<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C. 20549

                                   FORM 10-Q

[X]  Quarterly report pursuant to section 13 or 15 (d) of the Securities
      Exchange Act of 1934.

     For the Quarterly period ended March 31, 2001.

[_]  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 000-28249


                        AMERINST INSURANCE GROUP, LTD.
            ------------------------------------------------------
            (Exact Name of Registrant as Specified in its Charter)

              BERMUDA                                       98-020-7447
   (State or other jurisdiction of                       (I.R.S. Employer
    Incorporation or Organization)                      Identification No.)
     C/O USA Offshore Management,
The Vallis Building, 58 Par-la-Ville Road,
 PO Box HM 1838, Hamilton HMHX, Bermuda
(Address of Principal Executive Offices)                     (Zip Code)


      Registrant's telephone number, including area code: (441) 295-3952

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

Number of shares of common stock outstanding:

                                                      Number outstanding
               Class                                  as of May 1, 2001
----------------------------------------              ------------------
COMMON SHARES, PAR VALUE $1.00 PER SHARE                    318,014

<PAGE>

Part I, Item 1

                        AMERINST INSURANCE GROUP, LTD.
                     CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
                                                            (Unaudited)
                                                               As of          As of
                                                             March 31,     December 31,
ASSETS                                                          2001          2000
                                                            -----------    -----------
<S>                                                         <C>           <C>
INVESTMENTS
 Fixed maturity investments, at market value..............  $30,916,054    $30,355,101
 Equity securities, at market value.......................   14,625,776     15,472,304
                                                            -----------    -----------
  TOTAL INVESTMENTS.......................................   45,541,830     45,827,405

 Cash and cash equivalents................................    2,471,727      2,061,333
 Assumed reinsurance premiums receivable..................      202,515        115,256
 Reinsurance balances recoverable.........................      674,223        674,223
 Fund deposit with a reinsurer............................      108,000        108,000
 Accrued investment income................................      361,461        460,285
 Deferred policy acquisition costs........................      884,248        795,007
 Federal income taxes receivable..........................      504,658        529,429
 Prepaid expenses and other assets........................      131,534        159,800
                                                            -----------    -----------

  TOTAL ASSETS............................................  $50,880,196    $50,730,738
                                                            ===========    ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES
 Unpaid losses and loss adjustment expenses...............  $28,106,618    $27,703,085
 Unearned premiums........................................    3,102,624      2,789,499
 Reinsurance balances payable.............................      174,833        306,529
 Accrued expenses and other liabilities...................      641,171        543,793
 Due to Broker............................................           --        412,680
                                                            -----------    -----------

  TOTAL LIABILITIES.......................................   32,025,246     31,755,586
                                                            -----------    -----------

SHAREHOLDERS' EQUITY

 Common shares, $1 par value, 500,000 shares authorized:
  2001 and 2000: 331,751 issued and outstanding...........      331,751        331,751
 Additional paid-in capital...............................    6,801,870      6,801,870
 Retained earnings........................................    9,707,475      9,818,445
 Accumulated other comprehensive income...................    2,514,738      2,375,234
 Treasury stock (13,737 and 9,758 shares) at cost.........     (500,884)      (352,148)
                                                            -----------    -----------

  TOTAL SHAREHOLDERS' EQUITY..............................   18,854,950     18,975,152
                                                            -----------    -----------
  TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY..............  $50,880,196    $50,730,738
                                                            ===========    ===========
</TABLE>
See the accompanying notes to the condensed consolidated financial statements.

