-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, L85tI0KnPLDXYBLZR2afBlWzWJiDxjTJ38JC3Dz++E+V9zNwsZ2dG4mlUOGbM/M+ uZN/OdhldrZeeZztBVwH6w== 0000950123-10-028177.txt : 20100325 0000950123-10-028177.hdr.sgml : 20100325 20100325135917 ACCESSION NUMBER: 0000950123-10-028177 CONFORMED SUBMISSION TYPE: N-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100131 FILED AS OF DATE: 20100325 DATE AS OF CHANGE: 20100325 EFFECTIVENESS DATE: 20100325 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OPPENHEIMER SERIES FUND INC CENTRAL INDEX KEY: 0000356865 IRS NUMBER: 061207374 STATE OF INCORPORATION: MD FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: N-Q SEC ACT: 1940 Act SEC FILE NUMBER: 811-03346 FILM NUMBER: 10704155 BUSINESS ADDRESS: STREET 1: 6803 SOUTH TUCSON WAY STREET 2: N/A CITY: CENTENNIAL STATE: CO ZIP: 80112-3924 BUSINESS PHONE: 303-768-3200 MAIL ADDRESS: STREET 1: 6803 SOUTH TUCSON WAY STREET 2: N/A CITY: CENTENNIAL STATE: CO ZIP: 80112-3924 FORMER COMPANY: FORMER CONFORMED NAME: CONNECTICUT MUTUAL INVESTMENT ACCOUNTS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: CONNECTICUT MUTUAL LIQUID ACCOUNT INC DATE OF NAME CHANGE: 19851106 0000356865 S000007308 Oppenheimer Disciplined Allocation Fund C000020076 A C000020077 B C000020078 C C000020079 N 0000356865 S000007309 Oppenheimer Value Fund C000020080 A C000020081 B C000020082 C C000020083 N C000033091 Y N-Q 1 p16748nvq.txt N-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-3346 Oppenheimer Series Fund, Inc. (Exact name of registrant as specified in charter) 6803 South Tucson Way, Centennial, Colorado 80112-3924 (Address of principal executive offices) (Zip code) Robert G. Zack, Esq. OppenheimerFunds, Inc. Two World Financial Center, New York, New York 10281-1008 (Name and address of agent for service) Registrant's telephone number, including area code: (303) 768-3200 Date of fiscal year end: October 31 Date of reporting period: 01/31/2010 ITEM 1. SCHEDULE OF INVESTMENTS. Oppenheimer Value Fund STATEMENT OF INVESTMENTS January 31, 2010 / Unaudited
Shares Value ------------- -------------- COMMON STOCKS--95.0% CONSUMER DISCRETIONARY--10.5% HOTELS, RESTAURANTS & LEISURE--0.9% Brinker International, Inc. 1,120,300 $ 18,283,296 HOUSEHOLD DURABLES--1.4% Mohawk Industries, Inc.(1) 701,914 29,066,259 MEDIA--8.1% Comcast Corp., Cl. A 1,956,000 30,963,480 News Corp., Inc., Cl. A 2,456,140 30,971,925 Time Warner Cable, Inc. 1,278,715 55,739,187 Viacom, Inc., Cl. B(1) 1,545,330 45,030,916 -------------- 162,705,508 -------------- MULTILINE RETAIL--0.1% Dollar General Corp.(1) 53,510 1,256,950 CONSUMER STAPLES--6.2% BEVERAGES--1.6% Molson Coors Brewing Co., Cl. B, Non-Vtg. 753,884 31,663,128 FOOD & STAPLES RETAILING--4.6% Kroger Co. (The) 2,401,680 51,468,002 Walgreen Co. 1,146,690 41,338,175 -------------- 92,806,177 -------------- ENERGY--15.8% ENERGY EQUIPMENT & SERVICES--1.5% Ensco International plc, Sponsored ADR 766,400 29,912,592 OIL, GAS & CONSUMABLE FUELS--14.3% Apache Corp. 629,900 62,215,223 Chevron Corp. 1,370,850 98,865,702 CONSOL Energy, Inc. 909,300 42,382,473 EOG Resources, Inc. 126,730 11,458,927 Exxon Mobil Corp. 313,490 20,198,161 Marathon Oil Corp. 1,855,070 55,299,637 -------------- 290,420,123 -------------- FINANCIALS--18.9% CAPITAL MARKETS--4.9% Goldman Sachs Group, Inc. (The) 325,730 48,442,566 Morgan Stanley 1,864,405 49,928,766 -------------- 98,371,332 -------------- COMMERCIAL BANKS--1.1% Comerica, Inc. 173,475 5,986,622 Wells Fargo & Co. 577,449 16,416,875 -------------- 22,403,497 -------------- DIVERSIFIED FINANCIAL SERVICES--4.0% JPMorgan Chase & Co. 2,077,010 80,878,769 INSURANCE--8.9% ACE Ltd. 904,100 44,545,007 Allstate Corp. 681,100 20,385,323 Assurant, Inc. 1,028,132 32,314,189 Everest Re Group Ltd. 354,381 30,384,627
1 | Oppenheimer Value Fund Oppenheimer Value Fund STATEMENT OF INVESTMENTS January 31, 2010 / Unaudited
