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U.S. Securities and Exchange Commission

SEC Cautions Companies, Alerts Investors to Potential Dangers of "Pro Forma" Financials


Washington, DC, December 4, 2001 — Today we are issuing cautionary advice that companies and their advisors should consider when releasing "pro forma" financial information. We believe it is appropriate to sound a warning about the presentation of company earnings and operating results on the basis of methodologies other than Generally Accepted Accounting Principles (GAAP).

We are also issuing an "Investor Alert" that describes how "pro forma" financials should be analyzed, including a reminder that they should be viewed with appropriate and healthy skepticism. Because "pro forma" financial information by its very nature departs from traditional accounting conventions, its use can make it hard for investors to compare an issuer's financial information with other reporting periods and with other companies.

We believe that – with appropriate disclosure – accurate interpretations of and summaries of GAAP financial statements benefit investors. The cautionary advice and investor alert are part of our commitment to improve the quality, timeliness, and accessibility of publicly available financial information.

The Investor Alert on "pro forma" financials and the Commission's release on cautionary advice on the use of "pro forma" financial information can be accessed on the SEC's Website at www.sec.gov and then clicking on "SEC Issues Caution, Alert on Pro Forma Financials."

 Cautionary Advice on the Use of "Pro Forma" Financial Information
 Alert on "Pro Forma" Financial Info



Modified: 12/04/2001