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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___1___)*
Federal Trust Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
314012105
(CUSIP Number)
John W. Waechter
William R. Hough & Co. 100 Second St. South, Suite 800
St. Petersburg, FL 33701(727) 895-8846
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
November 25, 2003
(Date of Event which Requires Filing of this Statement)
CUSIP No. _____314012105__________
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
William R. Hough & Co.
(59-2246010)
2. Check the Appropriate Box if a Member of a Group
(See Instructions)
(a)
__________________________________________________________
(b)
__________________________________________________________
3. SEC Use Only
.........................................
4. Source of Funds (See Instructions)
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e)
6. Citizenship or Place of Organization Incorporated in
Florida
7. Sole Voting Power 0
8. Shared Voting Power 147,641
9. Sole Dispositive Power 0
10.Shared Dispositive Power 147,641
11.Aggregate Amount Beneficially Owned by Each Reporting Person
197,170
12. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)............................
13.Percent of Class Represented by Amount in Row (9)
2.999%
14. Type of Reporting Person (See Instructions)
CO, BD
INSTRUCTIONS FOR SCHEDULE 13D
Instructions for Cover Page
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___1___)*
Federal Trust Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
314012105
(CUSIP Number)
John W. Waechter
WRH Mortgage, Inc. 100 Second St. South, Suite 900
St. Petersburg, FL 33701(727) 895-8846
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
November 25, 2003
(Date of Event which Requires Filing of this Statement)
CUSIP No. 314012105
2.Names of Reporting Persons.
WRH Mortgage, Inc.
I.R.S. Identification Nos. of above persons (entities only).
59-3084172
2.Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
3 SEC Use Only
4. Source of Funds (See Instructions) PF
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e)
8. Citizenship or Place of Organization Incorporated in
Florida
9. Sole Voting Power 147,641
8. Shared Voting Power 147,641
9. Sole Dispositive Power 147,641
11. Shared Dispositive Power 147,641
11. Aggregate Amount Beneficially Owned by Each Reporting Person
197,170
12. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)
13. Percent of Class Represented by Amount in Row (9)
2.999%
14. Type of Reporting Person (See Instructions)
CO
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___1___)*
Federal Trust Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
314012105
(CUSIP Number)
William R. Hough
One Beach Drive S.E. #1002
St. Petersburg, FL 33701 (727) 896-1458
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
November 25, 2003
(Date of Event which Requires Filing of this Statement)
CUSIP No. 314012105
3. Names of Reporting Persons.
William R. Hough
I.R.S. Identification Nos. of above persons (entities only).
(265-30-7568)
4. Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
5. SEC Use Only
4. Source of Funds (See Instructions) PF
5. Check if Disclosure of Legal Proceedings Is Required Pursuant
to Items 2(d) or 2(e)
10. Citizenship or Place of Organization U.S.
11. Sole Voting Power 49529
8. Shared Voting Power 147,641
9. Sole Dispositive Power 49529
12. Shared Dispositive Power 147,641
11. Aggregate Amount Beneficially Owned by Each Reporting Person
197,170
12. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)............................
13. Percent of Class Represented by Amount in Row (9)
2.999%
14. Type of Reporting Person (See Instructions)
IN
(l)Names and I.R.S. Identification Numbers of Reporting Persons
Furnish the full legal name of each person for whom the report is
filed,i.e.,
each person required to sign the schedule itself, including each member
of a
group. Do not include the name of a person required to be identified in
the report but who is not a reporting person. Reporting persons that are
entities are also requested to furnish their I.R.S. identification
numbers, although disclosure of such numbers is voluntary, not mandatory
(see "SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G" below).
(2)If any of the shares beneficially owned by a reporting person are
held
as a member of a group and that membership is expressly affirmed, please
check row 2(a). If the reporting person disclaims membership in a group
or
describes a relationship with other persons but does not affirm the
existence of a group, please check row 2(b) [unless it is a joint filing
pursuant to Rule 13d1(k)(1) in which case it may not be necessary to
check
row 2(b)].
(3)The third row is for SEC internal use; please leave blank.
(4)Citizenship or Place of Organization, Furnish citizenship if the
named
reporting person is a natural person. Otherwise, furnish place of
organization.
(5)-(9), (11)Aggregate Amount Beneficially Owned By Each Reporting
Person,
Etc. Rows (5) through (9) inclusive, and (11) are to be completed in
accordance with the provisions of Item 4 of Schedule 13G. All percentages
are to be rounded off to the nearest tenth (one place after decimal
point).
