<SUBMISSION>
<ACCESSION-NUMBER>0001072613-01-501139
<TYPE>10-Q/A
<PUBLIC-DOCUMENT-COUNT>1
<PERIOD>20010930
<FILING-DATE>20011115
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>CORRECTIONAL SERVICES CORP
<CIK>0000914670
<ASSIGNED-SIC>8744
<IRS-NUMBER>113182580
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1231
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>10-Q/A
<ACT>34
<FILE-NUMBER>000-23038
<FILM-NUMBER>1792367
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>1819 MAIN STREET SUITE 1000
<CITY>SARASOTA
<STATE>FL
<ZIP>34236
<PHONE>9419539199
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>1819 MAIN STREET SUITE 1000
<STREET2>CORRECTIONAL SERVICES CORP
<CITY>SARASOTA
<STATE>FL
<ZIP>34236
</MAIL-ADDRESS>
<FORMER-COMPANY>
<FORMER-CONFORMED-NAME>ESMOR CORRECTIONAL SERVICES INC
<DATE-CHANGED>19931110
</FORMER-COMPANY>
</FILER>
<DOCUMENT>
<TYPE>10-Q/A
<SEQUENCE>1
<FILENAME>form10-qa1_10907.txt
<DESCRIPTION>CORRECTIONAL SERVICES CORP. AMENDED FORM 10-Q
<TEXT>
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 10-Q/A


                   QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


      For the Quarter Ended                       Commission File Number
        September 30, 2001                                0-23038
         ----------------                          --------------------

                        CORRECTIONAL SERVICES CORPORATION
              ----------------------------------------------------
             (Exact name of Registrant as specified in its charter)


               DELAWARE                                11-3182580
             ------------                            --------------
       (State of Incorporation)          (I.R.S. Employer Identification Number)

              1819 MAIN STREET, SUITE 1000, SARASOTA, FLORIDA 34236
              -----------------------------------------------------
                    (Address of principal executive offices)


               Registrant's telephone number, including area code:
                                 (941) 953-9199
                               ------------------

                                 Not Applicable
               ---------------------------------------------------
               (Former name, former address and former fiscal year
                          if changed since last report)

Number of shares of common stock outstanding on November 13, 2001:  10,155,412

           Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days. Yes X No __
================================================================================
<PAGE>

                        CORRECTIONAL SERVICES CORPORATION

                                      INDEX

                                                                        Page No.
                                                                        -------

                         PART I. - FINANCIAL INFORMATION


ITEM 1.    FINANCIAL STATEMENTS                                          3 - 10


ITEM 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
             CONDITION AND RESULTS OF OPERATIONS                        10 - 15

ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK        16





                          PART II. - OTHER INFORMATION


ITEM 1.    LEGAL PROCEEDINGS                                                 17

ITEM 2.    CHANGES IN SECURITIES AND USE OF PROCEEDS                         17

ITEM 3.    DEFAULTS UPON SENIOR SECURITIES                                   17

ITEM 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS               17

ITEM 5.    OTHER INFORMATION                                                 17

ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K                                  17




















                                        2
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                        CORRECTIONAL SERVICES CORPORATION
                                AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                        (IN THOUSANDS, EXCEPT SHARE DATA)
<TABLE><CAPTION>
                                 ASSETS              SEPTEMBER 30, 2001
                                                         (UNAUDITED)       DECEMBER 31, 2000
                                                     ------------------    -----------------
<S>                                                    <C>                   <C>
CURRENT ASSETS
  Cash and cash equivalents                             $        88           $       133
  Restricted cash                                                33                    92
  Accounts receivable, net                                   27,802                36,976
  Note receivable                                               200                 3,730
  Deferred tax asset                                          1,926                 1,926
  Prepaid expenses and other current assets                   1,809                 2,673
                                                        ------------          ------------
     Total current assets                                    31,858                45,530

PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS, NET          35,699                39,543

OTHER ASSETS
  Deferred tax asset                                          8,863                 5,431
  Goodwill, net                                                 772                 1,049
  Note receivable                                             4,950                     -
  Other                                                       6,163                 5,222
                                                        ------------          ------------
                                                        $    88,305           $    96,775
                                                        ============          ============
                   LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable and accrued liabilities              $    19,054           $    20,020
  Restructuring and impairment reserve                        4,087                     -
  Subordinated debt                                              10                    10
  Current portion of senior debt                             17,600                 6,669
                                                        ------------          ------------
     Total current liabilities                               40,751                26,699

LONG-TERM LIABILITIES
  Senior debt                                                   316                16,338

COMMITMENTS AND CONTINGENCIES                                     -                     -

STOCKHOLDERS' EQUITY
  Preferred stock, $.01 par value, 1,000,000
    shares authorized, none issued and outstanding                -                     -
  Common stock, $.01 par value, 30,000,000
    shares authorized, 11,373,000 shares issued,
    10,155,000 and 10,249,000 outstanding,
    respectively                                                114                   114
  Additional paid-in capital                                 82,797                82,797
  Accumulated deficit                                       (32,682)              (26,395)
  Treasury stock, at cost                                    (2,991)               (2,778)
                                                        ------------          ------------
                                                             47,238                53,738
                                                        ------------          ------------
                                                        $    88,305           $    96,775
                                                        ============          ============
</TABLE>
        The accompanying notes are an integral part of these statements.

