UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------------------
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Professional Bancorp, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
743112104
(CUSIP Number)
JoAnn M. Strasser, Esq., Brown, Cummins & Brown Co., L.P.A., 3500 Carew Tower,
441 Vine Street, Cincinnati, Ohio 45202 (513) 381-2121
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 28, 1996
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the
following box. [ ]
Check the following box if a fee is being paid with the statement.
[ ] (A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of equity securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership of five percent
or less of such class.) (See Rule 13d-7.)
(Continued on Following Pages)
(Page 1 of 20 Pages)
_____________________________
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities and
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
<PAGE>
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
George E. Fern Co.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [XX] (b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Ohio
NUMBER OF SHARES 7. SOLE VOTING POWER 60,270
BENEFICIALLY OWNED 8. SHARED VOTING POWER 0
BY EACH REPORTING 9. SOLE DISPOSITIVE POWER 60,270
PERSON WITH 10. SHARED DISPOSITIVE POWER 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
153,745 shares of common stock (This number represents the aggregate amount
beneficially owned, for reporting purposes, by the shareholder group filing
this report. George E. Fern Co. beneficially owns 60,270 shares of common
stock and disclaims beneficial ownership of the remaining shares.)*
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.8% (This percentage represents the aggregate amount beneficially owned, for
reporting purposes, by the shareholder group filing this report. George E.
Fern Co. beneficially owns 4.6% and disclaims beneficial ownership of the
remaining shares).*
14. TYPE OF REPORTING PERSON
CO
_________________________
* The filing of this statement shall not be construed as an admission that
George E. Fern Co. is, for the purposes of Section 13(d) or 13(g) of the Act,
the beneficial owner of any of the remaining shares.
<PAGE>
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Martin S. Goldfarb, M.D.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [XX] (b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
PF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
US
NUMBER OF SHARES 7. SOLE VOTING POWER 22,050
BENEFICIALLY OWNED 8. SHARED VOTING POWER 0
BY EACH REPORTING 9. SOLE DISPOSITIVE POWER 22,050
PERSON WITH 10. SHARED DISPOSITIVE POWER 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
153,745 shares of common stock (This number represents the aggregate amount
beneficially owned, for reporting purposes, by the shareholder group filing
this report. Martin S. Goldfarb, M.D. beneficially owns 22,050 shares of
common stock and disclaims beneficial ownership of the remaining shares.)*
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.8% (This percentage represents the aggregate amount beneficially owned, for
reporting purposes, by the shareholder group filing this report. Martin S.
Goldfarb, M.D. beneficially owns 1.7% and disclaims beneficial ownership of
the remaining shares).*
14. TYPE OF REPORTING PERSON
IN
_________________________
* The filing of this statement shall not be construed as an admission that
Martin S. Goldfarb, M.D. is, for the purposes of Section 13(d) or 13(g) of
the Act, the beneficial owner of any of the remaining shares.
<PAGE>
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Mark B. and Pamela G. Kuby
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [XX] (b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
PF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
US
NUMBER OF SHARES 7. SOLE VOTING POWER 0
BENEFICIALLY OWNED 8. SHARED VOTING POWER 26,250
BY EACH REPORTING 9. SOLE DISPOSITIVE POWER 0
PERSON WITH 10. SHARED DISPOSITIVE POWER 26,250
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
153,745 shares of common stock (This number represents the aggregate amount
beneficially owned, for reporting purposes, by the shareholder group filing
this report. Mark B. and Pamela G. Kuby beneficially own 26,250 shares of
common stock and disclaim beneficial ownership of the remaining shares.)*
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.8% (This percentage represents the aggregate amount beneficially owned, for
reporting purposes, by the shareholder group filing this report. Mark B. and
Pamela G. Kuby beneficially own 2.0% and disclaim beneficial ownership of
the remaining shares).*
14. TYPE OF REPORTING PERSON
IN
_________________________
* The filing of this statement shall not be construed as an admission that
Mark B. and Pamela G. Kuby are, for the purposes of Section 13(d) or 13(g) of
the Act, the beneficial owner of any of the remaining shares.