(10)Check if the aggregate amount reported as beneficially owned in row
(9) does not include shares as to which beneficial ownership is
disclaimed
pursuant to Rule 13d-4 (17 CFR 240.13d-4] under the Securities Exchange
Act of 1934.
(12)Type of Reporting Person Please classify each "reporting person"
according to the following breakdown (see Item 3 of Schedule 13G) and
place the appropriate symbol on the form:
CategorySymbol
Broker Dealer BD
Bank BK
Insurance Company IC
Investment Company IV
Investment Adviser IA
Employee Benefit Plan, Pension Fund, or Endowment Fund EP
Parent Holding Company/Control Person HC
Savings Association SA
Church Plan CP
Corporation CO
Partnership PN
Individual IN
Other OO
Notes:Attach as many copies of the second part of the cover page as
are
needed, one reporting person per page.
Filing persons may, in order to avoid unnecessary duplication,
answer
items on the schedules (Schedule 13D, 13G or 14D1) by appropriate
cross
references to an item or items on the cover page(s). This approach
may
only be used where the cover page item or items provide all the
disclosure
required by the schedule item. Moreover, such a use of a cover page
item
will result in the item becoming a part of the schedule and accordingly
being considered as "filed" for purposes of Section 18 of the Securities
Exchange Act or otherwise subject to the liabilities of that section of
the Act.
Reporting persons may comply with their cover page filing requirements by
filing either completed copies of the blank forms available from the
Commission, printed or typed facsimiles, or computer printed facsimiles,
provided the documents filed have identical formats to the forms
prescribed in the Commission's regulations and meet existing Securities
Exchange Act rules as to such matters as clarity and size (Securities
Exchange Act Rule 12b-12).
SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G
Under Sections 13(d), 13(g), and 23 of the Securities Exchange Act of 1934
and the rules and regulations thereunder, the Commission is authorized to
solicit the information required to be supplied by this schedule by certain
security holders of certain issuers.
Disclosure of the information specified in this schedule is mandatory,
except
for I.R.S. identification numbers, disclosure of which is voluntary. The
information will be used for the primary purpose of determining and
disclosing
the holdings of certain beneficial owners of certain equity securities.
This
statement will be made a matter of public record. Therefore, any i
nformation
given will be available for inspection by any member of the public.
Because of the public nature of the information, the Commission can use
it for
a variety of purposes, including referral to other governmental
authorities or
securities self-regulatory organizations for investigatory purposes or in
connection with litigation involving the Federal securities laws or other
civil,
criminal or regulatory statutes or provisions. I.R.S. identification
numbers,
if furnished, will assist the Commission in identifying security holders
and,
therefore, in promptly processing statements of beneficial ownership of
securities.
Failure to disclose the information requested by this schedule, except
for
I.R.S. identification numbers, may result in civil or criminal action
against
the persons involved for violation of the Federal securities laws and
rules
promulgated thereunder.
GENERAL INSTRUCTIONS
A.Statements filed pursuant to Rule 13d-1(b) containing the
information
required by this schedule shall be filed not later than February 14
following the calendar year covered by the statement or within the time
specified in Rules 13d-1(b)(2) and 13d2(c). Statements filed pursuant to
Rule 13d-1(c) shall be filed within the time specified in Rules 13d-1(c),
13d-2(b) and 13d-2(d). Statements filed pursuant to Rule 13d-1(d) shall
be filed not later than February 14 following the calendar year covered
by the statement pursuant to Rules 13d-1(d) and 13d-2(b).
B.Information contained in a form which is required to be filed by rules
under section 13(f) (15 U.S.C. 78m(f)) for the same calendar year as that
covered by a statement on this schedule may be incorporated by reference
in response to any of the items of this schedule. If such information is
incorporated by reference in this schedule, copies of the relevant pages
of such form shall be filed as an exhibit to this schedule.
C.The item numbers and captions of the items shall be included but the
text of the items is to be omitted. The answers to the items shall be so
prepared as to indicate clearly the coverage of the items without
referring to the text of the items. Answer every item. If an item is
inapplicable or the answer is in the negative, so state.
Item 1. Security and Issuer
Common Stock
Federal Trust Corporation
312 W. First Street
Sanford, Fl 32771
Item 2.
(a)Name William R. Hough & Co.
