U.S. Bancorp Piper Jaffray
The Learning Services Update
May 29, 2002 : Volume 3, Issue 11

In This Week's Learning Services Update:

I. U.S. Bancorp Piper Jaffray Learning Services Indices
II. Market Overview
III. Learning Services Overview
IV. Research Coverage Updates
V. M&A Activity
VI. Public Equity Activity
VII. News
VIII. Upcoming Conferences & Activities
_______________________________________________________

I. INDEX - U.S. Bancorp Piper Jaffray Learning Services Indices

e-Learning Companies decreased 4.9%
Knowledge Infrastructure Companies decreased 2.4%
Training & Education Companies decreased 4.6%

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II. Market Overview

The Dow decreased 5.1%
The NASDAQ decreased 7.6%
The S&P 500 decreased 5.2%
Russell 2000 decreased 4.7%

The following commentary was taken from Brian Belski's MarketWatch
dated June 10, 2002;

What? The stock market's volatility is decreasing? The short answer is
"Yes."

Fundamental volatility (as measured by the standard deviation of
forward price-to-earnings ratios within sectors) continues to contract
relative to peak levels attained during Q4 2000.
> From 1998 to 2000, standard deviations steadily rose within the S&P
500 Index as individual stock valuations spread out drastically within
sectors, placing an increased burden on stock-picking strategies
relative to "owning" groups and sectors.
Price-performance dispersion (as measured by the standard deviation of
monthly price percentage change of each stock within sectors) has been
declining since hitting a ten-year peak in March 2000.
> Yes, a majority of stocks within sectors have been going down
together over the very near term. However, similar trends were being
depicted during the fourth quarter last year when a majority of stocks
within sectors were going up together.
> Regardless, the longer-term picture continues to imply that price
performance is tightening toward ten-year average levels, thereby
suggesting that the price performance of individual stocks will become
much more correlated within sectors going forward (as it was for a
majority of the early to mid-1990s).
So what does all this mean, and how should one apply the analysis to
managing a portfolio?

Stock picking remains the key variable to portfolio construction.
However, as trends become more correlated, the weight of
sector-specific risk strategies will carry a higher emphasis.
Applying the analysis-Managing Group/Sector vs. Stock Risk.
a) Groups with decreasing standard deviation trends = stocks are
aligned (valuations and/or price performance) within the group and
group/sector-specific risk is more important.
b) Groups with increasing standard deviation trends = stocks are being
valued and/or performing independently relative to the group and
sector, making individual stock selection more important relative to
group and sector trends.

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III. Learning Services Overview

For the two-week period ending June 7, 2002, the PreK-12, Post
Secondary, Corporate Training, and Educational Publishing universes
posted returns of (5.7%), (3.2%), (11.9%), and (5.1%), respectively.
Price performance of stocks in the Learning Services sectors were
negative over the two-week period, while the broader technology-heavy
NASDAQ index closed (7.6%) for the same period. Stock price declines
in the PreK-12 space was dominated by price declines of Riverdeep
shares, which were down 23% for the two-week period. The Post
Secondary space experienced declines, on no specific news, from shares
of Devry, Sylvan, and University of Phoenix Online. Overall, the
Corporate Training space remains weak as we have yet to see a pickup
in technology and training related spending. The Educational
Publishers ended the two weeks down 5%.

