485BPOS 1 a07-16584_1485bpos.htm 485BPOS

As filed with the Securities and Exchange Commission on June 15, 2007

Securities Act Registration No. 33-83548

Investment Company Act File No. 811-08748

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549


FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Post-Effective Amendment No. 21

and

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

Amendment No. 22


WANGER ADVISORS TRUST

(Registrant)

227 West Monroe Street, Suite 3000

Chicago, Illinois  60606

Telephone number:  312/634-9200

Charles P. McQuaid

 

Peter T. Fariel

 

Stacy H. Winick

Wanger Advisors Trust

 

Columbia Management Group, LLC

 

Bell, Boyd & Lloyd LLP

227 West Monroe Street, Suite 3000

 

One Financial Center

 

1615 L Street, N.W., Suite 1200

Chicago, Illinois 60606

 

Boston, Massachusetts 02111

 

Washington, D.C. 20036

(Agents for service)


It is proposed that this filing will become effective:

x immediately upon filing pursuant to rule 485(b)

o on                           pursuant to rule 485(b)

o 60 days after filing pursuant to rule 485(a)(1)

o on                           pursuant to rule 485(a)(1)

o 75 days after filing pursuant to rule 485(a)(2)

o on                           pursuant to rule 485(a)(2)

 




Part A (the prospectuses) and Part B (the statement of additional information) of Post-Effective Amendment No. 20 to the Registration Statement for Wanger Advisors Trust are incorporated by reference in their entirety into this filing.

2




Wanger Advisors Trust
Supplement dated June 15, 2007
to the Prospectus dated May 1, 2007 of
Wanger Select

Effective immediately, the following changes are made to the prospectus of Wanger Select (the "Fund"):

1. PRINCIPAL INVESTMENT STRATEGY:

The second sentence in the first paragraph under the above-noted heading is revised as follows to permit the Fund to increase the number of companies in which it may invest:

Wanger Select is a non-diversified fund that takes advantage of its adviser's research and stock-picking capabilities to invest in a limited number of companies (generally between 30-60) with market capitalizations under $20 billion at the time of initial purchase, offering the potential to provide above-average growth over time.

The last sentence in the first paragraph under the above-noted heading is revised as follows to permit the Fund to invest up to 33% of its assets in non-U.S. companies:

The Fund invests the majority of its assets in U.S. companies, but also may invest up to 33% of its assets, valued at the time of investment, in companies based outside the United States in developed markets (for example, Japan, Canada and the United Kingdom) and emerging markets (for example, Mexico, Brazil and Korea).

2. PRINCIPAL INVESTMENT RISKS – Non-Diversified:

The paragraph under the above-noted headings is revised to add the following as a new last sentence:

The Fund may not operate as a non-diversified fund at all times.


1



WANGER ADVISORS TRUST

Wanger Select ("the Fund")

Supplement dated June 15, 2007 to the
Statement of Additional Information
dated May 1, 2007

Effective immediately, the following changes are made to the Fund's Statement of Additional Information:

1.  INVESTMENT RESTRICTIONS:

Non-fundamental investment restriction (g) is revised as follows to permit the Fund to invest up to 33% of its assets in non-U.S. companies:

[Wanger Select Only] Invest more than 33% of its total (valued at time of investment) in securities of foreign issuers;

2.  APPENDIX A – INVESTMENT TECHNIQUES AND SECURITIES – DIVERSIFICATION:

The first paragraph under the above-noted heading is revised to add the following as a new last sentence:

Wanger Select may not operate as a non-diversified fund at all times.


2




PART C – OTHER INFORMATION

Item 23.                 Exhibits

a.             Agreement and Declaration of Trust. (2)

b.             By-laws, as amended effective December 20, 2004. (8)

c.1           Specimen Share Certificate - Wanger U.S. Small Cap. (1)

c.2           Specimen Share Certificate - Wanger International Small Cap. (1)

d.             Amended and Restated Investment Advisory Agreement between Wanger Advisors Trust and Columbia Wanger Asset Management, L.P. dated July 24, 2006. (11)

e.1           Underwriting Agreement between Wanger Advisors Trust and Liberty Funds Distributor, Inc. dated November 1, 2001. (5)

e.2           Amendment No. 1 to the Underwriting Agreement between Wanger Advisors Trust and Columbia Management Distributors, Inc. dated July 24, 2006. (11)

f.              None.

