<PAGE>


                                    FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
       ACT OF 1934

                                For Quarter Ended

                                  June 30, 1999

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934


      For the transition period from to


                             Commission file number

                                     1-11916


                          WIRELESS TELECOM GROUP, INC.
             (Exact name of registrant as specified in its charter)

<TABLE>
 <S>                              <C>                          <C>
         New Jersey                                      22-2582295
 ------------------------------------             -----------------------------
  (State or other jurisdiction of                     (I.R.S. Employer
   incorporation or organization)                     Identification No.)


      East 64 Midland Avenue
        Paramus, New Jersey                                 07652
---------------------------------------                     -----
(Address of principal executive offices)                  (Zip Code)
</TABLE>

                                 (201) 261-8797
               --------------------------------------------------
               Registrant's telephone number, including area code


   ---------------------------------------------------------------------------
            (Former name, former address and former fiscal year,
                      if changed since last report.)


      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. YES  X   NO
                                              ---     ---

      Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the most recent practicable date.

<TABLE>
<S>                                                            <C>
Common Stock - Par Value $.01                                 17,152,298
------------------------------                         -----------------------
         Class                                            Outstanding Shares
                                                           At August 6, 1999
</TABLE>




<PAGE>



                          WIRELESS TELECOM GROUP, INC.


                                Table of Contents



<TABLE>
<CAPTION>
                                                                                     Page(s)
<S>                                                                                  <C>
PART I. FINANCIAL INFORMATION
        Item 1 -- Consolidated Financial Statements:

             Condensed Balance Sheets as of June 30, 1999
                  (unaudited) and December 31, 1998                                   3

             Condensed Statements of Operations for the Three and Six
                  Months Ended June 30, 1999 and 1998 (unaudited)                     4

             Condensed Statements of Cash Flows for the Six Months
                  Ended June 30, 1999 and 1998 (unaudited)                            5

             Notes to Interim Condensed Financial Statements (unaudited)            6 - 7

        Item 2 -- Management's Discussion and Analysis of Financial
                      Condition and Results of Operations                          7 - 10

PART II. OTHER INFORMATION

        Item 1 -- Legal Proceedings                                                   10

        Item 2 -- Changes in Securities                                               10

        Item 3 -- Defaults upon Senior Securities                                     10

        Item 4 -- Submission of Matters to a Vote of Security Holders                 10

        Item 5 -- Other Information                                                   10

        Item 6 -- Exhibits and Reports on Form 8-K                                    10

Signatures                                                                            11

Exhibit 11.1                                                                          12

Exhibit 27                                                                            13
</TABLE>

                                                                               2




<PAGE>



                         PART I - FINANCIAL INFORMATION

ITEM 1 - Financial Statements

                          WIRELESS TELECOM GROUP, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                   - ASSETS -

<TABLE>
<CAPTION>
                                                                  JUNE 30,           DECEMBER 31,
                                                                   1999                  1998
                                                         ------------------------ ---------------------
                                                                (unaudited)
<S>                                                           <C>                    <C>
CURRENT ASSETS:
    Cash and cash equivalents (Note 1)                        $  23,907,876         $  9,031,724
    Accounts receivable--net of allowance for
      doubtful accounts of $58,316 and $134,013 respectively      1,195,805            2,611,953
    Inventories                                                   1,317,758            7,862,143
    Prepaid expenses and other current assets                        29,100            1,109,495
                                                              -------------         ------------

TOTAL CURRENT ASSETS                                             26,450,539           20,615,315

PROPERTY, PLANT AND EQUIPMENT - NET                                 683,236            2,875,426

OTHER ASSETS                                                      4,001,307              631,458
                                                              -------------         ------------
                                                              $  31,135,082         $ 24,122,199
                                                              =============         ============

                    - LIABILITIES AND SHAREHOLDERS' EQUITY -

CURRENT LIABILITIES
    Accounts payable                                          $     635,350         $    780,410
    Accrued expenses and other current liabilities                1,959,486              195,784
    Income tax payable                                              972,609                   --
                                                              -------------         ------------

