===============================================================================
                    U.S. Securities and Exchange Commission
                            Washington, D.C. 20549
                -----------------------------------------------         
                                 Form 10-QSB
(Mark One)
     / x /  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934

            For the quarterly period ended September 30, 1996

     /   /  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1943
            
            For the transition period from              to             
            
                -----------------------------------------------          
                        Commission file number 0-23898
                -----------------------------------------------          
                                                               
                               MITY-LITE, INC.
      (Exact name of small business issuer as specified in its charter)

                                    Utah
                       (State or other jurisdiction of
                        incorporation or organization)
                        
                                 87-0448892
                     (I.R.S. Employer Identification No.)

                            1301 West 400 North
                              Orem, Utah 84057
                   (Address of principal executive offices)

                  Issuer's telephone number:  (801) 224-0589

                                     N/A
  (Former name, former address and former fiscal year, if changed since last
                                   report)
                                                               
     Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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       
     
     There were 3,104,188 shares of the registrant's common stock, par value
$.01 per share, outstanding on October 23, 1996.   

     TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT (Check one:) Yes     No x   

===============================================================================







                         PART I:  FINANCIAL STATEMENTS

ITEM 1.  FINANCIAL STATEMENTS

                                MITY-LITE, INC.
                                BALANCE SHEETS
                                 (unaudited)


                                              September 30,        March 31,
ASSETS                                            1996               1996
                                             ---------------    ---------------
Current assets:
  Cash and cash equivalents . . . . . . . .     $ 8,354,000        $ 7,346,000
  Accounts receivable, less allowances of
    $177,000 at September 30, 1996 and 
    $132,000 at March 31, 1996. . . . . . .       2,139,000          1,608,000
  Inventories . . . . . . . . . . . . . . .         647,000            509,000
  Related party receivable. . . . . . . . .          45,000            353,000
  Prepaid expenses and other current assets          76,000            101,000
  Deferred income taxes . . . . . . . . . .          91,000             91,000
                                             ---------------    ---------------
Total current assets. . . . . . . . . . . .      11,352,000         10,008,000
Property and equipment, net . . . . . . . .       1,461,000          1,313,000
                                             ---------------    ---------------
Total assets. . . . . . . . . . . . . . . .     $12,813,000        $11,321,000
                                             ===============    ===============

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Accounts payable. . . . . . . . . . . . .     $   773,000        $   747,000
  Accrued expenses. . . . . . . . . . . . .         524,000            343,000
                                             ---------------    ---------------
Total current liabilities . . . . . . . . .       1,297,000          1,090,000

Stockholders' equity:
  Preferred stock, par value $.10 per share;
    authorized 3,000,000 shares; no shares 
    issued and outstanding. . . . . . . . .           --                 --   
  Common stock, par value $.01 per share; 
    authorized 10,000,000 shares; issued 
    and outstanding 3,104,188 shares at 
    September 30, 1996 and 3,096,472 shares 
    at March 31, 1996 . . . . . . . . . . .          31,000             31,000
  Additional paid-in capital. . . . . . . .       6,711,000          6,697,000
  Retained earnings . . . . . . . . . . . .       4,774,000          3,503,000
                                             ---------------    ---------------
                                                 11,516,000         10,231,000
                                             ---------------    ---------------
Total liabilities and stockholders' equity.     $12,813,000        $11,321,000
                                             ===============    ===============

               See accompanying notes to financial statements.
               
               
               
               
               