                                       2
<PAGE>


                        AMERINST INSURANCE GROUP, LTD.
   CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
                             AND RETAINED EARNINGS
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                                   Three Months   Three Months
                                                                                       Ended         Ended
                                                                                      March 31,     March 31,
                                                                                        2001          2000
                                                                                     ----------    -----------
<S>                                                                                 <C>           <C>
REVENUE
 Premiums earned.................................................................    $1,654,406    $ 1,660,158
 Net investment income...........................................................       538,838        623,574
 Net realized capital gain.......................................................       232,551        288,179
                                                                                     ----------    -----------
   Total revenue.................................................................     2,425,795      2,571,911

LOSSES AND EXPENSES
 Losses and loss adjustment expense..............................................     1,571,687      1,826,172
 Policy acquisition costs........................................................       491,180        473,146
 Operating and management expenses...............................................       265,761        289,302
                                                                                     ----------    -----------

   Total losses and expenses.....................................................     2,328,628      2,588,620
                                                                                     ----------    -----------

Income (loss) before income taxes................................................        97,167        (16,709)
 Provision for income taxes......................................................            --             --
                                                                                     ----------    -----------

Income (loss) before cumulative effect of a change in accounting principle.......        97,167        (16,709)
 Cumulative effect on prior years of retroactive
  application of new statement of position, net of tax...........................            --             --
                                                                                     ----------    -----------

NET INCOME (LOSS)................................................................        97,167        (16,709)
                                                                                     ----------    -----------

OTHER COMPREHENSIVE INCOME, NET OF TAX
 Net unrealized holding gains (losses) arising during the period.................        372,005      (393,360)
 Less:  reclassification adjustment for gains and losses included in net income..       (232,551)     (288,179)
                                                                                     ----------    -----------

 OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX...................................       139,504       (681,539)
                                                                                     ----------    -----------

 COMPREHENSIVE INCOME (LOSS).....................................................    $  236,671    $  (698,248)
                                                                                     ==========    ===========

RETAINED EARNINGS, BEGINNING OF PERIOD...........................................    $9,818,445    $11,322,139
Net income (loss)................................................................        97,167        (16,709)
Dividends paid...................................................................      (208,137)      (215,615)
Excess of purchase price on stock redemptions....................................            --           (858)
                                                                                     ----------    -----------
RETAINED EARNINGS, END OF PERIOD.................................................    $9,707,475    $11,088,957
                                                                                     ==========    ===========

Per share amounts
 Income (loss) before cumulative effect of a change
  in accounting principle........................................................    $     0.31    $     (0.05)
 Cumulative effect on prior years of retroactive
  application of new statement of position.......................................            --             --
                                                                                     ----------    -----------
    Net income (loss)............................................................    $     0.31    $     (0.05)
                                                                                     ==========    ===========

 Dividends paid..................................................................    $     0.65    $      0.65
                                                                                     ==========    ===========
 Weighted average number of shares
  outstanding for the entire period..............................................       318,014        331,734
                                                                                     ==========    ===========
</TABLE>

See the accompanying notes to the condensed consolidated financial statements.

                                       3
<PAGE>

                        AMERINST INSURANCE GROUP, LTD.
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (Unaudited)
<TABLE>
<CAPTION>
                                                      Three Months   Three Months
                                                          Ended         Ended
                                                        March 31,     March 31,
                                                           2001         2000
                                                       -----------   ------------
<S>                                                   <C>           <C>
OPERATING ACTIVITIES
Net Cash Provided (Used) by Operating Activities....   $   169,767   $    907,979
                                                       -----------   ------------
INVESTING ACTIVITIES
 Purchases of investments...........................    (4,142,743)   (12,148,122)
 Proceeds from sales and maturities of investments..     4,648,152      9,378,615
                                                       -----------   ------------
Net Cash Provided (Used) by Investing Activities....       505,409     (2,769,507)
                                                       -----------   ------------
FINANCING ACTIVITIES
 Redemption of shares...............................            --         (1,733)
 Purchase of Treasury Shares........................       (56,645)            --
 Dividends paid.....................................      (208,137)      (215,615)
                                                       -----------   ------------
Net Cash Used by Financing Activities...............      (264,782)      (217,348)
                                                       -----------   ------------
INCREASE (DECREASE) IN CASH.........................   $   410,394   $ (2,078,876)
                                                       ===========   ============
</TABLE>

See the accompanying notes to the condensed consolidated financial statements.