Shares Value ------------- -------------- INSURANCE CONTINUED MetLife, Inc. 1,467,220 $ 51,822,210 -------------- 179,451,356 -------------- HEALTH CARE--11.4% HEALTH CARE EQUIPMENT & SUPPLIES--1.0% Covidien plc 409,600 20,709,376 HEALTH CARE PROVIDERS & SERVICES--3.0% Aetna, Inc. 1,677,460 50,273,476 WellPoint, Inc.(1) 159,700 10,176,084 -------------- 60,449,560 -------------- PHARMACEUTICALS--7.4% Biovail Corp. 1,524,980 22,142,710 Merck & Co., Inc. 1,880,980 71,815,816 Pfizer, Inc. 1,875,188 34,991,008 Teva Pharmaceutical Industries Ltd., Sponsored ADR 371,300 21,060,136 -------------- 150,009,670 -------------- INDUSTRIALS--11.2% AEROSPACE & DEFENSE--1.3% AerCap Holdings NV(1) 594,468 5,201,595 Lockheed Martin Corp. 300,200 22,370,904 -------------- 27,572,499 -------------- ELECTRICAL EQUIPMENT--2.0% General Cable Corp.(1) 1,372,200 39,931,020 INDUSTRIAL CONGLOMERATES--3.8% Tyco International Ltd. 2,154,590 76,337,124 MACHINERY--3.0% Navistar International Corp.(1) 1,636,625 60,538,759 TRADING COMPANIES & DISTRIBUTORS--1.1% Aircastle Ltd. 1,812,735 17,239,110 Genesis Lease Ltd., ADS 604,881 5,292,709 -------------- 22,531,819 -------------- INFORMATION TECHNOLOGY--8.6% COMMUNICATIONS EQUIPMENT--4.3% Motorola, Inc.(1) 9,092,950 55,921,643 QUALCOMM, Inc. 377,607 14,798,418 Research in Motion Ltd.(1) 252,300 15,884,808 -------------- 86,604,869 -------------- COMPUTERS & PERIPHERALS--2.3% Dell, Inc.(1) 3,649,800 47,082,420 SOFTWARE--2.0% Oracle Corp. 1,736,000 40,032,160 MATERIALS--5.2% CHEMICALS--4.3% Celanese Corp., Series A 1,592,256 46,334,650 Potash Corp. of Saskatchewan, Inc. 405,330 40,269,536 -------------- 86,604,186 -------------- METALS & MINING--0.9% Xstrata plc, Unsponsored ADR 5,810,780 18,710,712
2 | Oppenheimer Value Fund Oppenheimer Value Fund STATEMENT OF INVESTMENTS January 31, 2010 / Unaudited
Shares Value ------------- -------------- TELECOMMUNICATION SERVICES--3.1% DIVERSIFIED TELECOMMUNICATION SERVICES--3.1% AT&T, Inc. 2,450,550 $ 62,145,948 UTILITIES--4.1% ELECTRIC UTILITIES--3.0% Edison International, Inc. 1,226,800 40,876,976 Exelon Corp. 452,919 20,662,165 -------------- 61,539,141 -------------- MULTI-UTILITIES--1.1% PG&E Corp. 503,690 21,275,863 -------------- Total Common Stocks (Cost $1,744,442,232) 1,919,294,113 -------------- PREFERRED STOCKS--2.0% Bank of America Corp., 10% Cv., Series S(1) (Cost $40,084,500) 2,672,300 40,351,730 INVESTMENT COMPANY--2.6% Oppenheimer Institutional Money Market Fund, Cl. E, 0.20%(2,3) (Cost $53,133,380) 53,133,380 53,133,380 TOTAL INVESTMENTS, AT VALUE (COST $1,837,660,112) 99.6% 2,012,779,223 OTHER ASSETS NET OF LIABILITIES 0.4 7,441,415 ------------- -------------- NET ASSETS 100.0% $2,020,220,638 ============= ==============
FOOTNOTES TO STATEMENT OF INVESTMENTS (1.) Non-income producing security. (2.) Is or was an affiliate, as defined in the Investment Company Act of 1940, at or during the period ended January 31, 2010, by virtue of the Fund owning at least 5% of the voting securities of the issuer or as a result of the Fund and the issuer having the same investment adviser. Transactions during the period in which the issuer was an affiliate are as follows:
SHARES GROSS GROSS SHARES OCTOBER 31, 2009 ADDITIONS REDUCTIONS JANUARY 31, 2010 ---------------- ----------- ----------- ---------------- Oppenheimer Institutional Money Market Fund, Cl. E 34,031,043 276,831,704 257,729,367 53,133,380
VALUE INCOME ----------- ------- Oppenheimer Institutional Money Market Fund, Cl. E $53,133,380 $38,301
