AGREEMENT RE JOINT FILING OF SCHEDULE 13D ------------

 
                                                                       EXHIBIT D

                          AGREEMENT RE JOINT FILING OF
                                  SCHEDULE 13D
                                  ------------


The undersigned hereby agrees as follows:

     (i)  Each of them is individually eligible to use the Schedule 13D to which
this Exhibit is attached, and such Schedule 13D is filed on behalf of each of
them; and

     (ii) Each of them is responsible for the timely filing of such Schedule
13D and any amendments thereto, and for the completeness and accuracy of the
information concerning such person contained therein; but none of them is
responsible for the completeness or accuracy of the information concerning the
other persons making the filing, unless such person knows or has reason to
believe that such information is inaccurate.

Dated:  October 9, 1998
 
 
                                      XXXXX'X DOCK, L.L.C.


                                      By: /s/ Xxxxx X. Xxxxx III
                                             ----------------------
                                      Print Name: Xxxxx X. Xxxxx III
                                      Its:  Managing Director


                                      INVERNESS/PHOENIX PARTNERS LP

                                          By:  Inverness/Phoenix Capital LLC,
                                          Its: General Partner

                                          By:  Inverness Management Fund I LLC
                                          Its: Managing Member

                                          By:  WMD LLC
                                          Its: General Partner

                                          By: /s/ X. XxXxxx Dunwoody         
                                              ----------------------
                                          Print Name: X. XxXxxx Dunwoody
                                          Its: Managing Member

 
                                      EXECUTIVE CAPITAL PARTNERS I LP

                                          By:  Inverness/Phoenix Capital LLC,
                                          Its: General Partner

                                          By:  Inverness Management Fund I LLC
                                          Its: Managing Member

                                           By:  WMD LLC
                                           Its: General Partner

                                           By: /s/ X. XxXxxx Dunwoody    
                                               ----------------------
                                           Print Name: X. XxXxxx Dunwoody
                                           Its: Managing Member


                                      INVERNESS/PHOENIX CAPITAL LLC
 
                                          By:  Inverness Management Fund ILLC
                                          Its: Managing Member

                                          By:  WMD LLC
                                          Its: General Partner

                                          By:  /s/ X. XxXxxx Dunwoody         
                                               ----------------------
                                          Print Name: X. XxXxxx Dunwoody
                                          Its: Managing Member


                                      DCPM HOLDINGS, INC.

                                      By:  /s/ Xxxx Xxxxx
                                               ---------------
                                      Print Name: Xxxx Xxxxx
                                      Its: Vice-President


                                      PHOENIX HOME LIFE MUTUAL
                                      INSURANCE COMPANY

                                      By:  /s/ Xxxxxxxxxxx Xxxxxx
                                           ----------------------
                                      Print Name: Xxxxxxxxxxx Xxxxxx
                                      Its: Vice-President
 

 
                                      PHOENIX INVESTMENT PARTNERS, LTD.
 
                                      By: /s/ Xxxxxxx X. Xxxxxx
                                          ---------------------
                                      Print Name: Xxxxxxx X. Xxxxxx
                                      Its:  Executive Vice-President
 
 
                                      INVERNESS MANAGEMENT FUND I LLC

                                          By:  WMD LLC, its General Partner

                                          By:  /s/ X. XxXxxx Dunwoody         
                                               ----------------------
                                          Print Name: X. XxXxxx Dunwoody
                                          Its: Managing Member

                                      WMD LLC

                                          By:  /s/ X. XxXxxx Dunwoody
                                          ---------------------------
                                          Print Name: X. XxXxxx Dunwoody
                                          Its: Managing Member



                                      X.X. XXXXX LL

                                          By:  /s/ Xxxxx X. Xxxxx III
                                               ----------------------
                                          Print Name:  Xxxxx X. Xxxxx III
                                          Its: Managing Member


                                        /s/ X. XxXxxx Dunwoody
                                      ------------------------
                                      X. XxXxxx Dunwoody



                                       /s/ Xxxxx X. Xxxxx III
                                      -----------------------
                                      Xxxxx X. Xxxxx III