IV. Research Coverage Updates

School Specialty, Inc. (SCHS, Strong Buy, $26.75, #@)
On June 4, 2002, School Specialty reported Q402 revenue of $133.6M,
beating our estimate of $130.4M. EPS for the quarter was ($0.30), in
line with our estimate and ahead of the Street's ($0.33) estimate.
Despite the seasonally weak Q4, together with the backdrop of a
difficult K-12 spending environment, School Specialty still managed to
record Q4 organic top-line growth of approximately 2%-3% year over
year, slightly above our expectations. Q402 gross margins came in at
40.5%, representing the first quarter in the Company's history in
which it exceeded the 40% gross margin mark. The strong margin
expansion was driven by the traditional segment, which recorded Q402
gross margins of 35.5%, compared to 29.8% in Q401. Our belief that the
Company could potentially post fiscal 2003 year-over-year organic
revenue growth above our 1% assumption is bolstered by the Company's
respectable Q4 FY02 top-line organic growth. We believe there is
potential for School Specialty to leverage its leading brand and its
ability to secure generally favorable product pricing (relative to
smaller competitors) to gain market share in large K-12 spending
states like California and Texas. Management reiterated its guidance
for FY03 of revenues of $845M-$860M and EPS of $1.90-$1.95. We
maintained our FY03 revenue and EPS estimates of $856.8 and $1.94.
However, we tweaked our revenue estimates for Q103 from $300.2M to
$297.1M and Q403 from $133M to $136.1M. We maintained our Strong Buy
rating on SCHS shares.

Career Education (CECO, Strong Buy, $44.72, #)
We recently visited management at Career Education. The primary
purpose of our visit was to meet with the management of the Company's
AIU Online division and get an update on the Online business. AIU
Online is the Company's freestanding Online division within Career
Education, much like University of Phoenix Online within Apollo. We
walked away from our meeting very impressed with the Online division
and feel that investors will likely be rewarded over time, as AIU
Online executes on its business plan. In our opinion, AIU Online has
approximately 600 full-time, degree-seeking students at the present
time, originating from 43 states and 6 foreign countries, and online
degree programs in business and IT. The growth of AIU Online has been
tremendous, given that AIU Online began marketing just over a year ago
in February 2001 and had only five enrollments at that time. Based on
our assumption of approximately $20K in annual tuition per student, we
believe AIU Online's current annual revenue runrate is approximately
$12M. Key takeaways from our visit: 1) we believe lead flow,
conversion rates, student starts, and student population at AIU Online
are very robust; and 2) we believe new degree programs are on track
with the Company's original rollout plans (see Table 1 below for a
detailed listing of current and planned Online degree programs).
Bottom line: we feel that AIU Online is experiencing growth at a
robust clip, perhaps even greater than management has set for its
internal projections, in our opinion. While AIU Online is still a
relatively small percentage of the Company's overall annual revenue
(about 1%-2%-our best guess), we believe the potential for the Online
division is huge, due to the strong growth characteristics of the
higher education and distance learning markets. We point out that the
Company estimates that AIU Online could generate around $100M in
annual revenue by 2005. We maintained our Strong Buy rating on CECO
shares.

Table 1 AIU Online Degree Summary Program Name Program Description
When Launched
Associate of Arts - Business Administration The Associate of Arts in
Business Administration program is designed as a transfer program for
students who desire to pursue a degree at the baccalaureate level. The
100-credit AABA degree meets the lower level requirements of the
Bachelor's in Information Technology, the Bachelor's in Business
Administration, and the Bachelor of Fine Arts programs. The online
Degree Completion option is geared for students who have prior college
or experiential learning to build upon a coherent core of knowledge
and skills gained through a diploma or certificate program or other
learning experiences. April 2001
Bachelors in Information Technology The Bachelor's in Information
Technology program provides students with the development of
appropriate business skills, along with strategic IT competencies in
the use of networks, solid programming skills, enterprise data
administration, and the completion of IT projects. This program can be
completed in 13 months. July 2001
Masters in Information Technology The Master's in Information
Technology was created in response to the demand for IT professionals
with advanced degrees. The team-based program is solely dedicated to
providing graduates with the cutting-edge IT skills required in
today's competitive market. Combining database design and
administration, networking, and programming with a strong business
emphasis, this program helps to ensure students' success in the job
market. This program can be completed in 10 months. January 2002
Masters in Business Administration The MBA program in Global
Technology Management is designed to give students the knowledge,
skills, and practical education necessary to accelerate their careers
in the fields of business or management. The program covers major
business disciplines from an international perspective, and considers
the business and technology issues facing today's multinational firms.
Course offerings include Project Management, operations, human
resources, strategic management, global finance, and e-business. This
program can be completed in eight months. February 2002
Bachelors in Business Administration The Bachelor's in Business
Administration program is designed with working adults in mind, giving
them the springboard they need to further their current careers or to
provide them with the skill development they need to start a new one.
Included in the curriculum are courses in contemporary marketing,
leadership, management, finance, and accounting. This program can be
completed in 13 months. October 2002
Bachelor of Fine Arts (Digital Design) The Bachelor of Fine Art in
Digital Design program is designed to educate and to develop artistic
and imaginative students for careers in the field of digital art and
design. Emphasis is placed on the development of the thinking process
and ability to solve design problems creatively. Students learn the
principles, practical applications and methodologies used in creating
competent and creative design solutions. This program can be completed
in 13 months. November 2002 -January 2003
Masters of Education (Pending Approval) The Master's Degree in
Education program in Instructional Technology provides a foundation
for effective educational practice and career advancement for all
levels of educational practitioners including K-12, Higher Education
and Corporate Learning. Students develop a solid foundation in
learning theory, instructional design, instructional technology, and
application of educational research methods. This program can be
completed in 13 months. January - February 2003