               
                                                     MITY-LITE, INC.
                                                  STATEMENTS OF INCOME
                                                       (unaudited)
<TABLE>
<CAPTION>
                                                    Three months ended                           Six months ended
                                                       September 30,                               September 30,
                                                  1996               1995                    1996                1995
                                            ---------------    ---------------          ---------------    ---------------
<S>                                         <C>                <C>                      <C>                <C>
Net sales . . . . . . . . . . . . . . . . .     $4,939,000         $3,978,000               $9,586,000         $7,813,000
Cost of products sold . . . . . . . . . . .      2,893,000          2,353,000                5,534,000          4,602,000
                                            ---------------    ---------------          ---------------    ---------------
Gross profit. . . . . . . . . . . . . . . .      2,046,000          1,625,000                4,052,000          3,211,000
Expenses:
  Selling . . . . . . . . . . . . . . . . .        740,000            571,000                1,552,000          1,085,000
  General and administrative. . . . . . . .        231,000            202,000                  467,000            382,000
  Research and development. . . . . . . . .         95,000             91,000                  215,000            277,000
  Expenses related to potential
    acquisition . . . . . . . . . . . . . .          --                95,000                    --                95,000
                                            ---------------    ---------------          ---------------    ---------------
Total expenses. . . . . . . . . . . . . . .      1,066,000            959,000                2,234,000          1,839,000
                                            ---------------    ---------------          ---------------    ---------------
Income from operations. . . . . . . . . . .        980,000            666,000                1,818,000          1,372,000

Other income (expense):
  Interest expense. . . . . . . . . . . . .         (1,000)            (1,000)                  (2,000)            (2,000)
  Interest income . . . . . . . . . . . . .         88,000             59,000                  173,000            118,000
  Other . . . . . . . . . . . . . . . . . .        (10,000)             --                     (10,000)             --    
                                            ---------------    ---------------          ---------------    ---------------
Total other income (expense). . . . . . . .         77,000             58,000                  161,000            116,000
                                            ---------------    ---------------          ---------------    ---------------
Net income before provision for 
  income taxes. . . . . . . . . . . . . . .      1,057,000            724,000                1,979,000          1,488,000
Provision for income taxes. . . . . . . . .        385,000            279,000                  722,000            565,000
                                            ---------------    ---------------          ---------------    ---------------
Net income. . . . . . . . . . . . . . . . .     $  672,000         $  445,000               $1,257,000         $  923,000
                                            ===============    ===============          ===============    ===============

Net income per share. . . . . . . . . . . .     $     0.21         $     0.14               $     0.39         $     0.29
                                            ===============    ===============          ===============    ===============

Weighted average common and common 
  equivalent shares . . . . . . . . . . . .      3,248,859          3,243,680                3,245,932          3,237,732
                                            ===============    ===============          ===============    ===============




                                     See accompanying notes to financial statements.
</TABLE>









                                MITY-LITE, INC.
                           STATEMENTS OF CASH FLOWS
                                  (unaudited)
 
                                              Six months ended September 30,
                                                  1996               1995
                                             ---------------    ---------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net income. . . . . . . . . . . . . . . . .      $1,257,000           $923,000
Adjustments to reconcile net income to net 
  cash provided by operating activities:     
    Depreciation and amortization . . . . .         195,000            177,000
    Deferred compensation . . . . . . . . .           8,000              3,000
    Loss on disposal of equipment . . . . .          10,000              --     
    Changes in assets and liabilities:
      Accounts receivable . . . . . . . . .        (531,000)          (480,000)
      Inventories . . . . . . . . . . . . .        (138,000)          (204,000)
      Related party receivable. . . . . . .         308,000            (28,000)
      Prepaid expenses and other current 
        assets. . . . . . . . . . . . . . .          25,000             74,000
      Federal tax deposit . . . . . . . . .           --               313,000
      Accounts payable. . . . . . . . . . .          26,000              --    
      Accrued expenses and other. . . . . .         181,000             79,000
                                             ---------------    ---------------
Net cash provided by operating activities .       1,341,000            857,000

CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of European sales branch           --               272,000
Purchases of property and equipment . . . .        (353,000)          (171,000)
                                             ---------------    ---------------
Net cash (used in) provided by investing 
  activities. . . . . . . . . . . . . . . .        (353,000)           101,000

CASH FLOWS FROM FINANCING ACTIVITIES            
Issuance of common stock from stock options          14,000             14,000
Tax benefits from the exercise of stock 
  options . . . . . . . . . . . . . . . . .           6,000              --     
                                             ---------------    ---------------
Net cash provided by financing activities .          20,000             14,000
                                             ---------------    ---------------
Increase in cash and cash equivalents . . .       1,008,000            972,000
Cash and cash equivalents at beginning of
  period. . . . . . . . . . . . . . . . . .       7,346,000          4,823,000
                                             ---------------    ---------------
Cash and cash equivalents at end of period.      $8,354,000         $5,795,000
                                             ===============    ===============

               See accompanying notes to financial statements.
               
