AUTOFUND SERVICING INC
8-A12B, EX-99.4, 2000-10-13
MISCELLANEOUS BUSINESS CREDIT INSTITUTION
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                            ACCEPTANCE OF APPOINTMENT







I, R. D. Fritzler,  having been appointed a director of Sphinx Industries,  Inc.
(the Corporation) do hereby accept said position and all  responsibilities  that
accompany the position.















Dated as of March 10, 1997





                           Original signature on file
                           --------------------------
                                    Director




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