                                        3
<PAGE>
                        CORRECTIONAL SERVICES CORPORATION
                                AND SUBSIDIARIES
           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
                      (IN THOUSANDS, EXCEPT PER SHARE DATA)

                                                   NINE MONTHS ENDED
                                                     SEPTEMBER 30,
                                             ----------------------------
                                                 2001            2000
                                             ------------    ------------


Revenues                                     $   131,828     $   158,275
                                             ------------    ------------
Facility expenses:
     Operating                                   121,947         138,385
     Startup costs                                   406             116
                                             ------------    ------------
                                                 122,353         138,501
                                             ------------    ------------
Contribution from operations                       9,475          19,774
                                             ------------    ------------
Other operating expenses:
     General and administrative                   11,294           9,556
     Restructuring and impairment                  4,356               -
     Loss on contracts of facilities
       to be closed                                1,150               -
     Legal settlement                                375               -
     Loss on disposal of assets                      823               -
                                             ------------    ------------
                                                  17,998           9,556
                                             ------------    ------------


Operating income (loss)                           (8,523)         10,218

Interest expense, net                             (1,215)         (2,431)
                                             ------------    ------------
Income (loss)  before income taxes                (9,738)          7,787
Income tax benefit (expense)                       3,451          (3,076)
                                             ------------    ------------

Net income (loss)                            $    (6,287)    $     4,711
                                             ============    ============

Basic and diluted earnings (loss) per share  $     (0.62)    $      0.41
                                             ============    ============








        The accompanying notes are an integral part of these statements.

                                       4
<PAGE>
                        CORRECTIONAL SERVICES CORPORATION
                                AND SUBSIDIARIES
           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
                      (IN THOUSANDS, EXCEPT PER SHARE DATA)

                                                  THREE MONTHS ENDED
                                                     SEPTEMBER 30,
                                             ----------------------------
                                                 2001            2000
                                             ------------    ------------

Revenues                                     $    42,344     $    52,209
                                             ------------    ------------

Facility expenses:
     Operating                                    39,166          45,409
     Startup costs                                     -             100
                                             ------------    ------------
                                                  39,166          45,509
                                             ------------    ------------
Contribution from operations                       3,178           6,700
                                             ------------    ------------

Other operating expenses:
     General and administrative                    5,119           3,324
     Restructuring and impairment                  4,356               -
     Loss on contracts of facilities
       to be closed                                1,150               -
     Loss on disposal of assets                      677               -
                                             ------------    ------------
                                                  11,302           3,324
                                             ------------    ------------

Operating income (loss)                           (8,124)          3,376

Interest expense, net                               (406)           (774)
                                             ------------    ------------
Income (loss) before income taxes                 (8,530)          2,602
Income tax benefit (expense)                       3,231          (1,028)
                                             ------------    ------------

Net income (loss)                            $    (5,299)    $     1,574
                                             ============    ============

Basic and diluted earnings (loss) per share  $     (0.52)    $      0.14
                                             ============    ============

        The accompanying notes are an integral part of these statements.

                                       5
<PAGE>
                        CORRECTIONAL SERVICES CORPORATION
                                AND SUBSIDIARIES
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                                 (IN THOUSANDS)
<TABLE><CAPTION>
                                                                    NINE MONTHS ENDED
                                                                      SEPTEMBER 30,
                                                              ----------------------------
                                                                  2001            2000
                                                              ------------    ------------
<S>                                                          <C>             <C>
Cash flows from operating activities:
  Net income (loss)                                           $    (6,287)    $     4,711
  Adjustments to reconcile net income (loss) to net cash
    provided by operating activities:
      Depreciation and amortization                                 3,056           3,712
      Asset impairment                                              2,437               -
      Deferred income tax (benefit) expense                        (3,432)          2,198
      (Gain) loss on disposal of assets, net                          823             (80)
      Changes in operating assets and liabilities:
          Restricted cash                                              59              99
          Accounts receivable                                       9,174            (407)
          Prepaid expenses and other current assets                   864            (190)
          Restructuring and impairment reserve                      4,087               -
          Accounts payable and accrued liabilities                   (967)         (5,130)
                                                              ------------    ------------
                Net cash provided by operating activities:          9,814           4,913
                                                              ------------    ------------
Cash flows from investing activities:
    Capital expenditures                                          (13,204)         (2,768)
    Proceeds from the sale of property, equipment and
      leasehold improvements                                       11,245             116
    Purchase of notes receivable, net of payments received         (1,420)              -
    Other assets                                                   (1,213)           (527)
                                                              ------------    ------------
                Net cash used in investing activities:             (4,592)         (3,179)
                                                              ------------    ------------
Cash flows from financing activities:
    Proceeds (repayments) on senior debt, net                      (5,091)          5,207
    Payment of subordinated debt                                        -         (14,180)
    Long-term portion of prepaid lease                                 37             299
    Treasury stock                                                   (213)              -
    Adjustment to paid-in capital                                       -             (10)
                                                              ------------    ------------
                Net cash used in financing activities:             (5,267)         (8,684)
                                                              ------------    ------------
Net decrease in cash and cash equivalents                             (45)         (6,950)
Cash and cash equivalents at beginning of period                      133           7,070
                                                              ------------    ------------

Cash and cash equivalents at end of period                    $        88     $       120
                                                              ============    ============

Supplemental disclosures of cash flows information:
   Cash paid (received) during the period for:
      Interest                                                $     1,276     $     3,015
                                                              ============    ============
      Income taxes, net                                       $       (68)    $     1,201
                                                              ============    ============
</TABLE>
        The accompanying notes are an integral part of these statements.

                                       6
<PAGE>
                        CORRECTIONAL SERVICES CORPORATION
                                AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001

NOTE 1 - BASIS OF PRESENTATION

The condensed consolidated financial statements include the accounts of
Correctional Services Corporation and its wholly owned subsidiaries (the
"Company").

In the opinion of the Company's management the accompanying unaudited condensed
consolidated financial statements as of September 30, 2001, and for the three
and nine months ended September 30, 2001 and 2000, include all adjustments
(consisting only of normal recurring adjustments) necessary for a fair
presentation. The statements herein are presented in accordance with the rules
and regulations of the Securities and Exchange Commission. Certain information
and footnote disclosures normally included in the financial statements on Form
10-K for the Company have been omitted from these statements, as permitted under
the applicable rules and regulations. The statements should be read in
conjunction with the consolidated financial statements and the related notes
included in the Company's Annual Report on Form 10-K for the year ended December
31, 2000.

The results of operations for the three and nine months ended September 30, 2001
are not necessarily indicative of the results to be expected for the full year.