g.             Amended and Restated Master Custodian Agreement between Wanger Advisors Trust and State Street Bank and Trust Company dated September 19, 2005. (10)

h.1           Participation Agreement between Wanger Advisors Trust and Phoenix Home Life Mutual Insurance Company dated April 18, 1995. (2)

h.2           Amendment No. 1 to the Participation Agreement between Wanger Advisors Trust and Phoenix Home Life Mutual Insurance Company, dated December 16, 1996. (3)

h.3           Participation Agreement between Wanger Advisors Trust and PHL Variable Insurance Company dated February 23, 1995. (2)

h.4           Amendment No. 1 to the Participation Agreement between Wanger Advisors Trust and PHL Variable Insurance Company dated December 16, 1996. (3)

h.5           Participation Agreement between Wanger Advisors Trust and Aegon Financial Services Group, Inc. (formerly Providian Life and Health Insurance Company and formerly National Home Life Assurance Company) dated May 19, 1995. (2)

h.6           Amendment No. 1 to the Participation Agreement between Wanger Advisors Trust and Aegon Financial Services Group, Inc. (formerly Providian Life and Health Insurance Company and formerly National Home Life Assurance Company) dated December 16, 1996. (3)




h.7           Participation Agreement between Wanger Advisors Trust and First Providian Life and Health Insurance Company dated November 15, 1996, and Amendment No. 1 dated December 16, 1996. (3)

h.8           Participation Agreement between Wanger Advisors Trust and Symetra Life Insurance Company (formerly SAFECO Life Insurance Company) dated September 27, 1995 and Amendment No. 1 dated December 18, 1996. (3)

h.9           Shareholders’ Servicing and Transfer Agent Agreement between Wanger Advisors Trust and Liberty Funds Services, Inc. dated September 29, 2000. (4)

h.10         Participation Agreement between Wanger Advisors Trust and Keyport Benefit Life Insurance Company dated September 29, 2000. (4)

h.11         Participation Agreement between Wanger Advisors Trust and Keyport Life Insurance Company dated September 29, 2000. (4)

h.12         Participation Agreement between Wanger Advisors Trust, Liberty Funds Distributor, Inc. and Transamerica Life Insurance Company dated May 1, 2002. (6)

h.13         Amendment No. 1 to the Participation Agreement between Wanger Advisors Trust, Liberty Funds Distributor, Inc. and Transamerica Life Insurance Company dated December 1, 2002. (6)

h.14         Amendment No. 2 to the Participation Agreement between Wanger Advisors Trust, Liberty Funds Distributor, Inc. and Transamerica Life Insurance Company dated December 1, 2002.  (7)

h.15         Participation Agreement between Wanger Advisors Trust, Columbia Funds Distributor, Inc. and Transamerica Financial Life Insurance Company dated May 1, 2004.  (7)

h.16         Letter agreement between Wanger Advisors Trust and Columbia Wanger Asset Management, L.P. dated May 1, 2007. (11)

h.17         Amendment No. 1 to the Shareholders’ Servicing and Transfer Agent Agreement between Wanger Advisors Trust and Columbia Funds Services, Inc. dated February 1, 2004.  (9)

h.18         Participation Agreement between Wanger Advisors Trust, Columbia Wanger Asset Management, L.P. and ING Insurance Company of America dated May 1, 2004.  (8)

h.19         Participation Agreement between Wanger Advisors Trust, Columbia Funds Distributor, Inc., Sun Life Assurance Company of Canada (U.S.) and Sun Life Insurance and Annuity Company of New York dated December 1, 2004. (8)




h.20         Participation Agreement among Merrill Lynch Life Insurance Company, Wanger Advisors Trust and Columbia Funds Distributor, Inc. dated March 4, 2005. (10)

h.21         Amendment No. 1 to Participation Agreement among Merrill Lynch Life Insurance Company, Wanger Advisors Trust and Columbia Management Distributors, Inc. (formerly Columbia Funds Distributor, Inc.) dated April 27, 2007. (11)

