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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)
June 8, 2004 (May 11, 2004)

INVESTOOLS INC.
Exact Name of Registrant as Specified in its Charter

DELAWARE State of Incorporation or Organization		0-31226 (Commission File Number)		76-0685039 (I.R.S. Employer Identification No.)
5959 CORPORATE DRIVE, SUITE LL 250 HOUSTON, TEXAS Address of Principal Executive Offices				77036 Zip Code

(281) 588-9700
Registrant's telephone number, including area code

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INFORMATION TO BE INCLUDED IN THE REPORT

Item 2. Acquisition or Disposition of Assets

        This Amendment No. 1 to the Current Report on Form 8-K filed by INVESTools Inc.(the "Company") on March 10, 2004, relates to the Company's acquisition of Service Enhancement Systems, Inc., a California corporation operating under the assumed name 360 Group ("360 Group"), pursuant to the terms of an Agreement and Plan of Merger dated February 26, 2004, by and among, the Company, SES Acquisition Corp, a newly formed subsidiary of the Company, 360 Group, Ted B. Shuel and Jamie Lynn Speas Shuel, as Trustee of The Shuel Family Trust, Scott K. Waltz, individually, Ted B. Shuel, individually and Jamie Lynn Speas Shuel, individually. The purpose of this amendment is to provide the financial information required by Items 7(a) and 7(b) of Form 8-K, which information was excluded from the original filing in reliance upon Item 7(a)(4) of Form 8-K.

Item 7. Financial Statements and Exhibits.

(a)

Financial Statements of Business Acquired.

The financial statements of 360 Group and the report of KPMG LLP, the independent public accountants relating to such financial statements, are attached hereto.

(b)

Pro Forma Financial Information.

The unaudited pro forma combined condensed financial statements of the Company attached hereto are not necessarily indicative of the results that actually would have been attained if the acquisition had been in effect on the dates indicated or which may be attained in the future. Such statements should be read in conjunction with the historical financial statements of the Company and 360 Group.

(c)

Exhibits

2.1*

Agreement and Plan of Merger dated February 26, 2004, by and among INVESTools Inc., SES Acquisition Corp., Service Enhancement Systems, Inc., Ted B. Shuel and Jamie Lynn Speas Shuel, as Trustee of The Shuel Family Trust, Scott K. Waltz, individually, Ted B. Shuel, individually and Jamie Lynn Speas Shuel, individually.



10.1*

Employment Agreement dated February 26, 2004, by and between Scott K. Waltz and INVESTools Inc.



10.2*

Employment Agreement dated February 26, 2004, by and between Don Klabunde and INVESTools Inc.



23.1

Consent of KPMG LLP



99.1*

Press Release dated February 26, 2004

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*

Previously filed as an Exhibit to the original Current Report on Form 8-K filed with the Commission on March 10, 2004.

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SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		INVESTOOLS, INC.
		By:	/s/  PAUL A. HELBLING       Paul A. Helbling Chief Financial Officer

Dated: June 8, 2004

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INDEX TO EXHIBITS

Exhibit Number		Description
2.1*		Agreement and Plan of Merger dated February 26, 2004, by and among INVESTools Inc., SES Acquisition Corp., Service Enhancement Systems, Inc., Ted B. Shuel and Jamie Lynn Speas Shuel, as Trustee of The Shuel Family Trust, Scott K. Waltz, individually, Ted B. Shuel, individually and Jamie Lynn Speas Shuel, individually
10.1*		Employment Agreement dated February 26, 2004, by and between Scott K. Waltz and INVESTools Inc.
10.2*		Employment Agreement dated February 26, 2004, by and between Don Klabunde and INVESTools Inc.
23.1		Consent of KPMG LLP
99.1*		Press Release dated February 26, 2004

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*

Previously filed as an Exhibit to the original Current Report on Form 8-K filed with the Commission on March 10, 2004.

