<DOCUMENT>
<TYPE>EX-99.77Q1
<SEQUENCE>4
<FILENAME>d58548_ex77q1-a.txt
<DESCRIPTION>OTHER EXHIBITS
<TEXT>

EXHIBIT 77Q1(a),

On February 20, 2004, the Registrant's bylaws were amended in the following
manner by action of the Registrant's board of directors: (i) Articles IX and X
were repealed; (ii) Article XI was redesignated as Article IX; and (iii) a new
Section 8.04 was adopted, which reads as follows:

      Section 8.04. Amendments. In accordance with the charter of the
      corporation, these bylaws may be repealed, altered, amended or rescinded
      and new bylaws may be adopted (a) by the stockholders of the corporation
      (considered for this purpose as one class) by the affirmative vote of not
      less than a majority of all the votes entitled to be cast by the
      outstanding shares of capital stock of the corporation generally in the
      election of directors which are cast on the matter at any meeting of the
      stockholders called for that purpose (provided that notice of such
      proposal is included in the notice of such meeting) or (b) by the board of
      directors by the affirmative vote of not less than two-thirds of the board
      of directors at a meeting held in accordance with the provisions of these
      bylaws.

</TEXT>
</DOCUMENT>
