RADIANT TECHNOLOGY CORPORATION

                            1335 South Acacia Avenue
                           Fullerton, California 92831

                              --------------------


                    NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
                                  APRIL 7, 2003
                                    1:00 p.m.

                              --------------------


     Notice is hereby given that the Annual Meeting of  Shareholders  of Radiant
Technology  Corporation  will be held at 1335 South  Acacia  Avenue,  Fullerton,
California  92831,  on Monday,  April 7, 2003, at 1:00 p.m. to consider and vote
upon:

     1.   The election of a Board of Directors consisting of five (5) directors.
          The Proxy Statement which  accompanies  this Notice includes the names
          of  the  nominees  to be  presented  by the  Board  of  Directors  for
          election; and

     2.   The transaction of such other business as may properly come before the
          Annual Meeting.

     The Board of Directors  has fixed the close of business on March 7, 2003 as
the record date for determination of shareholders  entitled to notice of, and to
vote, at the Annual  Meeting.  To assure that your shares will be represented at
the Annual Meeting, please mark, sign, date and promptly return the accompanying
proxy  card in the  enclosed  envelope.  You may  revoke  your proxy at any time
before it is voted.

     Shareholders are cordially invited to attend the meeting in person.  Please
indicate  on the  enclosed  proxy  whether  you  plan  to  attend  the  meeting.
Shareholders may vote in person if they attend the meeting even though they have
executed and returned a proxy.

                                        By Order of the Board of Directors,



                                        Mercy Gingrich
                                        Secretary


Dated:   March 20, 2003




                                       1


                         RADIANT TECHNOLOGY CORPORATION

                              --------------------

                                 PROXY STATEMENT
                         ANNUAL MEETING OF SHAREHOLDERS

                              --------------------


                                  INTRODUCTION

     This Proxy  Statement  is  furnished  by the Board of  Directors of Radiant
Technology Corporation, a California corporation,  (the "Company") in connection
with the  solicitation  of proxies for use at the Annual Meeting of Shareholders
to be held on April 7, 2003 and at any adjournments  thereof. The Annual Meeting
has been called to consider and vote upon the election of five (5) Directors and
to consider such other business as may properly come before the Annual  Meeting.
This Proxy Statement and the  accompanying  Proxy are being sent to shareholders
on or about March 20, 2003.

Persons Making the Solicitation

     The Proxy is  solicited on behalf of the Board of Directors of the Company.
The original solicitation will be by mail. Following the original  solicitation,
the Board of  Directors  expects that certain  individual  shareholders  will be
further solicited through telephone or other oral  communications from the Board
of Directors.  The Board of Directors  does not intend to use specially  engaged
employees or paid solicitors.  The Board of Directors intends to solicit proxies
for  shares  which  are held of  record  by  brokers,  dealers,  banks or voting
trustees, or their nominees,  and may pay the reasonable expenses of such record
holders for completing the mailing of solicitation materials to persons for whom
they hold shares. All solicitation expenses will be borne by the Company.

Terms of the Proxy

     The  enclosed  Proxy  indicates  the  matter to be acted upon at the Annual
Meeting  and  provides  boxes to be marked to  indicate  the manner in which the
shareholder's   shares  are  to  be  voted  with  respect  to  such  matter.  By
appropriately  marking the boxes, a shareholder  may specify whether the proxies
shall  vote for or  against  or shall be  without  authority  to vote the shares
represented by the Proxy. The Proxy also confers upon the proxies  discretionary
voting authority with respect to such other business as may properly come before
the Annual Meeting.

     If the Proxy is executed  properly and is received by the proxies  prior to
the Annual Meeting,  the shares  represented by the Proxy will be voted. Where a
shareholder  specifies a choice with respect to the matter to be acted upon, the
shares will be voted in accordance with such  specification.  Any Proxy which is
executed in such a manner as not to withhold  authority to vote for the election
of the specified nominees as directors (see "Matter To Be Acted Upon -- Election
of Directors") shall be deemed to confer such authority.  A Proxy may be revoked
at any time prior to its  exercise by giving  written  notice of the  revocation
thereof to Mercy Gingrich, Secretary, Radiant Technology Corporation, 1335 South
Acacia  Avenue,  Fullerton,  California  92831,  by  attending  the  meeting and
electing to vote in person, or by a duly executed proxy bearing a later date.