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SERVICE ENHANCEMENT SYSTEMS, INC.
(DBA 360 Group)

Financial Statements

December 31, 2003 and 2002

(With Independent Auditors' Report Thereon)

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Independent Auditors' Report

The Board of Directors
Service Enhancement Systems, Inc.:

We have audited the accompanying balance sheets of Service Enhancement Systems, Inc. (dba 360 Group) (the Company) as of December 31, 2003 and 2002, and the related statements of operations, shareholders' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Service Enhancement Systems, Inc. as of December 31, 2003 and 2002, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

April 16, 2004
Houston, Texas

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SERVICE ENHANCEMENT SYSTEMS, INC.
(DBA 360 Group)
Balance Sheets
December 31, 2003 and 2002

				2003			2002
Assets
Current assets:
	Cash and cash equivalents			$	566,531		509,798
	Accounts receivable, net of allowance of $1,000 in 2003 and 2002				735,177		429,765
	Other accounts receivable				6,069		47,253
	Work in progress				145,800		219,706
	Prepaid assets and deposits				89,707		258,008
		Total current assets			1,543,284		1,464,530
Property and equipment, net					524,478		885,424
Other assets					19,846		132,516
				$	2,087,608		2,482,470
Liabilities and Shareholder's Equity
Current liabilities:
	Current portion of capital lease obligations			$	—		85,934
	Current portion of notes payable				120,000		120,000
	Accounts payable				816,609		346,696
	Other payables and accrued liabilities				112,907		148,031
	Deferred revenue				570,604		631,376
		Total current liabilities			1,620,120		1,332,037
Long-term notes payable, net of current portion					152,500		272,500
Other liabilities					—		10,236
		Total liabilities			1,772,620		1,614,773
Shareholder's equity:
	Common stock, no par value. Authorized 1,000 shares; issued and outstanding 200 shares				2,000		2,000
	Retained earnings				312,988		865,697
		Total shareholder's equity			314,988		867,697
Commitments and contingencies
				$	2,087,608		2,482,470

See accompanying notes to financial statements.

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SERVICE ENHANCEMENT SYSTEMS, INC.
(DBA 360 Group)
Statements of Operations
Years ended December 31, 2003 and 2002

				2003			2002
Revenues				$	12,039,232		6,308,683
Costs and expenses:
	Cost of revenue				8,943,494		3,059,805
	Salaries and benefits expense				2,091,946		1,986,106
	Selling, general and administrative expense				1,030,178		1,459,288
	Depreciation and amortization expense				318,760		479,245
	Loss on disposal of property and equipment				97,926		5,943
		Total costs and expenses			12,482,304		6,990,387
		Loss from operations			(443,072	)	(681,704	)
Other (income) expense:
	Other (income) expense				(10,164	)	33,182
	Interest expense				18,076		32,750
	Interest income				(3,453	)	(5,951	)
		Total other expense, net			4,459		59,981
		Loss before income taxes			(447,531	)	(741,685	)
Income tax benefit (expense)					(800	)	194,482
		Net loss		$	(448,331	)	(547,203	)

See accompanying notes to financial statements.

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SERVICE ENHANCEMENT SYSTEMS, INC.
(DBA 360 Group)
Statements of Shareholder's Equity
Years ended December 31, 2003 and 2002

		Common stock (no par value)			Retained earnings		Shareholder's equity
Balance at December 31, 2001		$	2,000		1,412,900		1,414,900
Net loss			—		(547,203	)	(547,203	)
Balance at December 31, 2002			2,000		865,697		867,697
Net loss			—		(448,331	)	(448,331	)
Distribution for abandoned leasehold improvements benefiting shareholder			—		(104,378	)	(104,378	)
Balance at December 31, 2003		$	2,000		312,988		314,988

See accompanying notes to financial statements.

