<PAGE>
                             UNITED STATES
                   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 September 30, 1999

                                    OR

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

            For the transition period from N/A to N/A
                                           ---    ---

                      Commission File No. 814-124

                TECHNOLOGY FUNDING MEDICAL PARTNERS I, L.P.
                -------------------------------------------
            (Exact name of Registrant as specified in its charter)

          Delaware                            94-3166762
-------------------------------     ---------------------------------
(State or other jurisdiction of    (I.R.S. Employer Identification No.)
incorporation or organization)

2000 Alameda de las Pulgas, Suite 250
San Mateo, California                                            94403
---------------------------------------                       --------
(Address of principal executive offices)                     (Zip Code)

                              (650) 345-2200
             --------------------------------------------------
            (Registrant's telephone number, including area code)

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
                                                             ---   ---

No active market for the units of limited partnership interests
("Units") exists, and therefore the market value of such Units cannot be
determined.

<PAGE>

I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

BALANCE SHEETS
--------------
<TABLE>
<CAPTION>
                                     (unaudited)
                                     September 30,      December 31,
                                         1999               1998
                                     -------------      ------------
<S>                                   <C>               <C>
ASSETS

Equity investments (cost basis of
 $3,728,801 and $4,208,359 in 1999
 and 1998, respectively)              $6,120,411         5,671,650
Cash and cash equivalents                    515               387
Other assets                               1,568               920
                                       ---------         ---------
     Total assets                     $6,122,494         5,672,957
                                       =========         =========

LIABILITIES AND PARTNERS' CAPITAL

Accounts payable and accrued expenses $   45,478            38,899
Due to related parties                   415,545            84,157
Short-term borrowings                    297,795           202,436
                                       ---------         ---------
     Total liabilities                   758,818           325,492

Commitments, contingencies and
 subsequent event (Notes 3 and 6)

Partners' capital:
 Limited Partners (79,716 Units
  outstanding)                         3,006,994         3,909,982
 General Partners                        (34,928)          (25,808)
 Net unrealized fair value increase
  from cost of equity investments      2,391,610         1,463,291
                                       ---------         ---------
     Total partners' capital           5,363,676         5,347,465
                                       ---------         ---------
     Total liabilities and
       partners' capital              $6,122,494         5,672,957
                                       =========         =========
</TABLE>

See accompanying notes to financial statements.


<PAGE>
STATEMENTS OF OPERATIONS (unaudited)
-----------------------------------
<TABLE>
<CAPTION>
                                              For the Three                For the Nine
                                              Months Ended                 Months Ended
                                              September 30,                September 30,
                                         -----------------------      -----------------------
                                           1999           1998          1999           1998
                                           ----           ----          ----           ----
<S>                                     <C>            <C>           <C>            <C>
Income:
 Short-term investment interest         $      --            --            --            696
 Dividend income                            3,989         3,982        11,967         11,929
                                         --------       -------       -------      ---------
     Total income                           3,989         3,982        11,967         12,625

Costs and expenses:
 Management fees                           39,650        39,650       118,948        118,948
 Individual General Partners'
  compensation                              8,638        12,560        27,187         27,928
 Amortization of organizational costs          --         2,000            --          6,000
 Operating expenses:
  Administrative and investor services     57,226       109,294       184,023        214,854
  Investment operations                     2,956        15,923        29,969         44,386
  Professional fees                         7,163         6,478        36,731         21,700
  Computer services                        11,423        21,623        32,300         48,889
  Interest expense                          5,548            --        15,359             --
  Expenses absorbed by General Partners        --            --            --        (62,535)
                                         --------       -------       -------      ---------
     Total operating expenses              84,316       153,318       298,382        267,294
                                         --------      --------       -------      ---------
     Total costs and expenses             132,604       207,528       444,517        420,170
                                         --------      --------       -------      ---------
Net operating loss                       (128,615)     (203,546)     (432,550)      (407,545)

Net realized loss from sales
 of equity investments                   (297,382)     (331,260)     (479,558)      (331,660)
                                         --------       -------       -------      ---------
Net realized loss                        (425,997)     (534,806)     (912,108)      (739,205)


Change in net unrealized fair
 value of equity investments              553,258      (152,981)      928,319       (304,333)
                                         --------       -------       -------      ---------
Net income (loss)                       $ 127,261      (687,787)       16,211     (1,043,538)
                                         ========       =======       =======      =========
Net realized loss per Unit              $   (5.29)        (6.64)       (11.33)         (9.18)
                                         ========       =======       =======      =========
</TABLE>

See accompanying notes to financial statements.

