-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KR7ya1NyHUa3eOrSrQ1io+N39zj7E33sSo/4gZDFQBLYaVtyp1x8oVZWOsMNrHA7 oqtdrkNAvCWFZDTyjK9eJg== 0000950123-10-082420.txt : 20100831 0000950123-10-082420.hdr.sgml : 20100831 20100830193107 ACCESSION NUMBER: 0000950123-10-082420 CONFORMED SUBMISSION TYPE: N-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100630 FILED AS OF DATE: 20100831 DATE AS OF CHANGE: 20100830 EFFECTIVENESS DATE: 20100831 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PNC Long-Short Master Fund LLC CENTRAL INDEX KEY: 0001339208 IRS NUMBER: 432097065 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: N-Q SEC ACT: 1940 Act SEC FILE NUMBER: 811-21818 FILM NUMBER: 101048024 BUSINESS ADDRESS: STREET 1: 2 HOPKINS PLAZA STREET 2: 11TH FL. CITY: BALTIMORE STATE: MD ZIP: 21201 BUSINESS PHONE: 800-239-0418 MAIL ADDRESS: STREET 1: 2 HOPKINS PLAZA STREET 2: 11TH FL. CITY: BALTIMORE STATE: MD ZIP: 21201 FORMER COMPANY: FORMER CONFORMED NAME: Mercantile Long-Short Manager Master Fund LLC DATE OF NAME CHANGE: 20050920 N-Q 1 g06828nvq.htm FORM N-Q nvq
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-Q
QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-21818
PNC Long-Short Master Fund LLC
 
(Exact name of registrant as specified in charter)
Two Hopkins Plaza
Baltimore, MD 21201
 
(Address of principal executive offices) (Zip code)
John M. Loder, Esq.
Ropes & Gray LLP
One International Place
Boston, MA 02110
 
(Name and address of agent for service)
Registrant’s telephone number, including area code: 1-800-239-0418
Date of fiscal year end: March 31
Date of reporting period: June 30, 2010
Form N-Q is to be used by management investment companies, other than small business investment companies registered on Form N-5 (§§ 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than 60 days after the close of the first and third fiscal quarters, pursuant to rule 30b1-5 under the Investment Company Act of 1940 (17 CFR 270.30b1-5). The Commission may use the information provided on Form N-Q in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-Q, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-Q unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
 
 

 


 

Item 1. Schedule of Investments.
The Schedule(s) of Investments is attached herewith.
PNC Long-Short Master Fund LLC
Schedule of Investments
June 30, 2010
(Unaudited)
                         
                    % of  
                    Members’  
    Cost     Value     Capital  
Investment Funds*
                       
Credit
                       
Camulos Partners, L.P.
  $ 1,447,596     $ 468,704       2.50 %
 
                 
Total Credit
    1,447,596       468,704       2.50  
CTA/Macro
                       
Cipher Composite Fund, L.P.
    680,615       1,196,881       6.38  
Peak Select Partners L.P.
    624,459       1,046,020       5.57  
Quantitative Global 1X Fund LLC
    1,000,000       960,104       5.11  
 
                 
Total CTA/Macro
    2,305,074       3,203,005       17.06  
Event Hedged Equity
                       
Castlerigg Partners, L.P.
    199,131       140,417       0.75  
Harbinger Class L Holdings (U.S.), LLC
    70,248       157,595       0.84  
Harbinger Class PE Holdings (U.S.) Trust
    537,065       535,943       2.85  
Owl Creek II, L.P. (a)
    673,539       828,291       4.41  
 
                 
Total Event Hedged Equity
    1,479,983       1,662,246       8.85  
International Hedged Equity
                       
Bay II Resource Partners, L.P.
    1,000,000       1,189,813       6.34  
Firebird Global Fund II, L.P.
    111,489       27,852       0.15  
Kingdon Associates, L.P.
    925,542       1,677,577       8.93  
Millgate Partners, L.P. (a)
    1,530,000       1,323,139       7.05  
 
