FORM 10-QSB

                  U.S. SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C.  20549
                          ______________________

             Quarterly Report Under Section 13 or 15(d) of the
                      Securities Exchange Act of 1934

               For the Quarterly Period Ended March 31, 2001

                     Commission File Number 13-4051167

                              NAVARONE, INC.
          (Exact name of registrant as specified in its charter)


            Nevada                          13-4051167
(State or other jurisdiction of    (IRS Employer Identification No.)
incorporation or organization)


     c/o Judy Shelton, 1106 West Choctaw Street, Broken Bow, OK 74728
                 (Address of principal executive offices)
                                (Zip Code)

                              (580) 584-5499
           (Registrant's telephone number, including area code)

      Indicate  by  check mark whether the registrant  (1)  has  filed  all
reports  required  to  be filed by Section 13 or 15(d)  of  the  Securities
Exchange  Act  of 1934 during the preceding 12 months (or for such  shorter
period that the registrant was required to file such reports), and (2)  has
been subject to such filing requirements for the past 90 days.

                             X  Yes        ___ No

     State the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.

            Class             Outstanding as of March 31, 2001
        --------------        ----------------------------------
         Common Stock                       20,485,000



<PAGE>


                      PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements.


                       NAVARONE, INC. AND SUBSIDIARY
                       [A Development Stage Company]




                                 CONTENTS

                                                             PAGE


 -- Unaudited Condensed Consolidated Balance Sheets,            3
      March 31, 2001 and December 31, 2000


 -- Unaudited Condensed Consolidated Statements
      of Operations, for the three months ended
      March 31, 2001 and 2000 and from inception
      on March 19, 1997 through March 31, 2001                  4

 -- Unaudited Condensed Consolidated Statements
      of Cash Flows, for the three months ended
      March 31, 2001 and 2000 and from inception
      on March 19, 1997 through March 31, 2001              5 - 6


 -- Notes to Unaudited Condensed Consolidated
      Financial Statements                                 7 - 11







<PAGE>

                       NAVARONE, INC. AND SUBSIDIARY
                       [A Development Stage Company]

              UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS




                                  ASSETS


                                          March 31,   December 31,
                                             2001         2000
                                         ___________  ___________
CURRENT ASSETS:
  Cash                                     $      -    $        -
                                         ___________  ___________
Total Current Assets                       $      -    $        -

                                        ____________ ____________


                   LIABILITIES AND STOCKHOLDERS' EQUITY


CURRENT LIABILITIES:
  Accounts payable                         $  3,800    $    2,100
                                         ___________  ___________
        Total Current Liabilities             3,800         2,100
                                         ___________  ___________

STOCKHOLDERS' EQUITY (DEFICIT):
  Common stock, $.001 par value,
   100,000,000 shares authorized,
   20,485,000 shares issued and
   outstanding                               20,485        20,485
  Capital in excess of par value             25,523        25,523
  Deficit accumulated during the
    development stage                      (49,808)      (48,108)
                                         ___________  ___________
        Total Stockholders' Equity
          (Deficit)                         (3,800)       (2,100)
                                         ___________  ___________
                                          $       -    $        -
                                         ___________  ___________







Note:  The  balance sheet at December 31, 2000 was taken from  the  audited
   financial statements at that date and condensed.

 The accompanying notes are an integral part of these unaudited financial
                                statements.


                                  -3-

<PAGE>


                       NAVARONE, INC. AND SUBSIDIARY
                       [A Development Stage Company]

         UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


                                                          From
                                   For the Three      Inception on
                                    Months Ended     March 19, 1997,
                                     March 31,          Through
                               ______________________  March 31,
                                   2001       2000        2001
                              ___________ ___________ ___________
REVENUE                         $       -  $        -  $        -
                              ___________ ___________ ___________

EXPENSES:
  General and administrative        1,700           -      13,900
                              ___________ ___________ ___________
LOSS FROM CONTINUING
  OPERATIONS BEFORE INCOME
  TAXES                           (1,700)           -    (13,900)

CURRENT TAX EXPENSE                     -           -           -

DEFERRED TAX EXPENSE                    -           -           -
                              ___________ ___________ ___________

