EXHIBIT 99.2

PROFESSIONAL MARKET BROKERAGE, INC.
ANNUAL REPORT
FOR THE YEAR ENDED DECEMBER 31, 1997

Filed as Confidential Information Pursuant to
Regulation 1.10(g) Under the Commodity Exchange Act

TABLE OF CONTENTS

FINANCIAL STATEMENTS

Statement of Financial Condition......................... 3
Statement of Income...................................... 4
Statement of Changes in Liabilities Subordinated to
Claims of General Creditors and Statement of Changes
in Stockholders' Equity................................. 5
Statement of Cash Flows.................................. 6
Notes to Financial Statements............................ 7

Independent Auditors' Report.............................. 12

Independent Auditors' Report on Internal Control.......... 13

Professional Market Brokerage, Inc.
Statement of Financial Condition
December 31, 1997

ASSETS

Cash...................................... $446,927
Securities owned ......................... 4039,256
Receivable from
Clearing brokers ........................ 1,090,277
Customers ............................... 23,737
Furniture, equipment and leasehold
Improvements ........................... 125,218
Other assets ............................. 31,754
-----------
Total Assets ........................... $5,757,169
===========
Liabilities and Stockholders' Equity

Liabilities
Payable to customers ...................... $4,429,728
Accounts payable and accrued expenses...... 626,596
-----------
Total ................................... 5,056,324
-----------
Liabilities Subordinated to
Claims of General Creditors ................ 260,000
-----------
Stockholders' Equity ....................... 440,845
-----------

Total Liabilities and Stockholders' Equity . $5,757,169
===========

SEE ACCOMPANYING NOTES

Professional Market Brokerage, Inc.
Statement of Income
For the Year Ended December 31, 1997

Revenues
Commissions................................. $7,927,197
Interest ................................... 304,355
Other ...................................... 291,195
-----------
Total revenues ........................... 8,522,747
-----------
Expenses
Commissions ................................ 7,046,799
Employee compensation and related benefits.. 524,071
Occupancy .................................. 181,102
Communications ............................. 138,871
Promotion .................................. 74,3856
Other ...................................... 353,048
----------
Total expenses ........................... 8,318,277
----------
Income before income taxes ................. 204,470

Income taxes ............................... 73,500
----------
Net Income .................................. $ 130,970
==========

SEE ACCOMPANYING NOTES

Professional Market Brokerage, Inc.
Statement of Changes in Liabilities Subordinated to Claims
of General Creditors and Statement of Changes in Stockholders' Equity
For the Year Ended December 31, 1997

Statement of Changes in Liabilities
Subordinated to Claims of General Creditors

Balance, Beginning and end of year ........................ $260,000
----------

Statement of Changes in Stockholders' Equity

Additional
Common Stock Paid-In Retained
Shares Amount Capital Earnings Total
-------------------- ---------------- ----------- ----------

Balance, beginning of period.. 100 $100 $181,515 $128,160 $309,775
Issuance of common stock...... 100 100 100
Net income.................... 130,970 130,970
-------------------- --------------- ----------- ---------

Balance, end of period........ 200 $200 $181,515 $259,130 $440,845
======= ========= ============ ============ =========

*No par value; 10,000 shares authorized, 200 shares issued and outstanding.

SEE ACCOMPANYING NOTES

Professional Market Brokerage, Inc.
Statement of Cash Flows
For the Year Ended December 31, 1997

Operating Activities
Net income ................................. $130,970
Depreciation and amortization .............. 16,520
Changes in
Securities owned .......................... 1,366,433
Receivable from clearing brokers........... 1,027,875
Other assets .............................. (25,229)
Receivable from and payable to customers, net (2,245,732)
Accounts payable and accrued expenses ...... (131,922)
-------------
Net cash provided by operating activities.. 138,915
------------
Investing Activities
Purchase of furniture, equipment
and leasehold improvements .................. (127,220)
-------------
Net cash applied to investing activities .... (127,220)
-------------
Financing Activities
Issuance of common stock...................... 100
-------------
Net cash provided by financing activities.... 100
------------
Increase in cash.............................. 11,795

Cash, beginning of year....................... 435,132
------------
Cash, end of year ............................ $446,927
============

Supplemental Disclosures of Cash Flow Information

Interest paid ................................ $16,730
-----------
Income taxes paid............................. $99,737
------------

SEE ACCOMPANYING NOTES

Professional Market Brokerage, Inc.
Notes to Financial Statements
For the Year Ended December 31, 1997

Note 1 Nature of Operations and Significant Accounting Policies

Professional Market Brokerage, Inc. (the "Company") is a registered futures
commission merchant that clear all transactions through other brokers. The
Company's services include the clearance and execution of futures and options
on futures contracts on all of the major regulated commodities exchanges
throughout the world for customers located primarily in the United States,
Europe and Asia.

