<PAGE>
FILED PURSUANT TO RULE 424(b)(3)
REGISTRATION NO. 33-54101
SUPPLEMENT, DATED AUGUST 10, 1994 TO PROSPECTUS DATED AUGUST 4, 1994
In addition to the information set forth under "Security Ownership of Certain
Beneficial Owners and Management" as of June 3, 1994 the following entities are
deemed to have beneficial ownership of common stock of the Company as follows.
<TABLE>
<CAPTION>
NUMBER OF SHARES PERCENT OF CLASS PERCENT OF CLASS
NAME AND ADDRESS OF COMMON STOCK PRIOR TO SPECIAL AFTER SPECIAL
OF BENEFICIAL OWNER BENEFICIALLY OWNED WARRANT OFFERING WARRANT OFFERING
------------------- ------------------ ---------------- ----------------
<S> <C> <C> <C>
McKenzie Financial 965,000 12.5% 7.2%
Corporation(1)............
150 Bloor Street West
Suite 805
Toronto, Ontario M5S 3B5
Canada
Goodman & Company Ltd.(2). 750,000 9.8 5.6
40 King Street West
55th Floor
Scotia Plaza
Toronto, Ontario M5S 4A9
Canada
</TABLE>
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(1) McKenzie Financial Corporation ("McKenzie") is deemed to have beneficial
ownership of 965,000 shares of Common Stock by reason of its sole
dispositive power over 965,000 Special Warrants. All of these Special
Warrants are held in portfolios of eight Canadian open end mutual funds to
which McKenzie serves as portfolio manager.
(2) Goodman & Company Ltd. ("Goodman") is deemed to have beneficial ownership
of 750,000 shares of Common Stock by reason of its sole dispositive power
over 750,000 Special Warrants. All of these Special Warrants are held in
portfolios of six Canadian open end mutual funds in the Dynamic group of
funds to which Goodman serves as portfolio manager.
