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(f) under the Securities Exchange Act of 1934, as amended.
Date: April 2, 2002
Dallas P. Price
By: /s/ Dallas P. Price
-------------------------------
Name: Dallas P. Price
Dallas P. Price Trust
By: /s/ Dallas P. Price
-------------------------------
Name: Dallas P. Price
Its: Trustee