Use of Estimates

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the amounts reported in the financial statements and accompanying
notes. Actual results could differ from those estimates.

Income Recognition

Commissions earned on commodity futures and options on futures transactions
and related commission expense are recorded on trade date.

Securities Owned

Securities owned are valued at market value, and resulting unrealized gains
and losses are recorded in income.

Furniture, Equipment and Leasehold Improvements

Furniture and equipment are being depreciated using the straight line method
over the estimated useful lives of the assets. Leasehold improvements are
being amortized over the term of the lease on the straight line method.

Advertising

Advertising is expensed as incurred.

Income Taxes

Deferred taxes are recorded to reflect the effects of differences in the
recognition of income and expense for financial and tax reporting purposes.

Foreign Exchange

Assets and liabilities denominated in foreign currencies are translated at year
end rates of exchange. Income and expense items are translated at average rates
of exchange for the year. All foreign currency transaction gains and losses are
recorded in income.

Note 2 Assets Segregated or Held in Separate Accounts Under the Commodity
Exchange Act and Other Federal Regulations

At December 31, 1997, includded in the statement of financial condition are
assets segregated or held in separate accounts under the Commodity Exchange Act
and other Federal regulations as follows:

Cash .............................................. $446,109
Securities owned................................... 3,442,839
Receivable from clearing brokers................... 839,791
------------
Total ............................................. $4,728,739
============

Note 3 Securities Owned

Securities owned at December 31, 1997 consist of:

Overnight investments ............................. $1,246,931
U.S. Government obligations........................ 2,792,325
-----------
Total ............................................. $4,039,256
===========

Overnight investments represent the simultaneous purchase and resale of U.S.
Treasury obligations with same day settlement on the purchase and next day
settlement on the resale.

Note 4 Receivable from and Payable to Customers

Receivable from and payable to customers arise primarily in connection with
commodities transactions and include gains and losses on open trades.
Securities owned by customers and held by the Company as collateral or margin
and the market value of options on futures positions owned by customers are not
reflected in the statement of financial condition. From time to time, the
Company deposits customers' securities as margin with other brokers.

Note 5 Furniture, Equipment and Leasehold Improvements

Furniture, equipment and leasehold Improvements at December 31, 1997
consist of:

Furniture, equipment and leasehold Improvements .... $159,238
Less accumulated depreciation and amortization ..... 34,020
----------
Net ................................................ $125,218
==========

Note 6 Liabilities Subordinated to Claims of General Creditors

Liabilities subordinated to claims of general creditors are payable to one
of the Company's stockholders, bear interest at 7.5 percent per annum, and
mature January 31, 1999. Interest expense for the year ended December 31,
1997 was $19,447.

The subordinated borrowings are available in computing net capital under
minimum capital requirements.

Note 7 Commitments

The Company leases office space and equipment under noncancelable lease
agreements at various dates through February 28, 2002 and provide, among
other things, for minimum annual rentals, exclusive of additional rentals
which may be required for increases in certain operating expenses and taxes.
The minimum annual commitments, including estimated additional rentals based
on actual amounts paid during 1997, are as follows:

Years Ending December 31 Amount
---------------------------------- -----------------

1998 $ 129,000
1999 112,000
2000 98,000
2001 98,000
2002 16,000
----------------------------------- -------------------
Total $ 453,000

Rent expense for the year ended December 31, 1997 was $111,000.