                                       4
<PAGE>

AMERINST INSURANCE GROUP, LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
March 31, 2001

Basis of Presentation

     The condensed consolidated financial statements included herein have been
prepared by AmerInst Insurance Group, Ltd. (AIG) without audit, pursuant to the
rules and regulations of the Securities and Exchange Commission and reflect all
adjustments consisting of normal recurring accruals, which are, in the opinion
of management, necessary for a fair presentation of the results of operations
for the periods shown. These statements are condensed and do not include all
information required by generally accepted accounting principles to be included
in a full set of financial statements. It is suggested that these condensed
statements be read in conjunction with the consolidated financial statements at
and for the year ended December 31, 2000 and notes thereto, included in the
Registrant's annual report as of that date.

     In June 1998, The Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 133, "Accounting for Derivatives Instruments
and Hedging Activities" ("SFAS 133"). SFAS 133 became effective in the first
quarter of 2001 and established accounting and reporting standards for
derivative instruments, including certain derivative instruments embedded in
other contracts, and hedging activities. It requires that an entity recognize
all derivatives as either assets or liabilities in the statement of financial
position and measure those instruments at fair value. Management believes that
SFAS 133 does not have a material impact on the Company's financial position or
results of operations.


Part I, Item 2

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

OPERATIONS

     Net income of $97,167 was recorded for the first quarter of 2001 in
comparison to a net loss of $(16,709) for the same period of 2000. Earned
premiums for the first quarter of 2001 amounted to $1,654,406 as compared to
$1,660,158 for the first quarter of 2000. The change of $5,752 represents a less
than 1% decrease. Premium written in the first quarter of 2000 were $1,967,531
as compared to $1,840,751 for the same period in 2000. The increase is due to
the continued growth of the AICPA Plan, due to an increase in the number of
insureds under the AICPA Plan and from certain rate increases associated with a
"step plan" which was initiated during 1995. Under the step plan, insureds are
offered discounted premium rates for favorable loss experience. However, as
these insureds experience losses their premiums are "stepped up" accordingly.
Because of the use of claims-made policies, as the number of years of coverage
provided increases, CNA's (and AIG's) exposure increases. This additional
exposure results in an increase in premiums charged.

     The loss ratio for the first quarter of 2001 was 95% as compared to 110%
for the same period of 2000. The loss ratio of 95% represents management's
current estimated effective loss rate selected in consultation with the
Company's independent consulting actuary to apply to current premiums assumed
and earned. Losses incurred in the first quarter of 2001 do not reflect any
development of prior year reserves. The Company's overall loss ratio for the
year ended December 31, 2000 was 95%.

                                       5
<PAGE>

AMERINST INSURANCE GROUP, LTD.

OPERATIONS--(Continued)

     Policy acquisition costs of $491,180 were expensed in the first quarter of
2001 as compared to $473,146 for the same period of 2000, an increase of 3.8%.
Such costs as a percentage of premiums earned are 29.7% and 28.5% for the
quarters ended March 31, 2001 and 2000, respectively. Policy acquisition costs
result from ceding commissions paid to ceding companies determined contractually
pursuant to reinsurance agreements, plus federal excise taxes at 1% of gross
premium assumed. The federal excise taxes were included in operating and
management expenses in the quarter ended March 31, 2000, whereas they are
included in the policy acquisition costs for the quarter ended March 31, 2001.

     These fluctuations in premiums, losses and expenses combined to result in a
net underwriting loss of $(674,222) for the first quarter of 2001 as compared to
$(928,462) for the same period of 2000. The more favorable results in 2001 is
due to a decrease in the losses incurred.

     Investment yield of 4.5%, consisting of interest and dividend income,
represents a decrease from the 5.4% return earned in the first quarter of 2000
and the 4.6% return earned throughout 2000. The lower yield trend in recent
periods is attributable to the increase in equity holdings. Sales of securities
during the first quarter of 2001 resulted in realized capital gains of $232,551
as compared to gains of $288,179 in the first quarter of 2000. Gains recorded in
the first quarter of 2001 primarily relate to sales of equities. Proceeds from
these sales were subsequently reinvested in other equity securities.