NOTE 2 - NEW ACCOUNTING PRONOUNCEMENTS

On July 20, 2001, the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standards (SFAS) 141, BUSINESS COMBINATIONS,
and SFAS 142, GOODWILL AND INTANGIBLE ASSETS. SFAS 141 is effective for all
business combinations completed after June 30, 2001. SFAS 142 is effective for
the year beginning January 1, 2002; however certain provisions of that Statement
apply to goodwill and other intangible assets acquired between July 1, 2001 and
the effective date of SFAS 142. The Company has not yet analyzed the effect, if
any, of these new standards; accordingly, the Company is unable at present to
state what effect, if any, the adoption of these standards will have on the
Company's financial statements.

In July 2001, the FASB issued SFAS No. 143, ACCOUNTING FOR ASSET RETIREMENT
OBLIGATIONS. This statement addresses financial accounting and reporting for
obligations associated with the retirement of tangible long-lived assets and the
associated asset retirement costs. This Statement applies to all entities. It
applies to legal obligations associated with the retirement of long-lived assets
that result from the acquisition, construction, development and (or) the normal
operation of a long-lived asset, except for certain obligations of lessees. This
Statement is for financial statements issued for fiscal years beginning after
June 15, 2002. The Company is evaluating the impact of the adoption of this
standard and has not yet determined the effect, if any, of adoption on its
financial position and results of operations.

In August 2001, the FASB issued SFAS No. 144, ACCOUNTING FOR THE IMPAIRMENT OR
DISPOSAL OF LONG-LIVED ASSETS. This statement address financial accounting and
reporting for the impairment or disposal of long-lived assets and supersedes
FASB Statement No. 121, ACCOUNTING FOR THE IMPAIRMENT OF LONG-LIVED ASSETS AND
FOR LONG-LIVED ASSETS TO BE DISPOSED OF. The provisions of the statement are
effective for financial statements issued for fiscal years beginning after
December 15, 2001. The Company is evaluating the impact of the adoption of this
standard and has not yet determined the effect, if any, of adoption on its
financial position and results of operations.

NOTE 3 - DEBT

In November 2000, the Company amended its financing arrangement ("Agreement")
with Fleet National Bank, N.A. ("Fleet"), formerly Summit Bank, N.A. The
amendment to the Agreement allowed the Company the option of utilizing a
percentage of both: (i) excess cash flow (as defined by the Agreement) and (ii)
the proceeds from the sale of certain assets, to repurchase Company stock in
furtherance of the Company's stock repurchase plan (see Treasury Stock below).
Borrowings under the line are subject to compliance with various financial
covenants and borrowing base criteria (which were also amended). Subsequent to
June 30, 2001, the Company commenced discussions with Fleet to modify certain
provisions of the Agreement. The Company and Fleet made the first such
modification

                                       7
<PAGE>
culminating in the Agreement's second amendment modifying one of its financial
covenants effective as of June 30, 2001. The Company and Fleet continued their
discussions and as a result, the Company further amended the agreement to modify
its financial covenants as of September 30, 2001. Consequently, the Company is
in compliance with all of these covenants as of September 30, 2001.

The financing arrangement is secured by all of the assets of the Company and
consists of the following components:

o   $25 million (as amended) revolving line of credit to be used by the Company
    and its subsidiaries for working capital and general corporate purposes and
    to finance the acquisition of facilities, properties and other businesses.
    At September 30, 2001 the Company had $17.6 million outstanding under the
    revolving line of credit and $3.2 million of availability.

o   $20 million delayed drawdown credit facility which provided the Company with
    additional financing to be used to fund the redemption of the outstanding 7%
    Convertible Subordinated Debentures. As of September 30, 2001 this was paid
    in full.

o   $35 million (as amended) in financing which may be used to purchase land and
    property and to finance the construction of new facilities through an
    operating lease arrangement. As of September 30, 2001, the Company had
    approximately $14.4 million outstanding under this operating lease financing
    facility. Pursuant to the June 30, 2001 amendment, there is no additional
    funding available under this component of the financing arrangement.

The $25 million revolving line of credit and the $35 million operating
lease-financing facility, as amended, mature on August 31, 2002. Although the
Company is in discussions with Fleet to restructure the Agreement including the
operating lease arrangement and intends to modify the Agreement including the
maturity date or to seek alternate sources of long-term financing, there can be
no assurances that the Company will be successful. Accordingly the entire
outstanding balance on the revolving line of credit of $17.6 million, is
classified as short-term.

NOTE 4 - EARNINGS PER SHARE

The following table sets forth the computation of basic and diluted earnings per
share in accordance with SFAS No. 128:
<TABLE><CAPTION>
Nine Months Ended September 30,                                         2001         2000
---------------------------------------------------------------------------------------------
<S>                                                               <C>            <C>
Numerator:
     Net income (loss)                                                  $(6,287)      $4,711
                                                                     ===========  ===========
Denominator:
     Basic earnings per share:
     Weighted average shares outstanding                                 10,189       11,373
     Effect of dilutive securities - stock options and warrants               -            4
                                                                     -----------  -----------
Denominator for diluted earnings per share                               10,189       11,377
                                                                     ===========  ===========

There are no dilutive securities for the nine months ended September 30, 2001.


Three Months Ended September 30,                                       2001           2000
---------------------------------------------------------------------------------------------
Numerator:
     Net income (loss)                                                  $(5,299)     $ 1,574
                                                                     ===========  ===========
Denominator:
     Basic earnings per share:
     Weighted average shares outstanding                                 10,155       11,373
     Effect of dilutive securities - stock options and warrants               -            3
                                                                     -----------  -----------
Denominator for diluted earnings per share                               10,155       11,376
                                                                     ===========  ===========

There are no dilutive securities for the three months ended September 30, 2001.
</TABLE>
                                       8
<PAGE>
NOTE 5 - RELATED PARTY TRANSACTIONS

In May 2000, the Company was awarded a contract from the Federal Bureau of
Prisons to operate a community corrections center, often referred to as a
halfway house, in New York, New York. Subject to approval by the Bureau of
Prisons, the Company planned to use a building purchased shortly thereafter by
James Slattery, the Company's Chairman of the Board and Chief Executive Officer,
as the facility for the halfway house and paid for certain leasehold renovations
and other costs with respect to the building. Due to community opposition, the
Company was unable to use the building as a halfway house and requested that Mr.
Slattery pay for all leasehold renovations, and other associated costs incurred
by the Company. As of September 30, 2001, Mr. Slattery had paid these costs in
full.