(3.) Rate shown is the 7-day yield as of January 31, 2010. VALUATION INPUTS Various data inputs are used in determining the value of each of the Fund's investments as of the reporting period end. These data inputs are categorized in the following hierarchy under applicable financial accounting standards: 1) Level 1-unadjusted quoted prices in active markets for identical assets or liabilities (including securities actively traded on a securities exchange) 2) Level 2-inputs other than unadjusted quoted prices that are observable for the asset (such as unadjusted quoted prices for similar assets and market corroborated inputs such as interest rates, prepayment speeds, credit risks, etc.) 3) Level 3-significant unobservable inputs (including the Manager's own judgments about assumptions that market participants would use in pricing the asset). The table below categorizes amounts as of January 31, 2010 based on valuation input level: 3 | Oppenheimer Value Fund Oppenheimer Value Fund STATEMENT OF INVESTMENTS January 31, 2010 / Unaudited
LEVEL 1-- LEVEL 2-- LEVEL 3-- UNADJUSTED OTHER SIGNIFICANT SIGNIFICANT QUOTED PRICES OBSERVABLE INPUTS UNOBSERVABLE INPUTS VALUE -------------- ----------------- ------------------- -------------- ASSETS TABLE INVESTMENTS, AT VALUE: Common Stocks Consumer Discretionary $ 211,312,013 $-- $-- $ 211,312,013 Consumer Staples 124,469,305 -- -- 124,469,305 Energy 320,332,715 -- -- 320,332,715 Financials 381,104,954 -- -- 381,104,954 Health Care 231,168,606 -- -- 231,168,606 Industrials 226,911,221 -- -- 226,911,221 Information Technology 173,719,449 -- -- 173,719,449 Materials 105,314,898 -- -- 105,314,898 Telecommunication Services 62,145,948 -- -- 62,145,948 Utilities 82,815,004 -- -- 82,815,004 Preferred Stocks 40,351,730 -- -- 40,351,730 Investment Company 53,133,380 -- -- 53,133,380 -------------- --- --- -------------- Total Assets $2,012,779,223 $-- $-- $2,012,779,223 -------------- --- --- --------------
Currency contracts and forwards, if any, are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in the contract's value from trade date. Futures, if any, are reported at their variation margin at measurement date, which represents the amount due to/from the Fund at that date. All additional assets and liabilities included in the above table are reported at their market value at measurement date. SEE THE ACCOMPANYING NOTES FOR FURTHER DISCUSSION OF THE METHODS USED IN DETERMINING VALUE OF THE FUND'S INVESTMENTS, AND A SUMMARY OF CHANGES TO THE VALUATION METHODOLOGIES, IF ANY, DURING THE REPORTING PERIOD. NOTES TO STATEMENT OF INVESTMENTS SECURITIES VALUATION. The Fund calculates the net asset value of its shares as of the close of the New York Stock Exchange (the "Exchange"), normally 4:00 P.M. Eastern time, on each day the Exchange is open for trading. Each investment asset or liability of the Fund is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Unadjusted quoted prices in active markets for identical securities are classified as "Level 1," inputs other than unadjusted quoted prices for an asset that are observable are classified as "Level 2" and significant unobservable inputs, including the Manager's judgment about the assumptions that a market participant would use in pricing an asset or liability, are classified as "Level 3." The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. A table summarizing the Fund's investments under these levels of classification is included following the Statement of Investments. Securities are valued using unadjusted quoted market prices, when available, as supplied primarily by portfolio pricing services approved by the Board of Directors or dealers. Securities traded on a registered U.S. securities exchange are valued based on the last sale price of the security reported on the principal exchange on which it is traded, prior to the time when the Fund's assets are valued. Securities whose principal exchange is NASDAQ(R) are valued based on the official closing prices reported by NASDAQ prior to the time when the Fund's assets are valued. In the absence of a sale, the security is valued at the last sale price on the prior trading day, if it is within the spread of the current day's closing "bid" and "asked" prices, and if not, at the current day's closing bid price. A foreign security traded on a foreign exchange is valued based on the last sale price on the principal exchange on which the security is traded, as identified by the portfolio pricing service used by the Manager, prior to the time when the Fund's assets are valued. In the absence of a sale, the security is valued at the most recent official closing price on the principal exchange on which it is traded. 