10-Q Requirements for Arthur Andersen Client

In light of the United States Department of Justice's indictment of Arthur Andersen, LLP, the SEC has issued rules and guidance for issuers for whom Andersen acts as their accountant.

1. An issuer who continues to retain Andersen as its accountant does not need to receive any assurances from Andersen in connection with their review of unaudited financial statements to be filed with a Form 10-Q and should file its 10-Q on time as required.

2. An issuer with a fiscal quarter ending between and including January 26, 2002 and June 15, 2002 who wishes to retain an accountant other than Andersen and who has not done so by the 10-Q filing deadline:

   (a) Must file its 10-Q on or before the existing filing deadline (May 15, 2002 for calendar quarters), which 10-Q may contain financial statements that have not been reviewed by an accountant pursuant to Rule 10-01(d) of Regulation S-X or Item 310(b) of Regulation S-B:

   (b) On the cover page of the 10-Q, an issuer must prominently state that the 10-Q includes financial statements that were not reviewed in accordance with Rule 10-01(d) of Regulation S-X or Item 310(b) of Regulation S-B and provide a cross-reference to additional information in the 10-Q.

   (c) The statement required to be included in paragraph 2(b) above shall also be included immediately before the financial statements and shall also state when and how the issuer intends to provide reviewed financial statements.

   (d) Upon review by an accountant other than Andersen, if there is a change in those financial statements, an issuer must file a 10-Q/A to present the reviewed financial statements, a discussion of any material changes from the unreviewed financial statements and any other section of the 10-Q, including, without limitation, MD&A, that should be amended to reflect any changes in the financial statements.

   (e) If, upon review of the financial statements by an accountant other than Andersen, there is no change in the financial statements, an issuer must state in its next 10-Q that the financial statements for the previous quarterly period were subsequently reviewed by an accountant other than Andersen. A statement regarding the review of unaudited financial statements by an accountant pursuant to Rule 10-01(d) of Regulation S-X or Item 310(b) of Regulation S-B would normally trigger a requirement to file the review report of the accountant as an exhibit to the 10-Q. The SEC has waived the requirement to file such review report under these...