Joint Filing Agreement

                                                                     Exhibit 3

                            Joint Filing Agreement

      The undersigned, and each of them, do hereby agree and consent to the
filing of a single statement on Schedule 13D and amendments thereto, in
accordance with the provisions of Rule 13d-1(f)(1) of the Securities Exchange
Act of 1934.

Dated: December 21, 1999

                                        XXXX.XXX, INC.


                                        By: /s/ XXXXXX XXXXXX
                                            ------------------------------------
                                            Xxxxxx Xxxxxx
                                            Chairman and Chief Executive Officer


                                        /s/ XXXXXX XXXXXX
                                        ----------------------------------------
                                        Xxxxxx Xxxxxx