<PAGE>

                                                                   EXHIBIT 10.16

                             SEPARATION AGREEMENT

     THIS SEPARATION AGREEMENT ("Separation Agreement"), is made and entered
into as of March 23, 2000, by and between R. Kenneth Merkey, an individual
residing in the State of Connecticut ("Merkey"), and AVANA DEVELOPMENT GROUP,
INC., a Georgia corporation (the "Company").

                                  WITNESSETH:

     WHEREAS, Merkey and the Company are each parties to that certain Employment
Agreement dated as of January 15, 2000 (the "Employment Agreement") pursuant to
which Merkey is serving as Senior Vice President - Business Development of the
Company;

     WHEREAS, Merkey and the Company agree that Merkey's service as Senior Vice
President - Business Development of the Company should be ended; and

     WHEREAS, Merkey and the Company desire to resolve fully and finally all
issues between them that arise or may arise out of the cessation of Merkey's
service with the Company.

     NOW THEREFORE, in consideration of the premises and mutual promises herein
contained and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, it is agreed as follows:

                                  AGREEMENT:

1.   Resignation.  Merkey and the Company agree that effective as of 5:00 p.m.
     -----------
Eastern Time on March 23, 2000 (the "Termination Date"), Merkey shall, and
hereby does, voluntarily and permanently resign his positions as Senior Vice
President - Business Development of the Company.  Concurrently herewith, Merkey
is executing and delivering to the Company a letter of resignation in the form
attached as Exhibit 1 hereto (the "Resignation Letter").  Each of the Company's
            ---------
obligations under this Separation Agreement is subject to the execution and
delivery to the Company by Merkey of this Separation Agreement and the
Resignation Letter.  This Separation Agreement shall be effective upon such
execution and delivery by Merkey and execution of this Separation Agreement by
the Company.

2.   Payments and Benefits.
     ---------------------

     (a)  Payroll Continuation. Notwithstanding the Termination Date, the
Company shall continue Merkey on the payroll as a regular, full time employee
through March 31, 2000.

     (b)  \Severance Fee. The Company shall pay to Merkey a cash severance
payment equal to $40,000.00, payable in three (3) monthly installments of
$13,333.33, commencing April
<PAGE>

30, 2000 and continuing on the last day of each of May and June, 2000. Merkey
shall be responsible for the payment of all federal, state and local payroll or
other employment taxes with respect to such severance payments.

     (c)  Company Property; Credit Cards; Temporary Living Reimbursement.
Promptly following the Termination Date, Merkey will (i) return all Company
credit cards previously provided to Merkey; and (ii) return all personal
property owned by the Company that is in Merkey possession and control. Merkey
acknowledges and agrees that any personal charges made on credit cards of the
Company, if any, will be reimbursed to the Company by deducting such amounts due
and owing from any severance payments to be made pursuant to Section 2(a). With
respect to any business expenses or temporary living expenses incurred by Merkey
prior to March 24, 2000, the Company agrees to reimburse Merkey for such
expenses upon submission by Merkey to the Company of appropriate documentation
with respect thereto.

     (d)  Stock Options. Pursuant to the terms of the Employment Agreement,
Merkey was awarded certain options to purchase 100,000 shares of the common
stock, no par value (the "Common Stock") of Grace Development, Inc., a Colorado
corporation and parent company to the Company, at an exercise price of $1.00 per
share (the "Options"). The Company acknowledges and agrees that as of the
Termination Date, such Options are vested and may be exercised by Merkey at any
time for a period of five (5) years following the Termination Date.

     (e)  No Other Payments or Benefits. Merkey acknowledges and agrees that,
other than the payments described specifically in this Separation Agreement,
Merkey shall not be entitled to receive on or after the Termination Date any
other benefits, payments, bonuses, severance, termination benefits or
compensation of any kind or for any reason, specifically including but not
limited to any earned or unearned wages, bonuses, payments, benefits, commission
payments, stock options (whether vested or unvested), stock or any other
benefit, payment or compensation of any kind or from any source; provided,
                                                                 --------
however, that if, as and to the extent that Merkey and the contract for the
-------
provision of consulting services to the Company by Merkey, Merkey and the
Company will agree with respect to appropriate compensation therefor (the
"Future Consulting Fees").

