Pursuant to Section 16(a) of
the Exchange Act, the Companys directors, its executive officers, and any persons who beneficially own more than 10% of the
Companys Common Stock are required to report their initial ownership of Common Stock and subsequent changes in that
ownership to the Securities and Exchange Commission. Specific due dates for those reports have been established, and the Company
is required to disclose in this Proxy Statement any failure to file by those due dates during fiscal 2005. Based upon a review of
such reports furnished to the Company, or written representations that no reports were required, the Company believes that all of
those filing requirements were satisfied with respect to fiscal 2005.