NOTE 6 - NOTE RECEIVABLE

In 2001 the Company purchased a $5 million note receivable that is in default,
and is secured by a building that is currently being used by one of the
Company's programs, in accordance with the note sale agreement. The Company
expects to obtain title to the building during the fourth quarter of 2001.

NOTE 7 - LOSS ON THE SALE OF ASSETS

In 2001, the Company sold the 489 bed Dickens County Correctional Facility in
Dickens, Texas, which had been held in the operating lease financing facility.
The Company realized net proceeds from the sale of approximately $10.7 million,
which have been used to reduce the Company's obligations under its operating
lease financing facility. The Company recorded a loss on sale of approximately
$441,000 in the third quarter of 2001. The Company's total cost for the facility
included; (i) a purchase price of $9.3 million, (ii) the purchase of fixed
assets and equipment, (iii) expenditures for ongoing building improvements and
(iv) certain costs associated with the operating lease financing facility.

Additionally, the Company sold both airplanes previously used to transport
residents from the various contracting jurisdictions to the facilities in the
Midwest region. The Company realized a loss on the sale of both airplanes of
approximately $374,000.

NOTE 8 - OPERATIONAL MATTERS

During the third quarter 2001, the Company formulated a restructuring initiative
that was approved by the Board of Directors. The Company expects the plan
initiatives to be completed by August 31, 2002. The Company recorded $7,879,000
of costs, comprised of $4,356,000 in restructuring and impairment charges,
$1,150,000 in losses on contracts of facilities to be closed, and $2,373,000 in
other charges as more fully described below.

RESTRUCTURING AND IMPAIRMENT CHARGES
------------------------------------
As part of the restructuring initiative, the Company plans to consolidate and
restructure its corporate office, sell certain assets, and close seven
facilities through August 31, 2002. The Company recorded a restructuring and
impairment charge of $4.4 million consisting of (in thousands):

Severance and related benefits to terminated employees   $   205
Lease termination costs                                      270
Impairment of assets                                       3,881
                                                         -------
                                                         $ 4,356

As of November 1, 2001, the Company had terminated eighteen of its seventy-nine
employees paid through the corporate office, consisting of two hourly employees
and sixteen salaried managerial and administrative staff. In connection with the
closure of the seven facilities, the Company anticipates terminating all 297
employees at the facilities. Eighty employees have been terminated at facilities
closed prior to September 30, 2001.

The Company plans to close one adult and six juvenile facilities through August
31, 2002. As of September 30, 2001, the operations of two juvenile facilities
had been discontinued. Under the provision of SFAS 121, the Company recorded
impairment of $1,315,000 against the assets of these facilities based on the
expected future discounted cash flows of their respective facility.

The lease termination costs relate to a lease for a facility that is closed.

The Company and the operating lease financing facility own properties that were
being held as potential sites for new facilities, which are currently being
marketed in accordance with the Company's restructuring initiatives. The
properties are primarily undeveloped land and were written down $2,566,000 to
net realizable value, based on expected future sales proceeds.

                                       9
<PAGE>
The Company expects to complete all transactions associated with its
restructuring initiatives and related impairments by August 31, 2002.

LOSS ON CONTRACTS OF FACILITIES TO BE CLOSED
--------------------------------------------
Based on management's analysis of its contract obligations, the Company has
recorded a reserve of approximately $1,150,000 for contracts which will require
the Company incur losses to fulfill the contracts. These facilities are included
in those scheduled for closure.

OTHER OPERATIONAL CHARGES
-------------------------
Included in general and administrative expenses is $1,303,000 of additional
allowance primarily for receivables which have been in dispute over a number of
years, including a receivable from a non-profit entity, and $1,070,000 related
to reserves established for legal obligations and management's estimate of the
results of agency audits.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
--------------------------------------------------------------------------------

This document contains forward-looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended, and 21E of the Securities
Exchange Act of 1934, as amended, which are not historical facts and involve
risks and uncertainties. These include statements regarding the expectations,
beliefs, intentions or strategies regarding the future. The Company intends that
all forward-looking statements be subject to the safe-harbor provisions of the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements reflect the Company's views as of the date they are made with respect
to future events and financial performance, but are subject to many
uncertainties and risks which could cause the actual results of the Company to
differ materially from any future results expressed or implied by such
forward-looking statements. Examples of such uncertainties and risks include,
but are not limited to: fluctuations in occupancy levels and labor costs; the
ability to sell assets or enter into sale lease-back transactions; the ability
to secure both new contracts and the renewal of existing contracts; the
availability of financing to redeem common shares and expand business; the
ability to reduce various operating costs; and public resistance to
privatization. Additional risk factors include those contained in the Company's
Annual Report on Form 10-K for the year ended December 31, 2000. The Company
does not undertake any obligation to update any forward-looking statements.

GENERAL

Correctional Services Corporation and its wholly owned subsidiaries (the
"Company") is one of the largest and most comprehensive providers of juvenile
rehabilitative services with 24 facilities and approximately 3,800 juveniles in
its care. In addition, the Company is a leading developer and operator of adult
correctional facilities operating 11 facilities representing approximately 4,300
beds. On a combined basis, as of September 30, 2001, the Company provided
services in 14 states and Puerto Rico, representing approximately 8,100 beds
including aftercare services.