3.   No Derogatory Statements.
     ------------------------

     (a)  Merkey further agrees that, as part of the consideration for this
Separation Agreement, he will not, directly or indirectly, in any capacity or
manner, take any action or cause any action to be taken which would be
detrimental to the interests of the Company, its subsidiaries or affiliates and
their respective officers, directors, agents and employees, including, without
limitation, making, causing, encouraging or assisting to be made any statements,
comments or remarks, whether oral, verbal, in writing or electronically
transmitted, which might reasonably be considered to be derogatory, defamatory
or critical of, or negative towards, or to malign, harm, defame, disparage or
damage the reputation and good name of, the Company, its subsidiaries or
affiliates, or their respective officers, directors, agents and employees.


                                                          /s/ K. M.
                                                          ----------------------
                                                          Initials

                                       2
<PAGE>

     (b)  The Company further agrees that, as part of the consideration for this
Separation Agreement, it will not, directly or indirectly, in any capacity or
manner, make, cause, encourage or assist to be made any statements, comments or
remarks, whether oral, verbal, in writing or electronically transmitted, which
might reasonably be considered to be derogatory, defamatory or critical of, or
negative towards, or to malign, harm, defame, disparage or damage the reputation
and good name of, Merkey.

4.   Compliance with Securities Laws. Merkey covenants and agrees to continue to
     -------------------------------
comply with the provisions of the Securities Act of 1933, as amended, the
Securities Exchange Act of 1934, as amended, applicable state "blue sky" laws
and all rules and regulations promulgated thereunder (collectively, the
"Securities Laws") as such laws, rules and regulations apply to him. Merkey
acknowledges that, as of the date hereof, he is in possession of material,
nonpublic information regarding the Company, and agrees that he will refrain
from the purchase and sale of any of the Company's securities and from
disclosing such information to any other person, unless and until the Company,
or its counsel, shall advise him that such restriction no longer applies. Merkey
also acknowledges that he has received copies of the Company's proposed policy
with respect to compliance with the Securities Laws and related rules and
regulations, and agrees to abide by such policy and the rules and regulations
referenced therein.

5.   Nondisclosure.  Merkey represents, covenants and agrees that he will keep
     -------------
the terms and facts of this Separation Agreement, and negotiations and
discussions related hereto, completely and strictly confidential, and that he
will not, directly or indirectly, in any capacity or manner, discuss with, or
disclose to, anyone, including, without limitation, reporters and analysts, any
information concerning this Separation Agreement, the matters contemplated
herein or matters related to Merkey's service with or departure or resignation
from the Company, or any negotiations and discussions related hereto or thereto;
provided, however, that Merkey may disclose information regarding this
Separation Agreement in confidence to his spouse, accountant, tax advisor and
legal counsel, after obtaining the agreement of any such person to also maintain
the confidentiality of such information in accordance herewith, and provided
further that if Merkey is compelled as a matter of law to disclose such
information, Merkey will promptly notify the Company in order to permit the
Company to seek a protective order or take other appropriate action with respect
to such disclosure, and Merkey will cooperate in the Company's efforts to obtain
such protective order or other reasonable assurance that confidential treatment
will be accorded such information, and if such protective order is not obtained,
Merkey may disclose to the party or authority compelling such disclosure such
part of such information as is required by law to be disclosed.  Merkey will
immediately refer to Mr. James Blanchard and/or the Company's investor relations
department (without further comments or response) all contacts, questions and
requests for information, from analysts, reporters or otherwise, regarding the
Company or Merkey's resignation, employment with or departure from the Company.
Notwithstanding the foregoing, Merkey and the Company agree that a mutually
agreeable press release announcing Merkey's resignation as Chief Executive
Officer and a member of the Board of Directors of the Company shall be issued by
the Company as soon as practicable after the execution and delivery of this
Separation Agreement.