<PAGE>
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Joel S. Moskowitz
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [XX] (b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
PF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
US
NUMBER OF SHARES 7. SOLE VOTING POWER 3,675
BENEFICIALLY OWNED 8. SHARED VOTING POWER 0
BY EACH REPORTING 9. SOLE DISPOSITIVE POWER 3,675
PERSON WITH 10. SHARED DISPOSITIVE POWER 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
153,745 shares of common stock (This number represents the aggregate amount
beneficially owned, for reporting purposes, by the shareholder group filing
this report. Joel S. Moskowitz beneficially owns 3,675 shares of common stock
and disclaims beneficial ownership of the remaining shares.)*
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.8% (This percentage represents the aggregate amount beneficially owned, for
reporting purposes, by the shareholder group filing this report. Joel S.
Moskowitz beneficially owns 0.3% and disclaims beneficial ownership of the
remaining shares).*
14. TYPE OF REPORTING PERSON
IN
_________________________
* The filing of this statement shall not be construed as an admission that
Joel S. Moskowitz is, for the purposes of Section 13(d) or 13(g) of the Act,
the beneficial owner of any of the remaining shares.
<PAGE>
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Ray T. Oyakawa
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [XX] (b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
PF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
US
NUMBER OF SHARES 7. SOLE VOTING POWER 10,000
BENEFICIALLY OWNED 8. SHARED VOTING POWER 0
BY EACH REPORTING 9. SOLE DISPOSITIVE POWER 10,000
PERSON WITH 10. SHARED DISPOSITIVE POWER 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
153,745 shares of common stock (This number represents the aggregate amount
beneficially owned, for reporting purposes, by the shareholder group filing
this report. Ray T. Oyakawa beneficially owns 10,000 shares of common stock
and disclaims beneficial ownership of the remaining shares.)*
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.8% (This percentage represents the aggregate amount beneficially owned, for
reporting purposes, by the shareholder group filing this report. Ray T.
Oyakawa beneficially owns 0.8% and disclaims beneficial ownership of the
remaining shares).*
14. TYPE OF REPORTING PERSON
IN
_________________________
* The filing of this statement shall not be construed as an admission that
Ray T. Oyakawa is, for the purposes of Section 13(d) or 13(g) of the Act, the
beneficial owner of any of the remaining shares.
<PAGE>
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Milton J. Schloss Sr. Trust, Milton J. Schloss Sr., Trustee
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [XX] (b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
PF**
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
US**
NUMBER OF SHARES 7. SOLE VOTING POWER 21,000
BENEFICIALLY OWNED 8. SHARED VOTING POWER 0
BY EACH REPORTING 9. SOLE DISPOSITIVE POWER 21,000
PERSON WITH 10. SHARED DISPOSITIVE POWER 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
153,745 shares of common stock (This number represents the aggregate amount
beneficially owned, for reporting purposes, by the shareholder group filing
this report. Milton J. Schloss Sr. Trust, Milton J. Schloss Sr., Trustee
beneficially owns 21,000 shares of common stock and disclaims beneficial
ownership of the remaining shares.)*
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.8% (This percentage represents the aggregate amount beneficially owned, for
reporting purposes, by the shareholder group filing this report. Milton J.
Schloss Sr. Trust, Milton J. Schloss Sr., Trustee beneficially owns 1.6% and
disclaims beneficial ownership of the remaining shares).*
14. TYPE OF REPORTING PERSON
IN**
_________________________
* The filing of this statement shall not be construed as an admission that
Milton J. Schloss Sr. Trust, Milton J. Schloss, Trustee is, for the purposes
of Section 13(d) or 13(g) of the Act, the beneficial owner of any of the
remaining shares.
** Information relates to Milton J. Schloss, Sr.
<PAGE>
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Delaware Charter Guarantee & Trust, FBO Herbert Weiss IRA
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [XX] (b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
PF**
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
US**
NUMBER OF SHARES 7. SOLE VOTING POWER 10,500
BENEFICIALLY OWNED 8. SHARED VOTING POWER 0
BY EACH REPORTING 9. SOLE DISPOSITIVE POWER 10,500
PERSON WITH 10. SHARED DISPOSITIVE POWER 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
153,745 shares of common stock (This number represents the aggregate amount
beneficially owned, for reporting purposes, by the shareholder group filing
this report. Delaware Charter Guarantee & Trust, FBO Herbert Weiss IRA
beneficially owns 10,500 shares of common stock and disclaims beneficial
ownership of the remaining shares.)*
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.8% (This percentage represents the aggregate amount beneficially owned, for
reporting purposes, by the shareholder group filing this report. Delaware
Charter Guarantee & Trust, FBO Herbert Weiss IRA beneficially owns 0.8% and
disclaims beneficial ownership of the remaining shares).*
14. TYPE OF REPORTING PERSON
IN**
_________________________
* The filing of this statement shall not be construed as an admission that
Delaware Charter Guarantee & Trust, FBO Herbert Weiss IRA is, for the purposes
of Section 13(d) or 13(g) of the Act, the beneficial owner of any of the
remaining shares.
