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Filed Pursuant to Rule 424(b)(3)
Registration No. 333-84134


21/4% Convertible Subordinated Notes due 2006
5,807,000 Shares of Common Stock Issuable on Conversion of the Notes

        This prospectus supplement ("Prospectus Supplement") supplements our Prospectus dated March 11, 2002 (the "Prospectus"), and relates to our 21/4% Convertible Subordinated Notes due 2006, which are held by certain security holders who may offer for sale the notes and shares of our common stock into which the notes are convertible at any time, at market prices prevailing at the time of sale or at privately negotiated prices. The selling security holders may sell the notes or the common stock directly to purchasers or through underwriters, broker-dealers or agents, who may receive compensation in the form of discounts, concessions or commissions. We will not receive any proceeds from this offering.

        This Prospectus Supplement should be read in conjunction with the Prospectus and this Prospectus Supplement is qualified by reference to the Prospectus, except to the extent that the information contained in this Prospectus Supplement supersedes the information contained in the Prospectus. Capitalized terms used in this Prospectus Supplement and not otherwise defined herein have the meanings specified in the Prospectus.


         The date of this Prospectus Supplement is April 23, 2002.

Selling Security Holders

        We issued, and the initial purchasers sold, the notes offered by this Prospectus in a transaction exempt from the registration requirements of the Securities Act to persons whom the initial purchasers reasonably believed to be "qualified institutional buyers" (as defined in Rule 144A under the Securities Act). The selling security holders (which term includes the initial purchasers' transferees, pledges, donees or their successors) may from time to time offer and sell pursuant to this prospectus any or all of the notes and common stock issued upon conversion of the notes.

        The selling security holders table, as set forth in the Prospectus, is hereby amended (as amended, the "Amended Table") by the addition or revisions set forth in the Amended Table below, including changes in the selling security holders and in the selling security holders' principal amounts of notes. The Amended Table sets forth information, as of April 23, 2002, with respect to the selling security holders and the respective principal amounts of notes beneficially owned by each selling security holder that may be offered pursuant to this Prospectus. None of the selling security holders has, or within the past three years has had, any position, office or other material relationship with us or any of our predecessors or affiliates. We have included information in this Prospectus regarding the selling security holders based solely upon information that the selling security holders have provided to us in writing pursuant to a registration rights agreement dated December 11, 2001. Because the selling security holders may offer all or some portion of the notes or the common stock issuable upon conversion of the convertible notes pursuant to this Prospectus, we cannot estimate the amount of the notes or the common stock issuable upon conversion of the notes that the selling security holders will hold upon termination of any such sales. In addition, the selling security holders identified below may have sold, transferred or otherwise disposed of all or a portion of their notes in transactions exempt from the registration requirements of the Securities Act since the date on which they provided the information regarding their notes.

  Principal Amount
of Notes
Beneficially Owned
and Offered

  Number of Shares of Common Stock
Name of Selling Security Holder



  Owned After
the Offering

1976 Distribution Trust FBO A.R. Lauder / Zinterhofer   11,000   127   127   0
1976 Distribution Trust FBO Jane A. Lauder   22,000   255   255   0
2000 Revocable Trust FBO A.R. Lauder / Zinterhofer   11,000   127   127   0
Advent Convertible Master Cayman L.P.   7,440,000   86,411   86,411   0
Allentown City Firefighters Pension Plan   39,000   452   452   0
Allentown City Officers & Employees Pension Fund   14,000   162   162   0
Allentown City Police Pension Plan   73,000   847   847   0
Alexandra Global Investment Fund 1, LTD   4,000,000   46,457   46,457   0
Alpha U.S. Sub Fund VIII, LLC   950,000   11,033   11,033   0
American Motorist Insurance Company   853,000   9,907   9,907   0
Arapahoe County Colorado   83,000   963   963   0
BBT Fund, L.P.   11,000,000   127,758   127,758   0
British Virgin Islands Social Security Board   119,000   1,382   1,382   0
City of New Orleans   343,000   3,983   3,983   0
City University of New York   206,000   2,392   2,392   0
Clinton Multistrategy Master Fund, Ltd.   7,500,000   55,1686   55,168   0
Clinton Riverside Convertible Portfolio Limited   7,500,000   55,168   55,168   0
Credit Suisse First Boston Corporation   10,082,000   117,096   117,096   0
Deephaven Domestic Convertible Trading LTD.   25,200,000   292,686   262,682   0
Franklin FIST Convertible Securities Fund   5,000,000   58,072   58,072   0
Grady Hospital Foundation   180,000   2,090   2,090   0
HFR CA Select Fund   300,000   3,484   3,484   0


HFR Convertible Arbitrage Account   437,000   5,075   5,075   0
Independence Blue Cross   350,000   4,065   4,065   0
Jefferies & Company, Inc.   2,000,000   23,228   23,228   0
KBC Financial Products USA   3,250,000   37,746   37,746   0
Lyxor   590,000   6,852   6,852   0
Minnesota Power and Light   253,000   2,938   2,938   0
Municipal Employees   306,000   3,554   3,554   0
New Orleans Firefighters Pension / Relief Fund   186,000   2,160   2,160   0
Occidental Petroleum Corporation   351,000   4,076   4,076   0
Policeman and Fireman Retirement System of the City of Detroit   847,000   9,837   9,837   0
Pro-mutual   1,015,000   11,788   11,788   0
San Diego County Employees Retirement Association   1,500,000   17,421   17,421   0
Shell Pension Trust   537,000   6,236   6,236   0
Susquehanna Capital Group   2,500,000   29,036   29,036   0
The Grable Foundation   160,000   1,858   1,858   0
The State of Maryland Retirement Agency   4,336,000   50,360   50,360   0
Trustmark Insurance Company   468,000   5,435   5,435   0
Zazove Hedged Convertible Fund L.P.   2,700,000   31,358   31,358   0
Zazove Income Fund L.P.   1,800,000   20,905   20,905   0

Information concerning the selling security holders may change from time to time and any such changed information will be set forth in supplements to this Prospectus if and when necessary. In addition, the per share conversion price, and therefore the number of shares issuable upon conversion of the notes, is subject to adjustment under certain circumstances. Accordingly, the aggregate principal amount of notes and the number of shares of common stock issuable upon conversion of the notes offered hereby may increase or decrease.

Assumes a conversion price of $86.10 per share, and a cash payment in lieu of any fractional share interest.

        Information concerning other selling security holders will be set forth in Prospectus supplements from time to time, if required. The above table assumes that any other holders of notes or any future transferee from any such holder does not beneficially own any common stock other than the common stock issuable upon conversion of the notes at the initial conversion rate.



Selling Security Holders