4 | Oppenheimer Value Fund Oppenheimer Value Fund STATEMENT OF INVESTMENTS January 31, 2010 / Unaudited Shares of a registered investment company that are not traded on an exchange are valued at that investment company's net asset value per share. Corporate, government and municipal debt instruments having a remaining maturity in excess of sixty days and all mortgage-backed securities, collateralized mortgage obligations and other asset-backed securities are valued at the mean between the "bid" and "asked" prices. "Money market-type" debt instruments with remaining maturities of sixty days or less are valued at cost adjusted by the amortization of discount or premium to maturity (amortized cost), which approximates market value. In the absence of a readily available unadjusted quoted market price, including for securities whose values have been materially affected by what the Manager identifies as a significant event occurring before the Fund's assets are valued but after the close of the securities' respective exchanges, the Manager, acting through its internal valuation committee, in good faith determines the fair valuation of that asset using consistently applied procedures under the supervision of the Board of Directors (which reviews those fair valuations by the Manager). Those procedures include certain standardized methodologies to fair value securities. Such methodologies include, but are not limited to, pricing securities initially at cost and subsequently adjusting the value based on: changes in company specific fundamentals, changes in an appropriate securities index, or changes in the value of similar securities which may be adjusted for any discounts related to resale restrictions. When possible, such methodologies use observable market inputs such as unadjusted quoted prices of similar securities, observable interest rates, currency rates and yield curves. The methodologies used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. There have been no significant changes to the fair valuation methodologies of the Fund during the period. FOREIGN CURRENCY TRANSLATION. The Fund's accounting records are maintained in U.S. dollars. The values of securities denominated in foreign currencies and amounts related to the purchase and sale of foreign securities and foreign investment income are translated into U.S. dollars as of the close of the Exchange, normally 4:00 P.M. Eastern time, on each day the Exchange is open for trading. Foreign exchange rates may be valued primarily using a reliable bank, dealer or service authorized by the Board of Directors. Reported net realized gains and losses from foreign currency transactions arise from sales of portfolio securities, sales and maturities of short-term securities, sales of foreign currencies, exchange rate fluctuations between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized appreciation and depreciation on the translation of assets and liabilities denominated in foreign currencies arise from changes in the values of assets and liabilities, including investments in securities at fiscal period end, resulting from changes in exchange rates. The effect of changes in foreign currency exchange rates on investments is separately identified from the fluctuations arising from changes in market values of securities held and reported with all other foreign currency gains and losses in the Fund's Statement of Operations in the annual and semiannual reports. INVESTMENT IN OPPENHEIMER INSTITUTIONAL MONEY MARKET FUND. The Fund is permitted to invest daily available cash balances in an affiliated money market fund. The Fund may invest the available cash in Class E shares of Oppenheimer Institutional