EXHIBIT 1
JOINT FILING AGREEMENT
The undersigned hereby agree to jointly file a statement on Schedule
13D, together with any amendments thereto (collectively, the "Schedule 13Ds"),
with the Securities and Exchange Commission pursuant to the requirements of Rule
13d-1(k) under the Securities Exchange Act of 1934, as amended. This Joint
Filing Agreement may be signed in counterpart copies.
Dated: June 6, 2002 ST. CLOUD CAPITAL PARTNERS, LP
By: s/ Xxxxxxxx X. Xxxxxx
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Name: Xxxxxxxx X. Xxxxxx
Title: Partner
Dated: June 6, 2002 SCGP, LLC
By: /s/ Xxxx Xxxxxxx
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Name: Xxxx Xxxxxxx
Title: Managing Member
Dated: June 6, 2002 ST. CLOUD CAPITAL, LLC
/s/ Xxxx Xxxxxxx
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Name: Xxxx Xxxxxxx
Title: Managing Member
Dated: June 6, 0000 XXXXXXXX X. XXXXXX
By: /s/ Xxxxxxxx X. Xxxxxx
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Xxxxxxxx X. Xxxxxx
Dated: June 6, 2002 XXXX XXXXXXX
By: /s/ Xxxx Xxxxxxx
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Xxxx Xxxxxxx
