(The news featured below is a selection from the news covered in the Federal Securities Report Letter, which is distributed to subscribers of the Federal Securities Law Reports.)

Commission Offers Guidance on MD&A Disclosures

The SEC published interpretive guidance regarding MD&A disclosures. This guidance is intended to elicit more meaningful disclosure in MD&A in a number of areas, including the overall presentation and focus of MD&A, with general emphasis on the discussion and analysis of known trends, demands, commitments, events and uncertainties and specific guidance on disclosures about liquidity, capital resources and critical accounting estimates.

The SEC advised that companies should present their disclosure so that the most important information is most prominent and should avoid unnecessary duplicative disclosures. Companies should focus on material information and eliminate immaterial information that does not promote understanding of companies' financial condition, liquidity and capital resources, changes in financial condition and results of operations.

Companies should also identify and discuss key performance indicators, including non-financial performance indicators, that their management uses to manage the business and that would be material to investors, and must identify and disclose known trends, events, demands, commitments and uncertainties that are reasonably likely to have a material effect on financial condition or operating performance. Companies also should provide not only disclosure of information responsive to MD&A requirements, but also an analysis that is responsive to those requirements that explains management's view of the implications and significance of that information and that satisfies the objectives of MD&A The advice is effective December 29, 2003

¨ Release No. 33-8350 is reported at ¶87,127 .