                         
                         
                         
                         
                         
                         
                         
                         
                         
                         


                                MITY-LITE, INC.
                           NOTES TO FINANCIAL STATEMENTS
                                  (unaudited)

1.  BASIS OF PRESENTATION
 
INTERIM PERIOD ACCOUNTING POLICIES
 
   In the opinion of the Company's management, the accompanying unaudited
financial statements contain all normal recurring adjustments necessary to
present fairly the Company's financial position for the interim period. 
Results of operations for the six months ended September 30, 1996 are not
necessarily indicative of results to be expected for the full fiscal year
ending March 31, 1997.

   The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for annual financial
statements.  Although the Company believes that the disclosures in these
unaudited financial statements are adequate to make the information presented
for the interim periods not misleading, certain information and footnote
information normally included in annual financial statements prepared in
accordance with generally accepted accounting principles have been condensed
or omitted pursuant to the rules and regulations of the Securities and
Exchange Commission, and these financial statements should be read in
conjunction with the Company's audited financial statements included in the
Company's annual report for the year ended March 31, 1996.

2.  INVENTORIES
 
   Inventories consisted of the following:
                                        September 30,        March 31,
                                            1996               1996
                                       ---------------    ---------------
      Materials and supplies. . . . .        $575,000           $432,000
      Work-in-progress. . . . . . . .          47,000             51,000
      Finished goods. . . . . . . . .          25,000             26,000
                                       ---------------    ---------------
                                             $647,000           $509,000
                                       ===============    ===============




















ITEM 2.

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

GENERAL
 
  The Company designs, manufactures and markets lightweight, durable, folding
leg tables stacking chairs, and other related products used in multi-purpose
rooms of educational, recreational, hotel and hospitality, government, office,
health care, religious and other public assembly facilities.  Historically,
the Company's growth has come from an expanding base of new customers and from
increasing sales to existing customers.  The Company's current and future
growth is largely dependent upon its ability to continue increasing table
sales to new and existing customers and its ability to successfully introduce
and market new product lines of multi-purpose room furniture such as chairs,
staging, flooring, partitions, podiums, risers and bench seating.  The Company
anticipates that over the next 12 months, its primary business strategy and
emphasis will be on acquiring and introducing chair products while continuing
to expand its share of the folding leg table market.  

  The Company currently markets five lines of stacking chairs, the MityTuff(TM),
the MityStack(TM), the MityFlex(TM), the MityDeluxe(TM), and the Mity-Lite 900 
Series(TM).  The MityTuff(TM), MityStack(TM), and Mity-Lite 900 Series(TM) 
chairs are distributed by the Company under original equipment manufacturer 
(OEM) arrangements with the chair manufacturers.  Portions of the MityFlex(TM) 
and the MityDeluxe(TM) chairs are manufactured by the Company.  In addition, 
the Company performs final assembly on these two chair lines. 
 
   Net sales of the Company's table and chair products have increased during
the three months and six months ended September 30, 1996 as compared to the
same period last year.  Management expects, but cannot assure, that this trend
of current period results exceeding comparative period results will continue. 
It is not anticipated that gross profit on table products as a percent of
table sales will increase significantly above current levels.  Gross margins
and expenses associated with chairs and other new product lines are difficult
to predict.  The Company believes that profitability rates less than those
achieved on table products will be realized on complementary products. 
However, no assurance can be given that these results will be realized.  

COMPARISON OF THE THREE MONTHS AND SIX MONTHS ENDED SEPTEMBER 30, 1996 AND 1996

  NET SALES.  The Company's second fiscal quarter net sales of  $4,939,000
increased 24 percent over second quarter net sales in the prior fiscal year. 
The increase reflected sales growth of 19 percent in the table product lines
and 131 percent in the chair product lines.  Chair sales represented 8 percent
and 4 percent of net sales for the second quarter ended 1996 and 1995,
respectively, while international sales represented 11 percent and 7 percent
of net sales for the same respective time periods.  These increases have
resulted mainly from increased sales in the hospitality, government, and
recreation market segments.

