Robert H. Whaley

FIDELITY INVESTMENTS ULTRA ACCOUNT:

Nokia Corporation ADR Common Stock — Int/Div

Fidelity Contrafund Mutual Fund — Int/Div

Fidelity Equity Income II Mutual Fund — Int/Div

Fidelity Dividend Growth Mutual Fund — Int/Div

Fidelity Select Technology Mutual Fund — None

Fidelity Select Electronics Mutual Fund — None

Fidelity Select Computers Mutual Fund — None

American Investment Company of America CL A Mutual Fund — Int/Div — Sold

American Investment Company of America CL A Mutual Fund — Int/Div — Sold

Core Cash Account — Int/Div

SMITH BARNEY!

Citibank NA Bank Deposit Program — Interest

AMNEX, Inc. NEW Common Stock — None

Plum Creek Timber Co., Inc. Common Stock — Int/Div

FRANKLIN TEMPLETON:

Templeton Developing Markets Trust Mutual Fund — Int/Div

CHASEMELLON:

Occidental Petroleum Corp. Common Stock — Int/Div

NATIONAL SECURITIES CORPORATION:

Montana Precision Mining Ltd. Common Stock — None

FIDELITY INVESTMENTS:

Fidelity Diversified Insernational — Int/Div — Buy

Fidelity Small Cap Stock — None — Buy

Fidelity Cash Reserves — Interest

Fidelity Contrafund Mutual Fund — Int/Div

Fidelity Magellan Mutual Fund — Int/Div — Sold

Fidelity Low Priced Stock — Int/Div — Buy

Fidelity Blue Chip Growth Mutual Fund — Int/Div — Sold

Fidelity Dividend Growth Mutual Fund — Int/Div

SMITH BARNEY PROFIT SHARING #1 ACCOUNT:

SB Money Funds Govt Port CL A — Int/Div

Amnex, Inc. New Common Stock — None

Benj Franklin Svgs & Ln Assn Common Stock (see VID — None — Sold

Cisco Systems Inc. Common Stock — None

EMC Corp. Common Stock — None

GATX Corporation Common Stock — Int/Div — Sold

Gold Reserve Corporation Common Stock (‘see VII) — None — Sold

intel Corp. Common Stock — Int/Div

McData Corp Class A Common Stock — None — Sold

Microsoft Corp. Common Stock — Int/Div

Pfizer Inc. Common Stock — Int/Div — Sold

Time Wamer Inc. (see VIII) — None

AIM Constellation Fund Class A Mutual Fund — None — Sold

Neuberger Berman Rity Income Fd Inc — Int/Div — Buy

Nuveen Pfd & Conv Income Fd — Int/Div — Buy

Calamos Growth Fund C1 B — None — Buy

Fidelity Advisor Equity Growth Fund Class T — None

MTB Small Cap Growth Fund Cl A (see VIII) — None

Evergreen Growth & Income Fund Class A Mutual Fund — Int/Div — Sold

Russell Multi Manager Principal Protected Fd C1 B — Int/Div — Buy

Smith Bamey Classic Values Fund Class B — Int/Div — Buy

Strips-Tint-US Treasury Bonds (see VIII) — None — Redeemed

SMITH BARNEY PROFIT SHARING #2 ACCOUNT:

SB Money Funds Govt Port Class A — Int/Div

Advanced Remote Communications Solutions Inc Common Stock — None

MPM Technologies, Inc. Common Stock — None

Nuveen Quality Pfd Income Fd 2 Mutual Fund — Int/Div

Fidelity Advisor Equity Growth Fund Class T Mutual Fund — None — Sold

SunAmerica Focused Large-Cap Growth Class B — None — Buy

Van Kampen Equity and Income Fund Class C Mutual Fund — Int/Div

FIDELITY INVESTMENTS IRA:

