DIVIDEND POLICY

We intend to pay quarterly cash dividends on our common stock at an initial rate of $0.07 per share of common stock ($0.28 per annum), commencing in the second quarter of the current fiscal year ending April 30, 2005. The declaration and payment of dividends to holders of our common stock will be at the discretion of our board of directors and will depend on many factors, including our financial condition, earnings, legal requirements and other factors as our board of directors deems relevant. Our new credit facility and the agreement governing the notes will limit the maximum amount of our cash dividends to 30% of our cumulative consolidated net income for the period commencing on May 1, 2003 and ending on April 30 of the fiscal year preceding the year in which such cash dividends are paid. We do not believe that this limitation contained in the debt agreements will limit our ability to pay our proposed quarterly cash dividend of $0.07 per share of common stock in accordance with our stated divided policy, even assuming the exercise in full of the underwriters’ option to purchase additional shares and exercise of all outstanding options. In addition, we may in the future issue or enter into other debt instruments or agreements that could further limit our ability to pay dividends.

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