EXHIBIT 99.3

                             CONTROLS AND PROCEDURES

The Company's management, including the Chief Executive Officer and Chief
Financial Officer conducted an evaluation of the Company's disclosure controls
and procedures as of a date within 90 days of the filing of this report on Form
10-QSB. Based on that evaluation, the Chief Executive Officer and Chief
Financial Officer have determined that such controls and procedures are designed
to ensure that material information relating to the Company, is made known to
them, particularly during the period in which this Form 10-QSB was being
prepared. There have been no significant
changes in the Company's internal controls or in other factors that could
significantly affect internal controls subsequent to the date of their
evaluation.