TOTAL CURRENT LIABILITIES                                         3,567,445              976,194
                                                              -------------         ------------

DEFERRED INCOME TAXES                                               306,610              306,610
                                                              -------------         ------------

OTHER L/T LIABILITIES                                               177,776                   --
                                                              -------------         ------------

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY (Note 4):
    Preferred stock, $.01 par value, 2,000,000
      shares authorized, none issued                                     --                   --
    Common stock, $.01 par value, 30,000,000 shares
      authorized, 17,702,298 issued                                 177,023              177,023
    Additional paid-in-capital                                    6,631,061            6,631,061
    Retained earnings                                            21,073,163           16,299,120
    Treasury stock at cost 370,900 and 145,000 shares,
      respectively                                                 (797,996)            (267,809)
                                                              -------------         ------------
                                                                 27,083,251           22,839,395
                                                              -------------         ------------
                                                              $  31,135,082         $ 24,122,199
                                                              =============         ============
</TABLE>


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

                                                                               3




<PAGE>



                                       WIRELESS TELECOM GROUP, INC
                             CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                               (unaudited)

<TABLE>
<CAPTION>

                                                                     For the Three Months             For the Six Months
                                                                        Ended June 30,                  Ended June 30,
                                                                  --------------------------    --------------------------
                                                                      1999           1998           1999           1998
                                                                  -----------    -----------    -----------    -----------
<S>                                                               <C>            <C>            <C>            <C>
NET SALES                                                         $ 1,765,695    $ 2,004,790    $ 3,309,419    $ 4,071,724
                                                                  -----------    -----------    -----------    -----------

COSTS AND EXPENSES
    Cost of sales                                                     564,516        752,294        953,716      1,537,207
    Operating expenses                                                546,795        713,044      1,043,776      1,325,773
    Interest, dividend and other income                              (304,135)       (91,488)      (517,715)      (191,397)
                                                                  -----------    -----------    -----------    -----------

TOTAL COSTS AND EXPENSES                                              807,176      1,373,850      1,479,777      2,671,583
                                                                  -----------    -----------    -----------    -----------

INCOME FROM CONTINUING
OPERATIONS BEFORE INCOME TAX                                          958,519        630,940      1,829,642      1,400,141

PROVISION FOR INCOME TAXES                                            323,424        223,618        651,270        501,847
                                                                  -----------    -----------    -----------    -----------


INCOME FROM CONTINUING
OPERATIONS                                                            635,095        407,322      1,178,372        898,294

DISCONTINUED OPERATIONS (Note 1):
    Income (Loss) from discontinued
       operations--net of income taxes                                 26,002       (781,004)         8,020        (71,430)
    Gain on sale of test equipment
       business--net of income taxes                                    8,817           --        3,587,651           --
                                                                  -----------    -----------    -----------    -----------

NET INCOME (LOSS)                                                 $   669,914    $  (373,682)   $ 4,774,043    $   826,864
                                                                  ===========    ===========    ===========    ===========

NET INCOME (LOSS) PER COMMON
SHARE (Note 2):

     BASIC
           Continuing Operations                                  $       .04    $       .02    $       .07    $       .05
           Discontinued Operations                                       --             (.04)           .20           --
                                                                  -----------    -----------    -----------    -----------
                                                                  $       .04    $      (.02)   $       .27    $       .05
                                                                  ===========    ===========    ===========    ===========
     DILUTED
           Continuing Operations                                  $       .04    $       .02    $       .07    $       .05
           Discontinued Operations                                       --             (.04)           .20           --
                                                                  -----------    -----------    -----------    -----------
                                                                  $       .04    $      (.02)   $       .27    $       .05
                                                                  ===========    ===========    ===========    ===========
</TABLE>


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

                                                                               4




<PAGE>



                          WIRELESS TELECOM GROUP, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)