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SERVICE ENHANCEMENT SYSTEMS, INC.
(DBA 360 Group)
Statements of Cash Flows
Years ended December 31, 2003 and 2002

						2003			2002
Cash flows from operating activities:
	Net loss					$	(448,331	)	(547,203	)
	Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
		Depreciation and amortization					318,760		479,245
		Loss on disposal of property and equipment					97,926		5,943
		Changes in operating assets and liabilities:
			Accounts receivable				(264,227	)	(272,923	)
			Work in progress				73,906		(123,311	)
			Prepaid assets, deposits and other assets				280,972		305,060
			Accounts payable				469,913		135,582
			Other payables and accrued liabilities				(45,360	)	(227,609	)
			Deferred revenue				(60,774	)	179,006
				Net cash provided by (used in) operating activities			422,785		(66,210	)
Cash flows from investing activities:
	Proceeds from disposal of property and equipment						14,600		950
	Purchases of property and equipment						(174,718	)	(37,938	)
				Net cash used in investing activities			(160,118	)	(36,988	)
Cash flows from financing activities:
	Payments on notes payable						(120,000	)	(99,167	)
	Proceeds from issuance of notes payable						—		200,000
	Principal payments on capital lease obligations						(85,934	)	(113,205	)
				Net cash used in financing activities			(205,934	)	(12,372	)
				Increase (decrease) in cash and cash equivalents			56,733		(115,570	)
Cash and cash equivalents, beginning of year							509,798		625,368
Cash and cash equivalents, end of year						$	566,531		509,798
Supplemental disclosure of cash flow information:
	Cash paid for income taxes					$	800		800
	Cash paid for interest						18,076		32,750
Noncash investing and financing activities:
	Distribution for abandoned leasehold improvements benefiting shareholder					$	104,378		—

See accompanying notes to financial statements.

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SERVICE ENHANCEMENT SYSTEMS, INC.
(DBA 360 Group)

Notes to Financial Statements

December 31, 2003 and 2002

(1)   Summary of Significant Accounting Policies and Practices

(a)

Description of Business

Service Enhancement Systems, Inc. (dba 360 Group) (the Company), was incorporated on September 19, 1986 in the State of California. The Company is a direct marketing company that provides services such as custom database development and management, strategic planning, media and list planning and buying, creative and production services, response management, and analytic services.

(b)

Use of Estimates in the Preparation of Financial Statements

Management of the Company has made a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these financial statements in accordance with accounting principles generally accepted in the United States of America. Actual results could differ from those estimates.

(c)

Cash and Cash Equivalents

Cash and cash equivalents include checking accounts, money market accounts and all highly liquid debt instruments with maturities at purchase of three months or less.

(d)

Accounts Receivable

At December 31, 2003 and 2002, approximately 97% of the accounts receivable balance relates to advance billings to customers. Accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts represents the Company's best estimates of the amount of probable credit losses related to existing accounts receivable.

(e)

Work in Progress

Work in progress represents the amount billed by media vendors for advertising space and ongoing costs incurred for providing other services to the customer for services that are in progress and thus have not been delivered to the customers. These costs are recognized when the products are delivered to the customer.

(f)

Property and Equipment

Property and equipment are recorded at cost. Equipment acquired under capital leases are stated at the present value of future minimum lease payments at the date of acquisition. Expenditures for additions, renewals, and improvements are capitalized. Maintenance and repairs are charged to expense as incurred.

Depreciation is calculated on the straight-line method over the estimated useful lives of the assets ranging three to seven years. Equipment held under capital leases and leasehold improvements are amortized straight-line over the shorter of the lease term or the estimated useful life of the asset.

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(g)

Long-Lived Assets

Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of, if any, are separately presented in the balance sheet and reported at the lower of the carrying amount of fair value less costs to sell, and are no longer depreciated. The assets and liabilities of a disposed group classified as held for sale, if any, are presented separately in appropriate asset and liability sections of the balance sheet.

(h)

Revenue Recognition

Revenue is deferred when the Company receives deposits or advanced payments for contracts in progress. Revenue is recognized as products and services are delivered to the customer. Revenue also includes any reimbursements received from clients related to expenses incurred by the Company for items such as airfare, mileage, meals and hotel stays.

