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                                                                     EXHIBIT 99
                                          
      SAFE HARBOR STATEMENT PURSUANT TO THE PRIVATE SECURITIES LITIGATION
                                 REFORM ACT OF 1995

     Statements regarding the future prospects of the Company must be evaluated
in the context of a number of factors that may materially affect its financial
condition and results of operations.  Disclosure of these factors is intended to
permit the Company to take advantage of the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995.  Most of these factors have
been discussed in prior filings by the Company with the Securities and Exchange
Commission.  Although the Company has attempted to list the factors that it is
currently aware may have an impact on its operations, other factors may in the
future prove to be important and the following list should not necessarily be
considered comprehensive.

     FLUCTUATIONS IN QUARTERLY OPERATING RESULTS.  The Company has experienced
quarterly fluctuations in operating results and anticipates that these
fluctuations will continue.  These fluctuations have been caused by various
factors, including the buying patterns of the Company's target market; the
number and timing of new product introductions and enhancements by the Company
and its competitors; the effects of industry evaluations and publicity; the
timing of product orders and shipments; marketing and promotional programs; and
economic conditions in the regions in which the Company does business.  A
significant portion of the Company's operating expenses is relatively fixed in
nature and planned expenditures are based primarily on sales forecasts.  If
revenue does not meet the Company's expectations in any given quarter, operating
results may be adversely affected.

     DISTRIBUTION SYSTEMS.  The Company has consigned inventory to approximately
2,200 clinics for direct distribution to patients.  Although the Company
attempts to obligate such clinics to monitor the inventory, it has experienced
inventory losses in each year since it has commenced direct distribution and
expects such losses to continue.  Further, the Company generally experiences
increased inventory loss with dissatisfied or terminated sales agents and there
can be no assurances that its reserves for lost inventory are adequate.

     In addition, because private and government health care reimbursement
entities (health insurance carriers) require a substantial amount of time to
approve reimbursement for sale and rental of products, the Company's accounts
receivable have grown significantly in recent years.  The Company has added
personnel to deal with collections and record keeping and has established
reserves, which it believes are adequate, for uncollectible receivables and lost
inventory.  Nevertheless, there can be no assurances that the Company can
continue to generate increasing revenue; that all the revenue it generates can
be collected; that its reserves for uncollectible accounts will be adequate; or
that its relationships with clinics can be maintained.

     VOLATILE MARKETS.  The electrotherapy pain management market is a
relatively mature and competitive market, subject to significant fluctuations in
profitability caused by foreign competition, questions of therapeutic efficacy,
governmental regulation and private rates of reimbursement.  The electrotherapy
rehabilitation market is an evolving and fragmented market with a number of
different companies offering competing treatments without any clear indication
of industry preference.  There can be no assurance that the Company will ever be
able to capture a significant portion of the pain management market or that it
can establish a significant position in the electrotherapy rehabilitation
market.

     COMPETITION.  Competition in the medical device industry from other
electrotherapy pain management and rehabilitation device companies, as well as
from pharmaceutical companies and biotechnology companies, is intense.  The
market for the Company's products, and particularly its pain management
products, is extremely competitive.  Although the Company believes that the
rehabilitation products it sells distinguish it from its competitors, there can
be no assurance that the Company will be able to compete effectively in the sale
or rental of its products. 


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     REIMBURSEMENT RATES.  Most of the Company's products are sold or rented on
prescription and the sales or rental price is reimbursed to the Company or its
dealers by the patients' insurers.  Both private insurers and the United States
Government as the administrator of Medicare and Medicaid will reimburse patients
for the cost of such products based on scheduled rates that they have
established.  Generally the Company, and other providers of medical products,
attempt to sell and lease their products at prices approximating these
reimbursement rates.  Nevertheless, private and government payers are
increasingly vigorous in their attempts to contain health care costs through
limitations on the level of reimbursement and scrutiny of items submitted for
reimbursement.  In some instances, such payers have made determinations that a
form of electrotherapy is not an acceptable form of treatment and have refused
all reimbursement for that electrotherapy modality. To the extent such private
insurers or Medicare or Medicaid decrease the rate of reimbursement or refuse
reimbursement with respect to any product or line of products, the Company's
profit margins and revenues will be adversely effected.  

     CLINICAL EFFICACY.  TENS sales were negatively affected several years ago,
and may continue to be affected, by publications questioning the efficacy of
TENS for pain relief.  The mechanism through which a number of electrotherapy
modalities relieve pain is not precisely understood and although studies
generally indicate that TENS and other modalities offered by the Company are
effective in relieving chronic pain, there can be no assurance that contrary
studies or publicity will not negatively impact sales in the future.  Such
studies have, and can be expected to continue to have, a negative impact on
reimbursement.

     GOVERNMENTAL REGULATION.   The Company's products are subject to changing
Federal regulation governing the use, marketing and sale of medical products. 
Generally, medical products must be "substantially equivalent" to existing
medical products or will be subject to an extensive premarket approval process
that often requires clinical testing.  The Company has received approval from
the Food and Drug Administration (FDA) for ability to market its existing
products based on substantial equivalence.  Nevertheless, there can be no
assurance that approval to market such products for broader medical
applications, or other products the Company may introduce, will be granted on
such basis.  The FDA also regulates the manufacture of medical devices under its
"good manufacturing practices" regulations and requires that the manufacturing
process follow certain pre-established procedures.  The FDA and state regulatory
bodies also regulate the form of advertisement and methods used to sell and
distribute medical products.  Although the Company believes that its
manufacturing processes comply with good manufacturing practices and that all of
its advertising and sales practices comply with applicable law, a contrary
finding by a regulatory body could have an adverse effect on its operations.

     PRODUCT LIABILITY.  Like most producers of medical products, the Company
faces the risk of product liability claims and unfavorable publicity in the
event that the use of its products causes injury or has other adverse effects. 
Although the Company has product liability insurance for risks of up to
$2,000,000 and has not been subject to any material claims for product
liability, there can be no assurance that it will be able to avoid product
liability exposure.

     LACK OF PROPRIETARY PROTECTION.  The Company holds various patents and
plans to seek protection for certain technology in the future.  However, the
Company has not applied for protection on the technology incorporated into other
products that it currently offers.  In the absence of proprietary protection,
the Company is vulnerable to competitors that may attempt to copy its products. 

     In addition, although the Company has never been the subject of a suit for
patent or trademark infringement and does not believe that the technology
incorporated into its products infringes upon the proprietary rights of others,
there can be no assurance that third parties will not assert infringement claims
against the Company in the future or that any such assertion will not result in
royalty payments or costly litigation.


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     DEPENDENCE ON KEY PERSONNEL.  The Company's success depends to a
significant extent upon certain key personnel, including Mr. Kaysen, its
President and Chief Executive Officer.  The loss of Mr. Kaysen, or other key
management or technical personnel, could adversely affect the Company's
business. In addition, the Company's success will depend on its ability to
attract and retain skilled personnel in all areas of its business.  There can be
no assurance that the Company will be successful in attracting and retaining
such personnel. 

     LIMITED PUBLIC MARKET/POSSIBLE VOLATILITY OF STOCK PRICE.  To date there
has been a limited trading market in the Company's Common Stock.  The Company
believes that factors such as new product announcements by the Company and
quarter-to-quarter variations in financial results could cause the market price
of the Common Stock to fluctuate substantially.  In addition, the stock market
in general has recently experienced significant price and volume fluctuations
unrelated to the performance of individual companies.  Broad market fluctuations
as well as general economic or political conditions may adversely affect the
market price of the Common Stock.


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