<PAGE>
STATEMENTS OF CASH FLOWS (unaudited)
-----------------------------------
<TABLE>
<CAPTION>
                                                    For the Nine Months
                                                    Ended September 30,
                                                ---------------------------
                                                   1999             1998
                                                  ------           ------
<S>                                               <C>             <C>
Cash flows from operating activities:
 Interest received                              $      --              696
 Dividend income received                          11,967           11,929
 Cash paid to vendors                            (120,966)         (49,880)
 Cash advanced by (paid to) related parties,
  net                                              13,768         (242,065)
                                                  -------          -------
  Net cash used by operating activities           (95,231)        (279,320)
                                                  -------          -------
Cash flows from investing activities:
 Proceeds from the sales of equity investments         --          171,919
                                                  -------          -------
  Net cash provided by investing activities            --          171,919
                                                  -------          -------
Cash flows from financing activities:
 Proceeds from short-term borrowings, net          95,359               --
                                                  -------          -------
  Net cash provided by financing activities        95,359               --
                                                  -------          -------
Net increase (decrease) in cash and cash
 equivalents                                          128         (107,401)
Cash and cash equivalents at beginning of year        387          157,137
                                                  -------          -------
Cash and cash equivalents at September 30       $     515           49,736
                                                  =======          =======
Reconciliation of net income (loss) to
 net cash used by operating activities:

Net income (loss)                               $  16,211       (1,043,538)

Adjustments to reconcile net income (loss) to
 net cash used by operating activities:
  Amortization of organizational costs                 --            6,000
  Change in net unrealized fair value of
   equity investments                            (928,319)         304,333
  Net realized loss from sales of equity
   investments                                    479,558          331,660

Changes in:
  Due to related parties                          331,388          124,513
  Other changes, net                                5,931           (2,288)
                                                  -------          -------
Net cash used by operating activities           $ (95,231)        (279,320)
                                                  =======          =======
</TABLE>
See accompanying notes to financial statements.

<PAGE>
NOTES TO FINANCIAL STATEMENTS (unaudited)
----------------------------------------

1.     General
       -------

In the opinion of the Managing General Partners, the accompanying interim
financial statements reflect all adjustments necessary for a fair
presentation of the financial position, results of operations, and cash
flows for the interim periods presented.  These statements should be read
in conjunction with the Annual Report on Form 10-K for the year ended
December 31, 1998.  Allocation of income and loss to Limited and General
Partners is based on cumulative income and loss.  Adjustments, if any, are
reflected in the current quarter balances.

2.     Financing of Partnership Operations
       -----------------------------------

The Managing General Partners expect cash received from the future
liquidation of Partnership investments and short-term borrowings will
provide the necessary liquidity to fund Partnership operations.  The
Partnership may be dependent upon the financial support of the Managing
General Partners to fund operations if future proceeds are not received
timely.  The Managing General Partners have committed to support the
Partnership's working capital requirements through short-term advances as
necessary.

3.     Related Party Transactions
       --------------------------

Related party costs are included in costs and expenses shown on the
Statements of Operations.  Related party costs for the nine months ended
September 30, 1999 and 1998, were as follows:

<TABLE>
<CAPTION>
                                               1999              1998
                                              ------            ------
<S>                                         <C>               <C>
Management fees                             $118,948           118,948
Individual General Partners' compensation     27,187            27,928
Amortization of organizational costs              --             6,000
Reimbursable operating expenses              171,485           282,237
Expenses absorbed by General Partners             --           (62,535)
</TABLE>

Certain reimbursable expenses have been accrued based upon interim
estimates prepared by the Managing General Partners and are adjusted to
actual costs periodically.  Amounts due to related parties for such
expenses were $309,814 and $60,724 at September 30, 1999 and at December
31, 1998, respectively.

