JOINT FILING AGREEMENT

                                                                       Exhibit 1

                             JOINT FILING AGREEMENT

Pursuant to Rule 13d-1(k)(1)(iii) promulgated under the Securities Exchange Act
of 1934, as amended, each of the undersigned agrees that the Statement on
Schedule 13D, to which this exhibit is attached, is filed its behalf.



Dated: May 26, 1999

                                                THE 4202 CORPORATION


                                                /s/Xxxxxxx X. Xxxxxx
                                                -------------------------------
                                                Xxxxxxx X. Xxxxxx
                                                Vice President


                                                THE RSL 4202 TRUST,
                                                u/a/d May 14, 1999, created by
                                                Xxxxxx X. Xxxxxx, as grantor


                                                /s/Xxxxxxx X. Xxxxxx
                                                -------------------------------
                                                Xxxxxxx X. Xxxxxx,
                                                as sole trustee of
                                                The RSL 4202 Trust