h.22         Participation Agreement among ML Life Insurance Company of New York, Wanger Advisors Trust and Columbia Funds Distributor, Inc. dated March 4, 2005. (10)

h.23         Amendment No. 1 to Participation Agreement among ML Life Insurance Company of New York, Wanger Advisors Trust and Columbia Management Distributors, Inc. (formerly Columbia Funds Distributor, Inc.) dated April 27, 2007. (11)

h.24         Participation Agreement among TIAA-CREF Life Insurance Company, Wanger Advisors Trust, Columbia Wanger Asset Management, LLP and Columbia Management Distributors, Inc. dated March 1, 2006. (10)

h.25         Amendment No. 2 to the Shareholders’ Servicing and Transfer Agent Agreement between Wanger Advisors Trust and Columbia Management Services, Inc. dated July 24, 2006. (11)

h.26         Amendment No. 3 to the Shareholders’ Servicing and Transfer Agent Agreement between Wanger Advisors Trust and Columbia Management Services, Inc. dated March 6, 2007. (11)

h.27         Participation Agreement among RiverSource Life Insurance Co. of New York, Wanger Advisors Trust, Columbia Wanger Asset Management, L.P. and Columbia Management Distributors, Inc. dated April 2, 2007. (11)

h.28         Participation Agreement among RiverSource Life Insurance Company, Wanger Advisors Trust, Columbia Wanger Asset Management, L.P. and Columbia Management Distributors, Inc. dated April 2, 2007. (11)

h.29         Participation Agreement between Wanger Advisors Trust, Columbia Wanger Asset Management, L.P., ING Life Insurance and Annuity Company and Reliastar Life Insurance Company dated May 1, 2004. (11)

i.              Consent of Bell, Boyd & Lloyd LLP.

j.              Consent of independent registered public accounting firm PricewaterhouseCoopers LLP.

k.             None.




l.              Subscription Agreement. (2)

m.            None.

n.             None.

p.1           Code of Ethics of Columbia Wanger Asset Management, L.P., Columbia Acorn Trust and Wanger Advisors Trust, as amended January 2, 2007. (11)

p.2           Code of Ethics for Non-Management Trustees, as amended September 26, 2006. (11)

p.3           Code of Ethics of Columbia Management Distributors, Inc., the principal underwriter of the Funds, dated January 1, 2006. (10)


(1).

Previously filed. Incorporated by reference to post-effective amendment no. 1 to Registrant’s registration statement on form N-1A, Securities Act registration no. 33-83548 (the “Registration Statement”) filed on August 25, 1995.

 

 

(2).

Previously filed. Incorporated by reference to Registrant’s post-effective amendment no. 2 to the Registration Statement filed on April 19, 1996.

 

 

(3).

Previously filed. Incorporated by reference to Registrant’s post-effective amendment no. 3 to the Registration Statement filed on April 21, 1997.

 

 

(4).

Previously filed. Incorporated by reference to Registrant’s post-effective amendment no. 13 to the Registration Statement filed April 25, 2001.

 

 

(5).

Previously filed. Incorporated by reference to Registrant’s post-effective amendment no. 14 to the Registration Statement filed April 10, 2002.

 

 

(6).

Previously filed. Incorporated by reference to Registrant’s post-effective amendment no. 15 to the Registration Statement filed April 10, 2003.

 

 

(7).

Previously filed. Incorporated by reference to Registrant’s post-effective amendment no. 16 to the Registration Statement filed April 20, 2004.

 

 

(8).

Previously filed. Incorporated by reference to Registrant’s post-effective amendment no. 17 to the Registration Statement filed February 18, 2005.

 

 

(9).

Previously filed. Incorporated by reference to Registrant’s post-effective amendment no. 18 to the Registration Statement filed April 13, 2005.

 

 

(10).

Previously filed. Incorporated by reference to Registrant’s post-effective amendment no. 19 to the Registration Statement filed April 20, 2006.

 

 

(11).

Previously filed. Incorporated by reference to Registrant’s post-effective amendment no. 20 to the Registration Statement filed April 16, 2007.