The Company's primary source of revenue is generated from the operation of its
facilities pursuant to contracts with federal, state and local governmental
agencies, and management agreements with third parties that contract directly
with governmental agencies. Generally, the Company's contracts are based on a
daily rate per resident, some of which have guaranteed minimum payments; others
provide for fixed monthly payments irrespective of the number of residents. In
addition, the Company receives revenue for educational and aftercare services.
The Company recognizes revenue at the time the Company performs the services
pursuant to its contracts.

The Company typically pays all facility operating expenses, except for rent or
lease payments in the case of certain government-provided facilities or for
facilities for which the Company has only a management contract. Operating
expenses are principally comprised of costs directly attributable to the
management of the facility which include salaries and benefits of administrative
and direct supervision personnel and costs associated with the care of the
residents, which include food, clothing, medical services and personal hygiene
supplies. Other operating expenses are comprised of indirect costs, which
consist of rent and lease payments, utilities, insurance, depreciation and
professional fees.

The Company also incurs costs relating to the start-up of new facilities. Such
costs are principally comprised of expenses associated with the recruitment,
hiring and training of staff, travel of personnel, certain legal expenses and
other costs incurred after a contract has been awarded.

Contribution from operations consists of revenues minus operating expenses and
start-up costs. Contribution from operations, in general, is lower in the
initial stages of a facility's operations. This is due to the need to incur a
significant portion of the facility's operating expenses while the facility is
in the process of attaining full occupancy.

General and administrative costs primarily consist of salaries and benefits of
non-facility based personnel, insurance, professional fees, rent and utilities
associated with the operation of the Company's corporate offices. In addition,
general and administrative costs consist of development costs principally
comprised of travel, proposal development, legal fees, and various consulting
and other fees incurred prior to the award of a contract.

                                       10
<PAGE>
On July 20, 2001, the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standards (SFAS) 141, BUSINESS COMBINATIONS,
and SFAS 142, GOODWILL AND INTANGIBLE ASSETS. SFAS 141 is effective for all
business combinations completed after June 30, 2001. SFAS 142 is effective for
the year beginning January 1, 2002; however certain provisions of that Statement
apply to goodwill and other intangible assets acquired between July 1, 2001 and
the effective date of SFAS 142. The Company has not yet analyzed the effect, if
any, of these new standards; accordingly, the Company is unable at present to
state what effect, if any, the adoption of these standards will have on the
Company's financial statements.

In July 2001, the FASB issued SFAS No. 143, ACCOUNTING FOR ASSET RETIREMENT
OBLIGATIONS. This statement addresses financial accounting and reporting for
obligations associated with the retirement of tangible long-lived assets and the
associated asset retirement costs. This Statement applies to all entities. It
applies to legal obligations associated with the retirement of long-lived assets
that result from the acquisition, construction, development and (or) the normal
operation of a long-loved asset, except for certain obligations of lessees. This
Statement is for financial statements issued for fiscal years beginning after
June 15, 2002. The Company is evaluating the impact of the adoption of this
standard and has not yet determined the effect, if any, of adoption on its
financial position and results of operations.

In August 2001, the FASB issued SFAS No. 144, ACCOUNTING FOR THE IMPAIRMENT OR
DISPOSAL OF LONG-LIVED ASSETS. This statement address financial accounting and
reporting for the impairment or disposal of long-lived assets and supersedes
FASB Statement No. 121, ACCOUNTING FOR THE IMPAIRMENT OF LONG-LIVED ASSETS AND
FOR LONG-LIVED ASSETS TO BE DISPOSED OF. The provisions of the statement are
effective for financial statements issued for fiscal years beginning after
December 15, 2001. The Company is evaluating the impact of the adoption of this
standard and has not yet determined the effect, if any, of adoption on its
financial position and results of operations.

RESULTS OF OPERATIONS

The following table sets forth certain operating data as a percentage of total
revenues:

                                                 Percentage of Total Revenue
                                                       Nine Months Ended
                                                         September 30,
                                                     2001            2000
                                                 ------------    ------------
    Revenues                                           100.0%          100.0%

    Expenses:
         Operating                                      92.5%           87.4%
         Startup costs                                   0.3%            0.1%
                                                 ------------    ------------
                                                        92.8%           87.5%
                                                 ------------    ------------
    Contribution from operations                         7.2%           12.5%
                                                 ------------    ------------
    Other operating expenses:
         General and administrative                      8.6%            6.0%
         Restructuring and impairment                    3.3%              -
         Loss on contracts of facilities to be closed    0.9%              -
         Legal settlement                                0.3%              -
         Loss on disposal of assets                      0.6%              -
                                                 ------------    ------------
                                                        13.7%            6.0%
                                                 ------------    ------------
    Operating income (loss)                            (6.5)%            6.5%

    Interest expense, net                              (0.9)%          (1.5)%
                                                 ------------    ------------

    Income (loss) before income taxes                  (7.4)%            5.0%
    Income tax benefit (provision)                       2.6%          (2.0)%
                                                 ------------    ------------
    Net income (loss)                                  (4.8)%            3.0%
                                                 ============    ============

                                       11
<PAGE>
The following tables sets forth certain operating data as a percentage of total
revenues:

                                                 Percentage of Total Revenue
                                                       Three Months Ended
                                                         September 30,
                                                     2001            2000
                                                 ------------    ------------

    Revenues                                           100.0%          100.0%

    Expenses:
         Operating                                      92.5%           87.0%
         Startup costs                                   0.0%            0.2%
                                                 ------------    ------------
                                                        92.5%           87.2%
                                                 ------------    ------------
    Contribution from operations                         7.5%           12.8%
                                                 ------------    ------------
    Other operating expenses:
         General and administrative                     12.1%            6.3%
         Restructuring and impairment                   10.3%              -
         Loss on contracts of facilities to be closed    2.7%              -
         Loss on disposal of assets                      1.6%              -
                                                 ------------    ------------
                                                      (26.7)%            6.3%
                                                 ------------    ------------
    Operating income (loss)                           (19.2)%            6.5%