                                                               /s/ K. M.
                                                               -----------------
                                                               Initials

                                       3
<PAGE>

6.   Releases.
     --------

     (a)  General Release of Claims.  As a material inducement to the Company to
enter into this Separation Agreement, and in partial exchange for the
consideration recited herein, Merkey hereby irrevocably and unconditionally
releases, acquits and forever discharges the Company and each of the Company's
owners, stockholders, predecessors, successors, assigns, agents, directors,
officers, employees, representatives, attorneys, divisions, direct or indirect
parent companies, subsidiaries, affiliates (and agents, directors, officers,
employees, representatives and attorneys of such divisions, subsidiaries and
affiliates), and all persons acting by, through, under or in concert with any of
them (collectively, "Releasees"), or any of them, from any and all charges,
complaints, claims, liabilities, obligations, promises, agreements,
controversies, damages, actions, causes of action, suits, rights, demands,
costs, losses, debts and expenses (including attorney's fees and costs actually
incurred), of any nature whatsoever, including, without limitation, any services
provided at any time by Merkey to the Company or any Releasees, whether directly
or indirectly or pertaining to Merkey's service with or resignation or
separation from the Company, whether known or unknown, which Merkey now has,
owns or holds, or claims to have, own or hold, or which Merkey at any time
hereafter may have, own or hold, or claim to have, own or hold, against each or
any of the Releasees (collectively, "Claims"), except for the duties and
obligations expressly assumed by the Company in this Separation Agreement.
Merkey acknowledges and agrees that he is releasing and giving up any right
which he may have under any contract entered with the Company, and under any
federal or state law or political subdivision thereof, including the Age
Discrimination in Employment Act, which prohibits age discrimination in
employment; Title VII of the Civil Rights Act of 1964, which prohibits
discrimination in employment based on race, color, national origin, religion or
sex; the Equal Pay Act, which prohibits paying men and women unequal pay for
equal work; or any other federal, state or local laws or regulations prohibiting
employment discrimination.  Merkey also acknowledges and agrees that he is
releasing and giving up any claims he has or may have had for wrongful
discharge.  Notwithstanding anything herein to the contrary, nothing herein
shall in any way affect Merkey's right to receive Future Consulting Fees.


     (b)  No Breach. Merkey agrees that the Company has not breached any oral or
written employment or other agreement, contract or understanding, including,
without limitation, the Employment Agreement, which exists or may have existed
between Merkey and the Company with respect to any aspect of Merkey's service
with, or separation or resignation of employment from, the Company or with
respect to any other matter whatsoever as of the time of execution of this
Separation Agreement.  Merkey further agrees that the Company has not violated
any law, statute, rule, regulation or ordinance of the United States or of any
state or political subdivision thereof, including, without limitation, the Age
Discrimination in Employment Act, with respect to any aspect of Merkey's service
with, or separation or resignation of employment from, the Company or with
respect to any other matter whatsoever as of the time of execution of this
Separation Agreement.

                                                               /s/ K. M.
                                                               -----------------
                                                               Initials

                                       4
<PAGE>

     (c)  No Complaints or Charges Filed. Merkey represents that he has not
filed any complaints or charges against the Company or its subsidiaries or
affiliates with any local, state or federal agency or court related to Merkey's
service with or separation or resignation from the Company, that Merkey will not
do so at any time hereafter, relating to any action or events that predate the
date hereof, and that if any such agency or court assumes jurisdiction of any
such complaint or charge against the Company or its subsidiaries or affiliates
on behalf of Merkey, Merkey will request such agency or court to withdraw from
the matter.


     (d)  Acknowledgement of Waiver of All Claims. Merkey expressly acknowledges
that this Separation Agreement is intended to include in its effect, without
limitation, all Claims which Merkey does not know or suspect to exist in
Merkey's favor at the time of execution hereof, and that this Separation
Agreement contemplates the extinguishment of any such Claim or Claims, as they
may pertain to Merkey's service with or separation or resignation from the
Company.


     (e)  No Admission.  This Separation Agreement shall not in any way be
construed as an admission by either party of any wrongful conduct whatsoever
against any person or party, and both parties specifically disclaim any
liability to or wrongful conduct against any other person or party.  It is
acknowledged by each party that this Separation Agreement is mutually sought and
for the benefit of each to resolve all disputed claims and controversies.