Fidelity Low Priced Stock — Int/Div — Buy

Fidelity Select Technology Mutual Fund — None

Fidelity Select Develop Communications Mutual Fund — None

Fidelity Select Biotechnology Mutual Fund — None

Fidelity Cash Reserves — Int/Div

Fidelity Select Computers Mutual Fund — Nore

Fidelity Select Electronics Mutual Fund — None

ST. JUD. RETIREMENT (FIDELITY INDEPENDENCE FUND) Mutual Fund — Int/Div

SMITH BARNEY

SB Money Funds Govt Port CL A — Int/Div

Amgen Inc. Common Stock — None

Benj Franklin Svgs & Loan Assn Common Stock — None

Bristol Myers Squibb Co. Common Stock — Int/Div

Cisco Systems Inc. Common Stock — None

Time Wamer Inc. Common Stock — None

Worldcom Ino. Worldcom Group Com Common Stock B : — None

Worldcom Inc. GA New MCI Group Com Common Stock — None

Zimmer Holdings Inc. Common Stock — None

AIM Constellation Fund Class A Mutual Fund — None

Fidelity Advisor Equity Growth Fund Class T Mutual Fund — None — Sold

Putnam New Opportunities Fund Mutual Fund — None — Sold

American Balanced Fund Class C — None — Buy

Calamos Growth Fund Class C — None — Buy

FIDELITY INVESTMENTS:

Fidelity Canada — None — Buy

Fidelity Diversified International — None — Buy

Fidelity Small Cap Stock — None — Buy

Fidelity Asset Manager Growth — Int/Div

Fidelity Contrafund — Int/Div

Magellan — Int/Div — Sold

Fidelity Aggressive Growth — None

Fidelity Select Computers Mutual Fund — None

Fidelity Advisor Growth Oppty Class T Mutual Fund _ y — Int/Div

Oakmark Select Mutual Fund — Int/Div

White Oak Growth Stock Mutual Fund — None

Templeton Foreign Class A Mutual Fund — Int/Div

Vanguard Growth Index Mutual Fund — Int/Div

SMITH BARNEY:

SB Money Funds Cash Portfolio — None — Sold

Aim Equity - Constellation Mutual Fund — None

Fidelity Advisor Growth Opportunities Mutual Fund — Int/Div — Sold

Calamos Growth Fund — None — Buy

VAN KAMPEN:

Enterprise Fund A Mutual Fund — None

Lot & House, Laclede, [D — None

Logue McDonald Corporation, Spokane, WA — None

MassMutual: GP Life at 69 — Int/Div

MassMutual: Whole Life — None

Income — INES BRA TT)

Spouse's income — 2003 — Winston & Cashatt Law Firm, Salary

Spouse's income — 2003 — Winston & Casahtt, Consulting Fee

(Indicate part of Report)

Comments re entries in Section VII

Page 3, line 40: The cost of the Benjamin Franklin Savings & Loan Common Stock is unknown. Records are available only back to 12-31-91. At that

time, the stock was not listed. Years ago, the U.S. Government closed Benjamin Franklin Savings & Loan; and shares were written off. There was an

anticipation of reimbursement to Benjamin Franklin Savings & Loan of assets confiscated the the U.S. Government. Because of this potential

reimbursement, the stock began actively trading again and was characterized on Smith Bamney’s records as "position adjustment/reinstate 10-18-91

deletion” on 3-18-97. Using that value as the cost (J) would yield a gain of A. This is a "best guess.

Page 3, line 44: The cost of the Gold Reserve Corporation Common Stock i is unknown. Records are available only back to 12-31-91. At that time, the

value was J. Using that cost and the value of the sale would yicld a gain of E, but this is-a "best guess."

Page 3, line 49: Name change of stock on 10-16-03 from AOL Time Wamer Inc. to Time Wamer.

Page 4, line 56: Name change of fund on 8-29-03 from Ark Small Cap Equity Portfolio Fd Mutual Fund to MTB Small Cap Growth Fund Cl A.

Page 4, line 61; Strips-Tint-US Treasury Bonds were redeemed, and the proceeds were used to purchase Nuveen Pfd & Conv Income Fd

Page 6, line 91: Name change of stock on 10-16-03 from AOL Time Wamer to Time Wamer.