LOSS FROM CONTINUING
  OPERATIONS                      (1,700)           -    (13,900)
                              ___________ ___________ ___________
DISCONTINUED OPERATONS:
  Loss form discontinued
    operations (net of $0
    income taxes)                       -       (856)    (34,908)
  Loss on disposal of
    discontinued operations
    (net of $0 income taxes)            -           -           -
                              ___________ ___________ ___________
LOSS FROM DISCONTINUED
  OPERATIONS                            -       (856)    (34,908)
                              ___________ ___________ ___________
CUMULATIVE EFFECT OF
  CHANGE IN ACCOUNTING
  PRINCIPLE                             -           -     (1,000)
                              ___________ ___________ ___________

NET LOSS                        $ (1,700)  $    (856)  $ (49,808)
                              ___________ ___________ ___________

LOSS PER COMMON SHARE:
  Continuing operations         $   (.00)  $        -  $    (.00)
  Discontinued operations               -       (.00)       (.00)
  Cumulative effect of change
     in accounting principle            -           -       (.00)
                              ___________ ___________ ___________
  Net Loss Per Common
    Share                       $   (.00)  $    (.00)  $    (.00)
                              ___________ ___________ ___________


 The accompanying notes are an integral part of these unaudited financial
                                statements.



                                  -4-
<PAGE>



                       NAVARONE, INC. AND SUBSIDIARY
                       [A Development Stage Company]

         UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


                                     For the Three    From Inception
                                      Months Ended     on March 19,
                                       March 31,       1997 Through
                                  ___________________    March 31,
                                      2001     2000        2001
                                  __________ ________ ___________
Cash Flows From Operating
   Activities:
  Net loss                          $(1,700) $  (856)  $(49,808)
  Adjustments to reconcile net
    loss  to net cash used by
    operating activities:
    Non-cash expense                      -         -     10,100
    Effect of change in
      accounting principle                -         -      1,000
    Change in assets and
        liabilities:
      Increase (decrease) in
         accounts payable             1,700     (527)      3,800
                                  __________ ________ ___________
        Net Cash (Used) by
          Operating Activities            -   (1,383)   (34,908)
                                  __________ ________ ___________
Cash Flows From Investing
   Activities                             -         -          -
                                  __________ ________ ___________
        Net Cash (Used) by
           Investing Activities           -         -          -
                                  __________ ________ ___________
Cash Flows From Financing
    Activities:
  Proceeds from common
     stock issuance                       -         -     38,500
  Payment of stock offering costs         -         -    (6,635)
  Capital contribution                    -         -      3,043
                                  __________ ________ ___________
        Net Cash Provided by
           Financing Activities           -         -     34,908
                                  __________ ________ ___________
Net Increase (Decrease) in Cash           -   (1,383)          -

Cash at Beginning of Period               -     3,918          -
                                  __________ ________ ___________
Cash at End of Period               $     -  $  2,535 $        -
                                  __________ ________ ___________

Supplemental Disclosures of Cash Flow Information:
  Cash paid during the periods for:
    Interest                        $     -  $      - $        -
    Income taxes                    $     -  $      - $        -

















                                [Continued]


                                    -5-

<PAGE>



                       NAVARONE, INC. AND SUBSIDIARY
                       [A Development Stage Company]

         UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS



Supplemental Schedule of Noncash Investing and Financing Activities:
  For the three months ended March 31, 2001:
     None.

  For the three months ended March 31, 2000:
     None

  For the period from inception on March 19, 1997 through March 31, 2001:
     A shareholder of the Company forgave the Company of their $543 debt
     accounted for as a contribution to capital.

     The Company issued 10,100,000 shares of common stock for services
     rendered valued at $10,100.

     The Company expensed its organizational costs of $1,000 in accordance
     with Statement of Position 98-5.

     An officer/shareholder paid expenses and provided services totaling
     $2,500 towards the prototype development.  This was accounted for as a
     contribution to capital.






































 The accompanying notes are an integral part of these unaudited financial
                                statements.




