# FORM 10-QSB

# 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 Quarter Ended December 31, 2004                |  | Commission File No. 0-9996
|------------------------------------------------------ |  | --------------------------
|                                                      
|DOTRONIX, INC.                                        
|                                                      
|(Exact name of registrant as specified in its charter)
|                                                      
|Minnesota                                              |  | 41-1387074                
|                                                       |  |                           
|(State or other jurisdiction of                        |  | (I.R.S. Employer          
|incorporation or organization)                         |  | Identification No.)       
|                                                      
|160 First Street, SE, New Brighton, MN 55112          
|                                                      
|(Address of principal executive offices)              
|                                                      
|651-633-1742                                          
|                                                      
|(Issuers telephone number)                           

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 latest practicable date.

|Class                                   |  | Outstanding at February 19, 2005
|--------------------------------------- |  | --------------------------------
|Common stock, par value $ .05 per share |  | 5,613,741 shares                

Transitional Small Business Disclosure Format (Check
One)   YES       NO  X

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DOTRONIX, INC.
INDEX

Part I  Financial Information Item 1.   Financial Statements (Unaudited)  Balance Sheets  Statements of Operations  Statements of Cash Flows  Notes to Financial Statements  Item 2.   Managements Discussion and Analysis of Financial Condition and Results of Operations  Item 3.   Controls and Procedures  Part II  Other Information Item 4.   Submission of Matters to a Vote of Security Holders  Item 6.   Exhibits


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PART I.   FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

DOTRONIX, INC.
CONDENSED BALANCE SHEETS

|DECEMBER 312004                                          |  | June 302004
|-------------------------------------------------------- |  | -----------
|
|CURRENT ASSETS:                                          |  |            
|Cash and cash equivalents                                |  |            
|Accounts receivable, less allowance                      |  |            
|for doubtful accounts of $3,900 and $3,000, respectively |  |            
|Inventories                                              |  |            
|Prepaid expenses                                         |  |            
|                                                         |  |            
|TOTAL CURRENT ASSETS                                     |  |            
|                                                        
|PROPERTY AND EQUIPMENT                                   |  |            
|                                                         |  |            
|TOTAL ASSETS                                             |  |            
|                                                         |  |            
|LIABILITIES AND STOCKHOLDERS DEFICIT:                   |  |            
|CURRENT LIABILITIES:                                     |  |            
|Revolving loan payable to a related party                |  |            
|Accounts payable                                         |  |            
|Accrued salaries, wages and payroll taxes                |  |            
|Other accrued liabilities                                |  |            
|Current portion-deferred gain on sale of building        |  |            
|to a related party                                       |  |            
|                                                         |  |            
|TOTAL CURRENT LIABILITIES                                |  |            
|                                                        
|LONG TERM LIABILITY TO A RELATED PARTY                   |  |            
|REVOLVING LOAN PAYABLE TO A RELATED PARTY                |  |            
|DEFERRED GAIN ON SALE OF BUILDING                        |  |            
|TO A RELATED PARTY                                       |  |            
|                                                         |  |            
|TOTAL LIABILITIES                                        |  |            
|                                                         |  |            
|STOCKHOLDERS DEFICIT:                                   |  |            
|Common stock, $.05 par value, 12,000,000 authorized,     |  |            
|5,613,741 and 5,578,241 shares issued and                |  |            
|outstanding, respectively                                |  |            
|Additional paid-in capital                               |  |            
|Unearned compensation                                    |  |            
|Accumulated deficit                                      |  |            
|                                                         |  |            
|TOTAL STOCKHOLDERS DEFICIT                              |  |            
|                                                         |  |            
|                                                        
|TOTAL LIABILITIES AND                                   
|STOCKHOLDERS DEFICIT                                    |  |            
|                                                         |  |            

See notes to condensed financial statements.

Note:   The balance sheet as of June 30, 2004  has been condensed from the audited financial statements.

