Item 8.01 Other Events.

On November 25, 2008 Standard & Poor's Ratings Services downgraded the Company's long-term corporate credit and senior unsecured debt ratings from "A" to "A-" and our short-term and commercial paper ratings from "A-1" to "A-2" citing weak market conditions and financial policies that include a high dividend payout and share repurchases. In addition, S&P assigned a negative outlook to these ratings. As previously reported, on November 12, 2008 Moody's Investors Service downgraded the Company's long term debt rating from "A2" to "A3" and our commercial paper rating from "P-1" to "P-2" and assigned a negative ratings outlook.

These credit ratings reflect the views of the rating agency only. An explanation of the significance of these ratings may be obtained from the rating agency. Such ratings are not a recommendation to buy, sell or hold securities. Any rating can be revised upward or downward or withdrawn at any time by a rating agency if it decides that the circumstances warrant the change. Each rating agency may have different criteria for evaluating company risk and, therefore, each rating should be evaluated independently of any other rating.

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