Changes Required For Payment Of SEC Filing Fees

Effective February 4, 2008, U.S. Bank, N.A. will be taking over as the SEC's lockbox financial agent from Mellon Bank, N.A.  All required SEC filing fees for Securities Act registration statements, proxy statements, and tender offer and going private schedules should be sent to U.S. Bank after February 1, 2008.  Any wire transfer, check or money order sent to Mellon Bank after February 1st will be returned.  If a registrant has an outstanding account balance of funds previously sent to Mellon Bank, but never applied to cover SEC filing fees, then no action is needed to transfer the funds to U.S. Bank.  This is because accounts containing unused filing fees are housed at the SEC, and not at the Mellon Bank.  The SEC provides detailed payment instructions for wire transfers, checks or money orders at the following link:  http://www.sec.gov/info/edgar/fedwire-new.htm.  A summary of notable changes to existing practices is contained below.

Wire Transfers:

Registrants must amend wire transfer instructions to ensure that the funds are wired to U.S. Bank.  There are two changes required with regard to wire transfer instructions.  First, U.S. Bank's American Bankers Association ("ABA") Number and name must be included in the wire transfer instructions.  Accordingly, the {3400} Fed Tag reference line should read "081000210 US BANK."  Second, wire transfer instructions must include the SEC's account number at the U.S. Bank.  Accordingly, the {4200} Fed Tag reference line should read "152307768324 SECURITIES AND EXCHANGE COMMISSION." 

Attached as Exhibit A (pdf) is a template of wire transfer instructions that can be used if the registrant is paying its own filing fees.  

Check Or Money Order Payments:

Although most registrants prefer to pay SEC filing fees by wire transfer, it is also possible to pay filing fees by check or money order.  To remit SEC filing fee payments by check or money order, the check or money order must be payable to the Securities and Exchange Commission. The front of the check or money order must include the SEC's account number at U.S. Bank (152307768324) and the CIK number of the account to which the fee is to be applied.

Checks (certified or cashier's check) or money orders must be mailed to the following U.S. Bank addresses, depending on whether the registrant remits the payments via U.S. Postal Service or another common carrier.

Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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