[Code of Federal Regulations]
[Title 17, Volume 2]
[Revised as of April 1, 2002]
From the U.S. Government Printing Office via GPO Access
[CITE: 17CFR229.504]

[Page 422-423]
 
              TITLE 17--COMMODITY AND SECURITIES EXCHANGES
 
             CHAPTER II--SECURITIES AND EXCHANGE COMMISSION
 
 PART 229--STANDARD INSTRUCTIONS FOR FILING FORMS UNDER SECURITIES ACT OF 1933, SECURITIES EXCHANGE ACT OF 1934 AND ENERGY POLICY AND CONSERVATION ACT OF 1975--
REGULATION S-K--Table of Contents
 
    Subpart 229.500--Registration Statement and Prospectus Provisions
 
Sec. 229.504  (Item 504) Use of proceeds.

    State the principal purposes for which the net proceeds to the 
registrant from the securities to be offered are intended to be used and 
the approximate amount intended to be used for each such purpose. Where 
registrant has no current specific plan for the proceeds, or a 
significant portion thereof, the registrant shall so state and discuss 
the principal reasons for the offering.

Instructions to Item 504: 1. Where less than all the securities to be 
offered may be sold and more than one use is listed for the proceeds, 
indicate the order of priority of such purposes and discuss the 
registrant's plans if substantially less than the maximum proceeds are 
obtained. Such discussion need not be included if underwriting 
arrangements with respect to such securities are such that, if any 
securities are sold to the public, it reasonably can be expected that 
the actual proceeds will not be substantially less than the aggregate 
proceeds to the registrant shown pursuant to Item 501 of Regulation S-K 
(Sec. 229.501).
    2. Details of proposed expenditures need not be given; for example, 
there need be furnished only a brief outline of any program of 
construction or addition of equipment. Consideration should be given as 
to the need to include a discussion of certain matters addressed in the 
discussion and analysis of registrant's financial condition and results 
of

[[Page 423]]

operations, such as liquidity and capital expenditures.
    3. If any material amounts of other funds are necessary to 
accomplish the specified purposes for which the proceeds are to be 
obtained, state the amounts and sources of such other funds needed for 
each such specified purpose and the sources thereof.
    4. If any material part of the proceeds is to be used to discharge 
indebtedness, set forth the interest rate and maturity of such 
indebtedness. If the indebtedness to be discharged was incurred within 
one year, describe the use of the proceeds of such indebtedness other 
than short-term borrowings used for working capital.
    5. If any material amount of the proceeds is to be used to acquire 
assets, otherwise than in the ordinary course of business, describe 
briefly and state the cost of the assets and, where such assets are to 
be acquired from affiliates of the registrant or their associates, give 
the names of the persons from whom they are to be acquired and set forth 
the principle followed in determining the cost to the registrant.
    6. Where the registrant indicates that the proceeds may, or will, be 
used to finance acquisitions of other businesses, the identity of such 
businesses, if known, or, if not known, the nature of the businesses to 
be sought, the status of any negotiations with respect to the 
acquisition, and a brief description of such business shall be included. 
Where, however, pro forma financial statements reflecting such 
acquisition are not required by Regulation S-X to be included, in the 
registration statement, the possible terms of any transaction, the 
identification of the parties thereto or the nature of the business 
sought need not be disclosed, to the extent that the registrant 
reasonably determines that public disclosure of such information would 
jeopardize the acquisition. Where Regulation S-X (17 CFR 210) would 
require financial statements of the business to be acquired to be 
included, the description of the business to be acquired shall be more 
detailed.
    7. The registrant may reserve the right to change the use of 
proceeds, provided that such reservation is due to certain contingencies 
that are discussed specifically and the alternatives to such use in that 
event are indicated.