Money Market Fund ("IMMF") to seek current income while preserving liquidity. IMMF is a registered open-end management investment company, regulated as a money market fund under the Investment Company Act of 1940, as amended. The Manager is also the investment adviser of IMMF. When applicable, the Fund's investment in IMMF is included in the Statement of Investments. Shares of IMMF are valued at their net asset value per share. As a shareholder, the Fund is subject to its proportional share of IMMF's Class E expenses, including its management fee. The Manager will waive fees and/or reimburse Fund expenses in an amount equal to the indirect management fees incurred through the Fund's investment in IMMF. FEDERAL TAXES. The approximate aggregate cost of securities and other investments and the composition of unrealized appreciation and depreciation of securities and other investments for federal income tax purposes as of January 31, 2010 are noted below. The primary difference between book and tax appreciation or depreciation of securities and other investments, if applicable, is attributable to the tax deferral of losses. 5 | Oppenheimer Value Fund Oppenheimer Value Fund STATEMENT OF INVESTMENTS January 31, 2010 / Unaudited Federal tax cost of securities $1,884,332,755 ============== Gross unrealized appreciation $ 186,233,357 Gross unrealized depreciation (57,786,889) -------------- Net unrealized appreciation $ 128,446,468 ==============
6 | Oppenheimer Value Fund ITEM 2. CONTROLS AND PROCEDURES. (a) Based on their evaluation of the registrant's disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940 (17 CFR 270.30a-3(c)) as of 01/31/2010, the registrant's principal executive officer and principal financial officer found the registrant's disclosure controls and procedures to provide reasonable assurances that information required to be disclosed by the registrant in the reports that it files under the Securities Exchange Act of 1934 (a) is accumulated and communicated to the registrant's management, including its principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure, and (b) is recorded, processed, summarized and reported, within the time periods specified in the rules and forms adopted by the U.S. Securities and Exchange Commission. (b) There have been no significant changes in the registrant's internal controls over financial reporting that occurred during the registrant's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 3. EXHIBITS. Exhibits attached hereto. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Oppenheimer Series Fund, Inc. By: /s/ William F. Glavin, Jr. --------------------------------- William F. Glavin, Jr. Principal Executive Officer Date: 03/08/2010 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By: /s/ William F. Glavin, Jr. --------------------------------- William F. Glavin, Jr. Principal Executive Officer Date: 03/08/2010 By: /s/ Brian W. Wixted --------------------------------- Brian W. Wixted Principal Financial Officer Date: 03/08/2010 EX-99.CERT 2 p16748exv99wcert.txt EX-99.CERT EXHIBIT 99.CERT Exhibit 99.CERT Section 302 Certifications CERTIFICATIONS I, William F. Glavin, Jr., certify that: 1. I have reviewed this report on Form N-Q of Oppenheimer Series Fund, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of Directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. /s/ William F. Glavin, Jr. - ------------------------------------- William F. Glavin, Jr. Principal Executive Officer Date: 03/08/2010 Exhibit 99.CERT Section 302 Certifications CERTIFICATIONS I, Brian W. Wixted, certify that: 1. I have reviewed this report on Form N-Q of Oppenheimer Series Fund, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of Directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. /s/ Brian W. Wixted - ------------------------------------- Brian W. Wixted Principal Financial Officer Date: 03/08/2010 -----END PRIVACY-ENHANCED MESSAGE-----