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# DOTRONIX, INC.
CONDENSED STATEMENTS OF OPERATIONS
(UNAUDITED)

|                                | Three months endedDecember 31 |  | Six months endedDecember 31
|------------------------------- | ----------------------------- |  | ---------------------------
|
|REVENUES                        |                               |  | $                          
|                               
|COST OF SALES                   |                               |  |                            
|                                |                               |  |                            
|                               
|GROSS MARGIN                    |                               |  |                            
|                               
|SELLING, GENERAL, AND           |                               | 
|ADMINISTRATIVE EXPENSE          |                               |  |                            
|                                |                               |  |                            
|                               
|LOSS FROM OPERATIONS            |                               |  |                            
|                               
|INTEREST EXPENSE                |                               |  |                            
|                                |                               |  |                            
|                               
|NET LOSS                        |                               |  | $                          
|                                |                               |  |                            
|                               
|NET LOSS PER COMMON SHARE      |                               | 
|BASIC AND DILUTED               |                               |  | $                          
|                               
|AVERAGE NUMBER OF COMMON SHARES
|OUTSTANDING  BASIC AND DILUTED |                               |  |                            

See notes to condensed financial statements.

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# DOTRONIX, INC
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)

|                                                     | Six months ended December 31
|---------------------------------------------------- | ----------------------------
|
|CASH FLOWS FROM OPERATING ACTIVITIES:                |                             
|Net loss                                             |                             
|Adjustment to reconcile net loss to net cash         |                             
|provided by (used in) operating activities:          |                             
|Depreciation                                         |                             
|Life insurance proceeds receivable                   |                             
|Deferred gain on sale of building                    |                             
|Stock compensation                                   |                             
|Changes in operating assets and liabilities:         |                             
|Accounts receivable                                  |                             
|Inventories                                          |                             
|Prepaid expenses                                     |                             
|Accounts payable and other accrued liabilities       |                             
|Salaries, wages and payroll taxes                    |                             
|                                                     |                             
|                                                    
|NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES  |                             
|                                                     |                             
|                                                    
|CASH FLOWS FROM INVESTING ACTIVITIES:                |                             
|Purchases of property and equipment                  |                             
|                                                     |                             
|                                                    
|CASH FLOWS FROM FINANCING ACTIVITIES:                |                             
|Borrowings on revolving loan                         |                             
|Repayments on revolving loan                         |                             
|                                                     |                             
|                                                    
|NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES  |                             
|                                                     |                             
|                                                    
|NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS |                             
|                                                    
|CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD     |                             
|                                                    
|                                                     |                             
|CASH AND CASH EQUIVALENTS AT END OF PERIOD           |                             
|                                                     |                             
|                                                    
|                                                     |                             

See notes to condensed financial statements.

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DOTRONIX, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS

This Form 10-QSB contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. For this purpose any statements contained in this Form 10-QSB
that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, words
such as may, will, expect, believe, anticipate, estimate,
continue or comparable terminology are intended to identify forward-looking statements. These statements by their
nature involve substantial risks and uncertainties, and actual results may differ materially depending on a variety of factors,
many of which are not within the Companys control. These factors include but are not limited to economic conditions
generally and in the industries in which the Companys customers participate; competition within the Companys industry,
including competition from much larger competitors; technological advances that could render the Companys products less
competitive or obsolete; failure by the Company to successfully develop new products or to anticipate current or prospective
customers product needs; price increases or supply limitations for components purchased by the Company for use in its
products; availability of sufficient financing and delays, reductions, or cancellations of orders previously placed with the
Company.

A.   Basis of Presentation

The condensed balance sheet as of December 31, 2004, the condensed statements
of operations for the three and six month periods ended December 31, 2004 and 2003 and the condensed statements of cash flows for
the six month periods ended December 31, 2004 and 2003 have been prepared by the Company without audit. In the opinion of
management, all adjustments (consisting only of normal recurring accruals) necessary to present fairly the financial position,
results of operations and cash flows as of December 31, 2004 and for the three and six month periods ended December 30, 2004 and
2003 presented herein have been made.

Certain information and footnote disclosures normally included in financial
statements prepared in accordance with accounting principles generally accepted in the United States of America have been
condensed or omitted. These financial statements should be read in conjunction with the Companys financial statements and
notes thereto included in the Annual Report on Form 10-KSB of the Company for the fiscal year ended June 30, 2004.