  For the six month period ended September 30, 1996, the Company's net sales
of $9,586,000 increased 23 percent over the prior fiscal year.  The increase
reflected sales growth of 18 percent in the table product lines and 122
percent in the chair product lines.  Chair sales represented 7 percent and 4
percent of net sales for the six months ended September 30, 1996 and 1995,
respectively, while international sales represented 8 percent and 6 percent of
net sales for the same respective time periods.  These increases have resulted
mainly from increased sales in the education, hospitality, and recreation
market segments.

  The Company currently anticipates that net sales for the three months ended
December 31, 1996 will not meet volume levels reported in the previous two
quarters.  However, the Company currently believes that it will exceed net
sales volumes reported for the three months ended December 31, 1995.  

  GROSS PROFIT.  Gross profit as a percentage of net sales increased over the
prior year by 0.6 percent, to 41.4 percent for the three months ended
September 30, 1996.  For the six month period ended September 30, 1996, gross
profit as a percentage of net sales increased by 1.2 percent over the prior
year, to 42.3 percent.  These increases were primarily due to increases in the
average unit sales price realized on table products, partially offset by lower
gross profit margins realized on increasing sales of the Company's chair
products.  

  SELLING EXPENSES.  Selling expenses were 15.0 percent of net sales in the
second quarter of fiscal 1997 as compared to 14.4 percent for the second
quarter of the prior fiscal year.  Actual spending increased by 29.6 percent,
or $169,000, resulting from higher personnel, tradeshow, and advertising
costs.  For the six month period ended September 30, 1996 and 1995, selling
expenses as a percentage of net sales were 16.2 percent and 13.9%
respectively.  Actual spending increased by 43.0 percent, or $467,000,
resulting from higher personnel, tradeshow, and advertising costs.  Increased
personnel costs resulted from the hiring of 8 additional sales people at the
beginning of the current fiscal year.  

  GENERAL AND ADMINISTRATIVE EXPENSES.  General and administrative expenses
were 4.7 percent of net sales in the second quarter of fiscal 1997 as compared
to 5.1 percent for the second quarter of the prior fiscal year.  Actual
spending increased by 14.4 percent, or $29,000.  For the six month period
ended September 30, 1996 and 1995, general and administrative expenses as a
percentage of net sales were 4.9 percent while absolute spending increased
22.3 percent, or $85,000.  The increases in spending resulted primarily from
increases in personnel related expenses incurred to support the growing
business needs and the implementation of a new management information system.

  RESEARCH AND DEVELOPMENT EXPENSES.  Research and development expenses were
1.9 percent of net sales in the second quarter of fiscal 1997 as compared to
2.3 percent for the second quarter of the prior fiscal year.  Actual spending
increased by 4.4 percent, or $4,000.  For the six month period ended September
30, 1996 and 1995, research and development expenses as a percentage of net
sales were 2.2 percent and 3.5 percent, respectively.  Actual spending
decreased 22.4 percent, or $62,000.  This decrease in research and development
expenditures primarily resulted from one-time expenses incurred in the June
1995 quarter associated with the development of the Company's Tesla  folding
chair and the Mity-Lite Elite  and Mity-Lite Aluminum  tables.  These new
product lines were introduced at the Neocon Trade Show and significant
development resources were expended during that quarter to prepare for the
trade show.  The Company postponed developing further the Tesla , but began
selling the Mity-Lite Elite  and Mity-Lite Aluminum  tables during the
previous fiscal year. 
   
  EXPENSES RELATED TO POTENTIAL ACQUISITIONS.  Also included in operating
expenses for the three month and six month periods ended September 30, 1995,
were certain expenses the Company incurred related to the proposed acquisition
of Fixtures Manufacturing Company.  When acquisition discussions were
terminated in August 1995, the Company recorded a $95,000 one time pre-tax
charge.  This charge represented 2.4% and 1.2% of net sales for the three
month and six month periods ended September 30, 1995.