FINANCIAL CONDITION AND LIQUIDITY

     As of March 31, 2001, total invested assets amounted to $45,541,830, a
decrease of $285,575 or 0.6% from $45,827,405 at December 31, 2000. Cash
balances increased from $2,061,333 at December 31, 2000 to $2,471,727 at March
31, 2001, an increase of $410,394, or 19.9%. The amount of cash on hand
fluctuates based on the timing of bond maturities. As bonds mature, the proceeds
are temporarily placed in cash until they are reinvested. The ratio of cash and
invested assets to total liabilities at March 31, 2001 was 1.49:1, compared to a
ratio of 1.50:1 at March 31, 2000.

     Assumed reinsurance premiums receivable represents current assumed premiums
receivable less commissions payable to the fronting carriers. At March 31, 2001
the balance was $202,515 and at December 31, 2000, the balance was $115,256.
Reinsurance balances payable represents current losses payable to the reinsurer.
At December 31, 2000 the balance was $306,529 and at March 31, 2001, the balance
was $174,833. These balances fluctuate due to timing of renewal premiums
written, as well as remittances and receipts.

                                       6
<PAGE>

     On June 1, 2000, the Board of Directors of Investco, which holds almost all
of the Company's investment portfolio, authorized Investco to spend up to $1
million to purchase outstanding Common Shares of the Company. On September 8,
2000, the Bermuda Monetary Authority authorized the purchase of up to 15,000
Common Shares pursuant to the June 1 Board authorization. Such purchases are
effected through privately negotiated transactions and are in addition to
Investco's practice of redeeming the shares of individuals who have died or
retired from the practice of public accounting. To date, Investco has purchased
13,737 Common Shares for an aggregate purchase price of $500,884. The Company
paid its twenty-third consecutive quarterly dividend of $0.65 per share during
the first quarter of 2001.

     Inflation

     The Company does not believe its operations have been materially affected
by inflation. The potential adverse impacts of inflation include: (a) a decline
in the market value of the Company's fixed maturity investment portfolio; (b) an
increase in the ultimate cost of settling claims which remain unresolved for a
significant period of time; and (c) an increase in the Company's operating
expenses. However, the Company generally holds its fixed maturity investments to
maturity and currently believes that the yield is adequate to compensate the
Company for the risk of inflation. In addition, any increase from inflation in
the ultimate cost of settling unpaid claims will be offset by investment income
earned for the benefit of the client during the period that the claim is
outstanding. Finally, the increase in operating expenses resulting from
inflation should generally be matched by similar inflationary increases in the
premium rates.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     Market Sensitive Instruments

     Market risk generally represents the risk of loss that may result from
potential change in the value of a financial instrument due to a variety of
market conditions. The Company's exposure to market risk is generally limited to
potential losses arising from changes in the level of volatility of interest
rates on market values of investment holdings. The Company does not hold or
issue derivative financial instruments for either trading or speculative
purposes.

      a) Interest Rate Risk.

      Interest rate risk results from the Company's holdings in interest-rate-
sensitive instruments. The Company is exposed to potential losses arising from
changes in the level of volatility of interest rates on fixed rate instruments
held. The Company is also exposed to credit spread risk resulting from possible
changes in the issuer's credit rating. To manage its exposure to interest rate
risk the Company attempts to select investments with characteristics that match
the characteristics of the related insurance liabilities. Additionally, the
Company generally only invests in higher-grade interest bearing instruments.

      b) Foreign Exchange Risk.

      The Company only invests in U.S. dollar denominated financial instruments
and does not believe it has any exposure to foreign exchange risk.

      c) Equity Price Risk

      Equity price risk arises from fluctuations in the value of securities
held. Changes in the level or volatility of equity prices affect the value of
equity securities. The Company invests in equity securities in order to
diversify its investment portfolio, which Management believes will assist the
Company to achieve its goal of long-term growth of capital and surplus.
Management has adopted investment guidelines that set out rate of return and
asset allocation targets, as well as degree of risk and equity investment
restrictions to minimize exposure to material risk from changes in equity
prices.