7.   Confidentiality and Non-solicitation.  In partial exchange for the
     ------------------------------------
consideration recited herein, Merkey hereby covenants and agrees as follows:

     (a)  Merkey shall not disclose to any person or entity or use, at any time,
any information not in the public domain or generally known in the industry, in
any form, acquired by Merkey while employed by the Company or any predecessor to
the Company's business, and relating to the Company, its subsidiaries or
affiliates, including but not limited to information regarding customers,
vendors, suppliers, trade secrets, training programs, manuals or materials,
technical information, contracts, systems, procedures, mailing lists, know-how,
trade names, improvements, price lists, financial or other data (including the
revenues, costs or profits associated with any of the Company's services),
business plans, code books, invoices and other financial statements, computer
programs, software systems, databases, discs and printouts, plans (business,
technical or otherwise), customer and industry lists, correspondence, internal
reports, personnel files, sales and advertising material, telephone numbers,
names, addresses or any other compilation of information, written or unwritten,
which is or was used in the business of the Company or any subsidiaries or
affiliates thereof. Merkey agrees and acknowledges that all of such information,
in any form, and copies and extracts thereof, are and shall remain the sole and
exclusive property of the Company.  On or before the Termination Date, Merkey
shall return to the Company the originals and all copies of any such information
provided to or acquired by Merkey in connection with the performance of his
duties for the Company, and shall return to the Company all files,

                                                               /s/ K. M.
                                                               -----------------
                                                               Initials

                                       5
<PAGE>

correspondence and/or other communications received, maintained and/or
originated by Merkey during the course of his employment.

     (b)  Merkey covenants that he will not, directly or indirectly, whether for
his own account or the account of any other person or entity for a period
commencing on the Termination Date and ending on December 31, 2001, solicit,
employ or otherwise engage as an employee, independent contractor or otherwise,
any person who is an employee, or is acting as an employee, independent
contractor or agent of, the Company, its subsidiaries or affiliated companies,
or in any manner induce or attempt to induce any such employee, independent
contractor or agent of the Company, its subsidiaries or affiliated companies, to
terminate his or her employment with the Company, its subsidiaries or affiliated
companies.

     (c)  The parties have entered into this Separation Agreement in good faith
and for the reasons set forth in the recitals hereto and assume that this
Section is legally binding.  If for any reason, this Section is not binding
because of its term, then the parties agree that this Section shall be deemed
effective for the longest period of time as may be legally enforceable. The
parties hereto agree that: (i) the covenants and agreements of Merkey contained
in this Section are reasonably necessary to protect the interests of the
Company, (ii) the period of restriction contained in this Section is fair and
reasonable and is not greater than is necessary for the protection of the
Company in light of the substantial harm that the Company will suffer should
Merkey breach any of the provisions of said covenants or agreements; (iii) the
covenants and agreements of Merkey contained in this Section are material
inducements for the Company to enter into this Separation Agreement; (iv) the
nature, kind and character of the activities Merkey is prohibited to engage in
are reasonable and necessary to protect the Company and (v) the Company's and
its subsidiaries' business is international in scope, and the Company and its
subsidiaries compete with other businesses that are or could be located
throughout North America.  Merkey hereby represents and warrants to the Company
that, by reason of the abilities and experience of Merkey, the enforcement of
the covenants and agreements set forth in this Section will not prevent Merkey
from obtaining other suitable employment or earning a livelihood in his
profession.

     (d)  Merkey acknowledges that the rights and privileges granted to the
Company in this Section are of special and unique character, which gives them a
peculiar value, the loss of which may not be reasonably or adequately
compensated for by damages in an action of law, and that a breach thereof by
Merkey of this Section will cause the Company great and irreparable injury and
damage. Accordingly, Merkey hereby agrees that the Company shall be entitled to
remedies of injunction, specific performance or other equitable relief to
prevent a breach of this Section by Merkey, without any requirement on the part
of the Company to prove actual damages or to post or secure any bond (which
requirements are hereby waived). This provision shall not be construed as a
waiver of, and shall be in addition to, any other rights or remedies the Company
may have for damages or otherwise.

8.   Voluntary Agreement.  Merkey represents and agrees that he has thoroughly
     -------------------
considered all aspects of this Separation Agreement and that he has been advised
by the Company that he

                                                               /s/ K. M.
                                                               -----------------
                                                               Initials

                                       6
<PAGE>

should discuss any and all aspects of this matter with an attorney chosen by
Merkey, that Merkey has carefully read and fully understands all of the
provisions of this Separation Agreement and that Merkey is voluntarily entering
into this Separation Agreement of his own free will, without coercion, and in
exchange for the consideration recited herein. Merkey further understands that
the Company is relying on this and all other representations he has made herein.