                                       2


                         VOTING RIGHTS AND REQUIREMENTS

Voting Securities

     The securities entitled to vote at the Annual Meeting consist of all of the
issued and  outstanding  shares of the Company's  common stock, no par value per
share.  The close of  business  on March 7, 2003 has been  fixed by the Board of
Directors of the Company as the record date.  Only  shareholders of record as of
the record date may vote at the Annual  Meeting.  As of the record  date,  there
were  2,081,678  issued and  outstanding  shares of the  Company's  common stock
entitled to vote at the Annual Meeting and  approximately  400 holders of record
of the Company's common stock.

Cumulative Voting

     Each  shareholder  of record as of the record  date will be entitled to one
vote for each share of the  Company's  common  stock held as of the record date.
Cumulative  voting is permitted in the election of directors.  Every shareholder
complying  with certain  conditions  set forth below may cumulate votes and give
one  candidate a number of votes equal to the number of  directors to be elected
(five) multiplied by the number of votes to which the  shareholder's  shares are
normally entitled,  or distribute the shareholder's  votes on the same principle
among the  candidates as the  shareholder  thinks fit. Under  California  law, a
shareholder can cumulate votes only if the candidate's names have been placed in
nomination  prior to the  voting  and the  shareholder  has given  notice at the
meeting  prior  to  voting  of  the  shareholders'  intention  to  cumulate  the
shareholder's  votes.  If  any  one  shareholder  has  given  such  notice,  all
shareholders may cumulate their votes for candidates in nomination.

     Discretionary  authority to invoke  cumulative voting and to cumulate votes
represented  by Proxies is solicited by the Board of Directors  because,  in the
event  nominations  are  made in  opposition  to the  nominees  of the  Board of
Directors,  it is the  intention of the persons named as proxies in the enclosed
Proxy to  cumulate  votes  represented  by Proxies  for  individual  nominees in
accordance with their best judgment allocated among as many of the five nominees
of the Board of Directors as possible,  unless such  authority is withheld as to
any  nominee.  In that event,  those votes will be cumulated  for the  remaining
nominees of the Board of Directors.

     If  cumulative  voting is invoked by any  shareholder  in  accordance  with
California law,  shareholders  who attend the meeting and vote in person will be
entitled to personally exercise their right to cumulate votes among the nominees
for  director.  However,  because a  shareholder  who votes by Proxy  grants the
proxies  discretionary  authority  to  cumulate  votes,  the proxies and not the
shareholder  who has  executed a Proxy will have the sole  authority to cumulate
votes,  unless  the  shareholder  revokes  the  Proxy and votes in person at the
meeting.

Quorum

     The presence at the Annual  Meeting of the holders of a number of shares of
the Company's common stock and proxies  representing the right to vote shares of
the Company's  common stock in excess of one-half of the number of shares of the
Company's  common  stock  outstanding  as of the record date will  constitute  a
quorum for transacting business.



                                       3


                        COMMON STOCK OWNERSHIP OF CERTAIN
                        BENEFICIAL OWNERS AND MANAGEMENT

     The  following  table sets  forth  information,  as of March 7, 2003,  with
respect to the ownership of the Company's common stock by: (i) each person known
by the  Company  to be the  beneficial  owner of more  than 5% of the  Company's
common stock;  (ii) by each  director;  (iii) by each nominee for director;  and
(iv) by all officers and directors of the Company as a group.

     Name and Address of            Amount and Nature of              Percent
     Beneficial Owner(1)            Beneficial Ownership(2)           of Class
     -------------------                ------------                  --------
     Lawrence R. McNamee                 808,890(3)                     35.9%
     Joseph S. Romance                   164,329(4)                      7.8%
     Carson T. Richert                   197,587(5)                      9.4%
     Peter D. Bundy                       70,000(5)                      3.3%
     Robert B. Thompson                   20,000(5)                      1.0%
     Raymond Kruzek                      152,813(5)                      7.3%
     Mercy Gingrich                      115,286                         5.5%
     David H. Buettner                   100,000(6)                      4.6%
     All Directors and Officers
       as a group (7 persons)          1,628,905(7)                     66.4%

- ---------------

(1)       The  address  of each  named  person  is  1335  South  Acacia  Avenue,
          Fullerton, California 92831.

(2)       Unless otherwise indicated, each person has sole voting and investment
          power over the common stock shown as  beneficially  owned,  subject to
          community property laws where applicable and the information contained
          in footnotes to this table.

