UNITED STATES
                       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 ended August 31, 2001

[X]      Transition report under Section 13 or 15(d) of the Exchange Act

         For the transiton period from ________________ to ______________

                         Commission file number 0-28891

                            Commercial Concepts, Inc.
                          ---------------------------
        (Exact name of small business issuer as specified in its charter)


              Utah                                             87-0409620
              ----                                             ----------
(State or other jurisdiction of                             (I.R.S. Employer
 incorporation or organization)                            Identification No.)


             324 South 400 West Suite B, Salt Lake City, Utah 84101
             ------------------------------------------------------
                    (Address of principal executive offices)


                                 (801) 328-0540
                             ----------------------
                          (Issuer's telephone number)


                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
stock equity, as of August 31, 2001 was 33,854,425.

Transitional Small Business Disclosure Format (Check One): Yes [ ] No [X]

<PAGE>

                           Accountants' Review Report


Board of Directors
Commercial Concepts, Inc.
Salt Lake City, Utah

We have reviewed the accompanying balance sheet of Commercial Concepts,  Inc. as
of August 31, 2001 and the related  statements of  operations  for the three and
six months then ended and the statements of cash flows and stockholders' deficit
for the six months then ended in  accordance  with  Statements  on Standards for
Accounting  and Review  Services  issued by the American  Institute of Certified
Public Accountants.  All information  included in these financial  statements is
the  representation of the management of Commercial  Concepts,  Inc. The balance
sheet of the Company as of  February  28,  2001 was  previously  audited and our
report dated May 10, 2001 expressed an  unqualified  opinion on the February 28,
2001  balance  sheet  and  included  an  explanatory  paragraph  concerning  the
Company's ability to continue as a going concern.

A review consists  principally of inquiries of company  personnel and analytical
procedures  applied to financial data. It is substantially less in scope than an
audit in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion  regarding the financial  statements taken
as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material  modifications that should
be made to the  accompanying  August 31, 2001 financial  statements in order for
them to be in conformity with generally accepted accounting principles.

The  accompanying  financial  statements  have been  prepared  assuming that the
Company  will  continue  as a  going  concern.  As  discussed  in  Note 2 to the
financial  statements,  the Company has current liabilities in excess of current
assets,  a net  stockholders'  deficit and has  incurred  substantial  operating
losses,  all of which raise substantial doubt about its ability to continue as a
going concern.  Management's plans in regard to these matters are also described
in Note 2. The financial  statements do not include any  adjustments  that might
result from the outcome of the uncertainty.

/s/ CHRISTENSEN & DUNCAN CPA's LC

CHRISTENSEN & DUNCAN CPA's LC
October 10, 2001


<PAGE>
<TABLE>
<CAPTION>
                            Commercial Concepts, Inc.
                                 BALANCE SHEETS



                                                                   August 31          February 28
                           ASSETS                                     2001                2001
                                                                  (Unaudited)
                                                                  -----------         -----------
<S>                                                               <C>                 <C>
CURRENT ASSETS
     Cash and cash equivalents                                    $   101,977         $     1,621
     Trade receivables                                                 30,425              11,548
     Employee advances                                                  8,000              11,700
     Prepaid expenses and other current assets                          1,501               1,683
                                                                  -----------         -----------
            Total current assets                                      141,903              26,552

PROPERTY AND EQUIPMENT, net                                            61,341              70,233
SOFTWARE DEVELOPMENT COSTS                                            554,642             550,291
DEPOSITS                                                                7,217               7,217
                                                                  -----------         -----------
                                                                  $   765,103         $   654,293
                                                                  ===========         ===========


           LIABILITIES AND STOCKHOLDERS DEFICIT

CURRENT LIABILITIES
     Trade accounts payable                                       $   110,718         $    88,030
     Accrued compensation                                             217,005             301,622
     Other accrued expenses                                            39,756               8,418
     Current portion of long-term debt                                  4,000               4,850
     Short-term notes payable                                         158,488             167,988
                                                                  -----------         -----------
            Total current liabilities                                 529,967             570,908

LONG-TERM LIABILITIES
     Convertible notes payable                                      1,575,769             830,172
                                                                  -----------         -----------
            Total liabilities                                       2,105,736           1,401,080

STOCKHOLDERS' DEFICIT
     Common stock                                                      33,855              28,198
     Paid-in-capital                                                3,178,774           2,807,473
     Receivable from shareholders                                    (213,880)           (200,880)
     Accumulated deficit                                           (4,339,382)         (3,381,578)
                                                                  -----------         -----------
            Total stockholders' deficit                            (1,340,633)           (746,787)
                                                                  -----------         -----------
                                                                  $   765,103         $   654,293
                                                                  ===========         ===========
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                                                  Commercial Concepts, Inc.