                                    -6-


<PAGE>


                       NAVARONE, INC. AND SUBSIDIARY
                       [A Development Stage Company]

      NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  Organization - Ezboy Imageworks, Inc. was organized under the laws  of  the
  State  of  Nevada  on  March 19, 1997, but changed  its  name  in  1998  to
  Navarone,  Inc (the Company).  The Company previously intended  to  develop
  and  pursue  patent  protection  for novelty  items  for  the  photographic
  industry.   The  Company  also  intended  to  manufacture  and  market  its
  inventions.   During  July  2000, the Company discontinued  its  previously
  planned   operations  and  formed  a  wholly-owned  subsidiary  OK  Trading
  Corporation, a Nevada Corporation, to begin a brokerage service  where  the
  Company  buys and sells liquidation and close-out merchandise  and  related
  products  to retail stores, flea market vendors, auction houses  and  other
  bulk  purchasers  and sellers.  The Company has, at the present  time,  not
  paid  any  dividends and any dividends that may be paid in the future  will
  depend  upon  the financial requirements of the Company and other  relevant
  factors.   The  Company  has  not generated  significant  revenues  and  is
  considered a development stage company as defined in Statement of Financial
  Accounting Standards (SFAS) No. 7.

  Condensed Consolidated Financial Statements - The accompanying consolidated
  financial  statements have been prepared by the Company without audit.   In
  the  opinion  of  management, all adjustments (which  include  only  normal
  recurring  adjustments) necessary to present fairly the financial position,
  results of operations and cash flows at March 31, 2001 and 2000 and for the
  periods then ended have been made.

  Certain information and footnote disclosures normally included in financial
  statements  prepared  in  accordance  with  generally  accepted  accounting
  principles  have  been  condensed or omitted.  It is suggested  that  these
  condensed  financial statements be read in conjunction with  the  financial
  statements  and notes thereto included in the Company's December  31,  2000
  audited  financial statements.  The results of operations for  the  periods
  ended  March  31,  2001  are not necessarily indicative  of  the  operating
  results for the full year.

  Consolidation - The consolidated financial statements include the  accounts
  of the Company and its wholly-owned subsidiary OK Trading Corporation.  All
  significant inter-company accounts and transactions have been eliminated in
  consolidation.

  Income  Taxes  -  The Company accounts for income taxes in accordance  with
  Statement of Financial Accounting Standards (SFAS) No. 109, "Accounting for
  Income Taxes."  This statement requires an asset and liability approach for
  income taxes.

  Research  and  Development - The Company expenses research and  development
  costs as incurred.

  Loss Per Share - The computation of loss per share is based on the weighted
  average  number  of  shares  outstanding during  the  period  presented  in
  accordance with Statement of Financial Accounting Standards (SFAS) No. 128,
  "Earnings Per Share".  [See Note 6]

  Cash  and Cash Equivalents - For purposes of the financial statements,  the
  Company  considers  all  highly liquid debt investments  purchased  with  a
  maturity of three months or less to be cash equivalents.





                                     -7-


<PAGE>

                       NAVARONE, INC. AND SUBSIDIARY
                       [A Development Stage Company]

      NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Continued]

  Accounting   Estimates  -  The  preparation  of  financial  statements   in
  conformity   with   generally  accepted  accounting   principles   requires
  management  to  make  estimates and assumptions that  affect  the  reported
  amounts of assets and liabilities, the disclosures of contingent assets and
  liabilities  at  the  date of the financial statements,  and  the  reported
  amount of revenues and expenses during the reported period.  Actual results
  could differ from those estimated.

  Restatement  - The financial statements have been restated for all  periods
  presented to reflect a ten for one forward stock split effective January 5,
  2000 [See Note 3].