Source: Company information and U.S. Bancorp Piper Jaffray

What Makes AIU Online Unique? - A number of attributes, we believe,
add to the uniqueness of AIU Online's overall strategy, including its
ability to leverage Career Education's resources and expertise; its
higher education brand; its accelerated programs featuring rich
multimedia content; and scalable business model; and its early market
traction.

Ability To Leverage Career Education Resources And Expertise - We
believe AIU Online's association with Career Education's physical
campuses enables AIU Online to leverage the Company's proven
operational processes and resources. We believe AIU Online is able to
capitalize on the curriculum development, regional accreditation
(accredited by the Commission on Colleges of the Southern Association
of Colleges and Schools), faculty training and recruitment, academic
quality monitoring, student services, and learning resources (e.g.,
electronic library or "Cybrary") of Career Education's physical
campuses.

Ability To Leverage AIU Brand - The AIU (American InterContinental
University) system has more than 5,000 students with six
bricks-and-mortar campuses located in Atlanta; Georgia; Los Angeles;
California; Ft. Lauderdale; Florida; London; England; and Dubai,
United Arab Emirates. In addition, AIU has been educating students for
more than 30 years.

Accelerated Programs Featuring Rich Multimedia Content - As noted in
Table 1, AIU Online bachelor and masters degree programs are designed
to be completed in a relatively short period of time (Bachelors Degree
in IT - 13 months; Masters Degree in IT - 10 months; MBA - 8 months).
In addition, we witnessed first hand the engaging, multimedia format
used by AIU Online.

The Princeton Review (REVU, Outperform, $8.00, #@)
On May 28, 2002, The Princeton Review announced a $1.5M deal with the
U.S. Army; we believe the length of the contract is one year. The
Company will develop an online testing skills preparation program that
will help prepare recruits for the Army's Armed Services Vocational
Assessment Battery (ASVAB), that all new recruits must take prior to
choosing their individual vocations in the Army. We are not changing
our estimates and feel that the Company has included this deal in its
previous guidance. While we believe the revenue attributed to this
deal should begin to flow in Q402, the bulk of the revenue should flow
into FY03. We like this deal for two main reasons: first, this
seven-figure deal is significant from a raw dollar perspective; and
second, we believe this deal has the potential to generate
cross-selling opportunities that may exist within each of the armed
services, particularly with respect to the Company's Admissions
Services business. As an example, of the 350K potential recruits that
express an interest in the Army annually, only 180K new recruits
actually enter, in our opinion. With its new relationship with the
Army, we believe the Company is well-positioned to leverage its
admission services capabilities to assist the Army in recruiting and
signing up potential recruits from high schools. The Army contract
signifies the Company's third deal in a string of recent deals outside
of its normal test preparation contracts, in our opinion. As The
Princeton Review continues to extend its test preparation business
beyond traditional college admissions and K-12 state standardized test
preparation, we would expect to see even more of these types of deals.
For instance, the Company recently announced a multiyear contract
worth about $1.5M with Ross University School of Medicine whereby The
Princeton Review will develop a medical school course to help students
with clinical learning and enhance performance on the U.S. Medical
licensing examination. The Ross University deal comes on the heels of
the Company's April 2002 announcement that it will offer worldwide
online, as well as new classroom instruction for Step 1 of the
three-part United States Medical Licensing Exam (USMLE) in seven
cities: New York, Houston, Boston, Chicago, Washington, D.C.,
Philadelphia, and San Francisco. We maintained out Outperform rating.
Corinthian Colleges (COCO, Strong Buy, $28.62, #@)
We updated our model to reflect the recent 2:1 stock split. We had no
other changes to our model. We maintained our Strong Buy rating on
COCO shares.

