EXHIBIT 11.1
Weighted Average Shares
Period ended December 31, 1999
Shares issued Three Months Twelve Months
------------- ------------ -------------
Shares outstanding at
beginning of period 15,360,691 15,360,691 15,360,691
January 11, 1999....... Issuance of shares for acquisition 825,834 825,834 800,946
January 12, 1999....... Issuance of shares for acquisition 64,716 64,716 62,588
January 15, 1999....... Issuance of shares for acquisition 41,655 41,655 39,943
January 27, 1999....... Release of holdback shares 55,157 55,157 51,076
January 29, 1999....... Issuance of shares for acquisition 18,531 18,531 17,059
January 29, 1999....... Issuance of shares for acquisition 90,864 90,864 83,645
February 1, 1999....... Issuance of shares for acquisition 63,534 63,534 57,964
February 22, 1999...... Issuance of shares for acquisition 42,687 42,687 36,489
February 26, 1999...... Issuance of shares for acquisition 104,752 104,752 88,393
March 1, 1999.......... Issuance of shares for acquisition 43,845 43,845 36,638
March 2, 1999.......... Issuance of shares for acquisition 17,266 17,266 14,380
March 5, 1999.......... Issuance of shares for acquisition 196,092 196,092 161,709
March 22, 1999......... Issuance of shares for acquisition 55,944 55,944 43,529
April 7, 1999.......... Issuance of earnout shares 47,726 47,725 35,043
April 30, 1999......... Issuance of shares for acquisition 39,808 39,808 26,720
April 30, 1999......... Issuance of shares for options 1,000 1,000 671
July 24, 1999.......... Release of holdback shares 4,952 4,952 2,171
December 7, 1999....... Release of holdback shares 8,269 2,157 544
December 8, 1999....... Release of holdback shares 199,832 49,959 12,592
December 22, 1999...... Release of holdback shares 13,093 1,139 323
December 31, 1999...... Release of holdback shares 297,916 -- --
---------- ---------- ----------
Weighted average shares outstanding for basic earnings per
share 17,594,164 17,128,308 16,933,114
Options outstanding at December 31, 1999: 1,929,350 shares;
total exercise proceeds: $15,552,789 average price of
option $7.86 -- -- --
Warrants outstanding at December 31, 1998: 117,789 shares;
exercise price: $12.86 per share; average market value of
Company stock $2.22/$7.09; -- -- --
Earnout shares of 276,924 held at December 31, 1999; stock
price $1.625 -- -- --
226,715 Shares held in escrow related to acquisitions -- -- --
---------- ---------- ----------
Total shares outstanding for fully diluted earnings per
share 17,594,164 17,128,308 16,933,114
========== ========== ==========
The effect of options and warrants, earnout shares and shares held in escrow
have been excluded at December 31, 1999, as the effect would be antidilutive.
Additionally, shares issuable upon conversion of the convertible subordinated
debentures have been excluded at December 31, 1999, as the effect would be
antidilutive due to the adjustment (decrease in net loss) for interest expense.