<PAGE>   1

                                                                  Exhibit 10.64

  CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR
  CONFIDENTIAL TREATMENT PURSUANT TO RULE 24b-2 UNDER THE SECURITIES EXCHANGE
     ACT OF 1934. THE OMITTED PORTIONS HAVE BEEN FILED SEPARATELY WITH THE
                      SECURITIES AND EXCHANGE COMMISSION.


*Omitted information is the subject of a request for confidential treatment
pursuant to Rule 406 under the Securities Act of 1933 and has been filed
separately with the Securities and Exchange Commission.

                                MEDIMMUNE, INC.

                             DISTRIBUTION AGREEMENT

This Agreement made as of August 16, 1999, (hereinafter "EFFECTIVE DATE")
between MedImmune, Incorporated (MEDIMMUNE), Gaithersburg, Maryland, 20878, and
Nova Factor including its affiliates referred to on the attached Exhibit A,
with main offices located at 1620 Century Center Parkway, Suite 109, Memphis,
TN 38134 (DISTRIBUTOR).

Pursuant to this Agreement, MEDIMMUNE appoints DISTRIBUTOR as a * distributor
in the continental United States, Alaska, Hawaii and Puerto Rico (TERRITORY)
for its humanized monoclonal antibody product sold under the trademark
Synagis(R) (hereafter "PRODUCT(S)"). The parties hereto, intending to be
legally bound, hereby agree as follows:

I.       OBLIGATIONS OF MEDIMMUNE:

         A.       Shipment and Pricing to DISTRIBUTOR
                  MEDIMMUNE shall sell to DISTRIBUTOR and ship the PRODUCT to
                  the above address and to addresses specified in Exhibit A.
                  MEDIMMUNE shall charge the DISTRIBUTOR for the PRODUCT in
                  accordance with the prices and policies shown in Addendum II
                  plus all applicable Federal and State Taxes in effect on the
                  date of each shipment of the PRODUCT. Addendum II, which may
                  be modified from time to time by MEDIMMUNE, is attached to
                  this Agreement and incorporated by reference. MEDIMMUNE shall
                  extend the Distributor Price to the DISTRIBUTOR for the sales
                  of the PRODUCT to * market segment and for * of the PRODUCT as
                  defined in Section II.F.4.

         B.       * Pricing
                  For MEDIMMUNE PRODUCTS sold and shipped from DISTRIBUTOR's
                  inventory * and has provided * which requires DISTRIBUTOR to
                  accept a * , DISTRIBUTOR shall be * (hereinafter
                  "CHARGEBACK(S)").

         C.       Payment
                  Payment shall be rendered according to the conditions stated
                  in Addendum II.

*Omitted information is the subject of a request for confidential treatment
pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 and has been
filed separately with the Securities and Exchange Commission.

<PAGE>   2

         D.       PRODUCT Recalls
                  MEDIMMUNE shall compensate DISTRIBUTOR for the expense
                  incurred in performing all requested recall services not due
                  to DISTRIBUTOR's negligence, willful misconduct or illegal
                  misconduct. Such compensation shall be limited to expenses
                  incurred for recall services directly related to
                  DISTRIBUTOR'S inventory in DISTRIBUTOR'S possession, unless
                  MEDIMMUNE requests additional recall services in writing from
                  DISTRIBUTOR.

         D.       Warranty/Indemnity
                  MEDIMMUNE warrants that the PRODUCT is manufactured and
                  distributed in conformance with the *. MEDIMMUNE shall defend
                  and hold harmless * or from any other claim relating to the
                  failure of *, provided, however, that MEDIMMUNE has promptly
                  been notified in writing of such suit, claim, or proceeding
                  and is given full and complete authority (including settlement
                  authority), by DISTRIBUTOR or its directors, employees or
                  agents; is given information and assistance by DISTRIBUTOR for
                  such defense; further provided that no admission is made
                  without the consent of MEDIMMUNE and its insurers; further
                  provided that * according to the indemnification obligations
                  of this Agreement and such * approved of by MEDIMMUNE.

         E.       Title, Insurance, and Delivery
                  Titles*

*Omitted information is the subject of a request for confidential treatment
pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 and has been
filed separately with the Securities and Exchange Commission.