V. M&A Activity top

June 10, 2002 - SkillSoft Corp. signed a definitive agreement to merge
into a newly created unit of SmartForce PLC in a stock swap. After the
merger, SmartForce shareholders will own 58% of the combined company
while Skillsoft shareholders will own 42%. Under the agreement, each
Skillsoft shareholders will receive 2.3674 SmartForce shares for each
of their own shares, representing a 19% premium to SmartForce
shareholders based on Friday's closing prices. Shares of Skillsoft
were halted earlier for news after closing Monday at $14.93, down 17
cents, or 1.1%. SmartForce shares closed Nasdaq trading Monday at
$5.32.

June 5, 2002 - Scholastic announced at a press conference with
Arkansas Governor Mike Huckabee that it has acquired a 500,000 square
foot warehouse facility in Maumelle, Arkansas, a suburb of Little
Rock, for approximately $14 million in cash. The new facility will
serve as the company's packaging and fulfillment center for its
Scholastic at Home continuities business and provides room for growth
for other Scholastic businesses.

June 5, 2002 - West, a Thomson business, announced it has acquired the
assets of The Harrison Company. Located near Atlanta, Ga., Harrison is
a 94-year-old regional legal publisher for the states of the
southeastern United States, including Alabama, Florida, Georgia, North
Carolina, Louisiana, Mississippi, Tennessee and Virginia. Terms of the
transaction were not disclosed.

May 27, 2002 - Quicklaw Inc., Canada's leading online legal
information service, and legal publisher LexisNexis Butterworths
Canada said they are in final negotiations for Quicklaw to be acquired
by LexisNexis Butterworths. The agreement would bring together
Canada's market-leading online legal research service and one of the
country's most respected legal and business information publishers.

VI. Public Equity Activity

May 31, 2002 - Collegis, Inc. has filed a registration statement with
the Securities and Exchange Commission for a proposed initial public
offering of $75 million.

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VII. News

Centra
June 3, 2002 -- Centra announced at the annual conference of the
American Society of Training and Development (ASTD) rapid adoption of
its eLearning and collaboration ASP. Through this offering, Centra
gives customers a choice of outsourced services for incorporating
virtual classrooms, Web conferencing and eMeetings into their
mainstream business practices. The Centra ASP offering, which was the
first in the industry to combine comprehensive customer care and event
support services, provides any-time Web access to a variety of secure
business interactions for effective, group-oriented collaboration and
learning at simple, subscription-based pricing.

May 29, 2002 -- Siemens AG said it implemented Centra's eLearning and
collaboration platform. More than 800 Siemens managers from around the
world are using Centra to work together virtually over their corporate
network and the Internet. Using Centra, the team is able to present
visual elements such as PowerPoint® charts, statistics and agendas
that can be shared by all participants online.

Career Education
June 3, 2002 -- Career Education Corporation announced that its
E-learning division, American InterContinental University Online (AIU
Online), is the first higher education institution in the United
States approved to allow students to electronically sign federal
financial aid application- related documents. Through its contract
with NCS Pearson, a third-party contractor to the U.S. Department of
Education (ED) and authenticator of unique Personal Identification
Numbers (PIN) used by the Office of Student Financial Assistance
(SFA), AIU Online students applying for financial aid are able to
electronically sign verification worksheets and authorization forms
using their SFA-assigned PIN rather than mailing in a "wet
(pen-and-ink) signature."