                 
Total International Hedged Equity
    3,567,031       4,218,381       22.47  
Sector Hedged Equity
                       
Artis Partners 2X (Institutional), L.P.(a)
    545,185       1,589,403       8.47  
DAFNA Fund, L.P., Series A
    865,911       1,392,859       7.42  
Lucas Energy Total Return Partners, L.P.
    1,568,365       1,238,270       6.59  
 
                 
Total Sector Hedged Equity
    2,979,461       4,220,532       22.48  
U.S. Hedged Equity
                       
Blue Harbour Strategic Value Partners, L.P. (a)
    521,399       436,184       2.32  
Scopia Partners, LLC
    1,000,000       1,003,776       5.35  
 
                 
Total U.S. Hedged Equity
    1,521,399       1,439,960       7.67  
U.S. Long/Short Equity
                       
Cobalt Partners II, L.P.
    1,000,000       967,459       5.15  
 
                 
Total U.S. Long/Short Equity
    1,000,000       967,459       5.15  
 
                 
Total Investment Funds
    14,300,544       16,180,287       86.18  
 
                 
Registered Investment Company
                       
PNC Advantage Institutional Money Market Fund, 0.053% (b)
    1,159,546       1,159,546       6.17  
 
                 
Total Investments
  $ 15,460,090     $ 17,339,833       92.35 %
 
                 
 
*   All Investment Funds are non-income producing. See Note 4 for additional information on liquidity of Investment Funds.
 
(a)   Fund investment fully or partially segregated to cover tender offers.
 
(b)   Rate shown is the 7-day effective yield as of June 30, 2010.

 


 

PNC Long-Short Master Fund LLC
Schedule of Investments (Continued)
June 30, 2010
(Unaudited)
As of June 30, 2010, the fair value of PNC Long-Short Master Fund LLC’s (the “Master Fund”) investments by country as a percentage of members’ capital is as follows:
                 
                Country   Cost   Value
United States - 92.35%
  $ 15,460,090     $ 17,339,833  
The aggregate cost of investments for tax purposes is expected to be similar to book cost of $15,460,090. Net unrealized appreciation on investments for tax purposes was $1,879,743 consisting of $3,696,716 of gross unrealized appreciation and $1,816,973 of gross unrealized depreciation.
The investments in Investment Funds shown above, representing 86.18% of members’ capital, have been fair valued in accordance with procedures established by the Board of Directors.
1. FUND ORGANIZATION
The Master Fund is a limited liability company organized under the laws of the state of Delaware and registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as a closed-end, non-diversified, investment management company. The Master Fund was formed on August 4, 2005 with operations commencing upon the transfer of $47,654,658 (comprised of $46,831,482 of fund investments, $727,501 of cash, and $95,675 of receivable from fund investments sold) from PNC Long-Short Fund LLC on July 1, 2006. Unrealized appreciation on the fund investments of $12,294,453 was included in the transfer. The Master Fund is a “master” fund within a “master-feeder” structure. Within this structure, one or more feeder funds (the “Members”) invest all or substantially all of their investable assets in a master fund. The feeder funds’ investment objectives are substantially the same as those of the Master Fund.
2. INVESTMENT VALUATION
The Master Fund’s investments in the Investment Funds are considered to be illiquid and can only be redeemed periodically. The Board has approved procedures pursuant to which the Master Fund values its investments in Investment Funds at fair value. In accordance with these procedures, the fair value of investments in Investment Funds as of each month-end ordinarily is the value determined as of such month-end for each Investment Fund in accordance with each Investment Fund’s valuation policies and reported at the time of the Master Fund’s valuation. As a general matter, the fair value of the Master Fund’s interest in an Investment Fund will represent the amount that the Master Fund could reasonably expect to receive from an Investment Fund if the Master Fund’s ownership interest was redeemed at the time of valuation, based on information reasonably available at the time the valuation is made and that the Master Fund believes to be reliable. In the event that an Investment Fund does not report a month-end value to the Master Fund on a timely basis or the Adviser concludes that the value provided by the Investment Fund does not represent the fair value of the Master Fund’s interest in the Investment Fund, the Master Fund determines the fair value of such Investment Fund based on the most recent value reported by the Investment Fund, as well as any other relevant information available at such time.
Considerable judgment is required to interpret the factors used to develop estimates of fair value. Accordingly, the estimates may not be indicative of the amounts the Master Fund could realize in a current market exchange and the differences could be material to the financial statements. The use of different factors or estimation methodologies could have a significant effect on the estimated fair value. The values assigned to these investments are based on available information and do not necessarily represent amounts that might ultimately be

