FSR » Topics » All Other Fees

This excerpt taken from the FSR DEF 14A filed Jun 20, 2007.

All Other Fees

Deloitte & Touche performed “other services” during our 2006 or 2005 fiscal years totalling $1,219,960 and $66,410, respectively. The Audit Committee has considered whether any information technology and non-audit consulting services provided by Deloitte & Touche could impair the independence of Deloitte & Touche. No such services have been provided by Deloitte & Touche during 2006 and 2005 and thus the Audit Committee concluded that such services did not impair the auditors’ independence.

The Audit Committee must pre-approve all audit services and permitted non-audit services performed for the Company by our auditors, subject to the de minimis exceptions for non-audit services described in Section 10A(i)(1)(B) of the Securities and Exchange Act of 1934 which are approved by the Audit Committee prior to the completion of the audit. All engagements of Deloitte & Touche to provide audit, audit-related and tax services to the Company during 2006 were pre-approved by the Audit Committee.

As noted above, the Audit Committee is responsible for managing our relationship with our independent auditors. The Audit Committee has the sole authority to hire and employ our auditors. The Audit Committee regularly reviews the auditors’ work plan, bills and work product. Accordingly, it is our policy that all proposed engagements by our current audit firm must be approved in advance by the Audit Committee.

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