The percentage of sales to customers representing more than 10% of revenue is as follows:

The percentage of accounts receivable representing more that 10% of accounts receivable is as follows:

(i)

Income Taxes

The provision for income taxes has been determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred income taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. The provision for income taxes represents income taxes paid or payable for the current year plus the change in deferred taxes during the year. Deferred income taxes result from differences between the financial reporting and tax basis of assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. Deferred

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taxes are also recognized, subject to a valuation allowance, for net operating tax loss carry forwards expected to be utilized to offset anticipated future earnings of the Company.

(j)

Cost of Revenue and Selling, General and Administrative

Cost of revenue consists mainly of the costs of advertising space that the Company purchases from the media and costs related to production, lettershop, printing, name list purchase, and email lists from third parties.

Selling, general and administrative expenses consist primarily of salaries and related expenses for finance, legal, marketing, administrative personnel, professional fees and other general corporate expenses including rent. These expenses include employees' salaries who performed service related to generation of revenue.

(k)

Advertising Costs

Advertising costs are expensed as incurred. Advertising expense was $14,792 and $9,289 during the years ended December 31, 2003 and 2002.

(l)

Recent Accounting Pronouncements

In November 2002, the Emerging Issues Task Force reached a consensus on Issue No. 00-21 (EITF 00-21), Revenue Arrangements with Multiple Deliverables. EITF 00-21 provides guidance on how to account for arrangements that involve the delivery or performance of multiple products, services and/or rights to use assets. The provisions of EITF 00-21 apply to revenue arrangements entered into in fiscal periods beginning after June 15, 2003. The adoption of this standard did not have a material impact on the Company's financial condition, result of operations or cash flows.

On December 17, 2003, the staff of the Securities and Exchange Commission (SEC) issued Staff Accounting Bulleting No. 104 (SAB 104), Revenue Recognition, which supercedes SAB 101, Revenue Recognition in Financial Statements. SAB 104's primary purpose is to rescind accounting guidance contained in SAB 101 related to multiple element revenue arrangements, superceded as a result of the issuance of EITF 00-21, Accounting for Revenue Arrangements with Multiple Deliverables. Additionally, SAB 104 rescinds the SEC's Revenue Recognition in Financial Statements Frequently Asked Questions and Answers (FAQ) issued with SAB 101 that had not been codified in SEC Topic 13, Revenue Recognition. Selected portions of the FAQ have been incorporated into SAB 104. While the wording of SAB 104 has changed to reflect the issuance of EITF 00-21, the revenue recognition principles of SAB 101 remain largely unchanged by the issuance of SAB 104.

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(2)   Property and Equipment

Property and equipment at December 31, 2003 and 2002 are as follows:

The Company's former location was owned and leased from the Company's main shareholder. During 2003, the Company wrote off approximately $202,000 of the net value of property and equipment, including leasehold improvements, furniture and abandoned equipment, upon their move to their new location. Approximately $104,000 was recognized as a shareholder distribution for abandonment of building, leasehold and land improvements abandoned.

(3)   Long-Term Debt

Long-term debt at December 31, 2003 consisted of two notes payable to a bank due in monthly installments totaling $10,000, plus interest at the bank's prime rate plus 0.25% and 0.50%, respectively, per annum. The notes are guaranteed by the shareholder of the Company, with approximately $121,000 being collateralized by the accounts receivable, equipment, general intangibles and contract rights of the Company.

The aggregate annual maturities of long-term debt at December 31, 2003 are as follows:

These notes payable were subsequently paid in full during March 2004.

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(4)   Income Taxes

The provision for income taxes consists of the following:

During 2003 and 2002, the Company paid $800 in state income taxes and no federal income taxes. The Company received cash refunds of $195,282 of state and federal taxes paid in prior years.