 




Item 24.                 Persons Controlled by or Under Common Control with Registrant

The Registrant does not consider that there are any persons directly or indirectly controlling, controlled by, or under common control with, the Registrant within the meaning of this item.  The information in the prospectuses under the caption “Trust Management Organizations” and in the statement of additional information under the caption “Management Arrangements” is incorporated by reference.

Item 25.                 Indemnification

Article VIII of the Agreement and Declaration of Trust of the Registrant (listed as exhibit a and incorporated in this filing by reference) provides in effect that the Registrant shall provide certain indemnification of its trustees and officers.  In accordance with Section 17(h) of the Investment Company Act of 1940, that provision shall not protect any person against any liability to the Registrant or its shareholders to which he would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his office.

Insofar as indemnification for liabilities arising under the Securities Act of 1933 (the “Securities Act”) may be permitted to Trustees, officers and controlling persons of the Registrant pursuant to the foregoing provisions or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the 1940 Act and is, therefore, unenforceable.  In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a Trustee, officer, or controlling person of the Registrant in connection with the successful defense of any action, suit or proceeding) is asserted by such Trustee, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the 1940 Act and will be governed by the final adjudication of such issue.

The Registrant, its trustees and officers, its investment adviser and persons affiliated with them are insured under a policy of insurance maintained by Registrant and its investment adviser, within the limits and subject to the limitations of the policy, against certain expenses in connection with the defense of actions, suits or proceedings, and certain liabilities that might be imposed as a result of such actions, suits or proceedings, to which they are parties by reason of being or having been such trustees or officers.  The policy expressly excludes coverage for any trustee or officer whose personal dishonesty, fraudulent breach of trust, lack of good faith, or intention to deceive or defraud has been finally adjudicated or may be established or who willfully fails to act prudently.

Item 26.                 Business and Other Connections of Investment Adviser

The information in the prospectuses under the caption “Trust Management Organizations” is incorporated by reference.  Neither Columbia Wanger Asset Management, L.P. nor its general partner has at any time during the past two years been engaged in any other




business, profession, vocation or employment of a substantial nature either for its own account or in the capacity of director, officer, employee, partner or trustee.

Item 27.                 Principal Underwriter

(a)           Columbia Management Distributors, Inc. (“CMD”), a subsidiary of Columbia Management Advisors, LLC, is the Registrant’s principal underwriter.  CMD also acts in such capacity for each series of Columbia Funds Variable Insurance Trust, Columbia Funds Series Trust, Columbia Funds Series Trust I, Columbia Funds Institutional Trust, Columbia Funds Variable Insurance Trust I and Columbia Acorn Trust.

(b)           The table below lists each director or officer of the principal underwriter named in the answer to Item 20. 

Name and Principal
Business Address*

 

Positions and Offices with
Underwriter

 

Positions and Offices with
Registrant

 

 

 

 

 

Ahmed, Yaqub

 

Vice President

 

None

 

 

 

 

 

Aldi, Andrew

 

Vice President

 

None

 

 

 

 

 

Anderson, Judith M.

 

Vice President

 

None

 

 

 

 

 

Ash, James R.

 

Vice President

 

None

 

 

 

 

 

Banks, Keith T.

 

Director

 

None

 

 

 

 

 

Ballou, Richard J.

 

Senior Vice President

 

None

 

 

 

 

 

Bartlett, John

 

Managing Director

 

None

 

 

 

 

 

Berretta, Frederick R.

 

Managing Director and Director

 

None

 

 

 

 

 

Bozek, James

 

Senior Vice President

 

None

 

 

 

 

 

Brantley, Thomas M.

 

Senior Vice President - Tax

 

None

 

 

 

 

 

Brown, Beth Ann

 

Senior Vice President

 

None

 

 

 

 

 

Claiborne, Douglas

 

Senior Vice President

 

None

 

 

 

 

 

Climer, Quentin

 

Vice President

 

None

 

 

 

 

 

Conley, Brook

 

Vice President

 

None

 

 

 

 

 

Davis, W. Keith

 

Senior Vice President - Tax

 

None

 

 

 

 

 

DeFao, Michael

 

Chief Legal Officer

 

None

 

 

 

 

 

Desilets, Marian

 

Vice President

 

Assistant Secretary

 




 

Name and Principal
Business Address*

 

Positions and Offices with
Underwriter

 

Positions and Offices with
Registrant

 

 

 

 

 

Devaney, James

 

Senior Vice President

 

None

 

 

 

 

 

Devlin, Audrey

 

Assistant Vice President

 

None

 

 

 

 

 

Difiore, James R.