  OTHER INCOME AND EXPENSE.  Other income and expense netted to $77,000 in
the second quarter of fiscal 1997.  Second quarter interest income was
$88,000, an increase of $29,000 from the second quarter of the prior fiscal
year due to a greater average balance of cash and cash equivalents.  During
the second quarter of fiscal 1997, the Company also incurred $1,000 in
interest related charges and a $10,000 loss from the disposition of certain
research and development and manufacturing assets. Other income and expense
netted to $161,000 in the six month period of fiscal 1997.  Six month interest
income was $173,000, an increase of $55,000 from the six month period of the
prior fiscal year due to a greater average balance of cash and cash
equivalents.  During the current six month period, the Company also incurred
$2,000 in interest related charges and the previously described $10,000 loss
from the disposition of certain assets. 

  PROVISION FOR INCOME TAXES.  The Company's anticipated tax rate used in
calculating the estimated tax provision was 36.5 percent for the current
fiscal year and 38.0 percent for the prior year.

  NET INCOME.  For reasons stated above, the Company's second fiscal quarter
net income of  $672,000 increased 51 percent over second quarter net income in
the prior fiscal year.  For the six month period, the Company's net income of
$1,257,000 increased 36.2 percent over the prior year six month period.  

LIQUIDITY AND CAPITAL RESOURCES
 
  Cash and cash equivalents, which consist primarily of high-quality
municipal bonds and tax-advantaged money market instruments, totaled $8.35
million at September 30, 1996 compared to $7.35 million at March 31, 1996. 
The increase in cash and cash equivalents was due primarily to cash generated
from operations ($1.34 million).  This increase as partially offset by cash
used to purchase manufacturing and computer equipment, furniture, and
leasehold improvements ($.35 million).  

  The Company has historically financed its growth through cash from
operations and borrowings under a revolving credit facility.  The Company has
revolving credit facilities with Zions Bank and First Security Bank of Utah,
N.A.  The agreements, which expire on December 5, 1996 and October 27, 1996,
respectively, allow the Company to draw up to a combined $4,000,000 under the
credit facilities.  As of September 30, 1996, the Company had no amounts drawn
under the credit facilities.  The credit facilities require the maintenance of
certain financial ratios and levels of working capital, all of which were met
as of September 30, 1996. 
 
  The Company believes that cash flow from its current operations together
with existing cash reserves will be sufficient to support its working capital
requirements for its existing operations for at least the next 12 months. 
However, the Company's working capital requirements may significantly increase
if an acquisition is consummated.  No assurances can be given as to the
sufficiency of the Company's working capital to support the Company's
operations following any such acquisition.  If the existing cash reserves,
cash flow from operations and debt financing are insufficient or if working
capital requirements are greater than estimated, the Company could be required
to raise additional capital.  There can be no assurance the Company will be
capable of raising additional capital or that the terms upon which such
capital will be available to the Company will be acceptable.  Additional
sources of equity capital are available to the Company through the exercise by
holders of outstanding options.  At September 30, 1996, the proceeds which
would have been received by the Company upon exercise of outstanding options
which were exercisable on that date were approximately $525,000.  There is no
assurance that such options will be exercised.  The Company is also evaluating
strategic business and product line acquisitions.
 
  The Company's material cash commitments at September 30, 1996 consisted
primarily of current liabilities to be repaid from funds generated from
operations.  At September 30, 1996, the Company had total current liabilities
of $1,297,000.  The Company has also entered into a lease agreement from a
related party for its production and office facility under which it is
obligated to pay $17,100 per month through March 2000.  The Company incurred
certain capital costs related to the construction of additional office and
manufacturing space at its current facility.  The unreimbursed portion of
these construction costs, totaling approximately $45,000 as of September 30,
1996, has been recorded as a related party receivable. This amount was
reimbursed to the Company in October 1996.  

