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Exhibit 99.1

AUDIT COMMITTEE PRE-APPROVAL POLICY

I. STATEMENT OF PRINCIPLES

The Audit Committee (or if no
  Audit Committee has been appointed, the entire Board of Directors performing
  the function of the Audit Committee) is required to pre-approve the audit and
  non-audit services performed by the independent auditor in order to assure that
  the provision of such services do not impair the auditors independence.
  Unless a type of service to be provided by the independent auditor has received
  general pre-approval, it will require specific pre-approval by the Audit Committee.
  Any proposed services exceeding pre-approved cost levels will require specific
  pre-approval by the Audit Committee.

The appendices to this Policy,
  which are for illustrative purposes only, describe the Audit, Audit-related,
  Tax and All Other services that have the general pre-approval of the Audit Committee.
  The term of any general pre-approval is 12 months from the date of pre-approval,
  unless the Audit Committee specifically provides for a different period. The
  Audit Committee will annually review and pre-approve the services that may be
  provided by the independent auditor without obtaining specific pre-approval
  from the Audit Committee. The Audit Committee will revise the list of general
  pre-approved services from time to time, based on subsequent determinations.
  The Audit Committee does not delegate its responsibilities to pre-approve services
  performed by the independent auditor to management.

II.DELEGATION

The Audit Committee may delegate
  pre-approval authority to one or more of its members. The member or members
  to whom such authority is delegated shall report any pre-approval decisions
  to the Audit Committee at its next scheduled meeting.

III. AUDIT SERVICES

The annual Audit services engagement
  terms and fees will be subject to the specific pre-approval of the Audit Committee.
  The Audit Committee will approve, if necessary, any changes in terms, conditions
  and fees resulting from changes in audit scope, Company structure or other matters.

In addition to the annual Audit
  services engagement specifically approved by the Audit Committee, the Audit
  Committee may grant general pre-approval for other Audit services, which are
  those services that only the independent auditor reasonably can provide. The
  Audit Committee has pre-approved the Audit services listed in Appendix A. All
  other Audit services not listed in Appendix A must be specifically pre-approved
  by the Audit Committee.

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IV.AUDIT-RELATED SERVICES

Audit-related services are assurances
  and related services that are reasonably related to the performance of the audit
  or review of the Companys financial statements or that are traditionally
  performed by the independent auditor. The Audit Committee believes that the
  provision of Audit-related services does not impair the independence of the
  auditor, and has pre-approved the Audit-related services listed in Appendix
  B. All other Audit-related services not listed in Appendix B must be specifically
  pre-approved by the Audit Committee.

V. TAX SERVICES

The Audit Committee believes
  that the independent auditor can provide Tax services to the Company such as
  tax compliance, tax planning and tax advice without impairing the auditors
  independence. However, the Audit Committee will not permit the retention of
  the independent auditor in connection with a transaction initially recommended
  by the independent auditor, the purpose of which may be tax avoidance and the
  tax treatment of which may not be supported in the Internal Revenue Code and
  related regulations. The Audit Committee has pre-approved the Tax services listed
  in Appendix C. All Tax services involving large and complex transactions not
  listed in Appendix C must be specifically pre-approved by the Audit Committee.

VI.ALL OTHER SERVICES

The Audit Committee may grant
  general pre-approval to those permissible non-audit service classified as All
  Other services that it believes are routine and recurring services, and would
  not impair the independence of the auditor. The Audit Committee has pre-approved
  the All Other services listed in Appendix D. Permissible All Other services
  not listed in Appendix D must be specifically pre-approved by the Audit Committee.

VII.PRE-APPROVAL FEE LEVELS

Pre-approval fee levels for
  all services to be provided by the independent auditor will be established annually
  by the Audit Committee. Any proposed services exceeding these levels will require
  specific pre-approval by the Audit Committee.

VIII.PROCEDURES

Requests or applications to
  provide services that require specific approval by the Audit Committee will
  be submitted to the Audit Committee by both the independent auditor and the
  Chief Financial Officer, or the person performing such function for the Company,
  and must include a joint statement as to whether, in their view, the request
  or application is consistent with the SECs rules on auditor independence.

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