    Interest expense, net                              (0.9)%          (1.5)%
                                                 ------------    ------------

    Income (loss) before income taxes                 (20.1)%            5.0%
    Income tax benefit (provision)                       7.6%          (2.0)%
                                                 ------------    ------------
    Net income (loss)                                 (12.5)%            3.0%
                                                 ============    ============

NINE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO NINE MONTHS ENDED SEPTEMBER 30,
2000

Revenue decreased by $26.4 million or 16.7% for the nine months ended September
30, 2001 to $131.8 million compared to the same period in 2000 due primarily to:

o     An increase of $4.8 million generated from the opening of the Summit View
      Treatment Center in Las Vegas,  Nevada (96 beds), and the Bill Clayton
      Detention Center in Littlefield, Texas (152 beds), offset by:

o     A decrease of $26.8 million from the discontinuance of operations at 12
      facilities (3,414 beds).

o     A net decrease of $3.4 million from net per diem rate increases offset by
      net occupancy level decreases in existing facilities.

o     A decrease of $1.0 million in other revenues due to fulfillment of a
      contract with a third party related to the sale of assets in December 1995
      at the Company's Elizabeth, New Jersey facility, and the cessation of
      rental income related to the sale of the Tampa Bay Academy.

Operating expenses decreased $16.4 million or 11.9% for the nine months ended
September 30, 2001 to $122.0 million compared to the same period in 2000 due
primarily to the closing of the twelve facilities mentioned above. As a
percentage of revenues, operating expenses increased to 92.5% for the nine
months ended September 30, 2001 from 87.4% for the nine months ended September
30, 2000. The increase was primarily due to the closing of the facilities
mentioned above, lower occupancy rates, and increases in operating expenses on a
same-facility basis of approximately $3.0 million or 2.8%.

Startup costs were $406,000 for the nine months ended September 30, 2001
compared to $116,000 for the nine months ended September 30, 2000. Startup costs
for the nine months ended September 30, 2001, related primarily to the startup
of the Salinas, Puerto Rico facility and the relocation of the Genesis Treatment
Program to the Newport News, Virginia property. As of September 30, 2001, the
Salinas, Puerto Rico facility had not begun operations. The Company is in
discussions with the Puerto Rican government to determine the future of the
facility, which may consist of the operation of the facility, the sale of the
facility, or a combination thereof.

The Company formulated a restructuring initiative during the third quarter of
2001. The Company expects the plan initiatives to be completed by August 31,
2002. The Company recorded charges of $7.9 million related to corporate
restructuring, asset impairments, losses on contracts of facilities to be
closed, and other charges as discussed below.

General and administrative expenses increased $1.7 million or 18.2% for the nine
months ended September 2001 to $11.3 million. The increase is due to charges
associated with the restructuring initiative discussed above. The Company
recorded $1.3 million of additional allowance primarily for receivables which
have been in dispute over a number of years, including a receivable from a
non-profit entity, and $1.1 million related to reserves established for legal
obligations and management's estimate of the results of agency audits, as
discussed above. This increase is offset by cost reductions from strategies to
reduce general and administrative expenses, implemented during the first quarter
of 2001.

As part of the restructuring initiative, the Company formulated a plan to
consolidate and restructure its corporate office, sell certain assets, and close
seven facilities through August 31, 2002. The Company recorded a restructuring
and impairment charge of $4.4 million consisting of severance for terminated
employees ($205,000); lease termination costs at a facility closed under the
plan ($270,000); and a $3.9 million impairment of assets related to the
facilities being closed and assets held primarily for future use, where plans
have been abandoned.

                                       12
<PAGE>
Based on management's analysis of its contract obligations, the Company has
recorded a reserve of approximately $1.2 million for contracts which will
require the Company incur losses to fulfill the contracts. These facilities are
included in those scheduled for closure.

In addition to less significant settlements included in general and
administrative expenses, the Company recorded a $375,000 legal settlement
related to the Mansfield, Texas facility. The settlement was paid in April 2001.

The Company recorded a loss on the sale of assets of $823,000. The loss relates
primarily to the sale of the 489-bed Dickens County facility mentioned above,
and the sale of both airplanes previously used to transport residents from the
various contracting jurisdictions to the facilities in the Midwest region.

Interest expense, net of interest income, was $1.2 million for the nine months
ended September 30, 2001 compared to interest expense, net of interest income of
$2.4 million for the nine months ended September 30, 2000, a net decrease in
interest expense of approximately $1.2 million. This decrease resulted from
payments made on the Company's credit facility, decreasing the outstanding
balance on the credit facility by approximately $11.1 million, and a decrease in
interest rates.

For the nine months ended September 30, 2001 the Company recognized an income
tax benefit of $3.5 million representing an effective tax rate of 35.4%. For the
nine months ended September 30, 2000 the Company recognized an expense for
income taxes of $3.1 million representing an effective tax rate of 39.5%. The
decrease in the effective tax rate was a result of fully reserving the loss for
the nine months ended September 30, 2001 at the Company's Puerto Rico facilities
and non-deductible items.

THREE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THREE MONTHS ENDED SEPTEMBER
30, 2000

       Revenue decreased by $9.9 million or 18.9% for the three months ended
September 30, 2001 to $42.3 million compared to the same period in 2000 due
primarily due to:

o     An increase of $1.3 million generated from the opening of the Summit View
      Treatment Center in Las Vegas,  Nevada (96 beds), and the Bill Clayton
      Detention Center in Littlefield, Texas (152 beds), offset by;

o     A decrease of $8.1 million from the discontinuance of operations at 11
      facilities (3,100 beds).

o     A net decrease of $2.6 million generated from net per diem rate increases
      offset by net occupancy level decreases in existing facilities.

o     A decrease of $475,000 in other revenues due to fulfillment of a contract
      with a third party related to the sale of assets in December 1995, at the
      Company's Elizabeth, New Jersey facility, and the cessation of rental
      income related to the sale of the Tampa Bay Academy.