(b)Residence or Business Address or, if none, Residence
100 Second Ave. South, Suite 800
St. Petersburg, FL 33701
C Present principal occupation or employment and the name,
principal business and address of any corporation or other organization
in which such employment is conducted:
Registered Broker/Dealer
D. Whether or not, during the last five years, such person has been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) and, if so, give the dates, nature of conviction,
name and location of court, and penalty imposed, or other disposition
of the case; NO
(e) Whether or not, during the last five years, such person was a
party
to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was or is subject to a
judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state
securities laws or finding any violation with respect to such laws; and,
if so, identify and describe such proceedings and summarize the terms of
such judgment, decree or final order; and
William R. Hough & Co. and sixteen other major brokerage firms entered
into an agreement with various agencies of the United States Government
to
settle an ongoing, industry-wide investigation into a practice known as
yield burning on April 6, 2000. The investigation by the Securities
and
Exchange Commission (SEC), Internal Revenue Service (IRS) and the
Department of Justice (DOJ) included broker/dealers which played a
significant role in underwriting municipal bonds between 1990 and 1994.
Four firms had settled earlier, five firms settled in August, 2000 and
four additional firms settled in November, 2000. Under the terms of this
settlement, William R. Hough & Co. agreed to pay $3.26 million in
connection with transactions which occurred six to ten years ago.
William R. Hough & Co. neither admitted nor denied various charges
asserted by the SEC in its order.
With respect to an advance refunding transaction in Collier County, our
firm, as a co-manager along with Raymond James & Associates, Inc., had an
action filed against it by the Clerk of Collier County in March, 1999.
The claims against this firm relate to a certificate it signed opining as
to the market price of escrow securities supplied by another dealer. Our
firm filed a motion to dismiss the action. William R. Hough & Co.
continues to serve as Financial Advisor to Collier County. Other industry
participants were named as defendants in a similar federal class action.
In May 2001, to avoid the costs of litigation, the following firms entered
into a settlement of the federal and state court class actions that has
been approved by the U. S. District Court for the Middle District of
Florida: A. G. Edwards & Sons, Inc., Credit Suisse First Boston Corp.,
Dain Rauscher, Inc., Dean Witter Reynolds, Inc., Deutsche Banc Alex.
Brown, Inc. as successor to BT Alex.Brown, Inc., Donaldson, Lufkin &
Jenrette Securities, Corp., Everen Securities, Inc., First Union Corp. as
successor to Corestates Financial Corp., Goldman, Sachs Group, Inc., J.C.
Bradford & Co., Lazard Freres & Co., Lehman Brothers, Merrill Lynch & Co.,
Morgan Stanley & Co., Prudential Securities, Inc., Raymond James &
Associates, Inc., Salomon Smith Barney, Southwest Securities, Inc.,
Stephens, Inc., Stifel Nicholaus & Co., UBS PaineWebber, Inc., Warburg
Dillon Reed, Wheat First Securities, Inc., and William R. Hough & Co.
(f) Citizenship - US Citizen
Item 3.Source and Amount of Funds or Other Consideration
State the source and the amount of funds or other consideration used or
to be used in making the purchases, and if any part of the purchase price
is or will be represented by funds or other consideration borrowed or
otherwise obtained for the purpose of acquiring, holding, trading or
voting the securities, a description of the transaction and the names of
the parties thereto. Where material, such information should also be
provided with respect to prior acquisitions not previously reported
pursuant to this regulation. If the source of all or any part of the
funds is a loan made in the ordinary course of business by a bank, as
defined in
Section 3(a)(6) of the Act, the name of the bank shall not be made
available to the public if the person at the time of filing the statement
so requests in writing and files such request, naming such bank, with the
Secretary of the Commission. If the securities were acquired other than by
purchase, describe the method of acquisition.
The source of funds used in making the purchases of common stock reference
herein were from the capital of WRH Mortgage, Inc. and the personal funds
of William R. Hough.
Item 4.Purpose of Transaction
State the purpose or purposes of the acquisition of securities of the
issuer. Describe any plans or proposals which the reporting persons may
have which relate to or would result in:
The purpose of the transactions was to acquire shares for investment
purposes. The reporting person has no plans or proposals which relate to
or would result in the following:
(a)The acquisition by any person of additional securities of the issuer,
or the disposition of securities of the issuer;
(b)An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the issuer or any of its
subsidiaries;
(c)A sale or transfer of a material amount of assets of the issuer or any
of its subsidiaries;
(d)Any change in the present board of directors or management of the
issuer, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the board;
(e)Any material change in the present capitalization or dividend policy
of the issuer;
(f)Any other material change in the issuer's business or corporate
structure including but not limited to, if the issuer is a registered
closed-end investment company, any plans or proposals to make any changes
in its investment policy for which a vote is required by section 13 of the
Investment Company Act of 1940;
(g)Changes in the issuer's charter, bylaws or instruments corresponding
thereto or other actions which may impede the acquisition of control of
the issuer by any person;
(h)Causing a class of securities of the issuer to be delisted from a
national securities exchange or to cease to be authorized to be quoted in
an inter-dealer quotation system of a registered national securities
association;
(i)A class of equity securities of the issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act; or
(j)Any action similar to any of those enumerated above.