<TABLE>
<CAPTION>
                                                                              For the Six Months
                                                                                Ended June 30,
                                                                       -----------------------------
                                                                            1999             1998
                                                                            ----             ----
<S>                                                                     <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net Income                                                           $  4,774,043    $    826,864
  Adjustments to reconcile net income to net
    cash provided by operating activities:
    Depreciation and amortization                                           233,944         212,794
    Deferred income taxes                                                        --          11,982
    Other Income                                                            (22,224)             --
    Provision for losses on accounts receivable                             389,693          24,971
    Gain on sale of discontinued division                                (5,595,451)             --
  Changes in assets and liabilities:
   Decrease in accounts receivable                                        1,026,455       1,228,471
   (Increase) decrease in inventories                                      (116,467)        990,166
   (Increase) decrease in prepaid expenses and other assets                 968,763        (580,545)
   (Decrease) in accounts payable and accrued expenses                     (182,909)       (817,128)
   Increase in income taxes payable                                         972,609              --
                                                                       ------------    ------------
         Net cash provided by operating activities                        2,448,456       1,897,575
                                                                       ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES
    Capital expenditures                                                   (170,823)       (427,318)
    Officer's life insurance                                                 24,159              --
    Proceeds from sale of discontinued division                          17,230,730              --
    Proceeds from covenant not to compete                                   200,000              --
    Purchase of Noise Product line                                       (2,500,000)             --
    Expenses related to disposal                                         (1,826,182)             --
                                                                       ------------    ------------
          Net cash provided by (used in) investing activities            12,957,884        (427,318)
                                                                       ------------    ------------


CASH FLOWS FROM FINANCING ACTIVITIES
    Dividends paid                                                               --        (877,545)
    Acquisition of treasury stock                                          (530,188)             --
    Proceeds from exercise of stock options                                      --         208,978
                                                                       ------------    ------------
         Net cash (used) for financing activities                          (530,188)       (668,567)
                                                                       ------------    ------------

NET INCREASE IN CASH AND CASH EQUIVALENTS                                14,876,152         801,690

  Cash and cash equivalents, at beginning of year                         9,031,724       7,546,625
                                                                       ------------    ------------

  CASH AND CASH EQUIVALENTS, AT END OF PERIOD                          $ 23,907,876    $  8,348,315
                                                                       ============    ============

SUPPLEMENTAL INFORMATION:
    Cash paid during the period for:
         Taxes                                                         $  1,438,500    $  1,038,000
</TABLE>

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

                                                                               5





<PAGE>


                          WIRELESS TELECOM GROUP, INC.
          NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (unaudited)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES AND POLICIES

     The condensed consolidated balance sheet as of June 30, 1999 and the
     condensed consolidated statements of operations for the three and six month
     periods ended June 30, 1999 and 1998 and the condensed consolidated
     statements of cash flows for the six month periods ended June 30, 1999 and
     1998 have been prepared by the Company without audit. The consolidated
     financial statements include the accounts of Wireless Telecom Group, Inc.
     and its wholly-owned subsidiary WTG Foreign Sales Corporation. WTG Foreign
     Sales Corporation began operations as a subsidiary of the Company in
     February 1996.

     On March 11, 1999 the Company consummated the sale of all of its Wireless
     Test Equipment Business to Telecom Analysis Systems, Inc., a New Jersey
     corporation ("TAS"), for a purchase price of approximately $19 million
     ($1.5 million of which is held in escrow to secure certain obligations of
     the Company under the Asset Purchase Agreement) pursuant to an Asset
     Purchase Agreement, dated January 7, 1999, between the Company and TAS (the
     "Asset Purchase Agreement"). Also, pursuant to the Asset Purchase
     Agreement, the Company purchased TAS' products relating to single-function
     noise generation (the "Noise Assets") for a purchase price of approximately
     $2.5 million, and the Company and TAS entered into non-competition
     agreements with the business associated with the respective products
     purchased by each.

