The Company is filing herewith an updated opinion of Appleby in connection with the offering, issuance and sale by the Company of up to an aggregate of 22,500,000 of the Company's class A common shares, par value $.01 each (the "Class A Shares") in an underwritten public offering at a price of $5.75 per share, and the underwriters' 30-day option to purchase up to an additional 3,375,000 Class A Shares issuable pursuant to the underwriters' over-allotment option.

(d) Exhibits

Exhibit Number              Description of Exhibit

     5.1         Opinion of Appleby.
     23.1        Consent of Appleby (included in Exhibit 5.1).