Pursuant to the Partnership Agreement, the Partnership shall reimburse the
Managing General Partners for operational costs incurred by the Managing
General Partners in conjunction with the business of the Partnership.  The
Partnership may not reimburse the Managing General Partners for operational
costs that aggregate more than 3% of total Limited Partner capital
contributions of the Partnership in each year through the first five years
of operations after the termination of unit sales and 1.5% in any year
thereafter.  For purposes of this limitation, the Partnership's operating
year begins May 3rd.  For the nine months ended September 30, 1998, the
Managing General Partners absorbed $62,535 in operating expenses.  No such
expenses were absorbed for the nine months ended September 30, 1999.

Management fees payable were $105,731 and $23,433 at September 30, 1999 and
December 31, 1998, respectively.


<PAGE>

4.     Equity Investments
       ------------------
<TABLE>
A complete listing of the Partnership's equity investments at December 31, 1998, is in the
1998 Annual Report on Form 10-K.  Activity from January 1 through September 30, 1999,
consisted of:
<CAPTION>
                                                                    January 1 through
                                                                    September 30, 1999
                                                                  ----------------------
                                                  Principal
                                    Investment    Amount or         Cost         Fair
Industry/Company      Position         Date         Shares          Basis        Value
----------------      --------      ----------    ----------      ---------    ---------
<S>                   <C>           <C>           <C>            <C>           <C>

Balance at January 1, 1999                                       $4,208,359    5,671,650
                                                                  ---------    ---------
Significant changes:

Environmental
-------------
Triangle Biomedical    Series A, B
 Sciences, Inc.        and C
 (formerly Naiad       Preferred       12/95-
 Technology, Inc.)     shares          11/97      161,832          (310,202)    (525,955)
Triangle Biomedical    Common
 Sciences, Inc.        shares
 (formerly Naiad       and
 Technology, Inc.)     warrants        09/99          442            12,820       12,820

Health Information Services
---------------------------
Simione Central        Series A, B
 Holdings, Inc.        and C
 (formerly CareCentric Preferred       10/95-
 Solutions, Inc.)      shares          12/97      184,717          (263,103)    (193,953)
Simione Central        Common share
 Holdings, Inc.        warrant at
 (formerly CareCentric $.15;
 Solutions, Inc.)      expiring 12/02  12/97       15,525           (13,972)     (13,972)

Simione Central        Common
 Holdings, Inc.        shares
 (formerly CareCentric
 Solutions, Inc.)                      08/99       31,566            94,899       35,748

Medical/Diagnostic Equipment
----------------------------
Endocare, Inc.         Common          08/96-
                       shares          01/97      152,400                 0      640,080
Endocare, Inc.         Common share
                       warrant at
                       $3.00;
                       expiring
                       08/01           08/96       30,000                 0       95,640
LifeCell               Series B
 Corporation           Preferred       11/96-
                       shares          11/97        2,666                 0       91,854
LifeCell               Common share
 Corporation           warrant at
                       $4.13;
                       expiring
                       11/01           11/96       56,451                 0       60,289
R2 Technology,         Series A-1
 Inc.                  Preferred
                       shares          05/94      100,000                 0      177,111
R2 Technology,         Series B-1
 Inc.                  Preferred
                       shares          03/96       17,134                 0       33,229

Pharmaceuticals
---------------
Valentis, Inc.
 (formerly Megabios    Common          09/94-
  Corp.)               shares          07/95      100,424                 0       37,658
                                                                  ---------    ---------
Total significant changes                                          (479,558)     450,549

Other changes, net                                                        0       (1,788)
                                                                  ---------    ---------

Total equity investments at September 30, 1999                   $3,728,801    6,120,411
                                                                  =========    =========

</TABLE>

Marketable Equity Securities
----------------------------

Marketable equity securities had aggregate costs of $1,231,768 and $984,268
at September 30, 1999, and December 31, 1998, respectively, and aggregate
fair values of $2,149,315 and $868,154 at September 30, 1999 and December
31, 1998, respectively.  The net unrealized gain and loss at September 30,
1999, and December 31, 1998, included gross gains of $1,006,935 and
$118,852, respectively.