      The tables below provide information about the Company's available for
sale investments that are sensitive to change in interest rates at March 31,
2001 and December 31, 2000 respectively.

                                       7
<PAGE>

<TABLE>
<CAPTION>
                                      Market Value  Market Value
                                       03/31/2001    12/31/2000
                                      ------------  ------------
<S>                                  <C>          <C>
Fixed Income Portfolio
-----------------------
Due in 1 year or less                 $ 1,022,604  $ 1,243,600
Due after 1 year through 5 years        5,344,205    4,263,499
Due after 5 years through 10 years      2,208,180    3,485,064
Due after ten years                     1,310,135    1,149,284
                                      -----------  -----------
            Sub-total                 $ 9,885,124  $10,141,447
Mortgage backed securities and
  Obligations of U.S. government
  Corporations and agencies           $21,030,930  $20,213,654
                                      -----------  -----------

          Total Fixed-Income          $30,916,054  $30,355,101
                                      ===========  ===========
          Total Equities              $14,625,776  $15,472,304
                                      ===========  ===========
          Total Investments           $45,541,830  $45,827,405
                                      ===========  ===========
</TABLE>

REDOMESTICATION AND RESTRUCTURING

      On December 2, 1999, the Company and its predecessor entity, AIIG,
consummated an exchange transaction pursuant to an Exchange Agreement, in which
AIIG transferred all of its assets and liabilities to the Company in exchange
for newly issued Common Shares of the Company. AIIG was then liquidated and AIIG
shareholders received, on a share-for-share basis, the newly issued Common
Shares of the Company.

      The primary purpose of AIIG and its subsidiary, AmerInst Insurance
Company, an Illinois corporation ("AIIC"), had been to establish, for the
benefit of accounting firms which are shareholders of the Company, an insurance
company which over time could exert a stabilizing influence on the design,
pricing, and availability of accountant's professional liability insurance.
AIIC's sole business activity was to act as a reinsurer of professional
liability insurance policies that are issued under the AICPA Plan.

                                       8
<PAGE>

      As discussed in more depth in our Annual Report on Form 10-K for the
fiscal year ending December 31, 2000, the principal purpose for the formation
and operation of the Company and its wholly owned subsidiaries, including
AmerInst Insurance Company, Ltd. ("AIC Ltd."), is to restructure AIIG's
operations and change AIIG's domicile from Delaware to Bermuda. With its
operations now based in Bermuda, the Company continues to pursue AIIG's mission
and purpose.

AMERINST INSURANCE GROUP, LTD.

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

  (a)  Exhibits

  See Index to Exhibits immediately following the signature page.

  (b)  Reports on Form 8-K

  No reports on Form 8-K were filed during the quarter ended March 31, 2001.


                                       9
<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.

                                            AMERINST INSURANCE GROUP, LTD.
                                            ------------------------------
                                                      (Registrant)



May 15, 2001   /s/ Richard Lowther
               --------------------------------------------
               Richard Lowther
               (Vice President and Chief Financial Officer,
               duly authorized to sign this Report in such
               capacity and on behalf of the Registrant)

