DESCRIPTION OF SECURIITES REGISTERED
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The  board  of  directors  of  the  corporation issued an aggregate of 4,035,192
common shares of the corporation to three consultants who have rendered services
to  the corporation pursuant to three consulting agreements.  The shares were in
exchange  for services rendered through May 30, 2002.  These are the shares that
have  been  registered  under  this  registration  statement  on  Form  S-8.