B.   Going Concern

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. In late December 2004 an investor who provided the Company with a line of credit
informed the Company that he would no longer advance funds under the line. No funds have been advanced since January 13, 2005. On
January 28, 2005 the Company undertook a temporay layoff of most of its employees. If the Company is unsuccessful in obtaining
additional financing in the near future, the Company will be forced to cease operations. These matters raise substantial
uncertainty that the Company will be

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able to continue as a going concern. The condensed financial statements do
not include any adjustments that may result from this uncertainty.

C.   Stock Options

The Company uses the accounting guidance of Accounting Principles Board (APB)
Opinion No. 25, Accounting for Stock Issued to Employees, for measurement and recognition of stock-based
transactions with employees. No compensation cost has been recognized for options issued under the plans when the exercise price
of the options is at least equal to the fair market value of the common stock at the date of grant. Had compensation cost for the
stock options issued been determined based on the fair value at the grant date, consistent with the provisions of SFAS No. 123,Accounting for Stock Based Compensation, the Companys 2004 and 2003 net loss and net loss per share would
not have been materially different.

D.   ACCOUNTING POLICIES AND ACCOUNTING PRONOUNCEMENTS

Accounting Policies

Accounting estimates  The preparation of financial statements in
conformity with accounting principles generally accepted in the United States requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the
date of the financial statements and the reported amount of revenue and expenses during the reporting period. Reserves for
inventories represent significant management estimates. Actual results could differ from those estimates.

Cash equivalents  The Company considers all highly liquid debt
instruments purchased with a maturity of three months or less to be cash equivalents.

Credit and return policies  The Company has credit policies that
establish specific criteria related to credit worthiness that its customers must meet prior to the shipment of product to the
customer. The Company periodically makes limited and selective exceptions to its policy of not shipping to customers with overdue
balances when the particular customer has met specific criteria that are indicative of such customers ability to pay their
past due and future balances.

The Company does not accept returns from customers without its prior
authorization. Returns are typically accepted only for damaged or defective goods, or for pricing or shipping discrepancies. The
Company reserves the right to refuse authorization of any returns. If the Company accepts an unauthorized return or if a return is
the result of a customer error, the customer may be subject to a 10% handling charge. The Company reserves the right to cancel
open orders or backorders for those customers who abuse or excessively use return privileges.

Allowance for doubtful accounts  An allowance is established for
estimated uncollectible accounts receivable. The required allowance is determined by reviewing customer accounts

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and making estimates of amounts that may be uncollectible. Factors considered
in determining the amount of the reserve include the age of the receivable, the financial condition of the customer, general
business and economic conditions, and other relevant facts and circumstances. Unexpected changes in the aforementioned factors
would result in materially different amounts.

Fair value of financial instruments  Cash, receivables, revolving debt,
accounts payable, accrued expenses and other liabilities are carried at amounts that reasonably approximate their fair value due
to the short-term nature of these amounts or due to variable rates of interest that are consistent with current market rates.

Property and equipment  Property and equipment are recorded at cost
less accumulated depreciation. Depreciation is provided using the straight-line method over estimated useful lives of twenty-five
years for buildings and improvements, five years for laboratory equipment and office furniture and fixtures and three years for
transportation equipment. Data processing hardware and software is being depreciated over two to five years.

Inventory Valuation  Inventories are valued at the lower of cost
(first-in, first out method) or market. Reserves for obsolescence are established to reduce inventories to the lower of cost or
market for estimated surplus and discontinued items. The amount of the reserves for obsolescence is determined by analyzing
historical and projected sales information, plans for discontinued products and other factors. Changes in sales volumes due to
unexpected economic or competitive conditions are among the factors that would result in materially different amounts for this
item. Because there is considerable uncertainty in the continuation of current sales trends, additional inventory write-downs may
be required if revenues remain at current levels, or continue to decline in future periods.

Recognition of revenue  The Company recognizes revenue when title of
the goods passes to the customer.

Research and development  Selling, general and administrative expenses
include research and development costs which are expensed as incurred.

