Exhibit 99.5
GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION
NUMBER ON SUBSTITUTE FORM W-9
Guidelines For Determining The Proper Identification Number for the Payee (You)
to Give the Payer.--Social security numbers have nine digits separated by two
hyphens: i.e., 000-00-0000. Employee Identification Numbers have nine digits
separated by only one hyphen: i.e., 00-0000000. The table below will help
determine the number to give the payer. All "Section" references are to the
Internal Revenue Code of 1986, as amended. "IRS" is the Internal Revenue
Service.
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For this type of account: Give the social security number of--
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1.Individual The Individual
2.Two or more individuals (joint The actual owner of the account or,
account) if combined funds, the first
individual on the account/1/
3.Custodian account of a minor The minor/2/
(Uniform Gift to Minors Act)
4. a. The usual revocable savings The grantor-trustee /1/
trust account (grantor is also
trustee)
b. So-called trust account that is The actual owner/1/
not a legal or valid trust under
state law
5.Sole proprietorship The owner/1/
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For this type of account: Give the employer identification
number of--
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6.Sole proprietorship The owner/3/
7.A valid trust, estate or pension The legal entity/4/
trust
8.Corporate The corporation
9.Association, club, religious, The organization
charitable, educational, or other
tax-exempt organization
10.Partnership The partnership
11.A broker or registered nominee The broker or nominee
12.Account with the Department of The public entity
Agriculture in the name of a public
entity (such as a state or local
government, school district or
prison) that receives agricultural
program payments
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1. List first and circle the name of the person whose number you furnish. If
only one person on a joint account has a social security number, that
person's number must be furnished.
2. Circle the minor's name and furnish the minor's social security number.
3. You must show your individual name, but you may also enter your business or
"doing business as" name. You may use either your social security number of
your employer identification number (if you have one).
4. List first and circle the name of the legal trust, estate, or pension trust.
(Do not furnish the taxpayer identification number of the personal
representative or trustee unless the legal entity itself is not designated
in the account title.)
NOTE: If no name is circled when there is more than one name, the number will
be considered to be that of the first name listed.
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Obtaining a Number
If you don't have a taxpayer identification number or you don't know your
number, obtain Form SS-5, Application for a Social Security Card, at the local
Social Administration office, or Form SS-4, Application for Employer
Identification Number, by calling 1 (800) TAX-FORM, and apply for a number.
Payees Exempt from Backup Withholding
Payees specifically exempted from withholding include:
.. An organization exempt from tax under Section 501(a), an individual
retirement account (IRA), or a custodial account under Section 403(b)(7), if
the account satisfies the requirements of Section 401(1)(2).
.. The United States or a state thereof, the District of Columbia, a possession
of the United States, or a political subdivision or instrumentality of any
one or more of the foregoing.
.. An international organization or any agency or instrumentality thereof.
.. A foreign government and any political subdivision, agency or instrumentality
thereof.
Payees that may be exempt from backup withholding include:
.. A corporation.
.. A financial institution.
.. A dealer in securities or commodities registered in the United States, the
District of Columbia, or a possession of the United States.
.. A real estate investment trust.
.. A common trust fund operated by a bank under Section 584(a).
.. An entity registered at all times during the tax year under the Investment
Company Act of 1940.
.. A middleman known in the investment community as a nominee or custodian.
.. A futures commission merchant registered with the Commodity Futures Trading
Commission.
.. A foreign central bank of issue.
.. A trust exempt from tax under Section 664 or described in Section 4947.
Payments of dividends and patronage dividends generally exempt from backup
withholding include:
.. Payments to nonresident aliens subject to withholding under Section 1441.
.. Payments to partnerships not engaged in a trade or business in the United
States and that have at least one nonresident alien partner.
.. Payments of patronage dividends not paid in money.
.. Payments made by certain foreign organizations.
.. Section 404(k) payments made by an ESOP.
Payments of interest generally exempt from backup withholding include:
.. Payments of interest on obligations issued by individuals. Note: You may be
subject to backup withholding if this interest is $600 or more and you have
not provided your correct taxpayer identification number to the payer.
.. Payments of tax-exempt interest (including exempt-interest dividends under
Section 852).
.. Payments described in Section 6049(b)(5) to nonresident aliens.
.. Payments on tax-free covenant bonds under Section 1451.
.. Payments made by certain foreign organizations.
.. Mortgage interest paid to you.
Certain payments, other than payments of interest, dividends, and patronage
dividends, that are exempt from information reporting are also exempt from
backup withholding. For details, see the regulations under sections 6041,
6041A, 6042, 6044, 6045, 6049, 6050A and 6050N.
Exempt payees described above should file Form W-9 to avoid possible erroneous
backup withholding. FILE THIS FORM WITH THE PAYER, FURNISH YOUR TAXPAYER
IDENTIFICATION NUMBER, WRITE "EXEMPT" IN PART II OF THE FORM, SIGN AND DATE THE
FORM, AND RETURN IT TO THE PAYER.
Privacy Act Notice--Section 6109 requires you to provide your correct taxpayer
identification number to payers, who must report the payments to the IRS. The
IRS uses the number for identification purposes and may also provide this
information to various government agencies for tax enforcement or litigation
purposes. Payers must be given the numbers whether or not recipients are
required to file tax returns. Payers must generally withhold up to 28% of
taxable interest, dividends, and certain other payments to a payee who does not
furnish a taxpayer identification number to a payer. Certain penalties may also
apply.
Penalties
(1) Failure to Furnish Taxpayer Identification Number.--If you fail to furnish
your taxpayer identification number to a payer, you are subject to a penalty of
$50 for each such failure unless your failure is due to reasonable cause and
not to willful neglect.
(2) Civil Penalty for False Information With Respect to Withholding.--If you
make a false statement with no reasonable basis that results in no backup
withholding, you are subject to a $500 penalty.
(3) Criminal Penalty for Falsifying Information.--Willfully falsifying
certificates or affirmations may subject you to criminal penalties including
fines and/or imprisonment.
FOR ADDITIONAL INFORMATION CONTACT YOUR TAX
CONSULTANT OR THE INTERNAL REVENUE SERVICE.