Exhibit 99
                                   ----------

1.       The transactions reported on this Form 4 were effected pursuant to Rule
         10b5-1 trading plan adopted by reporting person on June 10, 2004.

2.       On June 10, 2004, the Reporting Person entered into a Prepaid Forward
         Agreement (the "Forward Agreement") relating to the forward sale of up
         to 750,000 shares of common stock in three tranches.  On June 30, 2004,
         the counterparty to the Forward Agreement sold 750,000 shares of common
         stock into the public market in accordance with paragraphs (f) and (g)
         of Rule 144 under the Securities Act of 1933, as amended, at a
         weighted-average per share price equal to $25.8978 (the "Floor Price").
         The terms of the first tranche provide that three business days after
         March 30, 2005 (the "Maturity Date"), the Reporting Person will deliver
         to the counterparty to the Forward Agreement a number of shares of
         common stock (or, at the election of the Reporting Person, the cash
         equivalent of such shares) based on the following:

         (a)      if the price per share of common stock, determined in
                  accordance with the terms of the tranche, for the Maturity
                  Date (the"Final Price") is equal to or less than the Floor
                  Price, the Reporting Person will deliver 250,000 shares;

         (b)      if the Final Price is greater than the Floor Price but less
                  than $35.00 (the "Cap Price"), the Reporting Person will
                  deliver a number of shares equal to Floor Price/Final Price x
                  250,000;

         (c)      if the Final Price is equal to or greater than the Cap Price,
                  the Reporting Person will deliver a number of shares equal to
                  the product of (i) 250,000 x (ii) the sum of (Floor
                  Price/Final Price) + (Final Price-Cap Price/Final Price).

         In consideration of the first tranche of the Forward Agreement, the
         Reporting Person received $5,612,053.26.

3.       On June 10, 2004, the Reporting Person entered into a Prepaid Forward
         Agreement (the "Forward Agreement") relating to the forward sale of up
         to 750,000 shares of common stock in three tranches.  On June 30,
         2004, the counterparty to the Forward Agreement sold 750,000 shares of
         common stock into the public market in accordance with paragraphs (f)
         and (g) of Rule 144 under the Securities Act of 1933, as amended, at a
         weighted-average per share price equal to $25.8978 (the "Floor Price").
         The terms of the second tranche provide that three business days after
         November 30, 2005 (the "Maturity Date"), the Reporting Person will
         deliver to the counterparty to the Forward Agreement a number of shares
         of common stock (or, at the election of the Reporting Person, the cash
         equivalent of such shares) based on the following:

         (a)      if the price per share of common stock, determined in
                  accordance with the terms of the tranche, for the Maturity
                  Date (the"Final Price") is equal to or less than the Floor
                  Price, the Reporting Person will deliver 250,000 shares;



         (b)      if the Final Price is greater than the Floor Price but less
                  than $40.00 (the "Cap Price"), the Reporting Person will
                  deliver a number of shares equal to Floor Price/Final Price x
                  250,000;

         (c)      if the Final Price is equal to or greater than the Cap Price,
                  the Reporting Person will deliver a number of shares equal to
                  the product of (i) 250,000 x (ii) the sum of (Floor
                  Price/Final Price) + (Final Price-Cap Price/Final Price).

         In consideration of the second tranche of the Forward Agreement, the
         Reporting Person received $5,273,434.53.

4.       On June 10, 2004, the Reporting Person entered into a Prepaid Forward
         Agreement (the "Forward Agreement") relating to the forward sale of up
         to 750,000 shares of common stock in three tranches.  On June 30, 2004,
         the counterparty to the Forward Agreement sold 750,000 shares of common
         stock into the public market in accordance with paragraphs (f) and (g)
         of Rule 144 under the Securities Act of 1933, as amended, at a
         weighted-average per share price equal to $25.8978 (the "Floor Price").
         The terms of the third tranche provide that three business days after
         March 30, 2006 (the "Maturity Date"), the Reporting Person will deliver
         to the counterparty to the Forward Agreement a number of shares of
         common stock (or, at the election of the Reporting Person, the cash
         equivalent of such shares) based on the following:

         (a)      if the price per share of common stock, determined in
                  accordance with the terms of the tranche, for the Maturity
                  Date (the"Final Price") is equal to or less than the Floor
                  Price, the Reporting Person will deliver 250,000 shares;

         (b)      if the Final Price is greater than the Floor Price but less
                  than $42.00 (the "Cap Price"), the Reporting Person will
                  deliver a number of shares equal to Floor Price/Final Price x
                  250,000;

         (c)      if the Final Price is equal to or greater than the Cap Price,
                  the Reporting Person will deliver a number of shares equal to
                  the product of (i) 250,000 x (ii) the sum of (Floor
                  Price/Final Price) + (Final Price-Cap Price/Final Price).

         In consideration of the third tranche of the Forward Agreement, the
         Reporting Person received $5,121,937.40.







                                       2