     In the opinion of management, the accompanying condensed consolidated
     financial statements referred to above contain all necessary adjustments,
     consisting of normal accruals and recurring entries only, which are
     necessary to present fairly the Company's results for the interim periods
     being presented.

     The accounting policies followed by the Company are set forth in Note 1 to
     the Company's financial statements included in its annual report on Form
     10-K for the year ended December 31, 1998, which is incorporated herein by
     reference. Specific reference is made to this report for a description of
     the Company's securities and the notes to financial statements included
     therein.

     The results of operations for the three and six month periods ended June
     30, 1999 and 1998 are not necessarily indicative of the results to be
     expected for the full year.

NOTE 2 - INCOME PER COMMON SHARE

     Income per common share is computed by dividing the net income by the
     weighted average number of common shares and common equivalent shares
     outstanding during each period. The Company has adopted SFAS 128 "Earnings
     Per Share" ("SFAS 128"), which has changed the method for calculating
     earnings per share. SFAS 128 requires the presentation of "basic" and
     "diluted" earnings per share on the face of the income statement. Prior
     period earnings per share data have been restated in accordance with
     Statement 128.

                                                                               6




<PAGE>


NOTE 3 - REVOLVING CREDIT LINE

     The Company had an agreement with its bank which provided for an unsecured
     line of credit in the amount of $7,000,000 with interest at the bank's
     prime rate. This agreement expired on September 30, 1998 and was not
     renewed.

NOTE 4 - DIVIDENDS

     The Company paid cash dividends aggregating $.05 per share of Common Stock,
     for the year ending December 31, 1998.


ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS


INTRODUCTION

Wireless Telecom Group, Inc., a New Jersey corporation (the "Company"),
develops, manufactures and markets a wide variety of electronic noise sources,
and in addition, until March 11, 1999, test instruments for the wireless
telecommunication industry. The Company's products have historically been
primarily used to test the performance and capability of cellular/PCS and
satellite communications systems. Other applications include radio, radar,
wireless local area network (WLAN) and digital television. On March 11, 1999,
the Company consummated the sale of all its Wireless Test Equipment Business to
Telecom Analysis Systems, Inc., a New Jersey corporation ("TAS"), for a purchase
price of approximately $19 million ($1.5 million of which is held in escrow to
secure certain obligations of the Company under the Asset Purchase Agreement)
pursuant to an Asset Purchase Agreement, dated January 7, 1999, between the
Company and TAS (the "Asset Purchase Agreement"). Also, pursuant to the Asset
Purchase Agreement, the Company purchased TAS' products relating to the
single-function noise generation (the "Noise Assets") for a purchase price of
approximately $2.5 million, and the Company and TAS entered into non-competition
agreements with the businesses associated with the respective products purchased
by each.

The financial information as regards continuing operations presented
herein includes:

(i) Condensed consolidated balance sheets as of June 30, 1999 and as of December
31, 1998 (ii) Condensed consolidated statements of operations for the three and
six month periods ended June 30, 1999 and 1998 and (iii) Condensed consolidated
statements of cash flows for the six month periods ended June 30, 1999 and 1998.

OPERATIONS

For the six months ended June 30, 1999 as compared to the corresponding period
of the previous year, net sales decreased to $3,309,419 from $4,071,724 a
decrease of $762,305 or 18.7%. For the quarter ended June 30, 1999 as compared
to the corresponding period of the previous year, net sales decreased to
$1,765,695 from $2,004,790 a decrease of $239,095 or 11.9%. This decrease was
due to the timing of shipments and product mix.

                                                                               7





<PAGE>


ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (Continued)

The Company's gross profit on net sales from continuing operations for the six
months ended June 30, 1999 was $2,355,703 or 71.2% as compared to $2,534,517 or
62.2% for the six months ended June 30, 1998. Gross profit on net sales from
continuing operations for the quarter ended June 30, 1999 was $1,201,179 or
68.0% as compared to $1,252,496 or 62.5% for the three months ended June 30,
1998. The Company can experience variations in gross profit based upon the mix
of product sales as well as variations due to revenue volume and economies of
scale. The Company continues to rigidly monitor costs associated with material
acquisition, manufacturing and production.

