(a) The market value of the accelerated filer’s outstanding common equity held by non-affiliates was less than $700 million at the end of its second fiscal quarter in 2004;
(b) The accelerated filer files all of the information required to be included in the Form 10-K report within the 75--day period specified in the form (or within the extended period permitted by Rule 12b-25 if the accelerated filer has satisfied the conditions of that rule), including all of the information required by Item 9A. Controls and Procedures, except that: Management’s annual report on internal control over financial reporting, required by Item 308(a) of Regulation S-K, and the related Attestation report of the registered public accounting firm, required by Item 308(b) of Regulation S-K, are not required to be filed;
(c) The accelerated filer identifies the information that it has not filed as permitted by paragraph (b) of these conditions;
(d) If the accelerated filer has identified a material weakness in its internal control over financial reporting, or the accelerated filer’s registered public accounting firm has identified such a material weakness and communicated this finding to the accelerated filer, before the Form 10-K is filed as required by paragraph (b) of these conditions, the accelerated filer must disclose this information in the filing required by paragraph (b) of these conditions;
(e) The accelerated filer completes its Form 10-K by filing an amendment to the information required by paragraph (b) of the conditions not later than 45 days after the end of the 75-day filing period specified in Form 10-K (regardless of whether the accelerated filer relied on Rule 12b-25 to extend the 75-day filing period), to include the information that it did not file as permitted by paragraph (b) of these conditions;
(f) The accelerated filer may not rely on Rule 12b-25 to extend the deadline for the Form 10-K amendment described in paragraph (e) of these conditions; and
(g) For purposes of the Form S-2 and S-3 eligibility requirements, an accelerated filer relying on this exemption will not be considered to have timely filed its Form 10-K report until it has filed the Form 10-K amendment referenced in paragraph (e) of these conditions.