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EXHIBIT 99
                                       
              SAFE HARBOR UNDER THE PRIVATE SECURITIES LITIGATION
                              REFORM ACT OF 1995
                                       

The Private Securities Litigation Reform Act of 1995 (the "Act") provides a 
"safe harbor" for forward-looking statements to encourage companies to 
provide prospective information about their companies, so long as those 
statements are identified as forward-looking and are accompanied by 
meaningful cautionary statements identifying important factors that could 
cause actual results to differ materially from those discussed in the 
statement. The Company desires to take advantage of the "safe harbor" 
provisions of the Act. Certain information, particularly information 
regarding future economic performance and finances and plans and objectives 
of management, contained, or incorporated by references, in the Company's 
Quarterly Report on Form 10-Q for three months ended March 31, 1998 is 
forward-looking. In some cases, information regarding certain important 
factors that could cause actual results to differ materially from any such 
forward-looking statement appear together with such statement. Also, the 
following factors, in addition to other possible factors not listed, could 
affect the Company's actual results and cause such results to differ 
materially from those expressed in forward-looking statements.

Highly Competitive Industry. The computer and office automation and 
projection presentation product supply industry is highly competitive. The 
Company competes with major full-service office products distributors, other 
national and regional computer supply distributors, office products 
superstores, direct mail order companies, and, to a lesser extent, 
non-specialized retailers. Certain of the Company's competitors, such as 
office products superstores and major full-service office products 
distributors have substantially greater financial and other resources and 
purchasing power than the Company. The Company believes that the computer 
supply and projection presentation industry will become more consolidated in 
the future and consequently more competitive. Increasing competition will 
result in greater price discounting which will continue to have a negative 
impact on the industry's gross margins. There can be no assurance that the 
Company will not encounter increased competition in the future, which could 
have a material adverse effect on the Company's business.

Dependence on Certain Key Suppliers. Although the Company regularly carries 
products and accessories manufactured by approximately 500 original equipment 
manufacturers, 64.0% of the Company's net sales for the three months ended 
March 31, 1998 were derived from products supplied by the Company's ten 
largest suppliers, In addition, the Company's business is dependent upon 
terms provided by its key suppliers, including pricing and related 
provisions, product availability and dealer authorizations. While the Company 
considers its relationships with its key suppliers, including Hewlett-Packard 
Company ("Hewlett-Packard"), Lexmark International, Inc. ("Lexmark"), Canon 
Corporation ("Canon") and Imation Corp. ("Imation") to be good, there can be 
no assurance that these relationships will not be terminated or that such 
relationships will continue as presently in effect. In addition, changes by 
one or more of such key suppliers of their policies regarding distributors or 
volume discount schedules or other marketing programs applicable to the 
Company may have a material adverse effect on the Company's business. Certain 
distribution agreements require the Company to make minimum annual purchases. 
Under its distribution agreements with Hewlett-Packard, Lexmark and Imation, 
the Company is required to make minimum annual purchases of $10.0 million, 
$250,000 and $180,000, respectively.

Restrictions Imposed by Debt Arrangements. The Company's outstanding 
indebtedness consists primarily of borrowings under the $50.0 million secured 
revolving credit facility (the "Credit Facility") provided by National City 
Bank, PNC Bank and Key Corporate Capital, Inc. (the "Bank"). The Credit 
Facility also requires that the Company submit certain reports to the Bank, 
maintain proper books and records and insurance coverage, and comply with 
applicable laws and regulations.  The Company has further agreed that it will 
not; (i) change the nature of its business; (ii) liquidate or dissolve its 
affairs, merge, consolidate or acquire the property or assets of any person 
except the acquisitions of Britco, TBS and Minnesota Western or other 
acquisitions (provided that such acquisitions comply with the financial 
covenants of the Credit Agreement), certain intercompany mergers, permitted 
investments, permitted dispositions, capital expenditures and losses; (iii) 
permit the issuance of any lien on the Company's property and assets secure 
the repayment of the Credit Agreement; (iv) incur other indebtedness except 
for certain capital leases up to $3.0 million, certain guaranties, and 
existing indebtedness; (v) lend money or buy the securities of, or make an 
investment in any person, hold any subsidiary, or become a party to any 
partnership or joint venture except for cash, receivables, certain loans, 
investments in wholly-owned subsidiaries, loans by subsidiaries, permitted 
acquisitions, certain subordinated indebtedness or certain investments up to 
$1.0 million; (vi) pay cash dividends or repurchase its capital stock; (vii) 
violate certain financial covenants relating to debt coverage or; (viii) 
engage in certain other transactions. These provisions may constrain the 
Company's acquisition strategy, may delay, deter, or prevent a takeover 
attempt that a shareholder might consider in its best interests and may have 
an adverse effect on the market price of the Company's Common Stock.

Ability to Manage Growth. The Company expects to experience rapid growth that 
will likely result in new and increased responsibilities for management 
personnel and which will challenge the Company's management, operating and 
financial systems and resources. To compete effectively and manage future 
growth, if any, the Company will be required to continue to implement and 
improve its operational, financial and management information systems, 
procedures and internal controls on a timely basis and to 


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expand, train, motivate and manage its work force. There can be no assurance 
that the Company's personnel, systems, procedures and controls will be 
adequate to support the Company's future operations. Any failure to implement 
and improve the Company's operational, financial and management systems or to 
expand, train motivate or manage employees could have a material adverse 
effect on the Company's operating results and financial condition.