R2 Technology, Inc.
-------------------

In May 1999, the company completed a new round of financing in which the
Partnership did not participate.  The pricing of this round indicated a
$214,002 increase in the fair value of the Partnership's preferred shares
and warrants.

Simione Central Holdings, Inc. (formerly CareCentric Solutions, Inc.)
--------------------------------------------------------------------

In August 1999, CareCentric Solutions, Inc. was acquired by Simione Central
Holdings, Inc.  The Partnership received 31,566 Simione shares and realized
a loss of $182,176 on the sale.  The Simione shares are publicly traded but
may not be sold prior to December 2000.

Triangle Biomedical Sciences (formerly Naiad Technologies, Inc.)
---------------------------------------------------------------

In August 1999, Naiad Technologies, Inc. was acquired by Triangle
Biomedical Sciences, Inc.  The Partnership received 442 Triangle common
shares and a warrant for 442 common shares and realized a loss of $297,382
on the sale.

Valentis, Inc. (formerly Megabios Corp.)
---------------------------------------

In May 1999, the Megabios Corp changed its name to Valentis, Inc.,

Other Equity Investments
------------------------

Other significant changes reflected above relate to market value
fluctuations or the elimination of a discount relating to selling
restrictions for publicly traded portfolio companies.

5.     Cash and Cash Equivalents
       -------------------------

Cash and cash equivalents at September 30, 1999, and December 31, 1998,
consisted of:
<TABLE>
<CAPTION>
                                               1999           1998
                                              ------         ------
<S>                                       <C>              <C>
Demand accounts                                $478            263
Money-market accounts                            37            124
                                                ---            ---
     Total                                     $515            387
                                                ===            ===
</TABLE>

6.     Short-Term Borrowings
       ---------------------

The Partnership has a borrowing account with a financial institution.  At
September 30, 1999, the borrowing capacity of this account, which
fluctuates based on collateral value, was $268,634 and the outstanding
balance totaled $297,795; as of November 9, 1999, the borrowing capacity
was $0 and the outstanding balance was $294,439.  The weighted-average
interest rate for the nine months ended September 30, 1999 was 8.25%.
Interest expense was $15,359 for the nine months ended September 30, 1999.
The Partnership's investments in Valentis, Inc. (formerly Megabios Corp.)
and Axys Pharmaceuticals, Inc. are pledged as collateral.  The Partnership,
if required to by the lender, intends to repay this borrowing from the
proceeds of investment sales or support from the Managing General Partners.

Item 2.   Management's Discussion and Analysis of Financial
          Condition and Results of Operations

Liquidity and Capital Resources
-------------------------------

During the nine months ended September 30, 1999, net cash used by operating
activities totaled $95,231.  The Partnership paid management fees of
$36,650 to the Managing General Partners and received advances from the
Managing General Partners totaling $77,605 to fund its operations.  In
addition, $27,187 was paid to the Individual General Partners as
compensation for their services.  The Partnership paid other operating
expenses of $120,966.  Dividend income of $11,967 was received.

The Partnership has a borrowing account with a financial institution.  The
borrowing capacity of this account, which fluctuates based on collateral
value, was $268,634 and the outstanding balance was $297,795 at September
30, 1999.  As of November 9, 1999, the borrowing capacity was $0 and the
outstanding balance was $294,439.  The Partnership's investments in
Valentis, Inc. (formerly Megabios Corp.) and Axys Pharmaceuticals, Inc. are
pledged as collateral.  The Partnership, if required to by the lender,
intends to repay this borrowing from the proceeds of investment sales or
support from the Managing General Partners.

Cash and cash equivalents at September 30, 1999, were $515.  Future
proceeds from investment sales along with Managing General Partners'
support are expected to be adequate to fund Partnership operations through
the next twelve months.

Results of Operations
---------------------

    Current quarter compared to corresponding quarter in the preceding year
    -----------------------------------------------------------------------

Net income was $127,261 for the quarter ended September 30, 1999, compared
to a net loss of $687,787 for the same period in 1998.  The change was
primarily due to a $706,239 increase in net unrealized fair value of equity
investments, a $69,002 decrease in operating expenses and a $33,878
decrease in realized losses from investment sales.