                                              UNAUDITED STATEMENTS OF OPERATIONS



                                                    For Quarter Ended August 31,     For the Six Months Ended August 31,
                                                        2001            2000                2001            2000
                                                        ----            ----                ----            ----
<S>                                                <C>             <C>                 <C>             <C>
SALES                                              $    27,126     $    20,194         $    36,218     $    38,401

COST OF SALES                                            3,417           5,703              10,234          10,161
                                                   -----------     -----------         -----------     -----------
GROSS MARGIN                                            23,709          14,491              25,984          28,240

OPERATING EXPENSES
     General and administrative                        209,053         312,117             469,688         664,407
     Sales and marketing                                64,701               -             132,676               -
     Product development                                95,818               -             190,822               -
                                                   -----------     -----------         -----------     -----------
        Total operating expenses                       369,572         312,117             793,186         664,407
                                                   -----------     -----------         -----------     -----------

OPERATING LOSS                                        (345,863)       (297,626)           (767,202)       (636,167)

OTHER INCOME (EXPENSE)
     Interest income                                     1,157             121               1,393             123
     Financing costs                                   (48,465)          1,963             (85,275)          2,473
     Interest expense                                  (37,794)         (6,685)           (106,720)         (9,434)
                                                   -----------     -----------         -----------     -----------
        Total other income (expense)                   (85,102)         (4,601)           (190,602)         (6,838)
                                                   -----------     -----------         -----------     -----------

NET LOSS BEFORE INCOME TAXES                          (430,965)       (302,227)           (957,804)       (643,005)

     Benefit for income taxes                                -               -                   -               -
                                                   -----------     -----------         -----------     -----------
NET LOSS                                           $  (430,965)    $  (302,227)        $  (957,804)    $  (643,005)
                                                   ===========     ===========         ===========     ===========

NET LOSS PER COMMON SHARE
Weighted Average Shares Outstanding:
        Basic                                       31,363,473      26,971,503          29,940,565      25,631,642
        Diluted                                     31,363,473      26,971,503          29,940,565      25,631,642

Net loss per Common Share:
        Basic                                      $    (0.014)    $    (0.011)        $    (0.032)    $    (0.025)
        Diluted                                         (0.014)         (0.011)             (0.032)         (0.025)
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                                  Commercial Concepts, Inc.
                              UNAUDITED STATEMENTS OF CASH FLOWS



                                                                  For the Six Months Ended August 31,
                                                                         2001             2000
                                                                      ----------        ----------
<S>                                                                   <C>               <C>
CASH FLOWS FOR OPERATING ACTIVITIES
    Net loss                                                          $ (957,804)       $ (643,005)
    Adjustments to reconcile net loss to net cash used in
       operating activities:
       Depreciation and amortization                                      14,636            11,066
       Common stock  issued for expenses                                  67,000           363,393
       Interest added to convertible debt balances                       120,316
       Changes in operating assets and liabilities:                            -                 -
           Trade receivables and advances                                (26,877)           18,632
           Prepaids and other assets                                         182            (6,164)
           Accounts payable and accrued liabilities                       42,998            55,621
                                                                      ----------        ----------
       Net cash used in operating activities                            (739,549)         (200,457)

CASH FROMS FROM INVESTING ACTIVITIES
    Purchases of property, plant and equipment                            (5,744)           (5,750)
    Additions to capitalized software & patents                           (4,351)         (401,168)
                                                                      ----------        ----------
       Net cash used in investing activities                             (10,095)         (406,918)

CASH FLOWS FROM FINANCING ACTIVITIES
    Issuance of long-term debt                                           950,000                 -
    Payments of notes payable                                           (100,000)                -
    Net proceeds from notes receivable from shareholders                       -            (2,555)
    Net proceeds from issuance short-term debt                                 -           280,848
    Net proceeds from issuance of common stock                                             310,500
                                                                      ----------        ----------
       Net cash provided by financing activities                         850,000           588,793
                                                                      ----------        ----------

Net change in cash and cash equivalents                                  100,356           (18,582)

    Cash and cash equivalents, beginning of period                         1,621            31,171
                                                                      ----------        ----------

CASH AND CASH EQUIVALENTS, END OF PERIOD                              $  101,977        $   12,589
                                                                      ==========        ==========

SUPPLEMENTAL DISCLOSURES
    Cash interest paid                                                $    2,545        $    7,693
    Conversion of long-term debt to common stock                         243,888                 -
    Common stock issued in settlement of liabilities                      66,070                 -
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                                                   Commercial Concepts, Inc.

