaries should become a debtor in a bankruptcy proceeding and is permitted to reject the underlying ground lease, Global Signal Acquisitions II could lose its interest in the applicable sites. If Global Signal Acquisitions II were to lose its interest in the applicable sites or if the applicable ground leases were to be terminated, we would lose the cash flow derived from the towers on those sites, which may have a material adverse effect on our business. We have similar bankruptcy risks with respect to sites that we operate under management agreements.

Subject to certain cure, arbitration, or other provisions, in the event of an uncured default under a SprintT-Mobile Master Lease, SprintT-Mobile may terminate the SprintT-Mobile Master Lease as to the applicable sites. If we default under the SprintT-Mobile Master Leases with respect to more than 20% of the SprintT-Mobile Sites within any rolling five-year period, SprintT-Mobile will have the right to terminate the SprintT-Mobile Master Leases with respect to all SprintT-Mobile Sites. If SprintT-Mobile terminates SprintT-Mobile Master Leases with respect to all of or a significant number of sites, we would lose all of our interests in those sites (which collectively represent approximately 68% of our sites as of December 31, 2017)2020) and our ability to make payments on the 3.849% Secured Notes would therefore be significantly impaired.

Pursuant to a management agreementthe Management Agreement among CCL, certain of its direct and indirect subsidiaries and CCUSA, ("Management Agreement"), all of our sites are managed by CCUSA ("Manager"). The Manager continues to be responsible for causing maintenance to be carried out in a timely fashion, carrying out the landlord's responsibilities under the tenant contracts, and marketing the site spaces. Management errors may adversely affect the revenue generated by the sites. In addition, the Manager's performance continues to depend to a significant degree upon the continued contributions of key management, engineering, sales and marketing, customertenant support, legal, or finance personnel, some of whom may be difficult to replace. The Manager does not have employment agreements with any of its employees, and no assurance can be given that the services of such personnel will continue to be available to the Manager. Furthermore, the Manager does not maintain key man life insurance policies on its executives that would adequately compensate it for any loss of services of such executives. The loss of the services of one or more of these executives could have a material adverse effect on the Manager's ability to manage our operations.

The management of the sites requires special skills and particularized knowledge. If the Management Agreement is terminated or the Manager is for any reason unable to continue to manage the sites on our behalf, there may be substantial delays in engaging a replacement manager with the requisite skills and experience to manage the sites. There can be no assurance that a qualified replacement manager can be located or engaged in a timely fashion or on economical terms. If an insolvency proceeding were commenced with respect to the Manager, the Manager as debtor or its bankruptcy trustee might have the power to prevent us from replacing it with a new manager for the sites.

In addition to managing our operations, the Manager is currently party to, and may in the future enter into, separate management agreements with its other affiliates that own, lease, and manage towers or other wireless communications sites. These other affiliates may be engaged in the construction, acquisition, or leasing of wireless communications sites in proximity to our sites. As a result, the Manager may engage in business activities that are in competition with our business in respect of the sites, and the Manager may experience conflicts of interest in the management of our sites and such other sites. Pursuant to the Management Agreement, the Manager continues to be prohibited from soliciting lessees to transfer tenant contracts from sites owned, leased, or managed by us to sites owned, leased or managed by our affiliates. However, there can be no assurance that the persons that control us, the Manager, or those other affiliates will allocate their management efforts in such a way as to maximize the returns with respect to our sites, as opposed to maximizing the returns with respect to other sites. The expansion and development of the Manager's business through acquisitions, increased product offerings or other strategic growth opportunities may cause disruptions in our business, which may have an adverse effect on our business operations or financial results. As a result, the Manager and we may experience conflicts of interest in the management of the land sites. Pursuant to the Management Agreement, the Manager has agreed to manage the sites in the same manner as if the lessees thereunder were not affiliates.

In addition, we may, subject to certain restrictions on affiliate transactions in the Secured Notes Indenture, enter into arms-length transactions with our affiliates to acquire land under our sites. There can be no assurance that the persons that control us will allocate potential opportunities in such a way as to maximize the returns with respect to our sites, as opposed to maximizing the returns for our affiliates.

There can be no assurances that new wireless services or technologies, which may drive demand for our sites, will be introduced or deployed as rapidly or in the manner projected by the wireless or broadcast industries.carriers. In addition, demand or tenant adoption rates for such new technologies may be lower or slower than anticipated for numerous reasons. As a result, growth opportunities or demand for our communications infrastructuresites arising from such technologies may not be realized at the times or to the extent anticipated.