                                      -2-
<PAGE>   3

II.      OBLIGATIONS OF DISTRIBUTOR:

         A.       Payment for the PRODUCT
                  DISTRIBUTOR shall pay for all regular orders purchased by
                  DISTRIBUTOR, with payment to be rendered according to the
                  conditions stated in Addendum II. Orders shipped directly to
                  DISTRIBUTOR's customers at DISTRIBUTOR's request shall be
                  considered as those of DISTRIBUTOR and DISTRIBUTOR shall be
                  responsible for the payment of such orders. All invoices must
                  be paid in full under the terms specified in Addendum II and
                  no deductions, other than cash discounts, are permitted from
                  MEDIMMUNE invoices unless authorized by a prior credit memo.
                  In the event DISTRIBUTOR fails to render payment for an order
                  of the PRODUCT as required, MEDIMMUNE shall have the right to
                  withhold future shipments of the PRODUCT until the
                  outstanding balance or balances have been paid.

         B.       Financial and Credit Position
                  DISTRIBUTOR shall maintain an adequate financial condition
                  satisfactory to MEDIMMUNE and substantiate such a condition
                  with audited financial statements of DISTRIBUTOR's parent
                  corporation or as otherwise reasonably requested by
                  MEDIMMUNE. If, in MEDIMMUNE's judgment, at any time before
                  shipment, the financial responsibility of the DISTRIBUTOR
                  becomes impaired or unsatisfactory to MEDIMMUNE, MEDIMMUNE
                  shall have the right to require cash payment or appropriate
                  security before shipment or shall have the right to refuse to
                  accept the order.

         C.       Payment of Unearned Cash Discounts
                  DISTRIBUTOR shall reimburse MEDIMMUNE for any cash discounts
                  taken but not earned. MEDIMMUNE will issue a second invoice
                  for the Unearned Cash Discount for which DISTRIBUTOR shall
                  make payment within 10 (ten) days of receipt of invoice.

         D.       Ordering
                  DISTRIBUTOR shall transmit MEDIMMUNE orders either direct via
                  EDI, fax, or phone. All orders submitted by DISTRIBUTOR shall
                  have the purchase order number clearly indicated.

         E.       Inventory

                  1.       DISTRIBUTOR * from MEDIMMUNE according to the terms
                           of Addendum II and the rest of this Agreement.
                           DISTRIBUTOR *. In the event that MEDIMMUNE is unable
                           to fill an order for DISTRIBUTOR, then


*Omitted Information is the subject of a request for confidential treatment
pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 and has been
filed separately with the Securities and Exchange Commission.


                                      -3-

<PAGE>   4

                           * DISTRIBUTOR shall not purchase or attempt
                           to purchase PRODUCT which has*.
                  2.       MEDIMMUNE shall be entitled to reasonably request, at
                           any time, information regarding inventory levels of
                           PRODUCT, *. DISTRIBUTOR shall have the * this
                           information from either computer records or actual
                           physical inventory count. Upon reasonable notice,
                           MEDIMMUNE shall also have the right to inspect
                           DISTRIBUTOR's business records.
                  3.       DISTRIBUTOR shall report its* in accordance
                           with Addendum IV, except for sales information
                           pertaining to *.
                  4.       DISTRIBUTOR shall maintain sufficient inventory of
                           the PRODUCT to promptly and adequately supply the
                           demand of its customers.

         F.       Services/SALES
                  1.       DISTRIBUTOR shall provide sales support for the
                           PRODUCT as well as the order-taking and delivery
                           services necessary to meet reasonable needs of
                           customers for the PRODUCT.
                  2.       DISTRIBUTOR shall provide Marketing and Sales
                           support for the PRODUCT as required in Addendum IV
                           attached to this Agreement and incorporated by
                           reference.
                  3.       DISTRIBUTOR shall sell the PRODUCT * market in the
                           TERRITORY. Unless DISTRIBUTOR has obtained the prior
                           written authorization of MEDIMMUNE, * . DISTRIBUTOR
                           shall not sell the PRODUCT * . DISTRIBUTOR shall not
                           offer PRODUCT * .
                  4.       "* DISTRIBUTION" shall mean supply of the PRODUCT by
                           DISTRIBUTOR in response to * of the PRODUCT in a * to
                           a * or other * (hereinafter


* Omitted Information is the subject of a request for confidential treatment
pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 and has been
filed separately with the Securities and Exchange Commission.


