Bank Borrowings

In March 1999, the Company entered into a line of 
credit agreement with a commercial bank which provides for 
a $25.0 million unsecured revolving line of credit for 
general working capital purposes.  As of March 31, 2000, no 
amounts were outstanding under the line of credit; however, 
borrowing capacity was reduced by $3.8 million of letters 
of credit.

The line of credit agreement required the Company to comply 
with certain financial covenants.  The Company was not in 
compliance with all of the covenants contained in the line 
of credit agreement as of March 31, 2000.  However, the 
Company has previously received a waiver through April 30, 
2000.  On May 15, 2000, the Company entered into a 
modification of the line of credit agreement which, among 
other things, increased the line of credit TO $28.6 
million, removed any financial covenants and cured any 
financial covenant defaults.  The modification is effective
as of March 30, 2000.  The modified line of credit is 
guaranteed by both the Company's Chief Executive Officer
("CEO") and an entity controlled by him, and the guaranty 
by the entity is secured by certain of its assets.  The 
modified line of credit bears interest at LIBOR plus 1.75%,
includes a 0.2% unused line of credit fee, requires monthly
payments of interest, and expires on May 31, 2001. 
Draw downs under the modified line of credit are subject to
the Company providing certain items such as an opinion of 
counsel relating to the pledged collateral. The Company 
currently has $7.4 million of letters of credit under the 
line of credit. The CEO's guarantee of this line is 
effective during the entire term of the loan.  The CEO does
not receive any compensation from providing that guarantee 
and collateral.

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