The potential connection between radio frequency emissions and certain negative health effects, including some forms of cancer, has been the subject of substantial study by the scientific community in recent years. We cannot guarantee that claims relating to radio frequency emissions will not arise in the future or that the results of such studies will not be adverse to us.

A variety of federal, state, local, and foreign laws and regulations apply to our business. Failure to comply with applicable requirements may lead to civil or criminal penalties, require us to assume indemnification obligations or breach contractual provisions. We cannot guarantee that existing or future laws or regulations, including federal, state and local tax laws, will not adversely affect our business (including CCIC's REIT status), increase delays or result in additional costs. We also may incur additional costs as a result of liabilities under applicable laws and regulations, such as those governing environmental and safety matters. These factors may have a material adverse effect on us.

CCIC operates as a REIT for federal income tax purposes. As a REIT, CCIC is generally entitled to a deduction for dividends that it pays and therefore is not subject to U.S. federal corporate income tax on its taxable income that is distributed to its stockholders. As a REIT, CCIC may still be subject to certain federal, state, local, and foreign taxes on its income and assets, including alternative minimum taxes, taxes on any undistributed income, and state, local, or foreign income, franchise, property, and transfer taxes. We are an indirect subsidiary of CCIC and, for U.S. federal income tax purposes, our assets and operations are part of the CCIC REIT. Furthermore, as a result of the deduction for dividends paid, some or all of CCIC's net operating loss carryforwards ("NOLs") related to its REIT status may expire without utilization.

While CCIC intends to operate so that it remains qualified as a REIT, given the highly complex nature of the rules governing REITs, the importance of ongoing factual determinations, the possibility of future changes in circumstances, and the potential impact of future changes to laws and regulations impacting REITs, no assurance can be given by CCIC or us that CCIC will qualify as a REIT for any particular year.

We do not expect the recently enacted legislation commonly referred to as the Tax Reform Act to significantly affect us, although we cannot predict with certainty how such legislation will affect CCIC and us in the future. In addition, the present U.S. federal tax treatment of REITs is subject to change, possibly with retroactive effect, by legislative, judicial or administrative action at any time, and any such change might adversely affect CCIC's REIT status or benefits. We cannot predict the impact, if any, that such changes, if enacted, might have on our business. However, it is possible that such changes could adversely affect our business or inclusion of our assets and operations in CCIC's REIT.

If, in any taxable year, CCIC fails to qualify for taxation as a REIT and it is not entitled to relief under the Code, then we will be subject to federal and state income tax, including for applicable years beginning before January 1, 2018, any applicable alternative minimum tax, on our taxable income at regular corporate rates.

As a REIT, CCIC needs to continually satisfy tests concerning, among other things, the sources of its income, the nature and diversification of its assets, the amounts it dividends to its stockholders, and the ownership of its capital stock in order to maintain REIT status. Compliance with these tests requires CCIC to refrain from certain activities and may hinder its ability to make certain attractive investments, including the purchase of non-qualifying assets, the expansion of non-real estate activities, and investments in the businesses to be conducted by its taxable REIT subsidiaries ("TRSs"), and to that extent limit its opportunities and its flexibility to change its business strategy. Furthermore, acquisition opportunities in domestic or international markets may be adversely affected if CCIC needs or requires the target company to comply with some REIT requirements prior to completing any such acquisition. In addition, as a REIT, CCIC may face investor pressures not to pursue growth opportunities that are not immediately accretive.

None.

We are periodically involved in legal proceedings that arise in the ordinary course of business. Most of these proceedings arising in the ordinary course of business involve disputes with landlords, vendors, collection matters involving bankrupt customers,tenants, zoning or siting matters or condemnation. While the outcome of these matters cannot be predicted with certainty, management does not expect any pending matters to have a material adverse effect on us.

N/A

Operating income for the twelve months ended December 31, 2016 decreased2020 increased by $1.4approximately $9.8 million, or 1%4%, from the same period in the prior year.2019. The decreaseincrease in operating income was predominately due to increasesthe aforementioned increase in cost of operations, the management fee and depreciation, amortization and accretion,site rental revenues, partially offset by a decreasean increase in asset write-down charges.costs of operations and the management fee.

During September 2016, CCIC issued $700 million aggregate principal amountInterest expense and amortization of September 2016 Senior Notes and used a portion of the proceedsdeferred financing costs remained unchanged from 2019 to repay all of our previously outstanding 2.381% Secured Notes, which resulted in a loss on retirement of debt of approximately $10.3 million.2020.