                                      10
<PAGE>

AMERINST INSURANCE GROUP, LTD.
INDEX TO EXHIBITS

Quarterly Period Ended March 31, 2001


Exhibit
Number    Description
-------   -----------

3(i)      Memorandum of Association of the Company (1)
3(ii)     Bye-laws of the Company (1)
4.1       Section 47 of the Company's Bye-laws -- included in Exhibit 3(ii)
          above
4.2       Statement of Share Ownership Policy, as Amended (9)
10.1      Reinsurance Treaty between AIIC and Virginia Surety Company, Inc. (2)
10.2      Agreement between Country Club Bank and AIIC (2)
10.3      Agreement between Country Club Bank and AIIG (2)
10.4      Reinsurance Treaty between AIIC and CNA Insurance Companies (3), 1994
          placement slip (4), 1995 placement slip (5), 1996 placement slip (6),
          1997 placement slip (9), and 1998 placement slip (10) and Endorsement
          No. 1 to the Treaty effective July 1, 1999 (11)
10.5      Revised Management Agreement between Vermont Insurance Management,
          Inc. and AIIC dated May 1, 1997 (7), Addenda to Management Agreement
          dated July 1, 1997 (8), Addenda to Management Agreement dated July 1,
          1998 (10), Management Agreement between USA Offshore Management, Ltd.
          and AmerInst Insurance Company Ltd. dated as of December 2, 1999 (12)
          and Addenda to Agreement between AmerInst Insurance Company Ltd. and
          USA Offshore Management, Ltd. dated June 2, 2000 (12) and Addenda to
          Agreement between AmerInst Insurance Company Ltd. and USA Offshore
          Management, Ltd. dated June 2, 2000 (12)
10.6      Escrow Agreement among AIIC, United States Fire Insurance Company and
          Harris Trust and Savings Bank dated March 7, 1995 (5) and Agreement of
          Resignation, Appointment and Acceptance by and among AIC Ltd., Harris
          Trust and Savings Bank and the Bank of New York dated as of May 8,
          2000 (13)
10.7      Security Trust Agreement among AIIC, Harris Trust and Savings Bank and
          Virginia Surety Company, Inc. dated March 9, 1995 (5)
10.8      Investment Advisory Agreement For Discretionary Accounts between
          AmerInst Insurance Company and Harris Associates L.P. dated as of
          January 22, 1996, as amended by the Amendment to Investment Advisory
          Agreement for Discretionary Accounts dated as of April 2, 1996 (10)
10.9      Exchange Agreement between the Company the AIG Ltd., dated as of
          January 20, 1999 (1)
10.10     Reinsurance Treaty between AIC Ltd. and CNA Insurance Companies,
          effective December 1, 1999 (11)
10.11     Value Plan Reinsurance Treaty between AIC Ltd. and CNA Insurance
          Companies, effective December 1, 1999 (11)
10.12     Trust Agreement among AIC Ltd., Continental Casualty Company and
          Chase Manhattan Bank dated as of December 21, 2000 (13)
10.13     Investment Counsel Agreement between AIC Ltd. and Northwest
          Investment Management, Inc. dated August 1, 2000 (13)
---------------------------

(1)  Filed with the Company's Registration Statement on Form S-4, Registration
     No. 333-64929 and incorporated herein by reference.

(2)  Filed with the AIIG's Annual Report on Form 10-K for the year ended
     December 31, 1992 and incorporated herein by reference.

                                      11
<PAGE>

(3)  Filed with the AIIG's Annual Report on Form 10-K for the year ended
     December 31, 1993 and incorporated herein by reference.

(4)  Filed with the AIIG's Annual Report on Form 10-K for the year ended
     December 31, 1994 and incorporated herein by reference.

(5)  Filed with the AIIG's Quarterly Report on Form 10-Q for the quarter ended
     September 30, 1995 and incorporated herein by reference.

(6)  Filed with the AIIG's Quarterly Report on Form 10-Q for the quarter ended
     September 30, 1996 and incorporated herein by reference.

(7)  Filed with the AIIG's Quarterly Report on Form 10-Q for the quarter ended
     June 30, 1997 and incorporated herein by reference.

(8)  Filed with the AIIG's Quarterly Report on Form 10-Q for the quarter
     ended September 30, 1997 and incorporated herein by reference.

(9)  Filed with AIIG's Annual Report on Form 10-K for the year ended
     December 31, 1996 and incorporated herein by reference.

(10) Filed with AIIG's Quarterly Report on Form 10-Q for the quarter ended
     September 30, 1998 and incorporated herein by reference.

(11) Filed with the Company's Annual Report on Form 10-K for the year ended
     December 31, 1999 and incorporated herein by reference.

(12) Filed with the Company's Quarterly Report on Form 10-Q for the quarter
     ended June 30, 2000 and incorporated herein by reference.

(13) Filed with the Company's Annual Report on Form 10-K for the year ended
     December 31, 2000 and incorporated herein by reference.

                                      12