Item 5.Interest in Securities of the Issuer
a. State the aggregate number and percentage of the class of securities
identified pursuant to Item 1 (which may be based on the number of
securities outstanding as contained in the most recently available filing
with the Commission by the issuer unless the filing person has reason to
believe such information is not current) beneficially owned (identifying
those shares which there is a right to acquire) by each person named in
Item 2. The above mentioned information should also be furnished with
respect to persons who, together with any of the persons named in Item 2,
comprise a group within the meaning of Section 13(d)(3) of the Act;
The reporting persons beneficially own 197,170 shares (2.999%) of the
common stock of the issuer, which represents, 147,641 shares owned by WRH
Mortgage, Inc., and 49,529 shares owned by William R. Hough.
b. For each person named in response to paragraph (a),
indicate the number of shares as to which there is sole power to vote or
to direct the vote, shared power to vote or to direct the vote, sole power
to dispose or to direct the disposition, or shared power to dispose or to
direct the disposition. Provide the applicable information required by
Item 2 with respect to each person with whom the power to vote or to
direct the vote or to dispose or direct the disposition is shared;
William R. Hough has the shared power to vote or to direct the vote and
shared power to dispose or to direct the disposition of 147,641 shares
owned by WRH Mortgage, Inc. and has the sole power to vote or to direct
the vote and sole power to dispose or to direct the disposition of 49529
shares owned by William R. Hough, individually.
(c)Describe any transactions in the class of securities reported on that
were effected during the past sixty days or since the most recent filing
of Schedule 13D (240.13d-191), whichever is less, by the persons named in
response to paragraph (a).
Instruction. The description of a transaction required by Item 5(c) shall
include, but not necessarily be limited to: (1) the identity of the person
covered by Item 5(c) who effected the transaction; (2) the date of the
transaction; (3) the amount of securities involved; (4) the price per
share or unit; and (5) where and how the transaction was effected.
11/17/2003 sale of 200 shares by William R. Hough & Co. at $7.98/share
11/18/2003 sale of 500 shares by William R. Hough & Co. at $7.98/share
11/24/2003 sale of 1200 shares by William R. Hough & Co. at $7.87/share
11/25/2003 sale of 291,000 shares by William R. Hough & Co. at $7.83/share
11/25/2003 sale of 100 shares by William R. Hough & Co. at $7.87/share
11/25/2003 sale of 100,000 shares by WRH Mortgage, Inc. at $7.83/share
11/26/2003 sale of 520 shares by William R. Hough & Co. at $7.90/share
d. If any other person is known to have the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the sale of,
such securities, a statement to that effect should be included in response
to this item and, if such interest relates to more than five percent of
the class, such person should be identified. A listing of the shareholders
of an investment company registered under the Investment Company Act of
1940 or the beneficiaries of an employee benefit plan, pension fund or
endowment fund is not required.
e. If applicable, state the date on which the reporting person ceased to
be the beneficial owner of more than five percent of the class of
securities.
Instruction. For computations regarding securities which represent a right
to acquire an underlying security, see Rule 13d-3(d)(1) and the note
thereto. November 25, 2003
Item 6.Contracts, Arrangements, Understandings or Relationships with
Respect
to Securities of the IssuerDescribe any contracts, arrangements,
understandings
or relationships (legal or otherwise) among the persons named in Item 2
and
between such persons and any person with respect to any securities of the
issuer, including but not limited to transfer or voting of any of the
securities, finder's fees, joint ventures, loan or option arrangements,
puts
or calls, guarantees of profits, division of profits or loss, or the
giving or
withholding of proxies, naming the persons with whom such contracts,
arrangements,
understandings or relationships have been entered into. Include such
information
for any of the securities that are pledged or otherwise subject to a
contingency
the occurrence of which would give another person voting power or
investment power
over such securities except that disclosure of standard default and
similar
provisions contained in loan agreements need not be included. NONE
Item 7. Material to Be Filed as Exhibits
The following shall be filed as exhibits: copies of written agreements
relating to the filing of joint acquisition statements as required by
240.13d-1(k) and copies of all written agreements, contracts,
arrangements, understandings, plans or proposals relating to: (1) the
borrowing of funds to finance the acquisition as disclosed in Item 3;
(2) the acquisition of issuer control, liquidation, sale of assets,
merger,
or change in business or corporate structure or any other matter as
disclosed
in Item 4; and (3) the transfer or voting of the securities, finder's
fees, joint ventures, options, puts, calls, guarantees of loans,
guarantees against loss or of profit, or the giving or withholding of any
proxy as disclosed in Item 6.