May 28, 2002 -- Career Education Corporation announced that its Board
of Directors has adopted a Stockholder Rights Plan under which
preferred stock purchase rights will be distributed at the rate of one
Right for each outstanding share of the Company's common stock, to
stockholders of record on June 11, 2002.

Corinthian Colleges
June 4 2002 -- Corinthian Colleges, Inc. announced that it has
received commitments from seven financial institutions in support of
its new three-year $100 million credit facility. The new credit
facility is being arranged by Bank America Securities, LLC. Completion
of the credit facility is subject to the mutually satisfactory
completion of final documentation and completion of the financial
institutions' due diligence.

DigitalThink
June 4, 2002 -- DigitalThink, Inc. announced e-learning solutions
specifically designed for the retail industry. DigitalThink combines
industry expertise, retail-specific course frameworks and development
tools together with the industry's leading learning delivery system to
provide solutions that improve store performance and customer
retention.

Docent
June 4, 2002-- Docent® Inc. announced that it is delivering eLearning
solutions to the Bradesco Foundation, a non-profit educational
institution dedicated to educating underprivileged children. Docent's
eLearning solutions are enabling the Bradesco Foundation to provide
education and extend the organization's reach beyond its current
103,000 students (who are mostly being served in classroom settings)
to a goal of more than 200,000 children who will be served in a mix of
classroom and online programs.

Edison Schools
June 4, 2002 -- Edison Schools announced that it reached agreement on
terms for $40mm in new funding through credit lines from Chelsey
Capital and Merrill Lynch. Definitive terms have been agreed upon. The
financing is subject to final documentation and closing conditions.
The capital will be used, in part, to fund the company's launch of new
schools in Philadelphia and elsewhere as well as to open expansion
sites in more than a dozen other cities this fall.

June 3, 2002 -- Dissatisfied with a lack of services from Edison
Schools Inc., the committee overseeing the only Connecticut school run
by the beleaguered New York-based school management concern has
recommended that the company's contract not be renewed when it expires
on July 1, 2003.

May 30, 2002 -- Edison Schools Inc. announced that it will open an
expanded summer school program across Missouri beginning this June.
Over the next few months, Edison's "Edison Extra" program will operate
178 summer schools in 51 Missouri districts serving approximately
35,000 students. As compared to last summer, this constitutes growth
of almost 300% in the number of students enrolled in the program and
includes 44 new school district clients.

eCollege
May 28, 2002 -- eCollege(SM) announced that it has been selected by
the State of Colorado as one of the preferred providers of eLearning
solutions for programs delivered by the State's higher education
system, as well as by the State's government agencies.

Lightspan
May 30, 2002 -- Lightspan, Inc. announced that it has engaged U.S.
Bancorp Piper Jaffray to evaluate strategic alternatives for its
business and assist management and the Board of Directors in
maximizing shareholder value.

McGraw-Hill Companies
May 28, 2002 -- LearnKey, a provider of self-paced training courses to
enterprises worldwide, and the McGraw-Hill/Osborne Media unit of
McGraw-Hill Education today announced a partnership to offer blended
training solutions to candidates for popular information technology
industry certifications.

New Horizons
June 10, 2002 -- New Horizons Computer Learning Center of Dallas, a
Microsoft Certified Technical Education Center (CTEC), has been
awarded the status of Gold Certified Partner for Learning Solutions by
Microsoft Corp.

Plato Learning
June 6, 2002 -- PLATO Learning, Inc. announced that in a competitively
bid contract valued at $300,000, the Iberville schools have purchased
PLATO's K-8 comprehensive computer learning software for installation
in all of the district's elementary schools.

May 29, 2002 -- PLATO Learning, Inc. announced that Fort Worth
Independent School District has signed a contract, valued at $500,000,
that will expand its offerings of credit recovery and alternative
programs to secondary students.