(3)       Includes  171,666  shares  issuable  pursuant to stock  options all of
          which are currently exercisable.

(4)       Includes  57,372  shares  held in a living  trust with his wife,  over
          which Mr. Romance may be deemed to have shared  investment  power,  an
          aggregate of 5,895 shares owned by his  immediate  family,  and 20,000
          shares issuable pursuant to presently exercisable stock options.

(5)       Includes  20,000  shares  issuable  pursuant to presently  exercisable
          stock options.

(6)       Includes  100,000 shares  issuable  pursuant to presently  exercisable
          stock options.

(7)       Includes  371,666 shares  issuable  pursuant to presently  exercisable
          stock options.



                                       4


                            MATTERS TO BE ACTED UPON

ITEM 1:  ELECTION OF DIRECTORS

Directors

     The  Company's  Bylaws  give  the  Board  the  power to set the  number  of
directors at no less than three nor more than seven.  The size of the  Company's
Board is currently  set at five.  The  directors so elected will serve until the
next Annual Meeting of Shareholders. Five (5) directors are to be elected at the
Annual  Meeting to be held on April 7, 2003.  All of the nominees are  currently
directors  of the  Company.  The Board  knows of no reason why any  nominee  for
director  would be unable to serve as a director.  In the event that any of them
should become  unavailable prior to the Annual Meeting,  the proxy will be voted
for a substitute  nominee or nominees  designated by the Board of Directors,  or
the number of directors may be reduced accordingly.

     The  following  table  sets  forth  the  name and age of each  nominee  for
director,  the year he was first elected a director and his position(s) with the
Company.

        NAME                AGE       DIRECTOR SINCE      POSITION(S) HELD
        ----                ---       --------------      ----------------
Lawrence R. McNamee          71            1991        Chairman of the Board and
                                                       Chief Executive Officer
Carson T. Richert            62            1972        EVP and Director
Joseph S. Romance            71            1972        Director
Peter Bundy                  71            1995        Director
Robert B. Thompson           67            1996        Director

     Lawrence  McNamee  joined the  Company in  September  1990 and was  elected
Chairman of the Board of Directors in March 1991. Mr. McNamee has 15 years prior
experience in working as a consultant  with companies in turnaround  management.
Mr. McNamee was previously associated with Booz-Allen and Hamilton and Arthur P.
Little, Inc.

     Carson T. Richert is Executive  Vice  President and founder of the Company.
He has been a director  since its  incorporation  in 1972.  Mr. Richert was Vice
President  - Marketing  of the Company  from 1972 until 1981 when he was elected
Executive Vice President. Mr. Richert served as President from August 1990 until
January 2001. Carson T. Richert and Joseph S. Romance are first cousins.

     Joseph S.  Romance is a founder of the Company and was the  Chairman of the
Board of Directors  from the Company's  incorporation  1972 until March of 1991.
From 1972 to October  1980 and again from July 1981 to  February  1988,  he also
served as President. Joseph S. Romance and Carson T. Richert are first cousins.

     Peter D. Bundy was elected to the Board of Directors in January  1995.  Mr.
Bundy is an investor and  consultant.  His expertise is in  marketing.  He was a
partner with Howard Hirsh Group, a designer and  manufacturer of several apparel
lines. Prior to that he was a Vice President of Associated Department Stores.



                                       5


     Robert B. Thompson was elected to the Board of Directors in July 1996.  Mr.
Thompson is Vice Chairman and a Director of InspecTech,  Inc., a company engaged
in the business of providing and  franchising  building  inspection  services in
connection with the transfer of real property.  Mr. Thompson is also an investor
and  consultant  with  expertise  in the  banking  industry.  Mr.  Thompson  has
previously served as President of Western Federal Bank in California.

     The executive officers of the Company as of March 18, 2002 who are not also
directors are as follows:

     Mercy Gingrich, the Secretary of the Company, who has been the Secretary of
the Company since  September  1990. Ms. Gingrich joined the Company in June 1990
and has  held  positions  of  Administrative  Assistant  and  Director  of Human
Resources within the Company.

     David H. Buettner,  President,  age 60, joined the Company in January 2002,
as Executive  Vice  President and was promoted to President and Chief  Operating
Officer in January  2003.  He has been  previously  associated  with Aerojet and
Hughes Aircraft companies in senior technical management positions.