 


 

PNC Long-Short Master Fund LLC
Schedule of Investments (Continued)
June 30, 2010
(Unaudited)
realized, as such amounts depend on future circumstances and cannot reasonably be determined until the individual investments are actually liquidated.
In accordance with the authoritative guidance on fair value measurements and disclosures under accounting principles generally accepted in the United States of America (“GAAP”), ASC 820 establishes a fair value hierarchy and specifies that a valuation technique used to measure fair value shall maximize the use of observable inputs and minimize the use of unobservable inputs. The objective of a fair value measurement is to determine the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). Accordingly, the fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC 820 are described below:
    Level 1 – Unadjusted quoted prices in active markets for identical, unrestricted assets or liabilities that the Master Fund has the ability to access at the measurement date;
    Level 2 – Quoted prices which are not active, or inputs that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and
    Level 3 – Prices, inputs or exotic modeling techniques which are both significant to the fair value measurement and unobservable (supported by little or no market activity).
As required by ASC 820, investments are classified within the level of the lowest significant input considered in determining fair value. In evaluating the level at which the Master Fund’s investments have been classified, the Master Fund has assessed factors including, but not limited to price transparency, the ability to redeem at net asset value at the measurement date and the existence or absence of certain restrictions at the measurement date. In accordance with ASU No. 2009-12, if the Master Fund has the ability to redeem from the investment at the measurement date or in the near-term at net asset value, the investment is classified as a Level 2 fair value measurement. Alternatively, if the Master Fund will never have the ability to redeem at its option from the investment or is restricted from redeeming for an uncertain or extended period of time from the measurement date, the investment is classified as a Level 3 fair value measurement. The table below sets forth information about the level within the fair value hierarchy at which the Master Fund’s investments are measured at June 30, 2010:
                                 
Investments by Investment Strategy   Level 1     Level 2     Level 3     Total  
Investment Funds
                               
Credit
  $     $     $ 468,704     $ 468,704  
CTA/Macro
          3,203,005             3,203,005  
Event Hedged Equity
                1,662,246       1,662,246  
International Hedged Equity
          4,190,529       27,852       4,218,381  
Sector Hedged Equity
          4,220,532             4,220,532  
U.S. Hedged Equity
          1,439,960             1,439,960  
U.S. Long/Short Equity
                967,459       967,459  
Registered Investment Company
    1,159,546                   1,159,546  
 
                       
 
Total Investments by Investment Strategy
  $ 1,159,546     $ 13,054,026     $ 3,126,261     $ 17,339,833  
 
                       

 


 

PNC Long-Short Master Fund LLC
Schedule of Investments (Continued)
June 30, 2010
(Unaudited)
The Master Fund recognizes transfers into and out of the levels indicated above at the end of the reporting period. The net Level 3 transfers in/(out) noted below are due to a change in liquidity of the underlying Investment Funds between the measurement dates.
The following table summarizes the changes in fair value of the Master Fund’s Level 3 investments for the period ended June 30, 2010.
                                                 