Operating expenses decreased $6.2 million or 13.8% for the three months ended
September 30, 2001 to $39.2 million compared to the same period in 2000 due
primarily to the closing of the eleven facilities mentioned above. As a
percentage of revenues, operating expenses increased to 92.5% for the three
months ended September 30, 2001 compared to 87.0% for the three months ended
September 30, 2000. The increase was primarily due to the closing of the
facilities mentioned above and lower occupancy rates.

The Company incurred no startup costs during the three months ended September
30, 2001. Startup costs for the three months ended September 30, 2000, related
primarily to the startup of the 96-bed Summit View, Nevada Facility.

The Company formulated a restructuring initiative during the third quarter of
2001. The Company expects the plan initiatives to be completed by August 31,
2002. The Company recorded charges of $7.9 million related to corporate
restructuring, asset impairments, losses on contracts of facilities to be
closed, and other charges as discussed below.

General and administrative expenses increased $1.8 million or 54.0% for the nine
months ended September 2001 to $5.1 million. The increase is due to charges
associated with the restructuring initiative discussed above. The Company
recorded $1.3 million of additional allowance primarily for receivables which
have been in dispute over a number of years, including a receivable from a
non-profit entity, and $1.1 million related to reserves established for legal
obligations and management's estimate of the results of agency audits, as
discussed above. This increase is offset by cost reductions from strategies to
reduce general and administrative expenses, implemented during the first quarter
of 2001.

As part of the restructuring initiative, the Company formulated a plan to
consolidate and restructure its corporate office, sell certain assets, and close
seven facilities through August 31, 2002. The Company recorded a restructuring
and impairment charge of $4.4 million consisting of severance for terminated
employees ($205,000); lease termination costs at a facility closed under the
plan ($270,000); and a $3.9 million impairment of assets related to the
facilities being closed and assets held primarily for future use, where plans
have been abandoned.

Based on management's analysis of its contract obligations, the Company has
recorded a reserve of approximately $1.2 million for contracts which will
require the Company incur losses to fulfill the contracts. These facilities are
included in those scheduled for closure.

The Company recorded a loss on the sale of assets of $677,000 for the three
months ended September 30, 2001. The loss relates primarily to the sale of the
489-bed Dickens County facility mentioned above, and the sale of an airplane

                                       13
<PAGE>

previously used to transport residents from the various contracting
jurisdictions to the facilities in the Midwest region.

Interest expense, net of interest income, was $406,000 for the three months
ended September 30, 2001 compared to interest expense, net of interest income of
$774,000 for the three months ended September 30, 2000, a net decrease in
interest expense of $368,000. This decrease resulted from payments made on the
Company's credit facility, decreasing the outstanding balance on the credit
facility by approximately $11.1 million, and a decrease in interest rates.

For the three months ended September 30, 2001 the Company recognized an income
tax benefit of $3.2 million representing an effective tax rate of 37.9%. For the
three months ended September 30, 2000 the Company recognized an income tax
expense of $1.0 million representing an effective tax rate of 39.5%. The
decrease in the effective tax rate was a result of fully reserving the loss for
the three months ended September 30, 2001 at the Company's Puerto Rico
facilities and non-deductible items.

LIQUIDITY AND CAPITAL RESOURCES

At September 30, 2001 the Company had $88,000 of cash and working capital
deficit of $8.9 million compared to December 31, 2000 when the Company had
$133,000 in cash and working capital of $18.8 million. The decrease in working
capital is primarily related to the recording of the Company's restructuring
initiative, discussed above, and the classification of senior debt as a current
asset, as the debt matures August 2002.

Net cash provided by operating activities was $9.8 million for the nine months
ended September 30, 2001 compared to net cash provided by operating activities
of $4.9 million for the nine months ended September 30, 2000. The change was
attributed primarily to:

o     A decrease in net income, as discussed above, offset by:

o     A decrease in accounts receivable due to improved receivables turnover and
      the decrease in revenues due to the closed facilities mentioned above.

o     The increase in liabilities associated with the Company's operating
      initiatives.

Net cash of $4.6 million was used in investing activities during the nine months
ended September 30, 2001 as compared to $3.2 million used in investing
activities in the nine months ended September 30, 2000. In the 2001 period such
cash was used principally for:

o     The purchase of property and equipment at existing facilities, offset by
      cash received from the sale of assets. The Dickens property was purchased
      from the operating lease financing facility and simultaneously sold to a
      third party, as discussed above.

o     The purchase of a note receivable related to the Newport News property,
      partially offset by the collection of a note receivable related to the
      December 2000 sale of the Tampa Bay Academy.

o     Prepaid lease and leasehold improvement costs under the operating
      lease-financing facility on the Salinas, P.R. property.

In the comparable period for 2000, the principal investing activities of the
Company were:

o     The purchase of property and equipment and expenditures for leasehold
      improvements at existing facilities.

o     Deposits on land purchases for future development.

Net cash of $5.3 million was used in financing activities for the nine months
ended September 30, 2001 as compared to $8.7 million used in financing
activities for the nine months ended September 30, 2000. During the 2001 period
the Company's primary uses of funds were:

o      Net repayment of senior debt of $5.1 million.

o      The purchase of $213,000 in treasury stock.

In the comparable period for 2000, the primary uses of funds were repayments of
$14.2 million on subordinated debt offset by proceeds of $5.2 million from
senior debt.

At September 30, 2001 the Company had $17.6 million outstanding under the
revolving line of credit with $3.2 million in availability, and $14.4 million
outstanding under the operating lease financing facility.

At September 30, 2001 the Company had construction commitments of approximately
$111,000, which are expected to be funded by cash flows from operations.

                                       14
<PAGE>

During the second quarter the Company realized that it was unlikely that it
would comply with the existing total funded debt to adjusted EBITDA covenant and
commenced negotiations with its lender. The Company and its lender made an
initial modification culminating in the second amendment to its Credit Agreement
and Master Agreement (the "Second Amendment"). The Company was in compliance
with these covenants as of June 30, 2001.