Board of Directors Meetings and Committees

     During the fiscal year ended  September 30, 2002,  there were four meetings
of the Board of Directors. No director was absent from more than one meeting. In
addition,  actions  were  taken  with  the  unanimous  written  consent  of  the
directors. The Board of Directors does not have a standing nominating committee.
Nominating  functions are performed by the entire Board of Directors.  Joseph S.
Romance,  Peter D. Bundy and Robert B.  Thompson,  the  Company's  three outside
directors,  serve on the Company's audit committee and  compensation  committee.
All committee  members attended the one compensation and audit committee meeting
held during the fiscal year ended September 30, 2002.

Section 16(a) Beneficial Ownership Reporting Compliance

     Section 16(a) of the Securities Exchange Act of 1934, as amended,  requires
the Company's officers, directors and persons who beneficially own more than 10%
of a registered  class of the  Company's  equity  securities  to file reports of
securities  ownership  and changes in such  ownership  with the  Securities  and
Exchange  Commission  (the  "SEC").  Officers,  directors  and greater  than 10%
beneficial  owners are also required by rules  promulgated by the SEC to furnish
the Company with copies of all Section 16(a) forms they file.

     Based  solely  upon a review of the copies of such forms  furnished  to the
Company,  or representations  that no Form 5 filings were required,  the Company
believes that during the period from October 1, 2001 through September 30, 2002,
its officers, directors and greater than 10% beneficial owners complied with all
Section 16(a) requirements applicable to them.

                  EXECUTIVE COMPENSATION AND OTHER INFORMATION

Executive Compensation

     The following table sets forth the  compensation  (cash and non cash),  for
the Chief Executive Officer and all the executive  officers who earned in excess
of $100,000 per annum during any of the Company's last three fiscal years.



                                       6




                                                                                              

                                                                            Long-Term
                                                                       Compensation Awards
                                                                     ------------------------
                                               Annual Compensation
                                              ---------------------
                                                                                   Securities
                                                       Other Annual  Restricted    Underlying
      Name and             Fiscal                      Compensation  Stock Awards Stock Options   LTIP        All Other
  Principal Position        Year     Salary   Bonus($)     ($)          ($)           (#)       Payouts($)    Compensation
  ------------------        ----     ------   --------     ---          ---           ---       ----------    -----------

Lawrence R. McNamee         2002   $ 104,000    ---        ---          ---           ---           ---          ---
  Chairman of the Board     2001   $ 104,000    ---        ---          ---           ---           ---          ---
  and Chief Executive       2000   $ 104,000    ---        ---          ---           ---           ---          ---
  Officer

Option Exercise and Fiscal Year-End Values


               AGGREGATED OPTION EXERCISES IN THE LAST FISCAL YEAR
                     AND OPTION VALUES AT SEPTEMBER 30, 2002


                                                                                             


                                                             Number of Securities               Value of Unexercised
                                                         Underlying Unexercised Options      "In-the-Money" Options at
                                                             at September 2002(#)              September 2002($)(1)
                                                             --------------------              --------------------
                       Shares Acquired on    Value
          Name           Exercise(Shares)  Realized($)    Exercisable     Unexercisable     Exercisable(2)    Unexercisable
          ----          ----------------   -----------    -----------     -------------     -------------     -------------

Lawrence R. McNamee            ---            ---          171,666             ---            $ 44,633            ---
- --------------------



(1)       Options are  "in-the-money"  at the fiscal year end if the fair market
          value of the  underlying  securities on such date exceeds the exercise
          or base price of the option.


(2)       The fair market value of unexercised  "in-the-money" options was based
          on trading prices for the Company's  shares at September 26, 2002, the
          last day prior to  September  30, 2002 on which the  Company's  common
          stock traded.  The  Company's  common stock is thinly traded and it is
          not  possible to  determine  the  accuracy  of this fair market  value
          projection.


Director Compensation

     Directors  who are not  directly  employed by the Company  receive a fee of
$1,000  quarterly  for their  attendance  at board  meetings.  All directors are
reimbursed for expenses  connected with  attendance at the meetings of the Board
of Directors.

Employment Agreement

     Lawrence R.  McNamee is  employed  under a  renewable  one-year  employment
agreement commencing January 1, 1991 pursuant to which he is entitled to earn an
annual salary of $156,000.