Note 8 Off-Balance-Sheet Risk and Concentration of Credit Risk

The Company is responsible for the credit risk of the customers it introduces
to, and which are carried on an omnibus basis on the books of, its clearing
brokers. The Company's customers are primarily institutional and individual
investors. To reduce its risk, the Company requires its customer to meet, at
a minimum, the greater of the margin requirements established by each of the
exchanges at which contracts are traded or the margin requirement established
by its clearing brokers. Margin is a good faith deposit from the customer
which reduces risk to the Company of failure on behalf of the customer to
fulfill any obligation under these contracts. In addition, the Company daily
monitors its exposure to the risk of loss on an account by account basis and
adjusts margin requirements as needed. Under certain circumstances, customers
may be required to deposit additional funds, securities or other collateral. In
order to reduce the risk of loss, the Company may also liquidate certain
customer positions. Management believes that the margin deposits and
collateral held at December 31, 1997 were adequate to minimize the risk of
material loss which could be created by positions held at that time.

The Company engages in various transactions with futures commission merchants
and other financial institutions. In the event counterparties do not fulfill
their obligations, the Company may be exposed to risk. The risk of default
depends on the creditworthiness of the counterparties to these transactions.
It is the Company's policy to monitor the creditworthiness of each party with
which it conducts business.

The Company maintains its cash in bank deposit accounts which, at times, may
exceed federally insured limits. The Company has not experienced any losses
in such accounts. Management believes that the Company is not exposed to any
significant credit risk on cash.

Note 9 Net Capital Requirements

The Company is subject to the rules of the Company Futures Trading Commission
(Regulation 1.17) and several commodity regulatory organizations. Under the
more restrictive of these rules, the Company is required to maintain "adjusted
net capital" equivalent to the greater of $250,000 or 4 percent of "funds
required to be segregated or set aside in separate accounts for the net capital
computation," as these terms are defined. Adjusted net capital and funds
required to be segregated or set aside in separate accounts change from day to
day, but as of December 31, 1997, the Company had adjusted net capital and net
capital requirements of approximately $448,000 and $250,000, respectively. The
net capital rule may effectively restrict the payment of dividends.

CHECKERS SIMON & ROSNER
Independent Auditors' Report

To the Board of Directors
Professional Market Brokerage, Inc.

We have audited the accompanying statement of financial condition of
Professional Market Brokerage, Inc. as of December 31, 1997, and the related
statements of income, changes in liabilities subordinated to claims of general
creditors, changes in stockholder's equity and cash flows for the year then
ended. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.

We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and performm the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable basis
for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Professional Market Brokerage,
Inc. as of December 31, 1997, and the results of its operations and its cah
flows for the year then ended in conformity with generally accepted accounting
principles.

/S/ Checkers, Simon & Rosner, LLP

March 20, 1998

CHECKERS SIMON & ROSNER

Independent Audits' Report on Internal Control

To the Board of Directors
Professional Market Brokerage, Inc.

In planning and performing our audit of the financial statements of
Professional Market Brokerage, Inc. (the "Company") for the year ended
December 31, 1997 (on which we issued our report dated March 20, 1998), we
considered its internal control, including control activities for safeguardig
customer and firm assets, in order to determine our auditing procedures for the
purpose of expressing an opinion on the financial statements and not to provide
assurance on the Company's internal control.

Also, as required by Regulation 1.16 under the Commodity Exchange Act, we have
made a study of the practices and procedures followed by the Company, including
tests of such practices and procedures that we considered relevent to the
objectives stated in Regulation 1.16, in making the following:

1. The periodic computations of minimum financial requirements pursuant to
Regulation 1.17.

2. The daily computations of the segregation requirements of Section 4d(2)
under the Commodity Exchange Act and the regulations thereunder, and
the segregation of funds based on such computations.

3. The daily computations of the foreign futures and foreign options
secured amount requirements pursuant to Regulation 30.7 under the
Commodity Exchange Act.

The management of the Company is responsible for establishing and maintaining
internal control and the pratices and procedures referred to in preceding
paragraph. In fulfilling this responsibility, estimates and judgments by
management are required to assess the expected benefits and related costs of
controls and of the practices and procedures referred to in the preceding
paragraph, and to assess whether those practices and procedures can be
expected to achieve the Commodity Futures Trading Commission's (the
"Commission's) above-mentioned objectives. Two of the objectives of internal
control and the practices and procedures are to provide management with
reasonable, but not absolute, assurance that assets for which the Company has
responsibility are safeguarded against loss from unauthorized acquisition,
use or disposition, and that transactions are executed in accordance with
management's authorization and recorded properly to permit preparation of
financial statements in conformity with generally accepted accounting
principals. Regulation 1.16 lists additional abjectives of the practices and
procedures listed in the preceding paragraph.