Princeton Review
May 28, 2002 -- The Princeton Review announced a contract to develop
an online testing skills preparation program for the United States
Army. The contract, worth over $1.5 million for the first year, calls
for the development and delivery of a customized Princeton Review
online training program to be provided through a partnership with
Resource Consultants Inc (Vienna, VA), a professional services company
serving military, governmental and commercial customers.

Reed Elsevier
June 6, 2002 -- LexisNexis(TM) announced that it added several new
easy-to-use features to its Web-based services, including the addition
of Dun & Bradstreet Reports and a Sounds Like search feature for
public records data.

May 29, 2002 -- Practicing attorneys in Texas now have an up-to-date
interpretation of the state's laws with introduction of Texas Codes
and Rules Annotated by LexisNexis(TM).

RWDT Technologies
June 7, 2002 -- RWD Technologies, Inc. announced that the staff of
Genesis Consulting Group, a leading strategy and operations management
consulting firm, has joined RWD. Building on Genesis' experience in
strategy and transition management, RWD, a leading provider of global
performance solutions, will now offer a Transformation Strategy
service line.

Scholastic
June 7, 2002 -- Scholastic, a children's media and publishing company,
announced the launch of Summer Splashdown!, a special report online at
Scholastic News Zone(TM), a leading Internet news site for kids.
Summer Splashdown! gives kids their own place on the web for summer
feature stories, as well as ideas for fun seasonal learning projects
and activities. In addition, Scholastic News Zone will offer regular,
age-appropriate news reports throughout the summer on its home page.

May 31, 2002 -- At a reception to honor Scholastic Chairman, President
and CEO Dick Robinson and open the annual conference of Reach Out and
Read (ROR), the national pediatric literacy program, Robinson
announced a donation of Scholastic multilingual books to ROR sites
across the country. More than 1,400 sites will receive a special
library featuring a selection of Scholastic's new multilingual board
books in the Babyfaces series, "Smile!" and "Peek-A-Boo!," based on
each site's demographic needs.

Scientific Learning
May 28, 2002 -- The Killeen Independent School District announced that
it plans to expand use of the Fast ForWord® learning and reading
skill-building computer-based programs developed by Scientific
Learning from two to all 26 elementary schools in the district. School
officials cite the programs' ability to help students rapidly improve
learning and reading skills as the basis for their decision. The total
student population in the district is 31,000.

Skillsoft
June 6, 2002 -- SkillSoft Corp. announced a workshop series designed
to give new and existing clients assistance in designing, planning,
and executing an e-learning initiative. The two-day workshops will be
conducted virtually and in select cities throughout the United States
and Canada through the remainder of 2002. The first workshop will be
conducted virtually from 11:00 a.m. to 3:00 p.m. (EDT) on June 19 and
26.

May 30, 2002 -- SkillSoft Corporation announced that its course
"Developing Fundamental Critical Thinking Skills" was awarded
e-Learning Courseware Certification by the American Society for
Training and Development (ASTD). Courseware certification is earned
after evaluation of a course's usability and instructional design.

Smartforce
June 5, 2002 -- SmartForce announced that Norwegian training provider
Smartlearning has signed a $1 million agreement to distribute
SmartForce e-Learning solutions in Scandinavia and to localize
e-Learning content in Norwegian and Danish.

June 3, 2002 -- Sybase, Inc., an enterprise infrastructure and
integration company, and SmartForce have formed a strategic
partnership to offer Sybase customers a blended learning solution,
including an instructor-led training curriculum and an online
e-Learning experience. By blending instructor-led training with access
to the award-winning SmartForce e-Learning solution, Sybase Education
customers can take advantage of this unique learning experience to
help them achieve tangible business results.