  Recently  Enacted Accounting Standards - Statement of Financial  Accounting
  Standards  (SFAS)  No.  136,  "Transfers of Assets  to  a  not  for  profit
  organization  or  charitable trust that raises or holds  contributions  for
  others",  SFAS No. 137, "Accounting for Derivative Instruments and  Hedging
  Activities - deferral of the effective date of FASB Statement No.  133  (an
  amendment  of  FASB  Statement No. 133.),", SFAS No.  138  "Accounting  for
  Certain  Derivative  Instruments  and  Certain  Hedging  Activities  -  and
  Amendment  of SFAS No. 133", SFAS No. 139, "Recission of SFAS  No.  53  and
  Amendment  to  SFAS  No. 63, 89 and 21", and SFAS No. 140,  "Accounting  to
  Transfer   and   Servicing  of  Financial  Assets  and  Extinguishment   of
  Liabilities", were recently issued.  SFAS No. 136, 137, 138,  139  and  140
  have  no  current  applicability to the Company  or  their  effect  on  the
  financial statements would not have been significant.

NOTE 2 - DISCONTINUED OPERATIONS

  During  July  2000,  management decided to abandon the  Company's  original
  business  plan of developing, manufacturing and pursuing patent  protection
  for novelty items for the photographic industry.

  The following is a condensed proforma statement of operations that reflects
  what  the presentation would have been for the periods ended March 31, 2001
  and  2000  and from inception on March 19, 1997 through March 31, 2001,  if
  the Company had not discontinued it's previous operations:

                                     For the Three    From Inception
                                       Months Ended     on March 19,
                                        March 31,      1997 through
                                   ___________________   March 31,
                                       2001     2000      2001
                                   _________ _________ __________
  Net revenues                      $      - $      -  $       -
  Other operating expenses           (1,700)    (856)   (48,808)
  Other income (expenses)                  -        -          -
  Provision for income taxes               -        -          -
  Change in accounting principle           -        -    (1,000)
                                  __________ _________ __________
  Net loss                          $(1,700) $  (856)  $(49,808)
                                  __________ _________ __________
  Loss per common share:            $  (.00) $  (.00)  $   (.00)
                                   _________ _________ __________





                                    -8-

<PAGE>


                       NAVARONE, INC. AND SUBSIDIARY
                       [A Development Stage Company]

      NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 3 - CAPITAL STOCK

  Stock  Split - In January 2000, the Company effected a ten for one  forward
  stock split.  The financial statements for all periods presented have  been
  restated to reflect the stock split.

  Common  Stock  -  On August 15, 2000, the Company amended its  Articles  of
  Incorporation  increasing the authorized common shares from  25,000,000  to
  100,000,000 with a par value of $.001 per share.

  During   July   2000,  the  Company's  president,  director  and   majority
  shareholder  as well as the Company's secretary, director and  shareholder,
  sold their controlling interest in the Company and resigned as officers and
  directors  of  the  Company.  The newly appointed  officers  and  directors
  commenced the development of the Company's new business plan.  Pursuant  to
  a  meeting  of  the  new  board of directors, the Company  issued  the  new
  President of the Company 10,100,000 shares of the Company's common stock in
  lieu of $10,100 in cash compensation for services rendered.

  In  October  1998,  the  Company issued 385,000 shares  of  its  previously
  authorized,  but unissued common stock.  Total proceeds from  the  sale  of
  stock  amounted  to  $38,500 (or $.10 per share).  Offering  costs  in  the
  amount of $6,635 have been charged to additional paid in capital.

  On  March  19, 1997, the Company issued 10,000,000 shares of its previously
  authorized,  but  unissued  common stock  to  its  attorney  for  providing
  services valued at $1,000 related to organizing the Company.

NOTE 4 - RELATED PARTY TRANSACTIONS

  Rent - The Company currently does not have a need to rent office space  but
  is  using the address of an officer as a mailing address, as needed, at  no
  cost to the Company.

NOTE 5- INCOME TAXES

  The  Company  accounts  for income taxes in accordance  with  Statement  of
  Financial Accounting Standards No. 109 "Accounting for Income Taxes".  SFAS
  No.  109 requires the Company to provide a net deferred tax asset/liability
  equal  to  the  expected future tax benefit/expense of temporary  reporting
  differences  between  book  and tax accounting methods  and  any  available
  operating loss or tax credit carryforwards.  At March 31, 2001, the Company
  has available unused operating loss carryforwards of approximately $50,000,
  which  may  be  applied against future taxable income and which  expire  in
  various years through 2021.