Because of inherent limitations in any internal control or the practices and
procedures referred to above, errors or fraud may occur and not be detected.
Also, projections of any evaluation of them to future periods is subject to
the risk that they become inadequate because of changes in conditions or that
the effctiveness of their design and operatiopn may deteriorate.

Our consideration of the Company's internal control would not necessarily
disclose all matters that might be material weaknesses under standards
established by the American Institute of Certified Public Accountants. A
material weakness is a condition in which the design or operation of one or
more of the internal control components does not reduce to a relatively low
level the risk that errors or fraud in amounts that would be material in
relation to the financial statements being audited may occur and not be
detected within a timely period by employees in the normal course of
performing their assigned functions. The Company, because of its size and
limited personnel, is unable to maintain an adequate separation of the various
accounting functions. However, management informs us that there is close
supervision of accounting records on a daily basis, thus offsetting the lack
of separation of duties, and in view of this supervision, we noted no matters
involving the Comapny's internal control and its operation, including
procedures for safeguarding customer and firm assets, that we consider to be
material weaknesses as defined above.

We understand that practices and procedures that accomplish the objectives
referred to in the second paragraph of this report are considered by the
Commission to be adequate for its purposes in accordance with the Commodity
Exchange Act and related regulations, and that practices and procedures that
do not accomplish such objectives in all material respects indicate a
material inadequacy for such purposes. Based on this understanding and on our
study, we believe that the Company's practices and procedures were adequate at
December 31, 1997, to meet the Commission's objectives.

This report is intended solely for the information and use of the Board of
Directors, management, the Commodity Futures Trading Commission, and other
regulatory agencies that rely on Regulation 1.16 under the Commodity Exchange
Act in their regulation of registered futures commission merchants, and should
not be used for any other purpose.

/S/ Checkrs, Simon & Rosner, LLP

March 20, 1998

PROFESSIONAL MARKET BROKERAGE, INC.

Annual Report
For the Year ended December 31, 1998

Filed as Confidential Information Pursuant to Regulation
1.10(g) Under the Commodity Exchange Act

Professional Market Brokerage, Inc.

Table of Contents
For the Year Ended December 31, 1998

Financial Statements

Statement of Financial Condition............................... 3
Statement of Operations........................................ 4
Statement of Changes in Liabilities Subordinated to Claims
of General Creditors and Statement of Changes in
Stockholders' Equity......................................... 5
Statement of Cash Flows ....................................... 6
Notes to Financial Statements ................................. 7

Independent Auditors' Report .................................... 12

Independent Auditors' Report on Internal Control................. 13

Professional Market Brokerage, Inc.
Statement of Financial Condition
December 31, 1998

Assets

Cash............................................ $ 585,473
Short-term investments.......................... 10,206,815
Receivable from
Clearing Brokers.............................. 4,490,143
Customers..................................... 542,630
Furniture, equipment and leasehold
Improvements.................................. 82,075
Other assets.................................... 54,041
-------------
Total Assets.................................... $ 15,961,177
==============

Liabilities and Stockholders' Equity

Liabilities
Payable to customers........................... $ 14,099,653
Accounts payable and
Accrued expenses.............................. 597,407
-------------
Total......................................... 14,697,060
-------------
Liabilities Subordinated to
Claims of General Creditors..................... 710,000
--------------
Stockholders' Equity............................ 554,117
-------------
Total Liabilities and Stockholders' Equity...... $ 15,961,177
=============

SEE ACCOMPANYING NOTES

Professional Market Brokerage, Inc.
Statement of Operations
For the Year Ended December 31, 1998

Revenues
Commissions.................................... $ 6,765,328
Interest....................................... 320,377
Other.......................................... 146,561
--------------
Total revenues............................... 7,232,266
-------------
Expenses
Commissions.................................... 5,087,439
Employee compensation and related benefits..... 689,526
Occupancy...................................... 233,877
Communications................................. 310,518
Advertising.................................... 135,579
Other.......................................... 862,055
-------------
Total expenses............................... 7,318,994
-------------
Loss before income taxes........................ (86,728)

