JOINT FILING AGREEMENT

        Exhibit 5
        to SC13-D/A



                             JOINT FILING AGREEMENT

                  In accordance with Rule 13d-1(k)(1)(iii) under the Securities
Exchange Act of 1934, as amended, the persons named below agree to the joint
filing on behalf of each of them a Joint Statement on Schedule 13D, dated the
date hereof. This Joint Filing Agreement shall be included as an Exhibit to such
joint filing. In evidence thereof, each of the undersigned, being duly
authorized, hereby executed this Agreement this 20th day of September, 2002.


                                        OAK HILL SECURITIES FUND, L.P.


                                        By: Oak Hill Securities GenPar, L.P.,
                                            its general partner


                                        By: Oak Hill Securities MGP, Inc.,
                                            its general partner


                                        By:  /s/ Xxxxx X. August
                                            ------------------------------------
                                             Name: Xxxxx X. August
                                             Title: President

                                        OAK HILL SECURITIES GENPAR, L.P.


                                        By: Oak Hill Securities MGP, Inc.,
                                             its general partner


                                        By:  /s/ Xxxxx X. August
                                            ------------------------------------
                                             Name: Xxxxx X. August
                                             Title: President

                                        OAK HILL SECURITIES MGP, INC.


                                        By:  /s/ Xxxxx X. August
                                            ------------------------------------
                                             Name: Xxxxx X. August
                                             Title: President




                                        OAK HILL SECURITIES FUND II, L.P.


                                        By: Oak Hill Securities GenPar II, L.P.,
                                             its general partner


                                        By: Oak Hill Securities MGP II, Inc.,
                                             its general partner


                                        By:  /s/ Xxxxx X. August
                                            ------------------------------------
                                             Name: Xxxxx X. August
                                             Title: President


                                        OAK HILL SECURITIES GENPAR II, L.P.


                                        By: Oak Hill Securities MGP II, Inc.,
                                             its general partner


                                        By:  /s/ Xxxxx X. August
                                            ------------------------------------
                                             Name: Xxxxx X. August
                                             Title: President


                                        OAK HILL SECURITIES MGP II, INC.


                                        By:  /s/ Xxxxx X. August
                                            ------------------------------------
                                             Name: Xxxxx X. August
                                             Title: President


                                        OAK HILL ASSET MANAGEMENT, INC.


                                        By:  /s/ Xxxxx X. August
                                            ------------------------------------
                                             Name: Xxxxx X. August
                                             Title: President




                                        OAK HILL ADVISORS, L.P.

                                        By: Oak Hill Advisors MGP, Inc.,
                                             its general partner


                                        By:  /s/ Xxxxx X. August
                                            ------------------------------------
                                             Name: Xxxxx X. August
                                             Title: President


                                        OAK HILL ADVISORS MGP, INC.


                                        By:  /s/ Xxxxx X. August
                                            ------------------------------------
                                             Name: Xxxxx X. August
                                             Title: President



                                        /s/ Xxxxx x. August
                                        ----------------------------------------
                                        Xxxxx X. August