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                                                                   EXHIBIT 2.03

     Pursuant to Regulation S-K, Item 601(b)(2), the Exhibits and Schedules to
the Merger Agreement, as identified in the table of contents thereto, included
in Appendix A to the Proxy Statement/Prospectus, have not been filed. The
registrant agrees to furnish supplementally a copy of any omitted Exhibit or
Schedule to the Commission upon request; provided, however, the Registrant may
request confidential treatment of any such omitted items.