Thomson Corporation
June 4, 2002 -- NETg, a worldwide leader in corporate education and
training and part of The Thomson Corporation, announced it formed an
alliance with Sun Educational Services, the training group of Sun
Microsystems, Inc. (#) to help global businesses increase productivity
and gain competitive advantage through comprehensive blended learning
strategies. The alliance brings more than 2,000 NETg IT and business
and professional development courses to Sun's existing curriculum. The
combination of innovative NETg learning technologies and content and
Sun's content, technologies and services will provide Sun's clients
worldwide a more highly integrated, comprehensive enterprise learning
solution.

May 29, 2002 -- NETg announced a multi-year enterprise learning
agreement with TELUS, one of Canada's leading telecommunications
companies. TELUS will use the NETg learning solution to support its
commitment to ongoing customer satisfaction through a highly skilled
workforce.

May 28, 2002 --The American Institute of Certified Public Accountants
(AICPA), the National Association of State Boards of Accountancy
(NASBA) and Prometric, part of the Thomson Corporation, announced the
signing of a joint agreement to deliver a computerized Uniform CPA
Examination.

May 28, 2002 -- Course Technology, a leader in computer education
products and services and part of The Thomson Corporation, announced
its partnership with Altova, a leading provider of XML software
solutions, to offer an interactive experience for students learning
XML technologies. This offering, the first of its kind in Information
Technology (IT) education, couples Course Technology's Extensible
Markup Language (XML) textbooks with Altova's XML Spy 4 Suite, the
world's leading XML software development tool, enabling students to
have a fully integrated learning experience by means of textual
information and powerful hands-on software applications. Unlike other
XML course materials, this package gives instructors and students a
medium in which they can quickly and easily learn how to develop real
XML applications with less effort. Students using XML Spy software
with Course Technology's books and courseware, will come away fully
prepared to implement XML technologies that are currently being
utilized by corporations for database integration, publishing,
Web-programming applications and distributed computing protocols.

VIII. Upcoming Conferences & Activities

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U.S. Bancorp Piper Jaffray Learning Services Team

INVESTMENT BANKING CONTACTS
John Jacobs 206-287-8831 jjacobs@pjc.com
Cameron Hewes 206-287-8837 chewes@pjc.com
Erik Tolzmann 206-287-8832 etolzmann@pjc.com
Sarah Scheessele 206-287-8844 sscheessele@pjc.com

RESEARCH CONTACTS
Mark Marostica 612-303-5572 mmarostica@pjc.com
David Rudow 612-303-2204 drudow@pjc.com

_______________________________________________________

The following disclosures apply to stocks mentioned in this report if
and as indicated: (#) U.S. Bancorp Piper Jaffray (USBPJ) makes a
market in the company's securities. (^) USBPJ analysts who follow this
company, or members of their household, have a beneficial interest in
the company's securities. USBPJ analysts or members of their household
may sell such positions while a Strong Buy, Outperform, or Market
Perform rating is maintained; however, they may do so only upon
appropriate USBPJ management approval. (>) USBPJ analysts who follow
this company, or members of their household, have a beneficial
interest in the company's securities that were acquired in a private
transaction pre-IPO. USBPJ analysts or members of their household may
sell such positions while a Strong Buy, Outperform, or Market Perform
rating is maintained; however, they may do so only upon appropriate
USBPJ management approval. (@) Within the past three years, USBPJ was
managing underwriter of an offering of, or dealer manager of a tender
offer for, the company's securities or the securities of an affiliate.
(~) A USBPJ officer, director, or other employee is a director and/or
officer of the company.

Not FDIC Insured No Bank Guarantee May Lose Value

This material is based on data obtained from sources we deem to be
reliable; it is not guaranteed as to accuracy and does not purport to
be complete. This information is not intended to be used as the
primary basis of investment decisions. Because of individual client
requirements, it should not be construed as advice designed to meet
the particular investment needs of any investor. It is not a
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may have a beneficial interest in the company's securities and may
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which the communication may relate will not be available to private
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of the information in this communication. Securities products and
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Copyright 2002 U.S. Bancorp Piper Jaffray, 800 Nicollet Mall, Suite
800, Minneapolis, Minnesota 55402-7020. Additional information is
available upon request.