The following table reconciles the differences between the statutory Federal income tax rate and the effective tax rate for continuing operations:

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amount used for income tax purposes. Significant components of deferred tax liabilities and assets are as follows:

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At December 31, 2003, the Company had available approximately $870,000 of net operating loss carry forward for federal tax purposes. This carry forward, which may provide future tax benefits, begins to expire in 2023. Additionally, U.S. Federal income tax law limits a corporation's ability to utilize net operating losses if it experiences an ownership change greater than 50% over a three-year period. See note 7 regarding subsequent events.

(5)   Commitments and Contingencies

(a)

Leases

The Company is obligated under capital leases covering certain equipment that expired during the year ended December 31. 2003. At December 31, 2002, the gross amount of equipment and related accumulated amortization recorded under capital leases were $339,222 and $165,970, respectively. Amortization of assets held under capital leases is included with depreciation expense.

The Company has various noncancelable operating leases, including building and equipment leases that expire at various times through 2008. Future minimum lease payments due under noncancelable operating leases as of December 31, 2003 are as follows:

(b)

Line of Credit

The Company has a bank line of credit that allows for borrowings up to $500,000. Outstanding borrowings against the line of credit bear interest at the bank's prime note (4.0% at December 31, 2003). The line of credit is guaranteed by the shareholder. There were no borrowings outstanding under the line of credit agreement at December 31, 2003.

(c)

Litigation

From time to time, the Company is subject to various claims and legal actions arising in the ordinary course of business. Management of the Company vigorously defends such matters as they occur and is of the opinion that their ultimate outcome will not have a material adverse effect on the Company's financial position, results of operations, or cash flows.

(d)

Employee Benefit Plan

The Company has a salary deferral savings plan qualified under Internal Revenue Code Section 401(k) covering substantially all employees. Employees may contribute up to 15% of their eligible compensation. The Company may elect to make contributions to this plan annually. The Company did not contribute to the Plan during the years ended December 31, 2003 and 2002.

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(6)   Related Party Transactions

Building rental costs paid to the shareholder for the year ended December 31, 2003 and 2002 were $230,426 and $634,908, respectively.

(7)   Subsequent Event

In February 2004, the Company was acquired by INVESTools, Inc.

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Unaudited Pro Forma Combined Condensed Balance Sheet
As of December 31, 2003
(in thousands)

				INVESTools Inc.			360 Group			Pro Forma Adjustments			Combined Pro Forma
Assets
Current Assets:
	Cash and cash equivalents			$	4,458		$	567		$	(875	)(a)
											(441	)(a)	$	3,709
	Marketable securities				7,808			—			—			7,808
	Accounts receivable, net				319			741			(441	)(c)		619
	Other current assets				420			236			—			656
		Total current assets			13,005			1,544			(1,757	)		12,792
Restricted cash					357			—			—			357
Non-compete agreement					—			—			500	(b)		500
Developed technology/database infrastructure					—			—			1,600	(b)		1,600
Goodwill and intangibles, net					12,357			3			(3	)(b)
											1,042	(b)		13,399
Furniture, fixtures and equipment, net					832			524			(37	)(b)		1,319
Other assets					—			17			—			17
		Total assets		$	26,551		$	2,088		$	1,345		$	29,984
Liabilities and Stockholders' Equity
Current Liabilities:
	Deferred revenue			$	8,622		$	571		$	(140	)(c)	$	9,053
	Accounts payable				1,391			817			(301	)(c)		1,907
	Accrued payroll				1,544			—			—			1,544
	Accrued tax liabilities				561			—			—			561
	Current portion of notes payable				—			120			—			120
	Other current liabilities				566			112			—			678
		Total liabilities, current			12,684			1,620			(441	)		13,863
Long-term notes payable, net of current portion					—			153			—			153
		Total liabilities			12,684			1,773			(441	)		14,016
Stockholders' Equity:
	Common stock				442			2			(2	)(d)
											9	(a)		451
	Additional paid-in capital				127,058			—			2,092	(a)		129,150
	Accumulated comprehensive income				(2	)		—			—			(2	)
	Deferred stock compensation				(293	)		—			—			(293	)
	Accumulated deficit				(113,338	)		313			(313	)(d)		(113,338	)
		Total stockholders' equity			13,867			315			1,786			15,968
		Total liabilities and stockholders' equity		$	26,551		$	2,088		$	1,345		$	29,984

