Item 8.01 Other Events.

On June 1, 2009, we entered into an underwriting agreement (the "Underwriting Agreement") with Goldman, Sachs & Co., as representative of the underwriters named therein, for the issuance and sale of 19,801,981 shares of our common stock, par value $0.20 per share (the "Common Stock"), at a price to the public of $25.25 per share, pursuant to a Prospectus Supplement dated June 1, 2009 to the Prospectus dated October 16, 2006, filed as part of our Registration Statement on Form S-3 (Registration No. 333-138032). Pursuant to the Underwriting Agreement, we granted the underwriters a 30-day option to purchase an additional 2,970,296 shares of Common Stock.

The preceding is a summary of the terms of the Underwriting Agreement and is qualified in its entirety by reference to the Underwriting Agreement attached as Exhibit 1.0, which is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

1.0 Underwriting Agreement between the Registrant and Goldman, Sachs & Co. dated June 1, 2009

5.0 Opinion and Consent of Cleary Gottlieb Steen & Hamilton LLP

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