 

Assistant Treasurer

 

None

 

 

 

 

 

Dolan, Kevin

 

Vice President

 

None

 

 

 

 

 

Donovan, M. Patrick

 

Chief Compliance Officer

 

None

 

 

 

 

 

Doyle, Matthew

 

Vice President

 

None

 

 

 

 

 

Emerson, Kim

 

Senior Vice President

 

None

 

 

 

 

 

Feldman, David

 

Managing Director

 

None

 

 

 

 

 

Feloney, Joseph

 

Senior Vice President

 

None

 

 

 

 

 

Ferullo, Jeanne

 

Vice President

 

None

 

 

 

 

 

Fisher, James F.

 

Vice President

 

None

 

 

 

 

 

Fischer, Michael

 

Assistant Secretary

 

None

 

 

 

 

 

Ford, David C.

 

Vice President

 

None

 

 

 

 

 

Gellman, Laura D.

 

Conflicts of Interest Officer

 

None

 

 

 

 

 

Gentile, Russell

 

Vice President

 

None

 

 

 

 

 

Goldberg, Matthew

 

Senior Vice President

 

None

 

 

 

 

 

Gubala, Jeffrey

 

Vice President

 

None

 

 

 

 

 

Guenard, Brian

 

Vice President

 

None

 

 

 

 

 

Hall, Jennifer

 

Assistant Vice President

 

None

 

 

 

 

 

Hohmann, David

 

Assistant Secretary

 

None

 

 

 

 

 

Jones, Michael A.

 

Director, President and Chief Executive Officer

 

None

 

 

 

 

 

Kamin, Eric

 

Assistant Vice President

 

None

 

 

 

 

 

Lynch, Andrew R.

 

Managing Director

 

None

 

 

 

 

 

Marcelonis, Sheila

 

Vice President

 

None

 

 

 

 

 

Martin, William W.

 

Operational Risk Officer

 

None

 




 

Name and Principal
Business Address*

 

Positions and Offices with
Underwriter

 

Positions and Offices with
Registrant

 

 

 

 

 

McKinley, Katherine S.

 

Assistant Secretary

 

None

 

 

 

 

 

Miller, Anthony

 

Vice President

 

None

 

 

 

 

 

Miller, Gregory M.

 

Vice President

 

None

 

 

 

 

 

Moberly, Ann R.

 

Senior Vice President

 

None

 

 

 

 

 

Moon, Leslie

 

Assistant Vice President

 

None

 

 

 

 

 

Mroz, Gregory S.

 

Senior Vice President – Tax

 

None

 

 

 

 

 

Nigrosh, Diane J.

 

Vice President

 

None

 

 

 

 

 

Owen, Stephanie

 

Vice President

 

None

 

 

 

 

 

Piken, Keith A.

 

Senior Vice President

 

None

 

 

 

 

 

Pryor, Elizabeth A.

 

Secretary

 

None

 

 

 

 

 

Ratto, Gregory

 

Vice President

 

None

 

 

 

 

 

Rawdon, Gary

 

Assistant Vice President

 

None

 

 

 

 

 

Reed, Christopher

 

Senior Vice President

 

None

 

 

 

 

 

Roberts, Amy S.

 

Director

 

None

 

 

 

 

 

Ross, Gary

 

Senior Vice President

 

None

 

 

 

 

 

Schortmann, Matthew

 

Assistant Vice President

 

None

 

 

 

 

 

Scully-Power, Adam

 

Vice President

 

None

 

 

 

 

 

Seller, Gregory

 

Vice President

 

None

 

 

 

 

 

Shea, Terence

 

Vice President

 

None

 

 

 

 

 

Sideropoulos, Lou

 

Senior Vice President

 

None

 

 

 

 

 

Smith, Connie B.

