RMN MARKETING LIMITED

At an Extraordinary General Meeting of the above-named Company, duly convened, and held at the offices of Valentine & Co., 4 Dancastle Court, 14 Arcadia Avenue, London N3 2HS, on Friday, 7th November 1997, the subjoined Extraordinary Resolution was duly passed:   “That it has been proved to the satisfaction of this Meeting that the Company cannot, by reason of its liabilities, continue its business, and that it is advisable to wind up the same, and, accordingly, that the Company be wound up voluntarily, and that Robert Valentine, of 4 Dancastle Court, 14 Arcadia Avenue, London N3 2HS, be and is hereby appointed the Liquidator for the purposes of such winding-up.”   At a subsequent Meeting of the Creditors of the Company held on the same day and at the same place, the above-mentioned Resolution was confirmed. S. A. Michaels, Director