Operating expenses for the six months ended June 30, 1999 were $1,043,776 or
31.5% of net sales as compared to $1,325,773 or 32.6% of net sales for the six
months ended June 30, 1998. Operating expenses for the quarter ended June 30,
1999 were $546,795 or 31.0% of net sales as compared to $713,044 or 35.6% of net
sales for the quarter ended June 30, 1998.

For the three and six months ended June 30, 1999 as compared to the same periods
of the prior year, operating expenses decreased in dollars by $166,249 and
$281,997, respectively. This decrease is primarily due to controlled
expenditures for research and development, advertising and selling, and
commission expenses.

Interest, dividend and other income increased by $326,318 for the six months
ended June 30, 1999 and by $212,647 for the quarter ended June 30, 1999. This
increase was due to a higher average investment balance during 1999 as a result
of the increase in cash from the sale of assets described above.

Net income from continuing operations increased to $1,178,372, or $.07 per
share, for the six months ended June 30, 1999 as compared to $898,294, or $.05
per share for the six months ended June 30, 1998. The Company realized net
income from continuing operations for the quarter ended June 30, 1999 of
$635,095 or $.04 per share as compared to net income from continuing operations
of $407,322 or $.02 per share for the three months ended June 30, 1998. The
explanation of these changes can be derived from the analysis given above of
operations for the three and six month periods ending June 30, 1999 and 1998,
respectively.

LIQUIDITY AND CAPITAL RESOURCES:

The Company's working capital has increased by $3,243,973 to $22,883,094 at June
30, 1999, from $19,639,121 at December 31, 1998. At June 30, 1999 the Company
had a current ratio of 7.4 to 1, and a ratio of debt to net worth of less than
 .2 to 1. At December 31, 1998 the Company had a current ratio of 21.1 to 1, and
a ratio of debt to net worth of less than .1 to 1.

The Company realized cash provided by operations of $2,448,456 for the six month
period ending June 30, 1999. This increase was primarily due to cash provided by
net income of $4,774,043, a reduction of outstanding receivables of $1,026,455,
a reduction of prepaid expenses of $968,763 and an increase in income taxes
payable of $972,609 which was offset by a gain in the sale of discontinued
operations of $5,595,451.

The Company has historically been able to turn over its accounts receivable
approximately every two months. This average collection period has been
sufficient to provide the working capital and liquidity necessary to operate the
Company. The Company continues to monitor production requirements and delivery
times while maintaining manageable levels of goods on hand.

                                                                               8





<PAGE>


ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (Continued)

Operating activities provided $1,897,575 in cash flow for the comparable six
month period in 1998. Cash provided by net income of $826,864, a reduction of
outstanding receivables of $1,228,471 and a reduction of inventory of $990,166
was offset by an increase in prepaid expenses of $580,545 and a decrease in
accounts payable of $817,128.

Net cash provided by investing activities for the six months ended June 30, 1999
was $12,957,884. In 1999, the Company realized proceeds of $17,230,730 from the
sale of its Wireless Test Equipment Business partially offset by $2,500,000 for
the purchase of the Noise Product Line from Telecom Analysis Systems, and
$1,826,182 for expenses relating to the disposal of the Wireless Test Equipment
Business. For the six months ended June 30, 1998 net cash used for investing
activities was $427,318. In 1998, these funds were used for capital
expenditures.

Net cash used for financing activities for the six month periods ending June 30,
1999 and 1998 was $530,188 and $668,567, respectively. The Company reacquired
shares of its common stock in the open market during the second quarter of 1999.
For the six months ended June 30, 1998, the payment of quarterly cash dividends
was the primary use of these funds. These cash outlays were partially offset by
proceeds from the exercise of stock options.