Income tax benefit - current.................... 30,000
-------------
Net Loss........................................ $ (56,728)
==============

SEE ACCOMPANYING NOTES

Professional Market Brokerage, Inc.
Statement of Changes in Liabilities Subordinated to Claims of
General Creditors and Statement of Changes in Stockholders' Equity
For the Year Ended December 31, 1998

Statement of Changes in Liabilities
Subordinated to Claims of General Creditors

Balance, beginning of year...................... $ 260,000
Borrowings...................................... 450,000
-----------
Balance, end of year............................ $ 710,000

Statement of Changes in Stockholders' Equity

Number of Common Retained
Shares* Stock Earnings Total
--------------- ----------- ------------ ----------

Balance, beginning of year.... 200 $ 181,715 $ 259,130 $ 440,845
Issuance of common stock...... 200 170,000 170,000
Net loss...................... (56,728) (56,728)
--------------- ------------ ------------ ----------
Balance, end of year......... 400 $ 351,715 $ 202,402 $ 554,117
============ ============ =========== ==========

*No par value; 10,000 shares authorized, 400 shares issued and outstanding.

SEE ACCOMPANYING NOTES

Professional Market Brokerage, Inc.
Statement of Cash Flows
For the Year Ended December 31, 1998

Operating Activities
Net loss....................................... $ (56,728)
Increase in allowance for doubtful accounts.... (67,072)
Depreciation and amortization.................. 68,627
Changes in
Short-term investments........................ (6,167,559)
Receivable from clearing brokers.............. (3,399,866)
Other assets.................................. (22,287)
Receivable from and payable to Customers, net. 9,218,104
Accounts payable and accrued expenses ........ (29,189)
-------------
Net cash applied to operating activities........ (455,970)
-------------
Investing Activities
Purchase of furniture, equipment and leasehold
Improvements................................. (25,484)
-------------
Net cash applied to investing activities ....... (25,484)
-------------
Financing Activities
Proceeds from subordinated borrowings.......... 450,000
Proceeds from issuance of common stock......... 170,000
-------------
Net cash provided by financing activities....... 620,000
-------------

Increase in cash................................ 138,546

Cash, beginning of year......................... 446,927
-------------
Cash, end of year............................... $ 585,473
=============

Supplemental Disclosures of Cash Flow Information

Interest paid.................................. $ 25,647
----------
Income taxes paid.............................. $ 44,363
----------

SEE ACCOMPANYING NOTES

Professional Market Brokerage, Inc.
Notes to Financial Statements
For the Year Ended December 31, 1998

Note 1 Nature of Operations and Significant Accounting Policies

Nature of Operations

Professional Market Brokerage, Inc. (the "Company") is a registered futures
commission merchant ("FCM") that clears all transactions through other brokers.
The Company's services include the clearance and execution of futures and
options on futures contracts on all of the major regulated commodities
exchanges throughout the world for customers located primarily in the Unites
States and Europe.

Use of Estimates

Income Recognition

Commissions earned on commodity futures and options on futures transactions and
related commission expense are recorded on trade date.

Securities Owned

Securities owned are valued at market value, and resulting unrealized gains and
losses are recorded in income

Furniture, Equipment and Leasehold Improvements

Furniture and equipment are being depreciated using accelerated methods over
the estimated useful lives of the assets. Leasehold improvements are being
amortized over the term of the lease on the straight line method.

Advertising

Advertising is expensed as incurred.

Foreign Exchange

Assets and liabilities denominated in foreign currencies are translated at year
end rates of exchange. Income and expenses items are translated at average
rates of exchange for the year. All foreign currency transaction gains and
losses are recorded in income.

Note 2 Assets Segregated or Held in Separate Accounts Under the Commodity
Exchange Act and Other Federal Regulations

At December 31, 1998, included in the statement of financial condition are
assets segregated or held in separate accounts under the Commodity Exchange Act
and other Federal regulations as follows:

Cash..................................... $ 554,091
Short-term investments................... 9,102,925
Receivable from clearing brokers......... 4,303,361
--------------
Total................................... $ 13,960,377
==============

Note 3 Short Term Investments

Short-term investments at December 31, 1998 consist of:

U.S. Government obligations
On deposit with FCMs ................... $ 7,977,817
On deposit with banks................... 606,043

Deutsche Mark time deposits with FCM..... 1,622,955
-------------
Total.................................. $ 10,206,815
=============

U.S. Government obligations include $5,497,990 of overnight investments, which
represent a simultaneous purchase and resale of such securities with same day
settlement on the purchase and next day settlement on the resale.