                                       7



                     REPORT OF THE COMPENSATION COMMITTEE ON
                             EXECUTIVE COMPENSATION

Compensation Philosophy

     The executive compensation  philosophy of the Company is to (i) attract and
retain  qualified  management  to run the  business  efficiently  and  guide the
Company's growth in both existing and new markets  throughout the country,  (ii)
establish a link between  management  compensation  and the  achievement  of the
Company's annual and long-term performance goals, and (iii) recognize and reward
individual initiative and achievement.

Base Salaries

     Base  salaries  for new  management  employees  are based  primarily on the
responsibilities  of the position and the  experience  of the  individual,  with
reference  to the  competitive  marketplace  for  management  talent,  which  is
measured in terms of executive  compensation  offered by comparable companies in
related businesses.

Stock Options

     The Company has granted  stock  options to its Chief  Executive  Officer as
part of his employment  agreement.  The option exercise prices were equal to the
fair  market  value of the  Company's  common  stock on the  grant  date and the
options are fully  vested.  The exercise  price of the options was  subsequently
adjusted.  No  options  have  been  exercised  to date.  Because  the  amount of
compensation  which will be realized from these  options is directly  related to
the price of the Company's stock,  this form of compensation is directly related
to the performance of the Company and the results of its operations.

Conclusion

     Through the option described above, a significant  portion of the Company's
Chief   Executive   Officer's   compensation   is  linked  directly  to  Company
performance. The Compensation Committee will continually review all compensation
practices and make changes as appropriate.

                                            Sincerely,


                                            Joseph S. Romance
                                            Peter D. Bundy
                                            Robert B. Thompson
                                            COMPENSATION COMMITTEE



                                       8


                          REPORT OF THE AUDIT COMMITTEE

     The  Company's  audit  committee  consists of the  Company's  three outside
directors, Joseph S. Romance, Peter Bundy and Robert B. Thompson. The members of
the audit  committee are  independent.  The Board of Directors has not adopted a
written  charter for the audit  committee.  The audit committee has reviewed and
discussed the audited financial statements with management.  The audit committee
plans to discuss  with the  independent  auditors  the  matters  required  to be
discussed by SAS 61. The audit  committee  has received the written  disclosures
and the  letter  from  the  independent  accountants  required  by  Independence
Standards  Board Standard No. 1  (Independence  Standards  Board Standard No. 1,
Independence  Discussions  with  Audit  Committees),   as  may  be  modified  or
supplemented,  but has not yet discussed  with the  independent  accountant  the
independent accountant's independence.  Based on the review, the audit committee
recommended to the Board of Directors that the audited  financial  statements be
included in the  company's  Annual  Report on Form 10-K for the last fiscal year
for filing with the Securities and Exchange Commission.

                                            Sincerely,

                                            Joseph S. Romance
                                            Peter Bundy
                                            Robert B. Thompson

Audit Fees

     The aggregate fees billed for professional  services rendered for the audit
of the registrant's annual financial  statements for the most recent fiscal year
and  the  reviews  of the  financial  statements  included  in the  registrant's
quarterly reports on Form 10-Q for that fiscal year was $28,300.

Financial Information Systems Design and Implementation Fees

     No fees were  billed  for  professional  services  directly  or  indirectly
operating,  or  supervising  the  operation of, the audit  client's  information
system or managing the audit  client's  local area  network or for  designing or
implementing  a  hardware  or  software  system  that  aggregates   source  data
underlying the financial statements or generates information that is significant
to the audit client's financial  statements taken as a whole or for appraisal or
valuation services or fairness opinions rendered by the principal accountant for
the most recent fiscal year.

All Other Fees

     The  aggregate  fees billed for other  services  rendered by the  principal
accountant  were $0 for the most recent fiscal year. The audit committee has not
yet  considered  whether the  provision  of other  services is  compatible  with
maintaining the principal accountant's independence.




                                       9



ITEM 2:  OTHER MATTERS

     Except for the  matters  referred to in the  accompanying  Notice of Annual
Meeting,  management  does not  intend to  present  any matter for action at the
Annual  Meeting and knows of no matter to be  presented at the meeting that is a
proper  subject for action by the  shareholders.  However,  if any other matters
should properly come before the meeting,  it is intended that votes will be cast
pursuant to the authority  granted by the enclosed Proxy in accordance  with the
best judgment of the person or persons acting under the Proxy.