The Partnership recorded an increase in equity investment fair value of
$553,258 for the quarter ended September 30, 1999 compared to a decrease of
$152,981 for the same period in 1998.  The 1999 increase was primarily due
to an increase in the medical/diagnostic equipment and pharmaceutical
industries.  The 1998 decrease was primarily due to decreases in the
pharmaceutical and medical/diagnostic equipment industries.

Total operating expenses were $84,316 for the quarter ended September 30,
1999, compared to $153,318 for the same period in 1998.  The decrease is
primarily attributable to decreased investment monitoring, administrative
overhead costs and computer services.

Net realized losses from sales of equity investments were $297,382 for the
quarter ended September 30, 1999, compared to $331,260 for the same period
in 1998.  The 1999 loss is due to the sale of Naiad Technologies, Inc.  The
1998 loss resulted from the sale of CV Therapeutics, Inc. common shares.

Given the inherent risk associated with the business of the Partnership,
the future performance of the portfolio company investments may
significantly impact future operations.

    Current nine months compared to corresponding nine months in the
    --------------------------------------------------------------
    preceding year
    --------------

Net income was $16,211 for the nine months ended September 30, 1999,
compared to net loss of $1,043,538 during the same period in 1998. The
improvement was primarily due to a $1,232,652 increase in the net
unrealized fair value of equity investments, which was partially offset by
a $147,898 increase in realized losses from investment sales and a $31,088
increase in total operating expenses.

During the nine months ended September 30, 1999 and 1998, the Partnership
recorded an increase in fair value of equity investments of $928,319 and a
decrease of $304,333, respectively.  The 1999 increase was primarily due to
increases in the medical/diagnostic equipment industry, partially offset by
decreases in the environmental industry.  The 1998 decrease was primarily
due to decreases in the pharmaceutical and medical/diagnostic equipment
industries.

Realized losses from investment sales totaled $479,558 for the nine months
ended September 30, 1999 and $331,660 for the corresponding period in 1998.
The 1999 loss is due to the sales of Naiad Technologies, Inc. and
CareCentric Solutions, Inc.  The 1998 loss resulted from the sale of CV
Therapeutics, Inc. common shares.

Total operating expenses were $298,382 and $267,294 for the nine months
ended September 30, 1999 and 1998, respectively.  As discussed in Note 3 to
the financial statements, the Managing General Partners absorbed expenses
of $62,535 for the nine months ended September 30, 1998. There were no
expenses absorbed by the Managing General Partners in 1999.  The decrease
in operating expenses absorbed by the General Partners is attributable to
the re-evaluation of expense limitation provisions of the Partnership
agreement which occurred in the fourth quarter of 1998.  This re-evaluation
effectively lowered the total amount of operating expenses subject to the
expense limitation.  Had the limitation not been in effect, total operating
expenses for the nine months ended September 30, 1999 and 1998 would have
been $298,382 and $329,829, respectively.   The decrease is primarily
attributable to decreased investment monitoring, administrative overhead
and computer services, partially offset by increased professional fees.

YEAR 2000
---------

Widespread use of computer programs that use two digits rather than four to
store, calculate, and display year values in dates may cause computer
systems to malfunction in the year 2000, resulting in significant business
delays and disruptions.

    The Partnership's State of Readiness
    ------------------------------------

Computer services are provided to the Partnership by its Managing General
Partner, Technology Funding Inc. ("TFI").  For several years, TFI has
sought to use Year 2000 compliant storage formats and algorithms in its
internally-developed and maintained systems.  TFI has also completed
initial evaluations of computer systems, software, and embedded
technologies.  Those evaluations confirmed that certain components of its
network server hardware and operating systems, voice mail system, e-mail
system, and accounting software may have Year 2000 compliance issues.
These resources and several less-critical components of the systems
environment were all scheduled as part of normal maintenance and
replacement cycles to be replaced or upgraded as Year 2000 compatible
components became available from vendors during 1998 and 1999.  That
program remains on schedule to provide Year 2000 capable systems timely
without significant expenditures or disruption of Partnership operations.
TFI has implemented and tested Year 2000 capable versions of all its
mission-critical systems.  However, the risk remains that TFI may not be
able to verify whether Year 2000 compatibility claims by vendors are
accurate, or whether changes undertaken to achieve Year 2000 compatibility
will create other undetected problems in associated systems.  Therefore,
TFI anticipates that Year 2000 compliance testing and maintenance of these
systems will continue as needed into the first quarter of 2000.