** Information relates to Herbert Weiss.
<PAGE>
SCHEDULE 13D
Additional Information
Item 1 Security and Issuer:
This schedule relates to the common stock of Professional Bancorp, Inc.
(the "Issuer"), whose principal executive offices are located at 606 Broadway,
Santa Monica, California 90401.
Item 2 Identity and Background:
This schedule is being filed on behalf of:
a. Name: George E. Fern Co., an Ohio corporation
b. Business Address: 1100 Gest Street, Cincinnati, Ohio 45203
c. Principal Business: Exposition Contractors
d. No
e. No
a. Name: George J. Budig*
b. Business Address: 1100 Gest Street, Cincinnati, Ohio 45203
c. Principal Business: President of George E. Fern Co.
d. No
e. No
f. Citizenship: United States
a. Name: Otto M. Budig, Jr.*
b. Business Address: 1100 Gest Street, Cincinnati, Ohio 45203
c. Principal Business: Vice President of Parsec, Inc., a
transportation business, located at:
1100 Gest Street, Cincinnati, Ohio 45203
d. No
e. No
f. Citizenship: United States
a. Name: Martin S. Goldfarb, M.D.
b. Business Address: 2080 Century Park East, Suite 1806,
Los Angeles, California 90067
c. Principal Occupation: Doctor of Medicine
d. No
e. No
f. Citizenship: United States
_______________________
* Information regarding George J. Budig and Otto M. Budig, Jr. is provided
pursuant to General Instruction C of Schedule 13D due to their affiliations
with George E. Fern Co.
<PAGE>
a. Name: Mark B. Kuby
b. Business Address: 8014 Plainfield Road, Cincinnati, Ohio 45236
c. Principal Occupation: Physician
d. No
e. No
f. Citizenship: United States
a. Name: Pamela G. Kuby
b. Business Address: 8014 Plainfield Road, Cincinnati, Ohio 45236
c. Principal Occupation: Homemaker
d. No
e. No
f. Citizenship: United States
a. Name: Joel S. Moskowitz
b. Business Address: 4300 Carew Tower, 441 Vine Street,
Cincinnati, Ohio 45202
c. Principal Occupation: Attorney - Moskowitz & Moskowitz,
4300 Carew Tower, 441 Vine Street,
Cincinnati, Ohio 45202
d. No
e. No
f. Citizenship: United States
a. Name: Ray T. Oyakawa, M.D.
b. Business Address: 5670 Wilshire Blvd., #2350
Los Angeles, California 90036
c. Principal Occupation: Physician
d. No
e. No
f. Citizenship: United States
a. Name: Milton J. Schloss (Recordholder: Milton J.
Schloss Sr. Trust)
b. Business Address: 1385 Tennessee Avenue, Cincinnati, Ohio 45229
c. Principal Occupation: Retired
d. No
e. No
f. Citizenship: United States
a. Name: Herbert B. Weiss (Recordholder: Delaware Charter Guarantee
& Trust, FBO Herbert Weiss IRA)
b. Business Address: 1800 Provident Tower, 1 East Fourth Street,
Cincinnati, Ohio 45202
c. Principal Occupation: Attorney - Keating, Muething & Klekamp, 1800
Provident Tower, 1 E. 4th Street, Cincinnati,
Ohio 45202
d. No
e. No
f. Citizenship: United States
<PAGE>
Item 3 Source and Amount of Funds or Other Consideration:
A schedule was filed on May 20, 1996 as a result of the formation of a
group (the "Reporting Persons") as described in Rule 13d-5(b)(1) of the
Exchange Act (the "Act"), under which Rule a group shall be deemed to have
acquired beneficial ownership, for purposes of Section 13(d) of the Act, of
all equity securities of an issuer owned by the group. This amendment is being
filed because Ray T. Oyakawa joined the group. This schedule is not being
filed to report the purchase of securities of the issuer and, therefore, there
is no material information with respect to the source or amount of funds or
other consideration used or to be used in making purchases. The filing of
this schedule shall not be construed as an admission by the Reporting Persons
that any of the Reporting Persons is the beneficial owner of the securities
owned by the other Reporting Persons, and each Reporting person affirmatively
disclaims beneficial ownership of the securities owned by the other
Reporting Persons.
