Section 2 – Financial Information

Item 2.02  Results of Operations and Financial Condition.

On February 28, 2006, the Company issued a press release announcing its financial results for the quarter ended December 31, 2005.  A copy of the press release is filed as Exhibit 99.1 to this report and is incorporated herein by reference.

The Company provides in the press release certain non-GAAP financial measures, including: (1) earnings before interest, taxes, depreciation and amortization (“EBITDA”); (2) EBITDA as adjusted for special items; (3) operating income before special items; and (4) net income before special items.  “GAAP” refers to accounting principles generally accepted in the United States.  The press release contains a reconciliation table of items 1 and  2 above to the most directly comparable GAAP measures.  The Company believes the non-GAAP measure in item 1 above is useful to investors because it is a basis upon which the Company assesses its financial performance, it provides useful information regarding the Company’s ability to service its debt and it is a commonly used financial analysis tool for measuring and comparing companies in several areas of liquidity, operating performance and leverage.  The Company believes the non-GAAP measures in items 2, 3 and 4 are useful to investors when comparing prior periods because it believes the excluded items are nonrecurring.  The Company’s management uses these non-GAAP financial measures along with the most directly comparable GAAP financial measures in evaluating the Company’s operating performance.  A reconciliation table of items 3 and 4 above is set forth below.

Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information presented in compliance with GAAP, and non-GAAP financial measures as reported by the Company may not be comparable to similarly titled items reported by other companies or the definition used in any of our debt agreements.