During 1998, the Company declared quarterly cash dividends aggregating $877,545
or $.05 per common share.

The Company believes that its financial resources from working capital provided
by operations are adequate to meet current requirements.

INFLATION AND SEASONALITY

The Company does not anticipate that inflation will significantly impact its
business nor does it believe that its business is seasonal.

IMPACT OF THE YEAR 2000 ISSUE

The Company is in the process of assessing its information technology ("IT") and
non-IT computer systems and operations to identify and determine the extent to
which any such systems will be susceptible to potential malfunctions as a result
of the Year 2000 ("Y2K") problem. The Y2K problem arose because many existing
computer programs use only the last two digits to refer to a particular year,
rather than four. Therefore, these computer programs do not properly recognize a
year that begins with "20" instead of the familiar "19". Any of the Company's
systems utilizing such last two-digit system to refer to a particular year may
not recognize the year 2000; but rather, assume the year to be 1900. This could
potentially result in major system failures or miscalculations, causing
disruption of operations, including, but not limited to, a temporary inability
to process transactions, billing and customer service or to engage in normal
business activities.

The Company is currently upgrading its computer systems and operations to ensure
that all such systems are, or will be prior to January 1, 2000, Y2K compliant.
The Company estimates that it will incur aggregate costs of $60,000 for such
upgrade, of which the Company has incurred $40,000 to date. Such costs will be
borne out of the Company's general working capital funds. There can be no
assurance, however, the Company will achieve full Y2K compliance before the end
of 1999 or that such costs will not increase.

                                                                               9





<PAGE>


ITEM 2 -  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (CONTINUED)

In addition to assessing its own computer systems and operations, the Company
is currently conducting an external review of its vendors and suppliers.
However, the Company does not believe that its relationship with any one vendor
or supplier is material to the extent that such party's Y2K noncompliance
would have a material adverse effect on the Company's business and operations.
Notwithstanding, the Company may experience problems to the extent that a large
number of its suppliers or vendors are not Y2K compliant, and there can be no
assurance that such problems would not have a material adverse effect on the
Company.

Although the Company anticipates, although there can be no assurance, that its
computer systems and operations will be fully Y2K compliant by the end of 1999,
the Company does not currently have any contingency plans in the event such
systems and operations are not, and there can be no assurance that any effective
contingency plans will be developed or implemented. A failure of the Company
to effectively upgrade its computer systems to become Y2K compliant before the
end of 1999 could have a material adverse effect on the Company's business,
financial position and results of operations. The most reasonably likely worst
case scenario would be a systems failure beyond the control of the Company from
operating its business. The Company believes that such a failure would likely
lead to lost revenues, increased operating costs, loss of customers or other
business interruptions of a material nature.

                           PART II - OTHER INFORMATION

            Item 1.  LEGAL PROCEEDINGS

                     See Part II - Item 1. Legal Proceedings included in the
        Company's Quarterly Report on Form 10-Q for the quarter ended
        March 31, 1999.

            Item 2.  CHANGES IN SECURITIES

                     Not applicable.

            Item 3.  DEFAULTS UPON SENIOR SECURITIES

                     Not applicable.

            Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                     Not applicable.

            Item 5.  OTHER INFORMATION

                     Not applicable.

           Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

                (a)  Exhibits:

                     11.1   Computation of per share earnings

                     27     Financial Data Schedule

                (b)  Reports on Form 8-K: Not Applicable.

                                                                            10



<PAGE>



                           SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                     WIRELESS TELECOM GROUP, INC.
                                     ----------------------------
                                     (Registrant)


Date:  July 30, 1999                 /s/ Edward Garcia
                                     ----------------
                                     Edward Garcia
                                     Chairman and Chief Executive Officer



Date:  July 30, 1999                 /s/ Demir Richard Eden
                                     ---------------------
                                     Demir Richard Eden
                                     Acting Chief Financial Officer




                                                                           11