Loss per common share  Basic net loss per common share is computed by
dividing net loss by the weighted average number of common shares outstanding. Diluted net loss per common share assumes the
exercise of stock options and warrants using the treasury stock method, if dilutive. All stock options and warrants have been
excluded from net loss per common share calculations as they are anti-dilutive.

Accounting Pronouncements

In December 2003, the FASB issued FASB Interpretation No. 46R (FIN 46R),
Consolidation of Variable Interest Entities. This interpretation addresses the requirements for business enterprises to
consolidate related entities in which they are determined to be the primary economic beneficiary as a result of their variable
economic interests. The interpretation provides guidance in evaluating multiple economic interests in an entity and in determining
the primary beneficiary. FIN 46R is effective for the Company for the first reporting period

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ending after December 15, 2004. The adoption of FIN 46R had no effect on the
Companys financial statements.

ITEM 2.   MANAGEMENTSDISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The Company has attempted to develop strategies to move from a business that
manufactures cathode ray tube (CRT) based display devices toward a business that designs and builds electronic digital signage
systems, with an emphasis on computer software and visual media creation. In support of these strategies the Company has also
implemented major changes in its operating and financial structure. The Company has been unsuccessful in generating significant
revenues in the digital signage business, and the CRT based business has continued to decline.

From February 2000 to June 2003, the Company had a revolving credit facility
with its President and major shareholder, William S. Sadler. In June 2003, Mr. Sadler died unexpectedly and the Estate of William
S Sadler (Estate) assumed his interest in the loan. At the time of Mr. Sadlers death the revolving credit facility had a
balance of approximately $1,460,000. As of December 30, 2004, $150,000 of borrowings were outstanding under the line of credit
(the maximum amount available) and are due November 30, 2008.

In February 2004, the Company retained the services of an investment banking
company to assist in raising funds through equity financing. On March 16, 2004, the Board of Directors of Dotronix, Inc. declared
a warrant dividend, the terms of which were based on advise of the investment banking company. The distribution of the warrant
dividend to shareholders of record on June 30, 2004 began on August 20, 2004. Three year warrants to purchase up to 4,183,680
shares of Company common stock at prices ranging from $2.50 per share to $7.50 per share were distributed. To date no warrants
have been exercised. Because of the financing problems described below, in January 2005 the Company suspended the registration
statement filed with the SEC on Form SB-2 covering the warrant dividend, and currently no warrants may be exercised or transferred
in reliance upon such registration statement.

On April 7, 2004 the Company entered into an agreement with a third party
investor (Investor) regarding a revolving line of credit of $450,000 for one year at 5% annually. The agreement included an option
for the Investor to accept repayment of the loan in Company common stock at a price of $1.50 per share. As additional
consideration for the line of credit, the Investor was to receive warrants with a seven-year term to purchase 100,000 shares of
Company common stock at an exercise price of $0.10 per share. The value of the warrants, using the Black-Scholes method of
determining warrant value, was $32,931, and is being amortized over the term of the loan. An amendment to the agreement dated
September 27, 2004, increased the line of credit to $1,000,000 and extended the due date of the revolving credit line to November
1, 2005. The Company agreed to issue one warrant to purchase Company common stock at $1.50 per share to the Investor for every $4
borrowed by the Company in excess of $450,000. As of the date of this filing, no warrants have been issued as borrowings have not
exceeded $450,000.

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In late December 2004 the Investor informed the Company that he was unwilling
to provide additional financing under the line of credit. Funds were received on January 13, 2005, but funds requested subsequent
to January 13 were not advanced. In a letter dated February 4, 2005, from the Investors attorney, the Investor offered a one
time additional advance on the line of credit of $75,000 in exchange for a release of further obligations under the line of credit
and a hold harmless agreement in favor of the Investor. The Company is not in violation of any covenants or conditions contained
in the loan agreement between the Company and the Investor. The Company has consulted with its legal counsel and is examining
various courses of action. As of December 31, 2004, $414,000 of borrowings were outstanding under the line of credit.

The Company is continuing discussions with outside investors regarding
additional funding along with proposals for strategic transactions. There is no assurance that the Company will be successful in
obtaining additional funds or completing strategic transaction that will generate funds for the Company. If the Company does not
obtain additional financing, the Company will be forced to cease operations.