                                      -4-

<PAGE>   5


                           * in exchange for * corresponding to the *
                               a.)  MEDIMMUNE and DISTRIBUTOR shall cooperate
                                    in the sharing of information regarding
                                    * and other information bearing upon each
                                    party's obligations under this Agreement.
                                    However, * shall in no way or manner * for
                                    any failure by * to obtain *.

         G.       Pricing to Customers
                  1.       Pricing of the PRODUCT by DISTRIBUTOR shall be
                           consistent with the terms of Addendum IV.

         H.       * PRICING
                  1.       DISTRIBUTOR * presented by * customers.
                  2.       DISTRIBUTOR shall provide MEDIMMUNE with an
                           accounting of * for * and the * to * at the end of
                           each *.

         I.       Lawful Handling
                  1.       With respect to the PRODUCT, DISTRIBUTOR shall take
                           such precautions as are reasonably necessary to
                           prevent its use, distribution or sale by those who
                           may not lawfully possess, use, handle, distribute or
                           sell the PRODUCT, and DISTRIBUTOR will fully comply
                           with applicable local, state, and federal laws.
                  2.       DISTRIBUTOR shall maintain all federal, state, and
                           local registrations necessary for the lawful
                           handling of the PRODUCT and immediately notify
                           MEDIMMUNE of any denial, revocation or suspension of
                           any such registration or any changes in the PRODUCT.

         J.       Proper Handling and Storage
                  DISTRIBUTOR shall handle and store the PRODUCT in a clean and
                  orderly location and in a manner which will assure that the
                  proper rotation and quality of the PRODUCT is maintained and
                  that PRODUCT is in compliance with all applicable federal,
                  state and local regulations. DISTRIBUTOR shall comply with
                  MEDIMMUNE criteria on storage and shipping the PRODUCT that
                  require special handling as provided in Addendum III attached
                  to this Agreement and incorporated by reference. DISTRIBUTOR
                  shall allow physical inspection of storage facilities at any
                  reasonable time MEDIMMUNE requests upon 10 (ten) business
                  days

* Omitted information is the subject of a request for confidential treatment
pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 and has been
filed separately with the Securities and Exchange Commission.


                                      -5-
<PAGE>   6

                  prior notice from MEDIMMUNE, DISTRIBUTOR shall in no way or
                  manner be permitted to repackage the PRODUCT.

         K.       Substitution
                  DISTRIBUTOR shall fill orders for the PRODUCT, only with the
                  PRODUCT. DISTRIBUTOR shall not substitute any orders for the
                  PRODUCT with products other than the PRODUCT.

         L.       Transfer of Ownership - Change in Address DISTRIBUTOR shall
                  notify MEDIMMUNE of the terms and conditions of any transfer
                  in majority ownership or control, or any change in address,
                  within a reasonable time prior to such action.

III.     RETURNS

         A.       * shall be entitled to return for * from DISTRIBUTOR's
                  inventory that has * the * or PRODUCT that * when *. *. In any
                  and all other cases, MEDIMMUNE will not accept returns from
                  customers of DISTRIBUTOR. * that are a result of returns are
                  the responsibility of *. Furthermore, MEDIMMUNE will not
                  accept merchandise that has been *. All returns require prior
                  approval by MEDIMMUNE. No other returns will be accepted.

         B.       * only will be issued for returns or claims of *. Proper
                  documentation, including certification that * for returns of
                  expired PRODUCT, must accompany every return or claim. * for *
                  will only be issued after MEDIMMUNE has received the * from
                  DISTRIBUTOR. DISTRIBUTOR shall report all claims for returns
                  of PRODUCT shipped by MEDIMMUNE * of the receiving date.
                  Deductions on * will not be permitted.

         C.       The provisions of this section of further subject to those of
                  *.

*Omitted information is the subject of a request for confidential treatment
pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 and has been
filed separately with the Securities and Exchange Commission.