                         INDEPENDENT PUBLIC ACCOUNTANTS

     The  Company's  independent  public  accountants  for the fiscal year ended
September 30, 2002 were Cacciamatta Accountancy Corporation,  Independent Public
Accountants.  A  representative  of that firm is  expected  to be present at the
meeting  and will be  available  to make a statement  or respond to  appropriate
questions.

                                  ANNUAL REPORT

     The annual report to shareholders  covering the Company's fiscal year ended
September 30, 2002 is being mailed to  shareholders  with this Proxy  Statement.
The Company's  annual report on Form 10-K under the  Securities  Exchange Act of
1934 for the year ended September 30, 2002,  including the financial  statements
and  schedules  thereto,  which the  Company has filed with the  Securities  and
Exchange Commission will be made available to beneficial owners of the Company's
securities  upon  request.  The  annual  report  does  not  form any part of the
material for the solicitation of the Proxy.



                              SHAREHOLDER PROPOSALS

     All  shareholder  proposals  that are  intended to be presented at the 2004
Annual  Meeting of  shareholders  and to be included in the proxy  materials for
that  meeting  should be  received  by the  Company's  Secretary  not later than
November 18, 2003. If the Company  receives notice of a shareholder  proposal to
be voted on at the next Annual Meeting of Shareholders  after November 18, 2003,
the persons named as proxies in the Company's  proxy statement and form for such
meeting will have discretionary authority to vote on the proposal.

                       REQUEST TO RETURN PROXIES PROMPTLY

     A Proxy is enclosed for your use.  Please mark,  date,  sign and return the
Proxy at your earliest  convenience.  The Proxy requires no postage if mailed in
the United States in the postage-paid envelope provided. A prompt return of your
Proxy will be appreciated.

                                            By Order of the Board of Directors,




                                            Mercy Gingrich,
                                            Secretary
Fullerton, California
March 20, 2003


                                       10

           RADIANT TECHNOLOGY CORPORATION PROXY - 2003 ANNUAL MEETING

      Solicited on behalf of the Board of Directors for the Annual Meeting
                                 April 7, 2003


The undersigned,  a shareholder of Radiant Technology Corporation,  a California
corporation,  appoints Mercy Gingrich his, her or its true and lawful agents and
proxies,  with full power of substitution,  to vote all the shares of stock that
the  undersigned  would be entitled to vote if personally  present at the Annual
Meeting of  Shareholders  of Radiant  Technology  Corporation  to be held at its
corporate  office,  1335 South Acacia Avenue,  Fullerton,  California  92831, on
Monday, April 7, 2003, at 1:00 p.m., and any adjournment  thereof,  with respect
to the following  matters which are more fully  explained in the Proxy Statement
of the  Company  dated March 20, 2003  receipt of which is  acknowledged  by the
undersigned:

         ITEM 1:  ELECTION OF DIRECTORS.

         ______  FOR all nominees          ______  WITHHOLD AUTHORITY
         (Except as listed below.)       (As to all nominees.)
                                                ---

      Nominees: Lawrence R. McNamee, Carson T. Richert, Joseph S. Romance,
                     Peter D. Bundy and Robert B. Thompson.

    Instruction: To withhold authority to vote for any individual nominee(s),
             write that nominee's name in the space provided below.

                  ---------------------------------------------


         ITEM 2:  OTHER  MATTERS.  The Board of Directors at present knows of no
                  other matters to be brought before the Annual Meeting.

This  proxy  will be voted in  accordance  with the  instructions  given.  If no
direction is made,  the shares  represented  by this proxy will be voted FOR the
election of the directors  nominated by the Board of Directors and will be voted
in  accordance  with the  discretion of the proxies upon all other matters which
may come before the Annual Meeting.

                                     DATED: ____________________________, 2003


                                     -------------------------------------------
                                     Signature of Shareholder


                                     -------------------------------------------
                                     Signature of Shareholder



                  PLEASE SIGN AS YOUR NAME APPEARS ON THE PROXY
            Trustees, Guardians, Personal and other Representatives,
                          please indicate full titles.

          IMPORTANT: PLEASE VOTE, DATE, SIGN AND RETURN THE PROXY CARD
                PROMPTLY USING THE ENCLOSED POSTAGE-PAID ENVELOPE


                                       11