COMMON STOCK LISTING
The Companys common stock is quoted on the OTC Bulletin Board under the symbol DOTX.

RESULTS OF OPERATIONS
Revenue decreased by $78,545 or 40% for the three-month period ended December 31, 2004 and by $111,943 or 22% for the
six-month period ended December 31, 2004, compared to the same periods in the prior year. The Company currently generates revenue
primarily from the sale of cathode ray tube (CRT) based products and services. As CRT based products are in decline due to new
technologies, and the installed base of CRT based products is diminishing, the number of units of CRT products sold or serviced
has significantly declined.

The gross margin percentage for the three-month period ended December 31,
2004 was a negative 44% and a positive 24% for the six-month period ended December 31, 2004, compared to 56% and 49%,
respectively, for the same periods ended December 31, 2003. The decline in gross margin percentage in both the three month period
and the six month period is due to one time high margin sales in fiscal 2003, and substantial inventory write down charges due to
the declining value of CRT based inventory of $95,000 for the three month period and $125,000 for the six month period.

Selling, general, and administrative expenses increased $67,587 or 26% in the
three-month period ended December 31, 2004 and $185,226 or 37% in the six-month period ended December 31, 2004, when compared to
the same periods of the prior year. The increase for both the three month and six month periods was due to costs associated with a
common stock warrant dividend, stock grants to directors and employees in lieu of merit increases, and costs associated with the
Companys attempt to enter the digital signage market.

Interest expense decreased $6,603, or 36% during the three-month period ended
December 31, 2004 and $13,523 or 36% during the six-month period ended December 31, 2004, compared to the same periods of the
prior year. The decreased borrowings and lower interest rates were due to renegotiation of terms on the Companys lines of
credit.

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LIQUIDITY AND CAPITAL RESOURCES
Cash and cash equivalents as of December 30, 2004 was $12,814, a decrease of $232,216 from cash and equivalents as of June 30,
2004. During this period, the net cash used in operating activities amounted to $454,019, consisting of a net loss of $619,081
reduced by non cash costs of $70,184 and changes in current assets and liabilities of $94,878. Operating costs associated with a
warrant dividend registration and public company expenses totaled approximately $157,000. Approximately $22,200 was used to
purchase demo software and hardware for the electronic digital signage product line.

CRITICAL ACCOUNTING POLICIES
Credit and return policies  The Company has credit policies that establish specific criteria related to credit
worthiness that its customers must meet prior to the shipment of product to the customer. The Company periodically makes limited
and selective exceptions to its policy of not shipping to customers with overdue balances when the particular customer has met
specific criteria that are indicative of such customers ability to pay their past due and future balances.

The Company does not accept returns from customers without its prior
authorization. Returns are typically accepted only for damaged or defective goods, or for pricing or shipping discrepancies. The
Company reserves the right to refuse authorization of any returns. If the Company accepts an unauthorized return or if a return is
the result of a customer error, the customer may be subject to a 10% handling charge. The Company reserves the right to cancel
open orders or backorders for those customers who abuse or excessively use return privileges.

Inventory Valuation  Inventories are valued at the lower of cost
(first-in, first out method) or market. Reserves for obsolescence are established to reduce inventories to the lower of cost or
market for estimated surplus and discontinued items. The amount of the reserves for obsolescence is determined by analyzing
historical and projected sales information, plans for discontinued products and other factors. Changes in sales volumes due to
unexpected economic or competitive conditions are among the factors that would result in materially different amounts for this
item. Because there is considerable uncertainty in the continuation of current sales trends, additional inventory write-downs may
be required if revenues remain at current levels, or continue to decline in future periods.

Allowance for Doubtful Accounts  An allowance is established for
estimated uncollectible accounts receivable. The required allowance is determined by reviewing customer accounts and making
estimates of amounts that may be uncollectible. Factors considered in determining the amount of the reserve include the age of the
receivable, the financial condition of the customer, general business and economic conditions, and other relevant facts and
circumstances. Unexpected changes in the aforementioned factors would result in materially different amounts.