In continuing discussions with its lender, subsequent to September 30, 2001 the
Company further amended the agreement to modify its Credit Agreement and Master
Agreement ("Agreements") to change certain financial covenants for the quarter
ended September 30, 2001, including the modification of the required total
funded debt to adjusted EBITDA ratio to 3.50:1 from 2.50:1. Consequently, as of
September 30, 2001, the Company is in compliance with the amended covenants. The
Company and its lender continue in their discussions and both parties expect to
further amend the Agreements to permit the Company to be in compliance with all
of its financial covenants for the year ended December 31, 2001; however, there
can be no assurance that the Company will be able to complete the amendments.
Also as a result of the second amendment, there is no additional funding
availability under the operating lease financing facility.

It is not the Company's strategy to make significant cash investments in the
acquisition or construction of new facilities or the expansion of existing
facilities. However, the Company expects to continue to have cash needs as it
relates to financing start-up costs in connection with new contracts that would
improve the profitability of the Company. There can be no assurances that the
Company's operations together with amounts available under the revolving line of
credit will continue to be sufficient to finance its existing level of
operations, fund start-up costs and meet its debt service obligations. Also, a
decline in the Company's financial performance, as a result of decreased
occupancy or an increase in operational expenses, could negatively impact the
Company's ability to meet its financial covenants included in the Agreements, as
amended. If the Company is unable to generate sufficient cash flow from
operations or meet its covenant requirements, it may be required to further
restructure its Agreements, sell assets or obtain additional financing. There
can be no assurance that the Company will be able to obtain such restructure or
additional financing.

As mentioned above, the Company sold one of its facilities during the third
quarter 2001 and continues to operate the facility under a management agreement.
It is in negotiations to sell one additional facility, which is encumbered by
the Credit Agreement. This sale through municipal revenue bonds is expected to
generate approximately $8 million, which will be utilized to reduce the
Company's borrowings under its Credit Agreement. The Company intends to continue
operating the facility under a management agreement negotiated during the
transaction. There can be no assurances that the Company will be successful in
these negotiations.

TREASURY STOCK

On October 20, 2000, the Company announced that its Board of Directors had
authorized a share repurchase program of up to $10.0 million. The repurchases
are funded from the proceeds of asset sales and excess cash flow. In conjunction
with the stock repurchase plan, the Company renegotiated its Credit Agreement
(see above). The Company repurchased approximately 93,000 shares during the nine
months ended September 30, 2001 at a cost of approximately $213,000. No shares
were repurchased during the three months ended September 30, 2001. Based on the
Company's capital resources as discussed above, there can be no assurances that
the Company can or will repurchase additional shares subsequent to September 30,
2001.

                                       15
<PAGE>

ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company's current financing is subject to variable rates of interest and is
therefore exposed to fluctuations in interest rates. The Company's subordinated
debt and mortgage on property accrues interest at fixed rates of interest.

The table below presents the principal amounts, weighted average interest rates,
fair value and other terms, by year of expected maturity, required to evaluate
the expected cash flows and sensitivity to interest rate changes. Actual
maturities may differ because of prepayment rights.

<TABLE><CAPTION>
                                                    EXPECTED MATURITY DATES
<S>                     <C>     <C>     <C>     <C>     <C>     <C>     <C>      <C>      <C>
                                                                         THERE             FAIR
                                 2001    2002    2003    2004    2005    AFTER    TOTAL    VALUE
                                 ----    ----    ----    ----    ----    -----    -----    -----
Fixed rate debt
  (in thousands)                 $  1    $  3    $  3    $  3    $  4    $ 302    $ 316    $ 316
                                 ====    ====    ====    ====    ====    =====    =====    =====
Weighted average
interest:
  Rate at September 30,
     2001                10.00%
                         ======

Variable rate LIBOR
 debt (in thousands)             $  -  $17,600   $  -    $  -    $  -    $   -   $17,600  $17,600
                                 ====  =======   ====    ====    ====    =====   =======  =======
Weighted average
interest:
  Rate at September 30,
     2001                 7.21%
                         ======
</TABLE>
                                       16
<PAGE>
PART II  - - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

         The Company is not party to any legal proceedings, other than ordinary
and routine litigation incidental to its business, which in the opinion of the
Company are material to the Company, either individually or in the aggregate.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

         None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         None.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         The 2001 Annual Meeting of Stockholders of Correctional Services
         Corporation was held on October 5, 2001. At the meeting, two (2)
         proposals were considered and voted upon with the following results:

         (1) To elect seven (7) directors to serve until the next annual meeting
             of shareholders;

         Results:

         NAME                  VOTES CAST IN FAVOR        VOTES CAST AGAINST

         Stuart M. Gerson           8,687,238                   41,083
         Shimmie Horn               8,687,238                   41,083
         Bobbie L. Huskey           8,687,238                   41,083
         James F. Slattery          8,687,238                   41,083
         Aaron Speisman             8,687,238                   41,083
         Richard P. Staley          8,687,238                   41,083
         Melvin T. Stith            8,687,238                   41,083

         (2) To ratify the reappointment of Grant Thornton, LLP as independent
             auditors of the Company for the year ending December 31, 2001

         VOTES CAST IN FAVOR       VOTES CAST AGAINST        VOTES ABSTAINED

              8,691,217                  25,736                   11,368

ITEM 5.  OTHER INFORMATION

         None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a)  Exhibits

              None

         (b)  Reports on Form 8-K

              The Company filed a Form 8-K on August 14, 2001, to announce the
              sale of the Dickens County Correctional Facility in Dickens,
              Texas.
                                       17
<PAGE>

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.


CORRECTIONAL SERVICES CORPORATION
Registrant


By:  /s/ Bernard A. Wagner
     ----------------------------------------
     Bernard A. Wagner, Senior Vice President
     Chief Financial Officer


     Dated: November 14, 2001






























                                       18


</TEXT>
</DOCUMENT>
</SUBMISSION>
