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EXHIBIT 1
AGREEMENT OF JOINT FILING
THIS AGREEMENT OF JOINT FILING ("Agreement") is entered into as of January
10, 1997 among THE XXXXX X. AND XXXXXX XXX XXXXXXX REVOCABLE TRUST OF 1992,
XXXXX XXXXXXX, XXXXXX XXXXXXX, and XXXXXX XXXXXXXX (collectively the "Reporting
Persons").
R E C I T A L S:
WHEREAS, the Reporting Persons beneficially own shares of Common Stock,
$.01 par value, of Capstone Pharmacy Services, Inc., a Delaware corporation (the
"Company").
WHEREAS, the Reporting Persons acquired such shares in connection with the
simultaneous merger of companies owned by the Reporting Persons with and into a
subsidiary of the Company; and therefore the Reporting Persons may be deemed to
constitute a "group" for purposes of Section 13(d) of the Securities Exchange
Act of 1934, as amended (the "Act"); and
WHEREAS, each of the Reporting Persons desires by this Agreement to
provide for the joint filing of a Schedule 13D, and all amendments thereto (if
deemed to be necessary), with the Securities and Exchange Commission.
NOW, THEREFORE, the parties hereto agree as follows:
1. The Reporting Persons will join in the preparation and filing of a
single statement containing the information required by Schedule 13D, and all
amendments thereto, and the Schedule 13D and all such amendments will be filed
on behalf of each Reporting Person.
2. Each Reporting Person will be responsible for the timely filing of the
Schedule 13D, and all amendments thereto and for the completeness and accuracy
of the information concerning such party contained therein. No Reporting Person
will be responsible for the completeness or accuracy of the information
concerning any other party contained in the Schedule 13D or any amendment
thereto, except to the extent such Reporting Person knows or has reason to
believe that such information is inaccurate.
3. Xxxxx Xxxxxxx will be designated as the person authorized to receive
notices and communications with respect to the Schedule 13D and all amendments
thereto.
4. This Agreement may be executed in counterparts, all of which when taken
together will constitute one and the same instrument.
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IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the
date first above written.
/s/ Xxxxx Xxxxxxx
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XXXXX XXXXXXX
/s/ Xxxxxx Xxxxxxx
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XXXXXX XXXXXXX
THE XXXXX X. AND XXXXXX XXX XXXXXXX
REVOCABLE TRUST OF 1992
By:/s/ Xxxxx Xxxxxxx
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Xxxxx Xxxxxxx, Trustee
By:/s/ Xxxxxx Xxxxxxx
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Xxxxxx Xxxxxxx, Trustee
/s/ Xxxxxx Xxxxxxxx
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XXXXXX XXXXXXXX
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