                    Change in                    
                    unrealized                    
    Balance as of     Realized gain /     appreciation /     Net purchases /     Net Level 3     Balance as of  
Description   March 31, 2010     (loss)     depreciation *     (sales)     transfers in/(out)     June 30, 2010  
Credit
  $ 542,739     $ (158,516 )   $ 160,471     $ (75,990 )   $     $ 468,704  
Event Hedged Equity
    3,392,591       301,074       (434,770 )     (1,596,649 )           1,662,246  
International Hedged Equity
    26,020             1,832                   27,852  
U.S. Hedged Equity
    2,324,789       (155,904 )     69,089       (798,014 )     (1,439,960 )      
U.S. Long/Short Equity
    1,021,933             (54,474 )                 967,459  
 
                                   
Total
  $ 7,308,072     $ (13,346 )   $ (257,852 )   $ (2,470,653 )   $ (1,439,960 )   $ 3,126,261  
 
                                   
 
*   Amounts shown also indicate the change in unrealized appreciation/depreciation related to the securities still held in Level 3 on June 30, 2010, except for U.S. Hedged Equity whose change in unrealized appreciation/depreciation related to securities still held in Level 3 on June 30, 2010 was $0. Such change from the amount above is due to the net Level 3 transfers in/(out) at June 30, 2010.
For the period ended June 30, 2010, there have been no significant changes to the Fund’s fair valuation methodologies. The Master Fund did not hold any investments with unfunded commitments on June 30, 2010.
3. SECURITY TRANSACTIONS
Security transactions are recorded on the effective date of the subscription in, or redemption out of, the Investment Fund.
4. LIQUIDITY IN INVESTMENT FUNDS
The following table summarizes the liquidity provisions related to the Master Fund’s investments in Investment Funds by investment strategy at June 30, 2010:
                                 
Investment Funds                   Redemption   Estimated Remaining
by Investment Strategy   Fair Value   Redemption Period   Notice Period   Holding Period (2)
Credit (A)
                               
Restricted (1)
  $ 468,704       N/A       N/A     Unknown
CTA/Macro (B)
                               
Unrestricted
    3,203,005     Monthly   3-10 days   None
Event Hedged Equity (C)
                               
Restricted (1)
    1,662,246     Annually   90 days   Unknown
International Hedged Equity (D)
                               
Unrestricted
    4,190,529     Quarterly   30-90 days   None
Restricted (1)
    27,852       N/A       N/A     Unknown
Sector Hedged Equity (E)
                               
Unrestricted
    4,220,532     Monthly-Quarterly   30-90 days   None

 


 

PNC Long-Short Master Fund LLC
Schedule of Investments (Continued)
June 30, 2010
(Unaudited)
                                 
Investment Funds                   Redemption   Estimated Remaining
by Investment Strategy   Fair Value   Redemption Period   Notice Period   Holding Period (2)
U.S. Hedged Equity (F)
                               
Unrestricted
    1,439,960     Monthly-Annually   60-125 days   None
U.S. Long/Short Equity (F)
                               
Restricted (1)
    967,459     Semi-annually   60 days   8 months
 
(1)   As of June 30, 2010, these Investment Funds have notified the Master Fund of certain restrictions on liquidity which may include side pocket investments, suspended redemptions, restrictions from redeeming for an extended period of time from the measurement date or other restrictions. Certain other Investment Funds have redemption terms which inhibit liquidity for a period greater than 90 days.
 
(2)   Represents remaining holding period of locked-up Investment Funds or estimated remaining restriction period for illiquid investments such as side pockets and suspended redemptions. For some illiquid investments, the remaining holding period is unknown and is either stated in the table or excluded from the range shown for other investments in the strategy.
 
(A)   Credit strategies may consist of several investment categories within the credit space, including leveraged loans, distressed debt and other special situations such as secured aircraft loans, municipal bonds, real estate and high yield securities. Camulus Partners, L.P., listed within this category, has imposed a suspension on redemptions as of September 30, 2009. Such suspension on redemptions is expected to be lifted within two years of the measurement date.
 
