1 EXHIBIT 1 AGREEMENT REGARDING JOINT FILING OF SCHEDULE 13D This will evidence our agreement, in accordance with SEC Rule 13d- 1(f), that the attached statement on Schedule 13D is filed on behalf of the undersigneds. By: /s/ JAMES C. MARLAS James C....

1
                                                                     EXHIBIT 1


                              AGREEMENT REGARDING
                         JOINT FILING OF SCHEDULE 13D


          This will evidence our agreement, in accordance with SEC Rule 13d-
1(f), that the attached statement on Schedule 13D is filed on behalf of the
undersigneds.



                              By:  /s/ XXXXX X. XXXXXX
                                   Xxxxx X. Xxxxxx




                              UNION CAPITAL CORPORATION



                              By:  /s/ XXXXX X. XXXXXX
                                   Xxxxx X. Xxxxxx
                                   President