As part of Year 2000 evaluation, TFI has also assembled a database listing
its significant suppliers to assess the extent to which it needs to prepare
for any of those parties' potential failure to remediate their Year 2000
compliance issues.  TFI reviewed public Year 2000 statements of those
suppliers and sent questionnaires to vendors whose public statements were
not adequate for assessment.  All mission-critical vendors have responded
that they expect to be Year 2000 compliant barring any unforeseen
circumstances.  TFI will continue to monitor its significant suppliers as
part of its Year 2000 evaluation.  However, there can be no guarantee that
the systems of other companies on which TFI relies will be timely
converted, or that failure to convert will not have a material adverse
effect on the Partnership and its operations.  TFI is also working with the
Partnership's portfolio companies to determine the extent to which their
operations are vulnerable to Year 2000 issues, and maintaining their
responses in the vendor database.  There can be no guarantee that the
systems of portfolio companies in which the Partnership has invested will
be timely converted, or that their failure to convert will not have a
material adverse effect on the Partnership.

    The Cost to Address Year 2000 Issues
    ------------------------------------

Expenditures in 1999 to date related to Year 2000 issues were not material
to the Partnership's financial statements.  TFI expects that additional
expenditures for Year 2000 compliance will not be material to the
Partnership.

    The Risks Associated with Year 2000 Issues
    ------------------------------------------

Any failure by the portfolio companies in which the Partnership has
invested, or by those portfolio companies' key suppliers or customers, to
anticipate and avoid Year 2000 related problems at reasonable cost could
have a material adverse effect on the value of and/or the timing of
realization of value from the Partnership's investments.  If TFI's Year
2000 compliance issues have not been resolved correctly, internal system
failures or miscalculations could cause a temporary inability to process
transactions, loss of ability to send or receive e-mail and voice mail
messages, or disruptions in other normal business activities.
Additionally, failure of third parties on whom TFI relies to remediate
their Year 2000 issues timely could result in disruptions in the
Partnership's relationship with its financial institutions, temporary
disruptions in processing transactions, unanticipated costs, and problems
related to the Partnership's daily operations.  While TFI continues to
address its internal Year 2000 issues, the overall risks associated with
the Year 2000 issue remain difficult to describe and quantify.  There can
be no guarantee that the Year 2000 issue will not have a material adverse
effect on the Partnership and its operations.

    TFI's Contingency Plan
    ----------------------

As part of its normal efforts to assure business continuation in the event
of natural disasters, systems failures, or other disruptions, TFI has
prepared contingency plans including an extensive Year 2000 contingency
plan.  Taken together with TFI's Year 2000 remediation plan, it identifies
potential points of failure, approaches to correcting known Year 2000
problems, dates by which the preferred corrections are anticipated to be
made and tested, and alternative approaches if the corrections are not
completed timely or are later found to be inadequate.  Although backup
systems and contingency approaches have been identified for most systems
and vendor dependencies, there remain some systems for which no good
alternative exists, and there may be some problems that prove more
intractable than currently anticipated.


II.  OTHER INFORMATION

Item 6.   Exhibits and Reports on Form 8-K

a) No reports on Form 8-K were filed by the Partnership during the
quarter ended September 30, 1999.

b) Financial Data Schedule for the nine months ended and as of
September 30, 1999 (Exhibit 27).

<PAGE>



                              SIGNATURES
                              ----------

Pursuant to the requirements of Section 13 or 15(d) 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.

                         TECHNOLOGY FUNDING MEDICAL PARTNERS I, L.P.

                         By:  TECHNOLOGY FUNDING INC.
                              Managing General Partner






Date:  November 12, 1999 By:      /s/Michael R. Brenner
                              -----------------------------------
                                     Michael R. Brenner
                                     Controller