                                          UNAUDITED STATEMENT OF STOCKHOLDERS' DEFICIT
                                                Six Months Ended August 31, 2001


                                                                                   Paid-In
                                                                                 Capital In
                                                          Common Stock            Excess of     Accumulated
                                                      Shares            Amount     Par Value      Deficit
                                                      ------            ------     ---------      -------
<S>                                                   <C>              <C>        <C>           <C>
Balance at February 28, 2001 (Audited)                28,197,590       $ 28,198   $ 2,807,473   $ (3,381,578)

Common stock issued for services                         757,400            757        66,243              -

Common stock issued in conversion of debt              4,040,835          4,041       239,847              -

Common stock issued in payment of liabilities            858,600            859        65,211              -

Net loss                                                       -              -             -       (957,804)
                                                      ----------       --------   -----------   ------------
Balance at August 31, 2001                            33,854,425       $ 33,855   $ 3,178,774   $ (4,339,382)
                                                      ==========       ========   ===========   ============
</TABLE>

<PAGE>

                            COMMERCIAL CONCEPTS, INC

                     NOTES TO REVIEWED FINANCIAL STATEMENTS
                    For the Six Months Ended August 31, 2001

1.  DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Description  of  Business:  Commercial  Concepts,  Inc.  (the  Company)  creates
proprietary software platforms. From these platforms individual Internet related
database software products are developed. As each product completes beta testing
the Company seeks a distribution  partner to market and provide  ongoing support
for the product.

Interim Financial Information:  The accompanying interim financial statements of
the  Company  are  unaudited,  but in the  opinion  of  management  reflect  all
adjustments  (consisting  of  normal  recurring  accruals)  necessary  for  fair
presentation of the results for such periods.  The results of operations for any
interim period are not necessarily  indicative of the results for the respective
full year.  These financial  statements  should be read in conjunction  with the
financial  statements and notes thereto contained in the Company's annual report
on Form 10KSB for the year ended  February 28, 2001 as filed with the Securities
and Exchange Commission.

Cash and Cash Equivalents:  The Company considers all highly liquid  investments
with maturities of three months or less when purchased to be cash equivalents.

Use of Estimates:  The  preparation of financial  statements in conformity  with
generally accepted  accounting  principles requires management to make estimates
and assumptions  that affect the reported  amounts of assets and liabilities and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements,  and the  reported  amounts  of  revenues  and  expenses  during the
reporting period. Actual results could differ from those estimates.

Property  and  Equipment:  Property  and  equipment  is  stated  at  cost,  less
accumulated  depreciation.  Depreciation is calculated  using the  straight-line
method over the estimated  useful lives of the assets,  generally three to seven
years,  except  for  leasehold  improvements,  which are  depreciated  using the
straight-line  method  over the  shorter of the  estimated  useful  lives of the
assets or the remaining  lease terms.  Normal  maintenance  and repair items are
expensed as incurred.

Capitalization of Software Development Costs: The Company's policy is to expense
research and development  costs until  technological  feasibility is reached and
all related  research  and  development  activities  are  completed.  Subsequent
production  expenses  to bring  the  product  to  market  are then  capitalized.
Capitalization  of software costs is discontinued  when the product is available
for general release to customers.  Amortization  expense of capitalized software
costs has not been  provided for in the  accompanying  statements  of operations
because the software products are not available as yet for sale to customers.

Revenue  Recognition  - For the quarters  ended August 31, 2001 and 2000,  sales
represented miscellaneous sales of computer hardware and/or multi-media projects
and for the quarter ended August 31, 2001 it also includes  revenue for software
development services. It is anticipated that future sales will consist primarily
of software  development  revenues,  royalty  payments from  distributors of the
Company's  Picturebase  Medical product and/or advertising  revenues  associated
with the Company's  Wavescreen  software.  Future revenues will be recognized by
the  Company as  royalties  are earned  upon  sales by the  distributors  of the
Company's Picturebase Medical product and/or over the course of each advertisers
contract associated with the Company's Wavescreen software. Software development
revenue will be recognized as earned.

Income Taxes:  Deferred income tax assets and liabilities are computed  annually
for  differences  between the  financial  statement  and tax bases of assets and
liabilities  that will  result in  taxable or  deductible  amounts in the future
based on  enacted  tax laws and rates  applicable  to the  periods  in which the
differences  are expected to affect  taxable  income.  Valuation  allowances are
established  when necessary to reduce deferred tax assets to the amount expected
to be  realized.  Income tax  expense is the tax payable or  refundable  for the
period  plus or minus the change  during the period in  deferred  tax assets and
liabilities.

