[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: 17CFR229.509]

[Page 426-427]
 
              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. 229.509  (Item 509) Interests of named experts and counsel.

    If (a) any expert named in the registration statement as having 
prepared or certified any part thereof (or is named as having prepared 
or certified a report or valuation for use in connection with the 
registration statement), or (b) counsel for the registrant, underwriters 
or selling security holders named in the prospectus as having given an 
opinion upon the validity of the securities being registered or upon 
other legal matters in connection with the registration or offering of 
such securities, was employed for such purpose on a contingent basis, or 
at the time of such preparation, certification or opinion or at any time 
thereafter, through the date of effectiveness of the registration 
statement or that part of the registration statement to which such 
preparation, certification or opinion relates, had, or is to receive in 
connection with the offering, a substantial interest, direct or 
indirect, in the registrant or any of its parents or subsidiaries or was 
connected with the registrant or any of its parents or subsidiaries as a 
promoter, managing underwriter (or any principal underwriter, if there 
are no managing underwriters) voting trustee, director, officer, or 
employee, furnish a brief statement of the nature of such contingent 
basis, interest, or connection.

Instructions to Item 509: 1. The interest of an expert (other than an 
accountant) or counsel will not be deemed substantial and need not be 
disclosed if the interest, including the fair market value of all 
securities of the registrant owned, received and to be received, or 
subject to options, warrants or rights received or to be received by the 
expert or counsel does not exceed $50,000. For the purpose of this 
Instruction, the term expert or counsel includes the firm, corporation, 
partnership or other entity, if any, by which such expert or counsel is 
employed or of which he is a member or of counsel to and all attorneys 
in the case of counsel, and all nonclerical personnel in the case of 
named experts, participating in such matter on behalf of such firm, 
corporation, partnership or entity.
    2. Accountants, providing a report on the financial statements, 
presented or incorporated by reference in the registration statement, 
should note Sec. 210.2-01 of Regulation S-X (17 CFR 210) for the 
Commission's

[[Page 427]]

requirements regarding ``Qualification of Accountants'' which discusses 
disqualifying interests.