Net income for 20162020 was approximately $106.9$246.0 million, compared to net income of approximately $114.9$236.7 million for 2015, which2019. The increase in net income was predominately due to the aforementioned loss on retirement of debt recorded for the repayment of our previously outstanding 2.381% Secured Notes.increase in site rental revenues.

From a cash management perspective, we currently distribute cash on hand above amounts required pursuant to the Management Agreement to our member. If any future event would occur that would leave us with a deficiency in our operating cash flow, while not required, CCIC may contribute cash back to us.

Over the next 12 months:

See note 5 to our consolidated financial statements for additional information regarding our debt.

The increasedecrease in net cash provided by operating activities for 20172020 of $24.3$7.6 million, or 7%2%, from 20162019 was primarily due to (1)a net decrease in working capital partially offset by growth in cash revenues, including cash escalations that are subject to straight-line accounting and (2) a net benefit from a year-over-year change in working capital. This year-over-year changeaccounting. Changes in working capital primarily relatedcontribute to changesvariability in deferred site rental receivables and other assets. The increase from 2015 to 2016 was primarilynet cash provided by operating activities, largely due to (1) growth in cash revenues, including cash escalations that are subject to straight-line accountingthe timing of advanced payments by us and (2) a net benefitadvanced receipts from year-over-year changes in working capital. This year-over-year change in working capital primarily related to changes in deferred revenues and other assets.tenants.

Our capital expenditures are primarily recorded as a result of tower installation and modification services performed by CCUSA that result in permanent improvements to our towers. We receive no cash from, and are not party to, such transactions. Such capital expenditures include the following:

A summary of our capital expenditures for the last three years is as follows:

Capital expenditures decreased by approximately $3.9$46.2 million from 20162019 to 2017. This decrease is2020 predominately due to lower volume of improvements performed on existing sites.

The net cash flows used for financing activities during the years ended December 31, 2017, 2016,2020 and 20152019 were impacted by our continued practice of distributing excess cash to our member. In addition, in September 2016, CCIC issued $700 million aggregate principal amount of September 2016 Senior Notes and used a portion of the net proceeds from the September 2016 Senior Notes offering to repay $500 million of our previously outstanding 2.381% Secured Notes. We recorded an equity contribution related to the debt repayment of our previously outstanding 2.381% Secured Notes for the year ended December 31, 2016. See notes 5 andnote 6 to our consolidated financial statements.

The following table summarizes our contractualmaterial cash obligationsrequirements as of December 31, 2017.2020. These contractualmaterial cash obligationsrequirements relate primarily to our 3.849% Secured Notes and lease obligations for land interests underrelating to our towers.

The Secured Notes Indenture does not contain financial maintenance covenants but it does contain restrictive covenants, subject to certain exceptions, related to our ability to incur indebtedness, incur liens, enter into certain mergers or change of control transactions, sell or issue equity interests, and enter into related party transactions. With respect to the restriction regarding the issuance of debt, we may not issue debt other than (1) certain permitted refinancings of the 3.849% Secured Notes, (2) unsecured trade payables in the ordinary course of business and financing of equipment, land or other property up to an aggregate of $100.0 million or (3) unsecured debt or additional notes under the Secured Notes Indenture provided that the Debt to Adjusted Consolidated Cash Flow Ratio (as defined in the Secured Notes Indenture) at the time of incurrence, and after

For our business combinations, we allocate the purchase price to the assets acquired and liabilities assumed based on their estimated fair value at the date of acquisition. Any purchase price in excess of the net fair value of the assets acquired and liabilities assumed is allocated to goodwill. The fair value of the vast majority of our assets and liabilities is determined by using either:

The purchase price allocation requires subjective estimates that, if incorrectly estimated, could be material to our consolidated financial statements, including the amount of depreciation, amortization and accretion expense. The most important estimates for measurement of tangible fixed assets are: (1) the cost to replace the asset with a new asset and (2) the economic useful life after giving effect to age, quality and condition. The most important estimates for measurement of intangible assets are (1) discount rates and (2) timing, length and amount of cash flows including estimates regarding customertenant renewals and cancellations. The most important estimates for measurement of operating lease ROU assets and lease liabilities acquired are (1) present value of our future lease payments, including whether renewals or extensions should be measured, and (2) favorability or unfavorability to the current market terms.