Note 4 Receivable from and Payable to Customers

Receivable from and payable to customers arise primarily in connection with
commodities transactions and include gains and losses on open trades.
Securities owned by customers and held by the Company as collateral or margin
and the market value of options on futures positions owned by customers of
approximately $7,400,000 are not reflected in the statement of financial
condition. From time to time, the Company deposits customers' securities as
margin with other brokers.

Receivable from customers is net of an allowance for doubtful accounts of
$67,072.

Note 5 Furniture, Equipment and Leasehold Improvements

Furniture, equipment and leasehold improvements at December 31, 1998
consist of :

Furniture, equipment and leasehold improvements......... $ 184,722
Less accumulated depreciation and amortization.......... 102,647
----------
Net.................................................... $ 82,075
==========

Note 6 Liabilities Subordinated to Claims of General Creditors

Liabilities subordinated to claims of general creditors consist of borrowings
pursuant to subordinated loan agreements as follows:

Stockholder
Due January 31, 1999, interest at 7.5% per annum........ $ 260,000
Other
Due September 30, 1999, interest at 11.5% per annum..... 300,000
Due October 15, 1999, interest at 11.5% per annum....... 150,000
-----------
Total ................................................ $ 710,000
===========

Subsequent to year end, the stockholder's subordinated loan of $260,000 was
extended to January 31, 2000.

The lender of the subordinated borrowing due September 30, 1999 has the option
to purchase 15 percent of the Company's outstanding common stock for $20,000.
This option expires three months following the termination of this subordinated
loan including any renewals and extensions.

Interest expense for the year ended December 31, 1998 and interest payable at
December 31, 1998 were $32,031 and $11,875, respectively, of which $19,447 and
$3,250, respectively, was to a stockholder.

The subordinated borrowings are available in computing net capital under
minimum net capital requirements.

Note 7 Income Taxes

As of December 31, 1998, other assets include an income tax refund receivable
of approximately $30,000 arising primarily from the carryback of the current
year net operating loss.

Note 8 Commitments

The Company leases office space and equipment under noncancelable lease
agreements expiring at various dates through February 28, 2002 and provide
among other things, for minimum annual rentals, exclusive of additional rentals
which may be required for increases in certain operating expenses and taxes.
The minimum annual commitments, including estimated additional rentals based on
actual amounts paid during 1998, are as follows:

Year Ending December 31 Amount
------------------------- ------------------
1999 $ 101,000
2000 87,000
2001 87,000
2002 16,000
------------------------- -------------------
Total $ 291,000

Rent expense for the year ended December 31, 1998 was $118,000.

Note 9 Off-Balance Sheet Risk and Concentration of Credit Risk

The Company is responsible for the credit risk of the customers it introduces
to and which are carried on an omnibus basis on the books of, its clearing
brokers. The Company's customers are primarily institutional and individual
investors. To reduce its risk, the Company requires its customers to meet, at
a minimum, the greater of the margin requirements established by each of the
exchanges at which contract are traded or the margin requirements established by
its clearing brokers. Margin is a good faith deposit from the customer that
reduces risk to the Company of failure on behalf of the customer to fulfill
any obligation under these contracts. In addition, the Company daily monitors
its exposure to the risk of loss on an account by account basis and adjusts
margin requirements as needed. Under certain circumstances, customers may be
required to deposit additional funds., securities or other collateral. In order
to reduce the risk of loss, the Company may also liquidate certain customer
positions. Management believes that the margin deposits and collateral held
at December 31, 1998 were adequate to minimize the risk of material loss that
could be created by positions held at that time.

The Company engages in carious transactions with futures commission merchants
and other financial institutions. In the event counterparties do not fulfill
their obligations, the Company may be exposed to risk. The risk of default
depends on the creditworthiness of the counterparties to these transactions.
The Company monitors the creditworthiness of each party with whom it conducts
business.

