Item 2.02 Results of Operations and Financial Condition.

On November 8, 2012, we issued a press release regarding our financial results for the fiscal quarter ended September 30, 2012, which is furnished as Exhibit 99.1 hereto.

The press release includes certain "non-GAAP financial measures" within the meaning of the rules of the Securities and Exchange Commission. With respect to such non-GAAP financial measures, we have disclosed in the press release the most directly comparable financial measure calculated and presented in accordance with generally accepted accounting principles ("GAAP") and have provided a reconciliation of such non-GAAP financial measures to the most directly comparable GAAP financial measure. Management believes that the non-GAAP measures provide useful information to investors regarding our results of operations and financial condition because they eliminate unusual items impacting earnings and facilitate a more meaningful comparison and understanding of our operating performance for the current, past and future periods.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release dated November 8, 2012, regarding our financial results for the fiscal quarter ended September 30, 2012.

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