Regulation E

Rule 603

Amount of Securities Exempted

a. The aggregate offering price of all of the following securities of the issuer shall not exceed $5,000,000:

1. All securities presently being offered under Rule 601 to Rule 610a, or specified in the notification as proposed to be so offered;

2. All securities previously sold pursuant to an offering under Rule 601 to Rule 610a, commenced within one year prior to the commencement of the proposed offering; and

3. All securities sold in violation of section 5(a) of the Act within one year prior to the commencement of the proposed offering.

Notwithstanding the foregoing, the aggregate offering price of all securities so offered or sold on behalf of any one person other than the issuer shall not exceed $100,000, except that this limitation shall not apply if the securities are to be offered on behalf of the estate of a deceased person within two years after the death of such person.

b. The aggregate offering price of securities, which have a determinable market value shall be computed upon the basis of such market value as determined from transactions or quotations on a specified date within 15 days prior to the date of filing the notification, or the offering price to the public, whichever is higher: Provided, That the aggregate gross proceeds actually received from the public shall not exceed the maximum aggregate offering price permitted in the particular case by paragraph (a) of this section.

c. In computing the amount of securities which may be offered under Rule 601 to Rule 610a, there need not be included unsold securities the offering of which has been withdrawn with the consent of the Commission by amending the pertinent notification to reduce the amount stated therein as proposed to be offered.