Good morning, ladies and gentlemen, and thank you for standing by and welcome to the Scholastic Third Quarter Fiscal Year 2014 Earnings Conference Call. At this time all participants are in a listen-only mode. Later we’ll conduct a question-and-answer session and instructions will follow at that time. (Operator Instructions) As a reminder, today’s conference maybe recorded. Now, it’s my pleasure to turn the floor over to Gil Dickoff, Senior Vice President, Treasurer and Investor Relations. Sir, the floor is yours.

Thank you very much, operator and good morning everybody. Before we begin, I'd like to point out that the slides for this presentation are available for simultaneous viewing on our Investor Relations website at investor.scholastic.com. I would also like to note that this presentation contains certain forward-looking statements which are subject to various risks and uncertainties, including the condition of the children's book and educational materials markets and acceptance of the company's products in those markets, and other risks and factors identified from time to time in the company's filings with the SEC. Actual results could differ materially from those currently anticipated. Our comments today include references to certain non-GAAP financial measures as defined in Regulation G. The reconciliation of these non-GAAP financial measures with the relevant GAAP financial information and other information required by Regulation G is provided in the company's earnings release, which is posted on the Investor Relations website at investor.scholastic.com. Now I'd like to introduce Dick Robinson, the Chairman, CEO and President of Scholastic, to begin our presentation.

Thank you, Gil. Good morning and thank you for joining our third quarter 2014 analyst and investor conference call. For this morning's prepared comments, I'm joined by Maureen O'Connell, CFO and CAO of Scholastic. As you can see from our press release the third quarter was a solid quarter for our children’s book segment driven by higher revenues in our school book clubs and fairs and sales of our popular new trade releases through these channels. We also had strong sales in our trade business which may not be readily apparent due to a favorable return adjustment taken in the prior year. In our education business our Classroom and Supplemental Materials Publishing segment showed growth over last year but the educational technology in services segment experienced lower sales, this was mainly due to the time and resources that we’re focused on the integration of our educational technology and classroom and supplemental material sales forces in the quarter which was largely completed during this quarter. While sales and profits were down in the quarter after a very strong first half for education year-to-date new product sales are strong and our team is ready for the important summer and back-to-school season. In our international segment, trade revenues in particular increased in Canada, Australia and the UK however this positive performance was offset by the impact of foreign exchange rates. I would like to point out that our results this quarter do include onetime non-cash items that favorably affected our results but did not benefit our operating performance which showed higher losses in the quarter. These items are detailed in our press release which Maureen will review later in the call. With that overview, I’ll now review our segment performance in more detail. Children’s book results were driven by standout new releases sold…

Sure. Thanks. (Operator Instructions) And it looks like our first question will come from the line of Drew Crum with Stifel. Please go ahead, your line is now open.

Yes thanks. Good morning everyone. So Maureen I just want to start with the housekeeping question, can you quantify the impact from this return reserve adjustments in last year’s trade number? Maureen O’Connell: It’s more than the total revenue decline, so without the return reserve adjustment, revenue would have been up on the core business, and a flow through almost 90% to the bottom line.

Okay, got it very helpful, okay. And then on educational publishing aside from the sales force integration and the new tech products you have in the market that have been a catalyst for sales, can you talk about just the overall macro conditions? Are you seeing things get better with the impending implementation of common core fields like the fund environment might be getting a little bit better as well? Just wanted to hear your thoughts around that?

Drew, we’ll ask Margery to address that question for you.

Yes Drew I think the funding is getting better. Recently 12 governors have supported increased funding for education. I know you know about the 1.2 billion in California and Jerry Brown is considering more money in California for implementing common core. So overall we expect the funding to be positive going forward.

And then Maureen going back to the building purchase, you’re kind enough to quantify the impact on cash flow. Can you give a sense as to what the impact will be on the P&L? Maureen O’Connell: Sure, so rent expense line item which was in SG&A will be a saving of 1 million, but depreciation will go up about 4 million and that will also have interest going down. So the net impact is, you have a savings in rent and interest but that’s offset by higher depreciation and interest.