                                      -6-
<PAGE>   7

IV.      GENERAL PROVISIONS

         A.       All orders are subject to acceptance and approval by
                  MEDIMMUNE.

         B.       Neither MEDIMMUNE nor DISTRIBUTOR shall be liable to the
                  other for failing to do as agreed where such failure is the
                  result of a strike or other labor disturbance, fire, flood,
                  earthquake, storm, governmental action, or other reason
                  beyond its control.

         C.       In the event there is a shortage of the PRODUCT, MEDIMMUNE
                  shall have the right to prorate the PRODUCT among its
                  DISTRIBUTORS in such a manner as it, in its sole discretion,
                  deems to be in the public interest.

         D.       MEDIMMUNE reserves the right to fill only as much of a
                  DISTRIBUTOR'S order as MEDIMMUNE, in its sole discretion,
                  determines represents DISTRIBUTOR'S bona fide current
                  requirements for the PRODUCT; and MEDIMMUNE may exercise such
                  right whether or not it has announced a forthcoming price
                  increase for the PRODUCT.

         E.       No business unit, subsidiary, affiliate, division or
                  operation conducted by DISTRIBUTOR other than those listed on
                  Exhibit A shall be bound by the terms and conditions, or
                  entitled to the rights, of this Agreement. Nova Factor shall
                  be liable for any and all breaches or failures, including the
                  failure to render payment for the PRODUCT, committed by the
                  entities listed on Exhibit A.

         F.       This Agreement may be changed or amended only in writing
                  signed by duly authorized representatives of MEDIMMUNE and
                  DISTRIBUTOR, and in the case of MEDIMMUNE, only by an
                  authorized representative from its office in Gaithersburg.
                  All attachments and addenda to this Agreement are hereby
                  incorporated by reference.

         G.       This Agreement, and any rights or obligations hereunder,
                  shall not be assigned by either party without the written
                  consent of the other party, except that either party may
                  otherwise assign its respective rights and transfer its
                  respective duties to any assignee of all or substantially all
                  of its business (or that portion thereof to which this
                  Agreement relates) that is not a subsidiary or division of
                  its parent corporation or in the event of its merger or
                  consolidation or similar transaction with a business entity
                  other than a subsidiary or division of its parent
                  corporation. Either party may assign its respective rights
                  and/or transfer its respective duties to a subsidiary or
                  division of its parent corporation only upon the written
                  permission of the other party which shall not be unreasonably
                  withheld.

                                      -7-

<PAGE>   8

         H.       This Agreement shall terminate automatically on the one year
                  anniversary of the EFFECTIVE DATE. However, this Agreement
                  may be renewed at MEDIMMUNE's sole discretion. During its
                  term, the Agreement may be terminated by either party upon
                  thirty (30) days written notice mailed to the other at the
                  address set forth above or terminated immediately for any
                  breach of the terms and conditions of this agreement.

         I.       During the term of the Agreement, each party may find it
                  necessary to disclose confidential and proprietary
                  information to the other (hereinafter "INFORMATION"). The
                  INFORMATION may include but not be limited to pricing
                  generally, SPECIAL CONTRACT PRICING, price quotations for the
                  PRODUCT by DISTRIBUTOR or MEDIMMUNE, delivery schedules,
                  manufacturing schedules, sales amounts and sales figures.
                  During the term of this Agreement and for 5 (five) years
                  thereafter, irrespective of any termination earlier than the
                  expiration of the term of this Agreement, each party shall
                  maintain the INFORMATION in confidence and shall not reveal
                  the INFORMATION to third parties without the written consent
                  of the disclosing party, except as required by law,
                  regulation, or legal process. These restrictions shall not
                  apply to INFORMATION that:

                           a)       becomes public knowledge without the fault
                                    of the receiving party;
                           b)       is already in the possession of the
                                    receiving party as shown by competent
                                    evidence;
                           c)       is disclosed to the receiving party by a
                                    third party with no obligation to the
                                    disclosing party to maintain its
                                    confidentiality.
                           d)       is independently developed by the receiving
                                    party without reference to the INFORMATION
                                    of the other party.

         J.       This Agreement supersedes all prior contracts, agreements,
                  and understandings between MEDIMMUNE and DISTRIBUTOR with
                  regard to its subject matter.