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Unaudited Pro Forma Combined Condensed Statements of Operations
For the year ended December 31, 2003
(in thousands except per share data)

				INVESTools Inc.			360 Group			Pro Forma Adjustments			Combined Pro Forma
Revenue				$	73,420		$	12,039		$	(6,727	)(c)	$	78,732
Cost and Expenses:
	Cost of revenue				41,209			8,943			(5,516	)(c)		44,636
	Selling expense				17,981			—			(1,211	)(c)		16,770
	Related party expense — selling				501			—			—			501
	General and administrative expense				13,181			3,122			—			16,303
	Depreciation and amortization				596			319			(298	)(e)
											137	(e)
											200	(e)		954
	(Gain) loss on disposal of property and equipment				(4	)		98			—			94
		Total costs and expenses			73,464			12,482			(6,688	)		79,258
		Loss from operations			(44	)		(443	)		(39	)		(526	)
Other income (expense):
	Interest income and other, net				74			(4	)		—			70
		Total other income (expense)			74			(4	)		—			70
Income (loss) before income taxes					30			(447	)		(39	)		(456	)
	Income tax expense				(1,530	)		(1	)		—			(1,531	)
Net loss				$	(1,500	)	$	(448	)	$	(39	)	$	(1,987	)
Earnings per share
	Basic			$	(0.03	)							$	(0.04	)
	Diluted			$	(0.03	)							$	(0.04	)
Weighted average common shares outstanding:
	Basic				43,692									44,622	(f)
	Diluted				43,692									44,622	(f)

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(a)

To record the purchase consideration as follows:

At closing, 829,645 shares were issued to the sellers which are valued at $2.26 per share, the average share price of the Company's common stock two days before and two days after the announcement of the transaction. In addition, included in the transaction costs is the issuance of 100,000 shares of the Company's common stock to the investment banker valued at $2.26 per share for a total cost of $226,000.

These share transactions had the following effect on equity:

(b)

Preliminary allocation of purchase consideration as follows:

The preliminary allocation of the purchase price to the acquired assets and liabilities reflects the assumption that assets and liabilities are carried at historical amounts which approximate fair market value. The actual allocation of the purchase price may differ from that reflected in the pro forma financial statements after all relevant information is obtained regarding the fair market value of the assets and liabilities.

(c)

Elimination of intercompany balances.

(d)

Elimination of historical equity accounts of 360 Group.

(e)

Depreciation and amortization based on new valuations.

(f)

The calculation of the pro forma combined weighted average shares outstanding for basic and diluted earnings per share is as follows:

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QuickLinks

INFORMATION TO BE INCLUDED IN THE REPORT

Item 2. Acquisition or Disposition of Assets
Item 7. Financial Statements and Exhibits.

SIGNATURES
INDEX TO EXHIBITS
Independent Auditors' Report
SERVICE ENHANCEMENT SYSTEMS, INC. (DBA 360 Group) Balance Sheets December 31, 2003 and 2002
SERVICE ENHANCEMENT SYSTEMS, INC. (DBA 360 Group) Statements of Operations Years ended December 31, 2003 and 2002
SERVICE ENHANCEMENT SYSTEMS, INC. (DBA 360 Group) Statements of Shareholder's Equity Years ended December 31, 2003 and 2002
SERVICE ENHANCEMENT SYSTEMS, INC. (DBA 360 Group) Statements of Cash Flows Years ended December 31, 2003 and 2002
SERVICE ENHANCEMENT SYSTEMS, INC. (DBA 360 Group) Notes to Financial Statements December 31, 2003 and 2002
Unaudited Pro Forma Combined Condensed Balance Sheet As of December 31, 2003 (in thousands)
Unaudited Pro Forma Combined Condensed Statements of Operations For the year ended December 31, 2003 (in thousands except per share data)