<PAGE>
March 4, 1997
The list of Selling Stockholders is hereby amended to correct the following
information regarding two stockholders.
<TABLE>
<CAPTION>
BENEFICIAL
BENEFICIAL OWNERSHIP OWNERSHIP
PRIOR TO OFFERING AFTER OFFERING
------------------------------ -----------------
NAME NUMBER PERCENT (1) NUMBER (2)
- ------------------------------------------------------------------ ----------- ----------------- -----------------
<S> <C> <C> <C>
Emanuel & Company (14)............................................ 11,000 * 0
Emery David Jaffe................................................. 8,000 * 0
<CAPTION>
NAME PERCENT (3)
- ------------------------------------------------------------------ -----------------
<S> <C>
Emanuel & Company (14)............................................ 0
Emery David Jaffe................................................. 0
</TABLE>
- ------------------------
* Less than one percent.
(1) Assumes 2,000,000 shares of Common Stock being offered in the Concurrent
Offering are issued and outstanding.
(2) Assumes the sale by such Selling Stockholder of all shares of Common Stock
offered hereby.
(3) Assumes, with respect to any given Selling Stockholder, the conversion
and/or exercise of all securities convertible or exercisable for the Common
Stock being offered hereby and held by such Selling Stockholder; and the
subsequent sale by such Selling Stockholder of such shares of Common Stock
being offered hereby. Each percentage reflected in this column assumes that
with respect to any given Selling Stockholder, only such Selling Stockholder
has converted and or exercised his, her or its securities convertible or
exercisable for shares of Common Stock, and that no other Selling
Stockholder has done so.
(14) These shares of Common Stock are issuable upon the exercise of certain
warrants issued in connection with a 1992 private placement for which
Emanuel & Company acted as broker-dealer.