         K.       This Agreement shall be construed in accordance with, and
                  governed by, the laws of the State of Maryland.

         L.       Unauthorized deductions are in violation of this Agreement
                  and will result in delayed shipments or canceled orders.


                                      -8-
<PAGE>   9


         IN WITNESS WHEREOF, the parties hereto have executed this DISTRIBUTOR
AGREEMENT as of the date set forth above.

MEDIMMUNE                               DISTRIBUTOR


By: /s/ David P. Wright                 By: /s/ Randy Grow
   ---------------------------------       ---------------------------------
    David P. Wright

Title: Executive Vice President,        Title:
       Sales and Marketing

Date:    8/17/99                        Date:    8/13/99
     -------------------------------         -------------------------------


                                      -9-

<PAGE>   10



ATTACHMENTS:

Addendum I:                Returns Policy
Addendum II:               Distributor Price List and Terms
Addendum III:              Storage and Shipping Guidelines
Addendum IV:               Distributor Program Requirements
Addendum V:                Distributor * Requirements

*Omitted information is the subject of a request for confidential treatment
pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 and has been
filed separately with the Securities and Exchange Commission.



                                     -10-
<PAGE>   11


                                   ADDENDUM I

                                 RETURNS POLICY

--------------------------------------------------------------------------------
                MedImmune, Inc. Return Policy and Instructions:
--------------------------------------------------------------------------------

Returnable PRODUCT:

-    * that are * and have been *. (* must be documented.)

-    * from MEDIMMUNE and * is reported * of receipt.

                         No other returns are accepted.

          These procedures must be followed when returning Synagis(R):

         -    Contact MEDIMMUNE Customer Service at 1(877)633-4411 to obtain a
              Return Authorization Form.

         -    COMPLETELY fill out the Return Authorization form, including
              *, courier, pick-up date and signature.

         -    INCLUDE THE RETURN AUTHORIZATION FORM AND * WITH EACH
              RETURN. NO returns will be accepted without the form. Please
              reference the Return Authorization document number on your *.

         -    FOLLOW THE ATTACHED PACKAGING INSTRUCTIONS FOR EACH TYPE OF
              RETURN.

         -    The Wholesaler has agreed to maintain * and * necessary for the *
              of this product. Therefore, *, will not be honored.

         -    If any of the above procedures have not been followed, MedImmune
              will not be held responsible * of merchandise.

         -    RETURN SHIPMENTS WILL ONLY BE RECEIVED BY MEDIMMUNE DURING THE
              HOURS OF 9:00 A.M. TO 5:00 P.M. MONDAY THROUGH FRIDAY, EXCEPT ON
              HOLIDAYS. DO NOT SHIP RETURNS ON FRIDAYS!

      Please contact MedImmune Customer Service at 1(800)527-7130, if you have
any questions. Thank you.

                      MedImmune Fax number: (301) 527-4210

                                       *

                             NO EXCEPTIONS!!!!!!



* Omitted information is the subject of a request for confidential treatment
pursuant to the Rule 24b-2 under the Securities Exchange Act of 1934 and has
been filed separately with the Securities and Exchange Commission.



                                     -11-

<PAGE>   12


                                  ADDENDUM II

                DISTRIBUTOR PRICING (CURRENT AS OF MAY 1, 1999)



SYNAGIS(R) (NDC 60574-4111-1), (palivizumab); 100mg single dose vial *)

         *        *

                  *

                  MEDIMMUNE RESERVES THE RIGHT TO LIMIT ORDER QUANTITIES.








*Omitted information is the subject of a request for confidential treatment
pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 and has been
filed separately with the Securities and Exchange Commission.

                                     -12-
<PAGE>   13



                                  ADDENDUM III

                       STORAGE AND SHIPMENT OF SYNAGIS(R)

-        UPON RECEIPT AND UNTIL RECONSTITUTION FOR USE, SYNAGIS(R) SHOULD BE
         STORED BETWEEN 2(Degree)-8(degree) C(35.6(DEGREE)-46.4(DEGREE)F). DO
         NOT FREEZE.

-        SHIPPING INFORMATION.