9.   Indemnification.
     ---------------

     (a)  As a further material inducement to the Company to enter into this
Separation Agreement, Merkey hereby agrees to indemnify and hold the Company
harmless from and against all loss, cost, damage or expense, including, without
limitation, attorneys' fees, incurred by the Company, arising out of (i) any
breach or alleged breach of this Separation Agreement by Merkey, or (ii)
Merkey's service with the Company.

     (b)  As a further material inducement to Merkey to enter into this
Separation Agreement, the Company hereby agrees to indemnify and hold Merkey
harmless from and against all loss, cost, damage or expense, including, without
limitation, attorneys' fees, incurred by Merkey, arising out of (i) any breach
or alleged breach of this Separation Agreement by the Company, or (ii) Merkey's
service with the Company.

10.  No Other Representations.  Merkey represents and acknowledges that in
     ------------------------
executing this Separation Agreement, Merkey does not rely and has not relied
upon any representation or statements made by the Company or the Releasees or by
any of the Company's or Releasees' agents, representatives or attorneys with
regard to the subject matter, basis or effect of this Separation Agreement or
otherwise, except as set out herein.

11.  Successors.  This Separation  shall be binding upon Merkey and the Company
     ----------
and upon their respective heirs, administrators, representatives, executors,
successors and assigns, and shall enure to the benefit of Merkey, the Company
and the Releasees and Merkey Releasees and each of them, and to their respective
heirs, administrators, representatives, executors, successors and assigns.  This
Separation Agreement is personal to Merkey, and Merkey may not assign or
transfer any interests in, or rights or benefits under, this Separation
Agreement.

12.  Review; Revocation.  Merkey may revoke this Separation Agreement within
     ------------------
seven (7) days after Merkey's signing it, as evidenced by the date set forth on
the signature page hereof.  Revocation can be made by delivering a written
notice of revocation to Mr. James Blanchard, 1690 Chantilly Drive, Atlanta,
Georgia  30324.  For such revocation to be effective, written notice must be
received by Mr. Blanchard no later than 5:00 p.m. Eastern Time on the seventh
(7th) day after Merkey signs this Separation Agreement, as evidenced by the date
set forth on the signature page hereof. If Merkey revokes this Separation
Agreement, it shall not be effective or enforceable and Merkey will not receive
the benefits, payment or rights described herein and shall immediately return or
repay to the Company in full any benefits, payments or property described herein
that he may already have received.

                                                               /s/ K. M.
                                                               -----------------
                                                               Initials

                                       7
<PAGE>

13.  Termination of Employment Agreement.  Effective as of the Termination Date,
     -----------------------------------
the Employment Agreement is terminated and shall be of no further force and
effect.


14.  Notices.  Any notice required or permitted to be given under this
     -------
Separation Agreement shall be sufficient if in writing and if delivered by hand
or by certified or registered mail or by a nationally recognized overnight
delivery service, postage or other charges pre-paid, and addressed to:  Richard
S. Merkey, III, at the address set forth in the Company's records (if such
notice is addressed to Merkey), or to Mr. Ben Holcomb, 1690 Chantilly Drive,
Atlanta, Georgia  30324 (if such notice is addressed to the Company), or such
other address as may be designated by a party hereto in written notice to the
other party hereto.  Such notice shall be deemed to have been given or made on
the date of delivery, if delivered by hand, or on the next following date if
sent by mail or overnight delivery service.

15.  Default.  In the event of a default or breach by Merkey of this Separation
     -------
Agreement, then the payments, conveyances and benefits to or for the benefit of
Merkey under Section 2 hereof, shall thereupon cease and be terminated (and this
Separation Agreement shall otherwise remain in full force and effect).  In
addition, the Company shall have the right to pursue (i) such legal remedies as
may be available to it to recover from Merkey any damages suffered by the
Company, including attorneys' fees, as a result of such default or breach, and
(ii) any equitable remedy or action, including injunctive relief, as may be
appropriate under the circumstances to protect the Company against or from such
default or breach, or continuation thereof.