 

Assistant Secretary

 

None

 

 

 

 

 

Studer, Eric

 

Senior Vice President

 

None

 

 

 

 

 

Waldron, Thomas

 

Vice President

 

None

 

 

 

 

 

Walsh, Brian

 

Vice President

 

None

 

 

 

 

 

Wasp, Kevin

 

Corporate Ombudsman

 

None

 




 

Name and Principal
Business Address*

 

Positions and Offices with
Underwriter

 

Positions and Offices with
Registrant

 

 

 

 

 

Weidner, Donna M.

 

Chief Financial Officer, Treasurer

 

None

 

 

 

 

 

Wess, Valerie

 

Senior Vice President

 

None

 

 

 

 

 

Wheeler, Eben

 

Assistant Vice President

 

None

 

 

 

 

 

Wilson, Christopher L.

 

Senior Vice President

 

None

 

 

 

 

 

Winn, Keith

 

Senior Vice President

 

None

 

 

 

 

 

Yates, Susan

 

Vice President

 

None

 


*The principal business address of each officer of Columbia Management Distributors, Inc. is One Financial Center, Boston, MA 02111.

Item 28.                 Location of Accounts and Records

Bruce H. Lauer, Vice President, Secretary and Treasurer
Wanger Advisors Trust
227 West Monroe Street, Suite 3000
Chicago, Illinois 60606

Certain records, including records relating to the Registrant’s shareholders and the physical possession of its securities, may be maintained at the main office of Registrant’s transfer agent, Columbia Management Services, Inc., located at One Financial Center, Boston, MA 02111 or custodian, State Street Bank and Trust Company, located at 2 Avenue De Lafayette, Boston, MA 02111-2900.

Item 29.                 Management Services

Not applicable.

Item 30.                 Undertakings

Not applicable.




SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for effectiveness of this post-effective amendment pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused this amendment to the registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Chicago, Illinois on June 15, 2007.

WANGER ADVISORS TRUST

 

 

 

By:

/s/ Charles P. McQuaid

 

 

 

Charles P. McQuaid, President

 

Pursuant to the requirements of the Securities Act of 1933, this amendment to the registration statement has been signed below by the following persons in the capacities and on the dates indicated.

Name

 

Title

 

Date

 

 

 

 

 

/s/ Margaret M. Eisen

 

 

Trustee

)

 

Margaret M. Eisen

 

 

)

 

 

 

 

)

 

/s/ Jerome Kahn, Jr.

 

 

Trustee

)

 

Jerome Kahn, Jr.

 

 

)

 

 

 

 

)

 

/s/ Steven Kaplan

 

 

Trustee

)

 

Steven Kaplan

 

 

)

June 15, 2007

 

 

 

)

 

/s/ David C. Kleinman

 

 

Trustee

)

 

David C. Kleinman

 

 

)

 

 

 

 

)

 

/s/ Allan B. Muchin

 

 

Trustee

)

 

Allan B. Muchin

 

 

)

 

 

 

 

)

 

/s/ Robert E. Nason

 

 

Trustee and

)

 

Robert E. Nason

 

Chair of the Board

)

 

 

 

 

)

 

/s/ James A. Star

 

 

Trustee

)

 

James A. Star

 

 

)

 

 

 

 

)

 

/s/ Ralph Wanger

 

 

Trustee

)

 

Ralph Wanger

 

 

)

 

 

 

 

)

 

/s/ Patricia H. Werhane

 

 

Trustee

)

 

Patricia H. Werhane

 

 

)

 

 

 

 

)

 

/s/ John Wing

 

 

Trustee

)

 

John Wing

 

 

)

 

 

 

 

)

 

/s/ Charles P. McQuaid

 

 

Trustee and President (principal executive

)

 

Charles P. McQuaid

 

officer)

)

 

 

 

 

)

 

/s/ Bruce H. Lauer

 

 

Treasurer (principal financial and

)

 

Bruce H. Lauer

 

accounting officer)

)

 

 




Index of Exhibits Filed with this Amendment

Exhibit
Number

 


Exhibit

i.

 

Consent of Bell, Boyd & Lloyd LLP.

 

 

 

j.

 

Consent of independent registered public accounting firm PricewaterhouseCoopers LLP.