Item 1.01: Entry into a Material Definitive Agreement Item 3.02: Unregistered Sales of Equity Securities Item 5.01: Changes in Control of Registrant Item 5.02: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers Item 7.01: Regulation FD Disclosure Item 9.01: Financial Statements and Exhibits