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To: dreamer who wrote (5909)	6/9/1999 7:43:00 AM
From: DIY Investor	Respond to of 7039

BOD is one person at this time. Here is pertinent information from the last 10K. The following table sets forth all current directors and executive officers of the Company, as well as their ages, as of the date of the filing of this report: Name Age Position Roger F. Tompkins 54 Director, President, CEO, CFO and Treasurer Profiles of Directors and Executive Officers: Roger F. Tompkins first served as a director of the Company from September 18, 1995, through December 30, 1996. From November, 1985, through January, 1996, Mr. Tompkins was a director and the sole executive officer of Power Capital Corporation, a consulting firm which, through a wholly owned subsidiary, Concepts Associates, Inc., specialized in mergers, acquisitions, corporate finance and public relations. Power Capital is publicly held, and acquired in January of 1996 a business in China which is developing a Sheraton Hotel and adjoining commercial complex in the Beijing metropolitan area. Mr. Tompkins resigned as an officer and as a director of this entity after the acquisition. Since August, 1980, Mr. Tompkins has been a director and an executive officer of Concepts Associates, which, until January of 1996, was a wholly owned subsidiary of Power Capital. Mr. Tompkins purchased Concepts Associates from Power Capital in January, 1996, and is now conducting the previous business of Power Capital through Concepts Associates. During 1961 and 1962, Mr. Tompkins attended Farleigh Dickenson University but did not receive a degree.

To: dreamer who wrote (5909)	6/9/1999 8:40:00 AM
From: Ga Bard	Respond to of 7039

The BOD is Roger F. Tompkins at the moment. I do not know what he will do about the warrants. :-) GB

To: dreamer who wrote (5909)	6/9/1999 8:48:00 AM
From: DIY Investor	Respond to of 7039

Warrant information from 10K Here is some information from the company's 10K which provides valuable information regarding the warrants. My understanding is that the BOD cannot raise the strike price of the warrants. It can only reduce the strike price. The information regarding warrant redemption is also quite clear in the information provided in the 10K. I don't hold warrants, only a small amount of common. Series A Warrants : In connection with the secondary offering concluded August 16, 1996, the Company authorized the issuance of up to 5,205,650 Series A Warrants (including 405,000 Series A Warrants that may be issued upon exercise of the Underwriters' over allotment option, 270,000 Warrants which are issuable pursuant to the Underwriters Warrants and 652,050 Warrants together with an equivalent number of shares of common stock for issuance upon the conversion of the Series A preferred stock) and has reserved an equivalent number of shares of common stock for issuance upon exercise of the Series A warrants actually issued. Each warrant will entitle the holder to purchase one share of common stock at a price of $.50 per share. The warrants are currently exercisable and are separately traded until August 14, 2001, unless earlier redeemed. The Series A warrants are redeemable by the Company at $.05 per warrant, upon 30 days' notice, at any time after February 14, 1997, if the closing bid price per share of the common stock for ten consecutive trading days' prior to the date of notice of redemption is given equals or exceeds $2.50 per share. In the event the Company gives notice of its intention to redeem, a holder would be forced either to exercise their Series A warrant within 30 days after the date of notice or accept the redemption price. The exercise price of the Series A warrants may be reduced at any time and from time to time at the discretion of the Board of Directors when it appears to be in the best interests of the Company to do so. Any such reduction would impair the value to holders exercising their warrants prior to the effective date of the reduction. The following is a summary of activity involving Series A Warrants: Warrants outstanding at December 31, 1996 2,700,000 Warrants issued to officers for services 2,080,850 Warrants exercised - Warrants outstanding at December 31, 1997 4,780,850 Warrants issued for services 5,633,656 Warrants exercised (449,306) Warrants outstanding at December 31, 1998 9,965,200 As of December 31, 1998, the Company had issued Series A Warrants in excess of the amount authorized. Effective February 5, 1999, the Board of Directors increased the number of Series A Warrants authorized to 10,000,000.