(B)   CTA/Macro strategies generally employ investments in equity, debt, currencies and commodities across multiple sectors, economies, market capitalizations and are more based on macroeconomic modeling. This component consists of “trend following” strategies that typically generate strong profits during periods of expanding volatility and strong trends and tend to lose money during choppy range-bound markets and during trend reversals.
 
(C)   Event hedged equity strategies, in general, are approaches that seek to benefit from merger arbitrage, equity restructurings, spin-offs, stub trades, asset sales and liquidations.
 
(D)   International Hedged Equity strategies generally involve taking a secondary position with the expressed purpose of counterbalancing a known risk involved with a primary position. This can be accomplished by taking positions in specifically related securities for specific risks or by purchasing index options for market risks.
 
(E)   Sector hedged equity strategies are strategies that focus on specific sectors of the markets, such as telecommunications, healthcare, real estate, energy or technology. Typically, both long and short strategies will be used to target positive returns.
 
(F)   U.S. hedged equity and U.S. long/short strategies generally involve taking a secondary position with the expressed purpose of counterbalancing a known risk involved with a primary position. This can be accomplished by taking positions in specifically related securities for specific risks or by purchasing index options for market risks.
For more information on the Master Fund’s policy regarding other significant accounting policies, please refer to the Master Fund’s most recent semi-annual or annual financial reports.
5. AFFILIATED FUND
Pursuant to Securities and Exchange Commission rules, the Master Fund may invest in affiliated money market funds offered by PNC Funds and PNC Advantage Funds. The total net purchases and sales of PNC Advantage Institutional Money Market Fund for the period ended June 30, 2010 was $1,159,546.
6. SUBSEQUENT EVENTS
Subsequent events have been evaluated through the date that the Schedule of Investments was issued. All subsequent events determined to be relevant and material to the Schedule of Investments have been appropriately recorded or disclosed.

 


 

Item 2. Controls and Procedures.
  (a)   The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)).
 
  (b)   There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 3. Exhibits.
Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

 


 

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) PNC Long-Short Master Fund LLC
         
By (Signature and Title)*
  /s/ Kevin A. McCreadie
 
   
 
  Kevin A. McCreadie, President    
 
  (principal executive officer)    
 
       
Date August 30, 2010
       
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
         
By (Signature and Title)*
  /s/ Kevin A. McCreadie
 
Kevin A. McCreadie, President
   
 
  (principal executive officer)    
 
       
Date August 30, 2010
       
 
       
By (Signature and Title)*
  /s/ John Kernan
 
John Kernan, Treasurer
   
 
  (principal financial officer)    
 
       
Date August 30, 2010
       
 
*   Print the name and title of each signing officer under his or her signature.

 

EX-99.CERT 2 g06828exv99wcert.htm EX-99.CERT exv99wcert
Exhibit 99.CERT
Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the
Sarbanes-Oxley Act
I, Kevin A. McCreadie, certify that:
1.   I have reviewed this report on Form N-Q of PNC Long-Short Master Fund LLC;
 
2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
3.   Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;
 
4.   The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
  (a)   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
  (b)   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
  (c)   Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and
 
  (d)   Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.   The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 


 

  (a)   All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
 
  (b)   Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
                 
Date:
  August 30, 2010       /s/ Kevin A. McCreadie
 
Kevin A. McCreadie, President
   
 
          (principal executive officer)    

 


 

Exhibit 99.CERT
Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the
Sarbanes-Oxley Act
I, John Kernan, certify that:
1.   I have reviewed this report on Form N-Q of PNC Long-Short Master Fund LLC;
 
2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
3.   Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;
 
4.   The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
  (a)   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
  (b)   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
  (c)   Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and
 
  (d)   Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.   The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 


 

  (a)   All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
 
  (b)   Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
                 
Date:
  August 30, 2010       /s/ John Kernan
 
John Kernan, Treasurer
   
 
          (principal financial officer)    

 

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