<TABLE>
<CAPTION>

         ---------------------- -------------------------------- -------------------------------------
         Order Quantity         November 1-March 31(1) (Winter)  April-October 31(1) (Summer)
         ---------------------- -------------------------------- -------------------------------------
         <S>                    <C>                              <C>
         2-20 vials             2" EPS container                 2" EPS container
                                2 x 24 oz refrigerated Polar     4 x 24 oz refrigerated Polar paks
                                paks                             1 x 24 oz frozen Polar pak drawing
         ---------------------- -------------------------------- -------------------------------------
         21-144 vials           3" EPS container                 3" EPS container
                                8 x 24 oz refrigerated Polar     8 x 24 oz refrigerated Polar paks
                                paks                             4 x 24 oz frozen Polar pak drawing
         ---------------------- -------------------------------- -------------------------------------
</TABLE>

-        BUBBLE WRAP ALL INDIVIDUAL VIALS.
-        FILL EMPTY SPACES INSIDE CARTON WITH PACKING PAPER.
-        PLACE "REFRIGERATE UPON ARRIVAL 2-8(DEGREE)C" STICKER ON OUTSIDE OF
         carton.
-        ALL PRODUCT SHOULD BE SHIPPED 2ND DAY AIR AM DELIVERY. IF THIS SERVICE
         IS UNAVAILABLE SHIP THE PACKAGE NEXT DAY AIR.

--------------------------

(1) Summer and Winter dates were chosen based on average temperatures around the
country.

                                     -13-

<PAGE>   14


                                  ADDENDUM IV

                      DISTRIBUTOR PERFORMANCE REQUIREMENTS

-        DISTRIBUTOR WILL SUBMIT * TO MEDIMMUNE *. DATA MUST BE SUBMITTED AS *
         ACCORDING TO THE FORMAT LISTED *.
-        DISTRIBUTOR WILL * OF USE *.
-        DISTRIBUTOR WILL * FOR *.
-        DISTRIBUTOR * WHOLESALER ACQUISITION COST.
-        DISTRIBUTOR WILL PROVIDE MEDIMMUNE WITH * FOR PURPOSES OF MARKET
         RESEARCH AND MAILINGS ONLY. INFORMATION WILL BE AGREED UPON BY BOTH
         PARTIES AND WILL REMAIN CONFIDENTIAL. HOWEVER, DISTRIBUTOR SHALL NOT
         BE REQUIRED TO PROVIDE * PERTAINING * FOR WHICH DISTRIBUTOR HAS A *.
-        DISTRIBUTOR WILL * DISTRIBUTOR *, NOTIFYING DISTRIBUTOR *.
-        DISTRIBUTOR WILL PROVIDE SUPPORT, WHERE APPROPRIATE, TO MEDIMMUNE *.





*Omitted information is the subject of a request for confidential treatment
pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 and has been
filed separately with the Securities and Exchange Commission.


                                     -14-

<PAGE>   15



ADDENDUM V

DISTRIBUTOR * REQUIREMENTS


-        DISTRIBUTOR * TO * WITH RESPECT TO *.

-        DISTRIBUTOR WILL ATTEMPT TO *, AND TO * PRODUCT TO * THEREUNDER.

-        IN THE EVENT DISTRIBUTOR IS UNABLE TO *, DISTRIBUTOR WILL SEND * PRIOR
         TO ANY *.

*Omitted information is the subject of a request for confidential treatment
pursuant to Rule 24b-2 under the Securities and Exchange Act of 1934 and has
been filed separately with the Securities and Exchange Commission.


                                     -15-

<PAGE>   16


                                   EXHIBIT A
                                   AFFILIATES

Accredo Health, Incorporated
Texas Health Pharmaceutical Resources
Teddy Bear Home Care/Drug Therapies d/b/a Cook Childrens Home Health/Drug
  Therapies
CM Factorcare
LeBonheur Childrens Medical Center, Inc.
Childrens Home Services
DuPont Hospital for Children
Childrens National Medical Center

         Exhibit A may be amended from time to time *.


                                     -16-
<PAGE>   17




                               EXCEL SPREADSHEET
                                   EXHIBIT B

                                       *



*Omitted information is the subject of a request for confidential treatment
pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 and has been
filed separately with the Securities and Exchange Commission.