Revised Transaction Approval Process

Attached is a copy of the revised Transaction Approval Process approved by
the Board of Directors on May 1, 2001. Other than granting approval
authority to certain business unit Chief Operating Officers and having
approval authority reside with specified positions, rather than specified
individuals, all other changes to the previous Transaction Approval Process
are non-substantive.

Please let me know if you have any questions or comments.

Regards,

Dave