                                  -9-

<PAGE>


                       NAVARONE, INC. AND SUBSIDIARY
                       [A Development Stage Company]

      NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 5- INCOME TAXES [Continued]

  The  amount of and ultimate realization of the benefits from the  operating
  loss carryforwards for income tax purposes is dependent, in part, upon  the
  tax  laws  in effect, the future earnings of the Company, and other  future
  events,  the  effects  of  which  cannot be  determined.   Because  of  the
  uncertainty  surrounding  the realization of  the  loss  carryforwards  the
  Company  has established a valuation allowance equal to the tax  effect  of
  the  loss  carryforwards and, therefore, no deferred  tax  asset  has  been
  recognized  for  the loss carryforwards.  The net deferred tax  assets  are
  approximately  $17,000 and $16,000 as of March 31, 2001  and  December  31,
  2000,  respectively, with an offsetting valuation allowance at each  period
  end of the same amount resulting in a change in the valuation allowance  of
  approximately $1,000 for the three months ended March 31, 2001.

NOTE 6 - LOSS PER SHARE

  The  following data show the amounts used in computing loss per  share  for
  the periods ended March 31, 2001 and 2000:

                                      For the Three    From Inception
                                       Months Ended     on March 19,
                                        March 31,      1997 Through
                                  ___________________    March 31,
                                      2001      2000       2001
                                  __________ __________ ___________
   Loss from continuing operations
    available to common
    shareholders (numerator)       $ (1,700) $      -  $ (13,900)
                                  __________ __________ ___________
   Loss  from  discontinued
    operations (numerator)         $       - $  (856)  $
   (34,908)
                                  __________ __________ ___________
   Cumulative effect of change in
    accounting  principle
    (numerator)                    $       - $      -  $  (1,000)
                                  __________ __________ ___________
   Weighted average number of
    common shares outstanding used
    in loss per share for the
    period (denominator)
    [Restated]                    20,485,000 10,385,000 11,904,562
                                  __________ __________ ___________

  Dilutive  loss  per share was not presented, as the Company had  no  common
  equivalent  shares  for  all  periods  presented  that  would  affect   the
  computation of diluted loss per share.

  During 1999, the Company adopted Statement of Position 98-5 and accordingly
  expensed  its organization costs of $1,000.  This has been reflected  as  a
  cumulative effect of change in accounting principle.




                                  -10-


<PAGE>


                       NAVARONE, INC. AND SUBSIDIARY
                       [A Development Stage Company]

      NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 7 - GOING CONCERN

  The accompanying financial statements have been prepared in conformity with
  generally accepted accounting principles, which contemplate continuation of
  the  Company as a going concern.  However, the Company has incurred  losses
  since  its  inception,  and  has not yet been  successful  in  establishing
  profitable  operations.  These factors raise substantial  doubt  about  the
  ability  of  the Company to continue as a going concern.  In  this  regard,
  management  is  proposing  to  raise any  necessary  additional  funds  not
  provided by operations through loans and/or through additional sales of its
  common stock.  There is no assurance that the Company will be successful in
  raising this additional capital or in achieving profitable operations.  The
  financial statements do not include any adjustments that might result  from
  the outcome of these uncertainties.


                                      -11-




<PAGE>


Item 2. Management's Discussion and Analysis or Plan of Operation.

      Certain statements contained with this report may be deemed "forward-
looking statements" within the meaning of Section 27A of the Securities Act
of  1933,  as  amended, and Section 21E of the Securities Exchange  Act  of
1934,  as amended (collectively, the "Private Securities Litigation  Reform
Act  of  1995").  All statements in this report other than a  statement  of
historical fact are forward- looking statements that are subject  to  known
and unknown risks, uncertainties and other factors which could cause actual
results  and  performance  of the Company to differ  materially  from  such
statements. The words "believe," "expect," "anticipate," "intend,"  "will,"
and  similar  expressions identify forward-looking  statements.  While  the
Company   believes  the  expectations  reflected  in  such  forward-looking
statements are reasonable, it can give no assurance such expectations  will
prove  to  have been correct.  Forward-looking statements contained  herein
relate to, among other things:

-    ability or inability to create and improve operations and become
          profitable on an annualized  basis;
-    anticipated financial performance;
-    ability to comply with the Company's general working capital
          requirements;
-    ability to generate sufficient cash flow from operations to fund all
          costs  of operations; and
-    all other statements which are not statements of historical fact.