We record the fair value of obligations to perform certain asset retirement activities, including requirements, pursuant to our ground contracts or easements, to remove sites or remediate the land upon which certain of our sites reside. In determining the fair value of these asset retirement obligations, we must make several subjective and highly judgmental estimates such as those related to: (1) timing of cash flows, (2) future costs, (3) discount rates and (4) the probability of enforcement to remove the towers or remediate the land. See note 2 to our consolidated financial statements.

The useful life of our intangible assets is estimated based on the period over which the intangible asset is expected to benefit us and gives consideration to the expected useful life of other assets to which the useful life may relate. We review the expected useful lives of our intangible assets on an ongoing basis and adjust if necessary. Amortization expense for intangible assets is computed using the straight-line method over the estimated useful life of each of the intangible assets. The useful life of the site rental contracts and customertenant relationships intangible assets is limited by the maximum depreciable life of the communications infrastructuresite (20 years), as a result of the interdependency of the sites and site rental contracts and customertenant relationships. In contrast, the site rental contracts and customertenant relationships are estimated to provide economic benefits for several decades because of the low rate of tenant cancellations and high rate of renewals experienced to date. Thus, while site rental contracts and customertenant relationships are valued based upon the fair value of the site rental contracts and customertenant relationships which includes assumptions regarding both (1) tenants' exercise of optional renewals contained in the acquired contractsleases and (2) renewals of the acquired contractsleases past the contractual term including exercisable options, the site rental contracts are amortized over a period not to exceed 20 years as a result of the useful life being limited by the depreciable life of the sites.

We first pool site rental contracts and customertenant relationships intangible assets and property and equipment into portfolio groups for purposes of determining the unit of account for impairment testing, because we view sites as portfolios and sites in a given portfolio and its related tenant contracts are not largely independent of the other sites in the portfolio. We re-evaluate the appropriateness of the pooled groups at least annually. This use of grouping is based in part on (1) our limitations regarding disposal of sites, (2) the interdependencies of site portfolios and (3) the manner in which sites are traded in the marketplace. The vast majority of our site rental contracts and customertenant relationships intangible assets and property and equipment are pooled into the U.S. owned communications infrastructuresite group. Secondly, and separately, we pool site rental contracts and customertenant relationships by significant tenant or by tenant grouping (forfor individually insignificant tenants),tenants, as appropriate, for purposes of determining the unit of account for impairment testing because we associate the value ascribed to site rental contracts and customertenant relationships intangible assets to the underlying contracts and related customertenant relationships acquired.

Our determination that an adverse event or change in circumstance has occurred that indicates that the carrying amounts may not be recoverable will generally involve (1) a deterioration in an asset's financial performance compared to historical results, (2) a shortfall in an asset's financial performance compared to forecasted results or (3) changes affecting the utility and estimated future demands for the asset. When considering the utility of our assets, we consider events that would meaningfully impact (1) our sites or (2) our tenant relationships. For example, consideration would be given to events that impact (1) the structural integrity and longevity of our sites or (2) our ability to derive benefit from our existing tenant relationships, including events such as tenant's bankruptcy or insolvency or loss of a significant tenant. During the periods presented,2020, there were no events or circumstances that caused us to review the carrying value of our intangible assets or property and equipment due in part to our assets performing consistently with or better than our expectations.

If the sum of the estimated future cash flows (undiscounted) from an asset, or portfolio group, significant tenant or tenant group (for individually insignificant tenants), as applicable, is less than its carrying amount, an impairment loss may be recognized. If the carrying value were to exceed the undiscounted cash flows, measurement of an impairment loss would be based on the fair value of the asset, which is based on an estimate of discounted future cash flows. The most important estimates for such calculations of undiscounted cash flows are (1) the expected additions of new tenants and equipment on our communications infrastructuresites and (2) estimates regarding tenant cancellations and renewals of contracts. We could record impairments in the future if changes in long-term market conditions, expected future operating results, or the utility of the assets results in changes for our impairment test calculations, which negatively impact the fair value of our property and equipment and intangible assets, or if we changed our unit of account in the future.

When grouping assets into pools for purposes of impairment evaluation, we also consider individual sites within a grouping for which we currently have no tenants. Approximately 3%4% of our total towers currently have no tenants. We continue to pay operating expenses on these towers in anticipation of obtaining tenants on these towers in the future, primarily because of the demographics and continuing increase in demand for data in the areas around these individual tower site demographics.towers. We estimate, based on current visibility, potential tenants on approximately half of these towers. To the extent we do not believe there are long-term prospects of obtaining tenants on an individual sitesasset and all other possible avenues for recovering the carrying value hashave been exhausted, including sale of the asset, we appropriately reduce the carrying value of such assets.assets to fair value.