AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D/A need be filed with respect to the ownership by each of the...

 
                                                                       EXHIBIT 1
                                                                       ---------

                                   AGREEMENT

     Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the
undersigned hereby agree that only one statement containing the information
required by Schedule 13D/A need be filed with respect to the ownership by each
of the undersigned of shares of stock of Xxx Xxxxxx, Inc.

     This Agreement may be executed in any number of counterparts, each of which
shall be deemed an original.

     Executed February 16, 1999.

                                    /s/ Xxxxxx X. Xxxxxx
                                    --------------------
                                    Xxxxxx X. Xxxxxx

                                    /s/ Xxxxx X. Xxxxxxx
                                    --------------------
                                    Xxxxx X. Xxxxxxx


                                    XXXXXX, XXXXXXX STRATEGIC 
                                    PARTNERS FUND, L.P.

                                    By:  Xxxxxx, Xxxxxxx Strategic Partners,
                                         L.P., its Sole General Partner

                                         By: /s/ Xxxxxx X. Xxxxxx
                                             --------------------
                                             Xxxxxx X. Xxxxxx, General Partner


                                         By: /s/ Xxxxx X. Xxxxxxx
                                             --------------------
                                             Xxxxx X. Xxxxxxx, General Partner


                                    XXXXXX, XXXXXXX STRATEGIC PARTNERS, L.P.


                                    By: /s/ Xxxxxx X. Xxxxxx
                                        --------------------
                                        Xxxxxx X. Xxxxxx, General Partner


                                    By: /s/ Xxxxx X. Xxxxxxx
                                        --------------------
                                        Xxxxx X. Xxxxxxx, General Partner

 
                                    STRATEGIC ASSOCIATES, L.P.

                                    By:  Xxxxxx, Xxxxxxx & Co., LLC, its sole
                                         General Partner


                                       By: /s/ Xxxxxx X. Xxxxxx
                                           --------------------
                                           Xxxxxx X. Xxxxxx, Member


                                       By: /s/ Xxxxx X. Xxxxxxx
                                           --------------------
                                           Xxxxx X. Xxxxxxx, Member


                                    XXXXXX, XXXXXXX & CO., LLC


                                    By: /s/ Xxxxxx X. Xxxxxx
                                        --------------------
                                        Xxxxxx X. Xxxxxx, Member


                                    By: /s/ Xxxxx X. Xxxxxxx
                                        --------------------
                                        Xxxxx X. Xxxxxxx, Member