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Recognition of Revenue  The Company recognizes revenue when title of
the goods passes to the customer.

Item 3.   CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures.
The Companys Chief Executive Officer, Kurt T. Sadler, and Chief Financial Officer, Robert V. Kling, have reviewed the
Companys disclosure controls and procedures as of the end of the period covered by this report. Based upon this review,
these officers believe that the Companys disclosure controls and procedures are effective in ensuring that information that
is required to be disclosed by the Company in reports that it files under the Securities Exchange Act of 1934 is recorded,
processed and summarized and reported within the time periods specified in the rules of the Securities and Exchange Commission.

Changes in internal controls.
There were no changes in the Companys internal controls over financial reporting that occurred during the period covered
by this report that have materially affected, or are reasonably likely to materially affect, the Companys internal control
over financial reporting.

PART II.   OTHER INFORMATION

Item 4.   SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS

The Annual Meeting of the
Companys shareholders was held on December 8, 2004.

Proxies for the Annual
Meeting were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, there was no solicitation in
opposition to managements nominees, and all nominees were elected.

At the Annual Meeting a
proposal to set the number of directors at three was adopted by a vote of 4,660,942 shares in favor, with 407,500 shares against,
8,681 shares abstaining, and no shares represented by broker non-votes.

The nominees named below were
elected director pursuant to the following votes, with no shares represented by broker non-votes:

|Nominee                  |  | Number ofVotes For |  | Number ofVotes Withheld
|------------------------ |  | ------------------ |  | -----------------------
|Ray L. Bergeson          |  | 4,970,342          |  | 106,781                
|L. Daniel Kuechenmeister |  | 4,970,342          |  | 106,781                
|Kurt T. Sadler           |  | 4,970,042          |  | 107,081                

The proposal to approve an
increase in the number of shares reserved under the Companys 1999 Stock Incentive Plan from 250,000 to 500,000 shares was
approved by a vote of 2,559,640 shares in favor, with 211,837 shares against, 382,643 shares abstaining and 1,923,003 shares
represented by broker non-votes.

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The proposal to approve and
ratify selection of Lurie Besikof Lapidus & Company, LLP as the Company independent auditors for the current fiscal year was
approved by a vote of 5,009,842 shares in favor, with 31,100 shares against, 36,181 shares abstaining and noshares represented by broker non-votes.

Item 6.   EXHIBITS

See Exhibit Index below.

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.

|                          |                                                                                   | Dotronix, Inc.
|------------------------- | --------------------------------------------------------------------------------- | --------------
|Date:   February 19, 2005 |                                                                                   | By:           
|                          |                                                                                  
|                          | Kurt T. Sadler, President(Principal Executive Officer)                            |               
|                          |                                                                                   | By:           
|                          |                                                                                  
|                          | Robert V. KlingChief Financial Officer(Principal Financial andAccounting Officer) |               

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DOTRONIX, INC.
EXHIBIT INDEX
QUARTERLY REPORT ON FORM 10-QSB
FOR QUARTER ENDED DECEMBER 31, 2004

| |  | 10.1 |  | Dotronix, Inc. 1999 Stock Incentive Plan, as amended, incorporated
by reference to Appendix C to the Companys definitive proxy statement filed October 28, 2004.**
| |  | ---- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | 31.1* |  | Certification of Chief Executive Officer Pursuant to Section 302
of the Sarbanes-Oxley Act of 2002.
| |  | ----- |  | ---------------------------------------------------------------------------------------------------

| |  | 31.2* |  | Certification of Chief Financial Officer Pursuant to Section 302
of the Sarbanes-Oxley Act of 2002.
| |  | ----- |  | ---------------------------------------------------------------------------------------------------

| |  | 32.1* |  | Certification of Chief Executive Officer Pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
| |  | ----- |  | ---------------------------------------------------------------------------------------------------

| |  | 32.2* |  | Certification of Chief Financial Officer Pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
| |  | ----- |  | ---------------------------------------------------------------------------------------------------

| | *Filed herewith
| | ---------------

| | **Management contract or compensatory plan or arrangement required
to be filed as an exhibit.
| | ---------------------------------------------------------------------------------------------

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