Exhibit A Joint Filing Agreement
Signature
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true,
complete and correct.
Date
December 1, 2003
Signature
William R. Hough
Name/Title
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative (other than
an executive officer or general partner of the filing person), evidence of
the representative's authority to sign on behalf of such person shall be
filed with the statement: provided, however, that a power of attorney for
this purpose which is already on file with the Commission may be
incorporated by reference.
The name and any title of each person who signs the statement shall be
typed
or printed beneath his signature.
Attention: Intentional misstatements or omissions of fact
constitute Federal criminal violations (See 18 U.S.C. 1001)
Item 7. Material to Be Filed as Exhibits
The following shall be filed as exhibits: copies of written agreements
relating to the filing of joint acquisition statements as required by
240.13d-1(k) and copies of all written agreements, contracts,
arrangements, understandings, plans or proposals relating to: (1) the
borrowing of funds to finance the acquisition as disclosed in Item 3; (2)
the acquisition of issuer control, liquidation, sale of assets, merger, or
change in business or corporate structure or any other matter as disclosed
in Item 4; and (3) the transfer or voting of the securities, finder's
fees, joint ventures, options, puts, calls, guarantees of loans,
guarantees against loss or of profit, or the giving or withholding of any
proxy as disclosed in Item 6.
Exhibit A Joint Filing Agreement
Signature
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true,
complete and correct.
December 1, 2003
Date
Signature
John W. Waechter,
Executive Vice President
Name/Title
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the statement
is signed on behalf of a person by his authorized representative (other
than an executive officer or general partner of the filing person),
evidence of the representative's authority to sign on behalf of such person
shall be filed with the statement: provided, however, that a power of
attorney for this purpose which is already on file with the Commission may
be incorporated by reference. The name and any title of each person who
signs
the statement shall be typed or printed beneath his signature.
Attention: Intentional misstatements or omissions of fact
constitute Federal criminal violations (See 18 U.S.C. 1001)
Item 7. Material to Be Filed as Exhibits
The following shall be filed as exhibits: copies of written agreements
relating to the filing of joint acquisition statements as required by
240.13d-1(k) and copies of all written agreements, contracts,
arrangements, understandings, plans or proposals relating to: (1) the
borrowing of funds to finance the acquisition as disclosed in Item 3; (2)
the acquisition of issuer control, liquidation, sale of assets, merger, or
change in business or corporate structure or any other matter as disclosed
in Item 4; and (3) the transfer or voting of the securities, finder's
fees, joint ventures, options, puts, calls, guarantees of loans,
guarantees against loss or of profit, or the giving or withholding of any
proxy as disclosed in Item 6.
Exhibit A Joint Filing Agreement
Signature
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true,
complete and correct.
December 1, 2003
Date
Signature
John W. Waechter,
Treasurer
Name/Title
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the statement
is signed on behalf of a person by his authorized representative (other
than an executive officer or general partner of the filing person),
evidence of the representative's authority to sign on behalf of such person
shall be filed with the statement: provided, however, that a power of
attorney
for this purpose which is already on file with the Commission may be
incorporated by reference.
The name and any title of each person who signs the statement shall be
typed or
printed beneath his signature.
Joint Filing Agreement
The undersigned hereby agree that this Amended Schedule 13D, dated as of
December 1, 2003 (the Schedule 13D), with respect to the Sale of Shares of
Federal Trust Corporation is, and any future amendments thereto shall be,
filed
on behalf of each of us pursuant to and in accordance with the provisions
of
Rule 13d-1 (k) (1) under the Securities and Exchange Act of 1934, as amended,
and that this Agreement shall be included as an Exhibit to this amended
Schedule
13D and each such future amendment. Each of the undersigned agrees to be
responsible for the timely filing of this amended Schedule 13D and any
future
amendments thereto, and for the completeness and accuracy of the
information
concerning itself contained therein. This agreement may be executed in
any
number of counterparts, all of which when taken together shall constitute
one and the same instrument.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as
of this 26th day of November 2003.
William R. Hough & Co.
John W. Waechter
Executive Vice President
IN WITNESS WHEREOF, the undersigned have executed this Agreement as
of this 26th day of November 2003.
WRH Mortgage, Inc.
John W. Waechter
Treasurer
IN WITNESS WHEREOF, the undersigned have executed this Agreement as
of this 26th day of November 2003.
William R. Hough