EXHIBIT D
JOINT FILING AGREEMENT
Each of the undersigned hereby agrees and consents that the Statement on
Schedule 13D filed herewith (the "Schedule 13D") by William R. Dunavant
("Dunavant") is filed on behalf of each of them pursuant to the authorization of
the undersigned to Dunavant to make such filing and that such Schedule 13D is
filed jointly on behalf of each of them, pursuant to Sections 13(d) and 13(g) of
the U.S. Securities Exchange Act of 1934, as amended, and the rules promulgated
thereunder. Each of the undersigned hereby agrees that such Schedule 13D is, and
any further amendments to the Schedule 13D will be, filed on behalf of each of
the undersigned. Each of the persons is not responsible for the completeness or
accuracy of the information concerning the other persons making this filing
unless such person knows or has reason to believe that such information is
inaccurate. This agreement may be signed in counterparts.
This agreement is effective this 5th day of December 2000.
/s/
________________________
William R. Dunavant
/s/
________________________
Lucille H. Dunavant
RICHARD E. BRODSKY, P.A.
/s/
By:_____________________
President
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