United States Securities and Exchange Commission
Office of Compliance Inspections and Examinations
450 Fifth Street, NW
Washington, DC 20549-0901

April 23, 2002

Investment Adviser
Address
City, State ZIP

Re: Annual Updating Amendment
SEC file no. 801-

Dear Investment Adviser:

According to IARD records, your firm has failed to file a required annual updating amendment to your Form ADV. I am writing to remind you of this obligation, and to request that you promptly amend your Form ADV.

Rule 204-1 under the Investment Advisers Act of 1940 requires each adviser registered with the Commission to file an annual updating amendment to its Form ADV within 90 days of the end of its fiscal year. Your annual updating amendment to Form ADV reaffirms your eligibility for SEC registration (Item 2 of Part 1A) and updates the responses to any other item for which the information is no longer accurate. The IARD now permits us to track when advisers make their annual updating amendments and identify those advisers that have not complied with Rule 204-1.

If you have made a recent filing on the IARD and have nevertheless received this letter, it may be that you incorrectly designated the filing as an "other than annual amendment." If this is the case, then you must resubmit the filing (even if no information has changed), after checking the correct box at the beginning of the form. Your requirement under Rule 204-1 will not be satisfied unless you check the correct box. In addition, only filers that have checked the "annual updating amendment" box will be assessed the annual fee used to support the IARD system.

Additional information about electronic filing on the IARD is available on our website at http://www.sec.gov/IARD. Specific filing questions or account status questions can be directed to the NASDR — IARD Gateway Call Center at (240) 386-4848.

If you have any questions regarding this correspondence, you may contact Robert Lewis at (202) 942-7460 or Marcus Norman at (202) 942-7467.

Sincerely,

Gene A. Gohlke
Associate Director

http://www.sec.gov/divisions/investment/iard/ocie0402letter.htm