Note 10 Net Capital Requirements

The Company is subject to rules of the Commodity Futures Trading Commission
(Regulation 1.17) and several commodity regulatory organizations. Under the
more restrictive of these rules, the Company I s required to maintain
"adjusted net capital" equivalent to the greater of $250,000 or four percent of
"funds required to be segregated or set aside in separate accounts for the net
capital computation," as these terms are defined. Adjusted net capital and funds
required to segregated or set aside in separate accounts change from day to day,
but as of December 31, 1998, the Company had adjustments of approximately
$1,040,000 and $635,000, respectively. The net capital rule may effectively
restrict the repayment of subordinated borrowings and the payment of dividends.

Note 11 Subsequent Event

In February 1999, Lotus Pacific, Inc., a publicly traded holding company,
acquired all of the Company's outstanding stock.

Altschuler, Melvoin and Glasser LLP
Certified Public Accountants and Consultants
CHECKERS SIMON & ROSNER
Financial Services Division

Independent Auditors' Report

To the Board of Directors
Professional Market Brokerage, Inc.

We have audited the accompanying statement of financial condition of
Professional Market Brokerage, Inc. as of December 31, 1998, and the related
statements of income, changes in liabilities subordinated to claims of general
creditors, changes in stockholder's equity and cash flows for the year then
ended. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Professional Market Brokerage,
Inc. as of December 31, 1998, and the results of its operations and its cash
flows for the year then ended in conformity with generally accepted accounting
principles.

/S/ Altschuler, Melvoin and Glasser LLP

March 26, 1999

Altschuler, Melvoin and Glasser LLP
Certified Public Accountants and Consultants
CHECKERS SIMON & ROSNER
Financial Services Division

Independent Audits' Report on Internal Control

To the Board of Directors
Professional Market Brokerage, Inc.

In planning and performing our audit of the financial statements of
Professional Market Brokerage, Inc. (the "Company") for the year ended
December 31, 1998 (on which we issued our report dated March 26, 1999), we
considered its internal control, including control activities for safeguardig
customer and firm assets, in order to determine our auditing procedures for the
purpose of expressing an opinion on the financial statements and not to provide
assurance on the Company's internal control.

1. The periodic computations of minimum financial requirements pursuant to
Regulation 1.17.

2. The daily computations of the segregation requirements of Section 4d(2)
under the Commodity Exchange Act and the regulations thereunder, and
the segregation of funds based on such computations.

3. The daily computations of the foreign futures and foreign options
secured amount requirements pursuant to Regulation 30.7 under the
Commodity Exchange Act.

"The Company has informed us that, in July 1998, documentation was forwarded
to an overseas bank and an acknowledgement letter requested to establish a
customer segregated account to accomondate deposits beginning on August 12,
1998 from European customers. The Company beleived the account was properly
established, based upon receipt of bank statements designating the account as
"customer segregated". On September 3, 1998, the Company noted that the
acknowledgement letter had not been received and, accordingly, wire
transferred the majority of its funds to a U.S. bank customer segregated
account. The Companynotified its designated self-regulatory organization that
recomputations of excess funds in segregation indicated that the Company had
a deficiency in funds required to be segregated for 3 days during this period
with a maximum deficiency of approximately $83,000. The Company has informed
us that they were in compliance with segregation requirements at all other
times during the year."

CFTC Advisory No. 17-98, Year 2000 Problem - Reporting and Disclosure
Requirements, as amended by CFTC Advisory No. 42-98, Year 2000 Reporting
Requirements for Certified Public Accountants, states that a "Year 2000
Problem", as defined therein, is a material inadequacy within the meaning of
Regulation 1.16. Our procedures with respect to Year 2000 problems will be
limited to those specified in the American Institute of Certified Public
Acountants' Statement of Position 98-8. A separate report will be issued on
those procedures. CFTC Advisory No. 42-98 states that those procedures will
satisfy the CFTC's regulatory requirements. Accordingly, our study will not
provide assurance that Year 2000 problems deemed by the CFTC to constitute a
material inadequacy would be detected, that the Company is or will be year
2000 ready, that the Company's Year 2000 project plans will be successful in
whole or in part, or that parties with which the Company does business will be
Year 2000 ready.

/S/ Altschuler, Melvoin and Glasser LLP

March 26, 1999