     While the Company believes the expectations reflected in such forward-
looking   statements  are  reasonable,  it  can  give  no  assurance   such
expectations  will  prove to have been correct.  There  are  a  variety  of
factors  which could cause future outcomes to differ materially from  those
described in this report, including, but not limited to:

-    general economic conditions;
-    inability to collect in a timely manner a material amount of
          receivables;
-    material reduction in revenues;
-    increased competitive pressures;
-    management retention and development;
-    the requirement to use internally generated funds for purposes not
          presently anticipated;
-    the inability to become profitable or if not profitable, the inability
          to secure additional  liquidity in the form of additional equity
          or debt;


                                    -12-


<PAGE>


    The  Company  undertakes no obligations to update  any  forward-looking
statement,  whether  as  a  result of new  information,  future  events  or
otherwise


Plan of Operation
OK  Trading  Corp.  ("OK TRADING") is currently assembling  an  experienced
management  team  that  has demonstrated the ability  to  cost  effectively
acquire  merchandise through wholesale auctions across the country as  well
as  liquidation acquisitions and discontinued merchandise. OK Trading  will
then  resell the merchandise in bulk to retail stores, flea market vendors,
auction houses and other bulk purchasers.
The  Company's  core  target markets, retail stores, flea  market  vendors,
auction  houses and other bulk purchasers are high value customers  because
profit  margins are typically substantial and customer loyalty is typically
high. The Company's management has developed and refined the processes  and
procedures to acquire the targeted merchandise at a low cost. Adding  staff
and  additional  geographic  markets can increase  the  projected  rate  of
merchandise  acquisition and re-sale. The Company's  growth  plan  involves
leveraging  current management, organization and infrastructure  assets  to
build  a  large merchandise and customer base in markets that are currently
very  active. In addition to the customer base providing substantial  sales
margins,  the opportunity exists to cross-sell additional products  in  the
future at very low cost.
OK  Trading will use various warehouse facilities around the country on  an
as  needed  basis  that allow the Company to have many resources  available
without  the  overhead. OK Trading will closely monitor additional  markets
that  can  be  cost effectively and successfully entered. The Company  will
also  pursue development of a web-site to facilitate the purchase and  sale
of  its  merchandise,  thus  providing large  growth  opportunities  to  OK
Trading.

The  Company  cautions readers not to place undue reliance on any  forward-
looking  statements,  which speak only as of the  date  made,  and  advises
readers   that  forward-looking  statements  involve  various   risks   and
uncertainties.  The Company does not undertake, and specifically  disclaims
any   obligation  to  update  any  forward-looking  statements  to  reflect
occurrences or unanticipated events or circumstances after the date of such
statement.


                              -13-


<PAGE>



                        PART II - OTHER INFORMATION


Item 1.  Legal Proceedings.

     None.

Item 2.  Changes in Securities and Use of Proceeds.

      None

Item 3.  Defaults Upon Senior Securities.

     None.

Item 4.  Submission of Matters to Vote of Security holders.

     None.

Item 5.  Other Information.

Security Ownership of Management

 Name                 Title            Class       No. of Shares    Percent
------               -------          -------     ---------------  ---------
Judy Shelton        President         Common        16,075,000        78%


Item 6.  Exhibits and Reports on Form 8-K.

     (a) Exhibits - None

     (b) Reports on Form 8-K - None.



SIGNATURES

      In  accordance  with  the  requirements  of  the  Exchange  Act,  the
Registrant  has  caused  this Report to be signed  on  its  behalf  by  the
undersigned, thereunto duly authorized.

NAVARONE, INC.


By: /s/ Judy Shelton
       Judy Shelton, Pres. & Director
Date:  Broken Bow, OK
       May 14, 2001

                                -14-

<PAGE>