Item 4 Purpose of the Transaction:
The Reporting Persons intend to file a proxy statement and other
soliciting materials to solicit proxies from the shareholders of the Issuer for
the annual meeting of shareholders scheduled for June 19, 1996 for the purpose
of (i) electing a slate of director candidates selected by the Reporting
Persons, which will constitute a majority of the Board of Directors of the
Issuer and (ii) urging the new Board to consider replacing one or more of the
current executive officers of the Issuer.
Item 5 Interest in Securities of the Issuer:
(a) The number and percentage of common stock of the Issuer
beneficially owned by the Reporting Persons is as follows:
<TABLE>
<S> <C> <C>
George E. Fern Co. 60,270 4.6%
Martin S. Goldfarb, M.D. 22,050 1.7%
Mark B. and Pamela G. Kuby 26,250 2.0%
Joel S. Moskowitz 3,675 0.3%
Ray T. Oyakawa 10,000 0.8%
Milton J. Schloss Sr. Trust,
Milton J. Schloss Sr, Trustee 21,000 1.6%
Delaware Charter Guarantee &
Trust, FBO Herbert B. Weiss IRA 10,500 0.8%
Total 153,745 11.8%
</TABLE>
(b) Each Reporting Person has sole power to vote or to direct the
vote, and sole power to dispose or to direct the disposition of such Reporting
Person's respective shares of the Issuer's common stock.
(c) N/A
(d) N/A
(e) N/A
Item 6 Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer:
The Reporting Persons have agreed to form a shareholder committee for
the purposes described in Item 4.
Item 7 Materials to be Filed as Exhibits:
Exhibit 1 - Joint Filing Agreement
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
Statement is true, complete and correct.
Dated: June 6, 1996
GEORGE E. FERN CO.
By: _____________________________________
George J. Budig, President
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
Statement is true, complete and correct.
Dated: June 6, 1996
__________________________________________
Martin S. Goldfarb, M.D.
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
Statement is true, complete and correct.
Dated: June 6, 1996
__________________________________________
Mark B. Kuby
Dated: June 6, 1996
__________________________________________
Pamela G. Kuby
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
Statement is true, complete and correct.
Dated: June 6, 1996
__________________________________________
Joel S. Moskowitz
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
Statement is true, complete and correct.
Dated: June 6, 1996
__________________________________________
Ray T. Oyakawa
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
Statement is true, complete and correct.
Dated: June 6, 1996
MILTON J. SCHLOSS, SR. TRUST
By: _____________________________________
Milton J. Schloss, Sr., Trustee
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
Statement is true, complete and correct.
Dated: June 6, 1996
DELAWARE CHARTER GUARANTEE &
TRUST, FBO Herbert Weiss, IRA
By: _____________________________________
Herbert B. Weiss
<PAGE>
EXHIBIT I
Agreement
The undersigned hereby agree that the Schedule 13(D) to which this is
attached as Exhibit I is filed on behalf of each of them.
This Agreement may be executed in one or more counterparts, each of
which shall be deemed an original, but all of which together shall constitute
one and the same instrument.
GEORGE E. FERN CO.
Dated: June 6, 1996
By: _____________________________________
George J. Budig, President
Dated: June 6, 1996
__________________________________________
Martin S. Goldfarb, M.D.
Dated: June 6, 1996
__________________________________________
Mark B. Kuby
Dated: June 6, 1996
__________________________________________
Pamela G. Kuby
Dated: June 6, 1996
__________________________________________
Joel S. Moskowitz
Dated: June 6, 1996
__________________________________________
Ray T. Oyakawa
Dated: June 6, 1996
MILTON J. SCHLOSS, SR. TRUST
By: _____________________________________
Milton J. Schloss, Sr., Trustee
Dated: June 6, 1996
DELAWARE CHARTER GUARANTEE &
TRUST, FBO Herbert Weiss, IRA
By: _____________________________________
Herbert B. Weiss