16.  Choice of Law; Attorneys' Fees.   This Separation Agreement is made and
     ------------------------------
entered into in the State of Georgia and shall, in all respects, be interpreted,
enforced and governed under the laws of said State, without regard for the
principles of conflicts of laws thereof. Any action or proceedings brought by a
party seeking to enforce any provisions of, or based upon any right arising out
of, this Separation Agreement may be brought against any of the parties hereto
in the courts of the State of Georgia or, if it has or can acquire jurisdiction,
in a United States District Court for the State of Georgia, and each of the
parties consents to the jurisdiction of such courts (and of the appropriate
appellate courts) in any such action or proceeding and waives any objection to
venue laid therein.  If legal action is commenced by either party to enforce or
defend its rights under this Separation Agreement, the prevailing party in such
action shall be entitled to recover its costs and reasonable attorneys' fees in
addition to any other relief granted.

17.  Miscellaneous.  The language of all parts of this Separation Agreement
     -------------
shall, in all cases, be construed as a whole, according to its plain meaning,
and not strictly for or against any of the parties, and rules of interpretation
or construction of contracts that would construe any ambiguity against the
draftsman shall not apply.  Should any provision of this Separation Agreement be
declared or be determined by any court to be illegal or invalid, the validity of
the remaining parts, terms or provisions shall not be affected thereby and said
illegal or invalid part, term or provision shall be deemed not to be part of
this Separation Agreement. As used in this Separation Agreement, the singular or
plural number shall be deemed to include the other whenever the context so
indicates or requires.  This Separation Agreement may be executed in two or more

                                                               /s/ K. M.
                                                               --------------
                                                               Initials

                                       8
<PAGE>

counterparts, each of which shall for all purposes be deemed to be an original
but each of which, when so executed, shall constitute but one and the same
instrument. This Separation Agreement sets forth the entire agreement between
the parties hereto and fully supersedes any and all prior agreements or
understandings between the parties hereto pertaining to the subject matter
hereof. This Separation Agreement may not be changed orally, but only by an
instrument in writing signed by the party against whom enforcement of any
waiver, change, modification, extension or discharge is sought. The section and
paragraph headings contained in this Separation Agreement are for convenience of
reference, and shall not limit or control, or be used to construe, the meaning
of any provision herein. Any delay or omission by any party hereto in exercising
any right hereunder shall not operate as a waiver of such right.

PLEASE READ CAREFULLY.  THIS SEPARATION AGREEMENT INCLUDES A RELEASE OF ALL
KNOWN AND UNKNOWN CLAIMS.

     WHEREFORE, to signify their agreement to the terms of this Separation
Agreement, which consists of 10 typewritten pages, not including exhibits
hereto, each of the parties hereto have executed this Separation Agreement on
the date set forth immediately above such party's signature which appears below.

     EXECUTED this 5th day of April, 2000.



                                                 /s/ R. Kenneth Merkey
                                                 -------------------------------
                                                 R. Kenneth Merkey


Witness: /s/ Sharon S. Quaintance
         -----------------------------
Name:    Sharon S. Quaintance
         -----------------------------


     EXECUTED this 5th day of April, 2000.


                                       GRACE DEVELOPMENT, INC.


                                       By: /s/ James M. Blanchard
                                           ------------------------------------
                                       Name:  James M. Blanchard
                                       Title: President


Witness: /s/ James C. Foregger
         ---------------------


                                                               _________________
                                                               Initials

                                       9
<PAGE>

Name: James C. Foregger
      -------------------------
                                       GRACE DEVELOPMENT, INC.



                                       By: /s/ Ben Holcomb
                                           -------------------------------------
                                       Name:  Ben Holcomb
                                       Title: Chairman & CEO

                                                               _________________
                                                               Initials


                                       10
<PAGE>

                                   EXHIBIT 1

                                  Resignation
                                  -----------


                                                               /s/ K. M.
                                                               ----------------
                                                               Initials

                                      11
<PAGE>

                                  Resignation
                                  -----------


The Board of Directors
Grace Development, Inc.
1690 Chantilly Drive
Atlanta, Georgia 30324

Gentlemen:

     The undersigned, R. Kenneth Merkey, hereby resigns from any and all
positions held by the undersigned as an officer of Grace Development, Inc., a
Colorado corporation (the "Company"), and each of the subsidiaries and
affiliates of the Company, such resignation to be effective as of 5:00 p.m.
Eastern Time on March 23, 2000.

     EXECUTED and dated as of this 5th day of April, 2000.


                                    /s/ R. Kenneth Merkey
                                    ------------------------------
                                    R. Kenneth Merkey

                                                               /s/ K. M.
                                                               -----------------
                                                               Initials

                                      12