Dependence on Computer Systems. The Company relies on its computer systems 
for financial accounting, order processing and inventory control.  
Modifications to the Company's computer systems and applications software 
will be necessary as the Company executes its expansion plans and responds to 
customer needs, technological developments, electronic commerce requirements 
and other factors. Such modifications may cause disruptions in the operations 
of the Company, delay the schedule for implementing the integration of newly 
acquired companies, or cost more to design, implement or operate than 
currently budgeted. Such disruptions, delays or costs could have a material 
adverse effect on the Company's operations and financial performance.

The Company does not currently have redundant computer systems or redundant 
dedicated communication lines linking its computers to its warehouses, 
although all data is stored on two separate hard drives on a continual basis. 
The Company has taken precautions to protect itself from events that could 
interrupt its operations, including back-up power supplies that allow the 
Company's computer system to function in the event of a power outage, 
off-site storage of back-up data, fire protection, physical security systems 
and an early warning detection and fire extinguishing system. The occurrence 
of any of these events could have a material adverse effect on the Company's 
operations and financial performance.

Failure to Implement Acquisition Strategy. The Company's business strategy 
includes the acquisition of other computer and office automation supply 
companies in the U.S. and overseas. Competition for desirable new 
acquisitions in attractive major metropolitan markets is expected to 
increase. No assurance can be given that the Company will be able to find 
attractive acquisition candidates or that such acquisitions can be effected 
at reasonable prices or in a timely manner, or that once acquired, the 
Company will be able to profitably manage such companies. The failure to 
complete acquisitions and continue the Company's expansion could have a 
material adverse effect on its financial performance.

Integration of Acquisitions. The Company has acquired six computer and office 
automation supply businesses in the past five years and intends to actively 
pursue additional acquisitions. No assurance can be given that the Company 
will be able to successfully integrate its future acquisitions with the 
Company's existing systems and operations. The integration of acquired 
businesses may also lead to the resignation of key employees of the acquired 
companies and diversion of management attention from other ongoing business 
concerns. The costs of integration could have an adverse effect on short-term 
operating results. Any or all of these factors could have a material adverse 
effect on the Company's operations in the future.

Financing for Acquisitions; Leverage. If acquisitions are consummated for 
cash, it is likely that the Company will borrow the necessary funds and, 
accordingly, the Company may become highly leveraged as a result thereof. If 
it becomes highly leveraged, the Company may be more vulnerable to extended 
economic downturns and its flexibility in responding to changing economic and 
industry conditions may be limited. The degree to which the Company is 
leveraged could have important consequences to purchasers of the Common 
Stock, including the impairment of the Company's ability to obtain additional 
financing for working capital, capital expenditures, acquisitions and general 
corporate purposes. The Company's ability to make principal and interest 
payments on its current and future indebtedness and to repay its current and 
future indebtedness at maturity will be dependent on the Company's future 
operating performance, which is itself dependent on a number of factors, many 
of which are beyond the Company's control, and may be dependent on the 
availability of borrowings under the Credit Facility or other financings. A 
substantial portion of the Company's current borrowing capacity under the 
Credit Facility could be consumed by increased working capital needs, 
including future acquisitions.

Possible Need for Additional Financing to Implement Acquisition Strategy. No 
portion of the Company's working capital has been set aside for the specific 
purpose of funding future acquisitions and, therefore, the Company may 
require additional funds to implement its acquisition strategy. While the 
Company's Credit Facility may be utilized to finance acquisitions, the amount 
which may be drawn upon by the Company may be limited. Accordingly, the 
Company may require additional debt or equity financing for future 
acquisitions. There can be no assurance that the Company will be able to 
obtain additional debt or equity financing on terms favorable to the Company, 
or at all, or if obtained, there can be no assurance that such debt or equity 
financing will be sufficient for the financing needs of the Company.

Risks Relating to International Acquisitions. Expansion into international 
markets may involve additional risks relating to such things as currency 
exchange rates, new and different legal and regulatory requirements, 
political and economic risks relating to the stability of foreign governments 
and their trading relationship with the United States, difficulties in 
staffing and managing foreign operations, differences in financial reporting, 
differences in the manner in which different cultures do business, operating 
difficulties and other factors.


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Exchange Rate Fluctuations. Although the Company's operations are not 
currently subject to material operational risks associated with fluctuations 
in exchange rates, because the Company intends to expand the size and scope 
of its international operations, its exposure to fluctuations in exchange 
rates will be increased. Accordingly, no assurance can be given that the 
Company's results of operations will not be adversely affected in the future 
by fluctuations in foreign currency exchange rates. The Company has, at 
times, entered into forward foreign currency exchange contracts in order to 
hedge the Company's accounts receivable and accounts payable. In the future, 
the Company may, from time to time, consider entering into other forward 
foreign currency exchange contracts, although no assurances can be given that 
the Company will do so, or will be able to do so, or that such arrangements 
will adequately protect the Company from fluctuations in foreign currency 
exchange rates.


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