FORWARD-LOOKING STATEMENTS AND FACTORS THAT MAY AFFECT FUTURE RESULTS OF
OPERATIONS

  All forward-looking statements contained herein are deemed by the Company
to be covered by and to qualify for the safe harbor protection provided by the
Private Securities Litigation Reform Act of 1995 (the "1995 Act").  Investors
and prospective investors in the Company should understand that several
factors govern whether any forward-looking statement contained herein will be
or can be achieved.  Any one of those factors could cause actual results to
differ materially from those projected herein.  These forward-looking
statements include plans and objectives of management for future operations,
including plans and objectives for products, marketing, customers, product
line expansions, enhancements to its manufacturing process, increasing net
sales of table and chair products, and potential acquisitions.  The forward-
looking statements included herein are based on current expectations that
involve a number of risks and uncertainties.  These forward-looking statements
are based on assumptions, among others, that the Company a) will be able to
successfully increase its share of the table and chair markets, introduce new
product lines to existing customers, increase net sales of table and chairs,
market products directly to end users, enter new markets, and continue
enhancing its manufacturing process, b) will continue to manufacture and
market at current margins high quality, high performance products at
competitive prices, c) will continue to profitably sell products to The Church
of Jesus Christ of Latter-day Saints, d) can continue to source acceptable raw
materials at current prices, e) will continue to experience current levels or
lesser levels of warranty service costs, f) will successfully implement its
new sales incentive program and management information system, and g) will be
able to consummate acquisitions of suitable companies or product lines on terms
acceptable to the Company.  Assumptions relating to the foregoing involve
judgments with respect to, among other things, future economic, competitive
and market conditions and future business decisions, all of which are
difficult or impossible to predict accurately and many of which are beyond the
control of the Company.  Although the Company believes that the assumptions
underlying the forward-looking statements contained herein are reasonable, any
of those assumptions could prove inaccurate and, therefore, there is and can
be no assurance that the results contemplated in any such forward-looking
statement will be realized.  Budgeting and other management decisions are
subjective in many respects and thus susceptible to interpretations and
periodic revision.  The impact of actual experience and business developments
may cause the Company to alter its marketing, capital expenditure plans or
other budgets, which may in turn affect the Company's result of operations. 
In light of the significant uncertainties inherent in the forward-looking
statement included herein, the inclusion of any such statement should not be
regarded as a representation by the Company or any other person that the
objectives or plans of the Company will be achieved. 

  Due to factors noted above and elsewhere in Management's Discussion and
Analysis of Financial Condition and Results of Operations, the Company's
future earnings and stock price may be subject to significant volatility,
particularly on a quarterly basis.  Past financial performance should not be
considered a reliable indicator of future performance and investors should not
use historical trends to anticipate results or trends in future periods.  Any
shortfall in net sales or earnings from the levels anticipated by securities
analysts could have an immediate and significant effect on the trading price
of the Company's common stock in any given period.  Additionally, the Company
may not learn of such shortfalls until late in a fiscal quarter, which could
result in an even more immediate and adverse effect on the trading price of
the Company's common stock.  


                          PART II:  OTHER INFORMATION


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

  An Annual Meeting of the shareholders of Mity-Lite, Inc. was held on August
29, 1996.  At the Annual Meeting, Gregory L. Wilson, Ralph E. Crump, Peter
Najar and C. Lewis Wilson were elected to serve as directors of the Company
until the next annual meeting or until their successors are elected. 
3,045,479 shares of common stock were voted in favor of the election of
Gregory L. Wilson, Ralph E. Crump, Peter Najar and C. Lewis Wilson and 4,650
shares of common stock votes were withheld.  There were 51,679 shares of
common stock which were not voted.


Item 6.    Exhibits and Reports on Form 8-K
    (a)  Exhibits
              11      Computation of Net Income per Share
              27      Financial Data Schedule
       (b)    Reports on Form 8-K:
              None.  
                           























                                  SIGNATURES

    In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf  by the undersigned, thereunto
duly authorized.

                                         MITY-LITE, INC.


Date: October 29, 1996                   /s/ Gregory L. Wilson           
                                         ---------------------------
                                         Gregory L. Wilson
                                         Chairman of the Board, President, and 
                                         Director (Principal Executive
                                         Officer)

Date: October 29, 1996                   /s/ Bradley T Nielson                 
                                         ---------------------------
                                         Bradley T Nielson
                                         Chief Financial Officer
                                         (Principal Financial and Accounting 
                                         Officer)