Thank you sir. And it looks like our next question in queue will come from Barry Lucas with Gabelli and Company. Please go ahead with your question please. Barry Lucas - Gabelli & Company: Thanks and good morning Dick. I was hoping Margery might be able to extend the discussion a little bit on the macro. I am just harkening back to Houghton Miflin’s call, we’re extremely upbeat about the adoption opportunities this year the ballpark number they’re talking about is going north of $3 billion. I'm just wondering if you can add a little bit more color to that number one and number two is there or are there any small adoptions or places where some of the newer products would fit particularly in lieu of Common Core.

We’re not quite as focused on the adoption business as certainly as Houghton is, and we do benefit in certain places which Margery will address but we are -- we continue to have strong support from federal funding both in IDA and title 1 as you know, Barry. And so we’re looking forward to continuing to focus on that source of funding as well, and the states are doing better. But Margery will be able to expand on that thought.

Hi Barry it’s Margery, so as Dick said, we don’t really submit in very many adoptions, we’re extremely selective about it. Right now READ 180 is listed in Florida and we expect to be able to make some good announcements about what’s going on in Florida with READ 180 in the coming months but it’s not the right time right now. Our business, our solution is so unique in what we do, it doesn’t fit into adoption situations and we don’t want to force it into adoption situations where we get in to shootouts on terms that are -- were not designed -- our businesses isn't designed, our business is really designed on comprehensive technology profound and effective services and raging achievement, and that’s just not what adoptions are about. We do believe that Common Core is good for our business especially as new assessments roll out because what we think we’re going to see is that even more kids than we thought before are going to need intervention. And we are the best choice for that. We have the most effective programs. Dick mentioned MATH 180 in his comments, we’re getting a fantastic response to MATH 180 and we’re going to be bringing out what we’re calling course 2 of MATH 180 in the next fiscal year, we already have people that are asking for it. So we’re extremely optimistic and also I just want to mention one more thing. As you can see in our numbers for the quarter, our book business is terrific in schools right now. People realize that kids need to read books as well as to dig into text under Common Core. We see in our clubs business which is exciting but we’re also seeing in our classroom business we are seeing it in people who have a big interest in summer reading for kids. This is an exciting and energizing time for our business. Barry Lucas - Gabelli & Company: If I could ask two more, one just again drilling down on the kind of dislocation on educational technology sales and sales force integration. Any specific or anecdotal comments you can make in terms of where the difficulties were incurred in, and I ask this in a sense that you have more arrows in the quiver, more products that are being sold into this area then I think you have ever had. And yet despite facts slow quarter all of that, sales were down -- it just doesn’t quite feel right.

So integrating sales forces is hard work and it takes time and sales people are suspicious people. We started on the integration in November in a formal way and I think it took time for people to feel confident about what their jobs are going to be and their territories and who their boss is going to be. And we think we settled that out now that that’s feeling good. We pick this time of year because it is our slowest time of the year. This is our smallest quarter. And in terms of our other products a lot of those products are really back to school products MATH 180, Code X, iRead those are not products that we anticipated having large midyear implementations also. I think that we were disappointed, we would have like to see more sales in the quarter but we feel the fundamentals of our business are fantastic and we're excited about going forward.

We had such a strong first half Barry and we were excited by that and the momentum was still there but as Margery pointed out the major difference in was the sales force focus on integration as opposed to selling and that didn’t last very long and we're back on track and we think the momentum will continue. The underlying demand for the products is very strong and our selling ability is now multiplied because we have more people out in the field. So, I think we will see a strong season over the next three to six months at least. Barry Lucas - Gabelli & Company: Okay. Last item for me goes back to the building and question would be, any way to size the opportunity? I think I was just looking through some of the real estate trades that right nearby product took a space on the ground floor at about a $1,000 a foot. So, any way to put your arms around that and how much is surplus, how much you can actually lease out and what that means?

Well, I think the good thing about the transaction is we now own the entire facility in SoHo which is on Broadway in Spring Street which is one of the most attractive retail locations in the entire area. And so with owning the full facility, we have a lot of flexibility and right now we see a tremendous interest from many parties trying to contact us and look at options and we will review those options and make the best possible decision for the company.

Thank you sir and presenters that does conclude our time for questions. I like to turn the program back over to Mr. Robinson for any additional or closing remarks.

Well, thank you all for your support. We are very happy about the strong performance of our children’s book business. We believe that the temporary drop in our education technology business will be reversed in the next quarter and beyond and we are happy for your continued support. Thank you very much.