EXHIBIT 99.1
                                                                  ____________


	                  Provisions of New York Business Corporation Law
	                        with respect to Indemnification
	                          of Directors and Officers



     Section 721. Nonexclusivity of Statutory Provisions for Indemnification of
Directors and Officers.  The indemnification and advancement of expenses granted
pursuant to, or provided by, this article shall not be deemed exclusive of any 
rights to which a director or officer seeking indemnification or advancement 
of expenses may be entitled, whether contained in the certificate of 
incorporation or bylaws or, when authorized by such certificate of 
incorporation or bylaws, (i) a resolution of shareholders, (ii) a resolution of
directors, or (iii) an agreement providing for such indemnification, provided
that no indemnification may be made to or on behalf of any director or officer 
if a judgment or other final adjudication adverse to the director or officer 
establishes that his acts were committed in bad faith or were the result of 
active and deliberate dishonesty and were material to the cause of action so
adjudicated, or that he personally gained in fact a financial profit or other
advantage to which he was not legally entitled.  Nothing contained in this 
article shall affect any rights to indemnification to which corporate personnel
other than directors and officers may be entitled by contract or otherwise under
law.