<PAGE>

                            COMMERCIAL CONCEPTS, INC

                     NOTES TO REVIEWED FINANCIAL STATEMENTS
                    For the Six Months Ended August 31, 2001

2. GOING CONCERN

The  accompanying  financial  statements  have been prepared in conformity  with
generally accepted accounting principles, which contemplates the continuation of
the Company as a going  concern.  As  reflected  in the  accompanying  financial
statements, the Company has current liabilities in excess of current assets, has
a net stockholders'  deficit and has incurred substantial  operating losses, all
of which  raise  substantial  doubt  about its  ability to  continue  as a going
concern.

In order to develop  additional  working  capital and attract  continued  equity
investment,  the Company has reorganized  management,  formulated a new business
plan,  and  developed and marketed new business  products.  On or about July 18,
2000, the Company initiated a borrowing  relationship with a private  investment
group (see Notes 4 and 6).  Through  August 31,  2001,  the Company has borrowed
$1,300,000  under the terms of four  convertible  long-term  notes  payable.  In
addition,  $300,000 was borrowed on December 3, 2000 from a separate  investment
group.  Management  believes that the actions presently being taken will provide
the opportunity for the Company to continue as a going concern.

3. PROPERTY AND EQUIPMENT

Property and equipment consists of the following:

                                                         February 28
                                                    2001              2000
                                            ------------------------------------
                                                (Unaudited)
 Leasehold improvements                          $   7,000        $   7,000
 Computer and other equipment                      104,799           99,055
 Furniture                                          12,173           12,173
                                            ------------------------------------
   Total                                           123,972          118,228
 Less accumulated amortization                     (62,631)         (47,995)
                                            ------------------------------------
                                                 $  61,341        $  70,233
                                            ====================================

4.  NOTES PAYABLE
Short-term debt consisted of the following:
                                                  August 31
                                                    2001            February 28
                                                 (Unaudited)           2001
                                                 -----------           ----
Notes payable (collateralized by
  one-million shares of the Company's
  common stock) to an individual at
  dates from June 22, 2000 through April
  12, 2001, due at various dates through
  April 12, 2002, plus all accrued
  interest at 15%.                            $      90,500      $      68,500

Note payable to an individual dated
  November 3, 2000, collateralized by
  200,000 shares of the Company's common
  stock, payable on demand plus all
  accrued interest at 15%.                           15,000             15,000

Note payable (non-collateralized) to an
  individual dated June 15, 2000 payable
  on demand plus all accrued interest at
  10%.                                               42,988             42,988

Note payable to a limited partnership
  dated February 2001, collateralized by
  571,250 shares of the Company's common
  stock, payable on March 15, 2001 plus
  all accrued interest at 12%.                            -             30,000

Note payable to a corporation
  (non-collateralized) dated January 23,
  2001 due on demand plus all accrued
  interest at 10%.                                   10,000             10,000

Other                                                     -              1,500
                                               ------------       ------------
Total                                          $    158,488       $    167,988
                                               ============       ============

<PAGE>

                            COMMERCIAL CONCEPTS, INC

                     NOTES TO REVIEWED FINANCIAL STATEMENTS
                    For the Six Months Ended August 31, 2001

4.  NOTES PAYABLE (CONTINUED)

Long-term  debt  consisted of the  following at August 31, 2001 and February 28,
2001:

                                                  August 31
                                                    2001            February 28
                                                 (Unaudited)           2001
                                                 -----------           ----
  Convertible notes payable to a private
  investment group with $250,000
  originally due on July 20, 2003,
  $250,000 due on September 20, 2003,
  $300,000 originally due on April 19,
  2004, and $500,000 due on June 14,
  2004 plus all accrued interest at 6%
  to 8% (see Note 6).                            $1,153,410           $514,712

  Convertible note payable to a private
  investment group due December 3, 2003
  plus all accrued interest at 8% (see
  Note 6).                                          318,016            305,918

  Convertible note payable to an
  individual due August 29, 2003 plus
  all accrued interest at 6%                        100,034

  Capital leases                                      8,309             14,392
                                                 ----------           --------

  Total                                           1,579,769            835,022
  Less current-portion                               (4,000)            (4,850)
                                                 ----------           --------

  Long-term portion                              $1,575,769           $830,172
                                                 ==========           ========

Long-term debt as of August 31, 2001 is scheduled to mature as follows:

           2002                           $    4,000
           2003                                4,309
           2004                            1,571,460
                                           ---------
           Total                          $1,579,769
                                          ==========

5. RECEIVABLE FROM SHAREHOLDERS

The following  summarizes  receivable  amounts from shareholders for purchase of
Company stock:

              2,000,000 shares issued May 5, 1999
              to a Company officer valued at $.06
              per share                                              $120,000

              1,598,000 shares issued August 9, 1999
              to a Company officer, valued at $.06
              per share.                                               93,880
                                                                     --------

              Remaining balance due                                  $213,880
                                                                     ========

6.  CONVERSION OF NOTES PAYABLE

The  convertible  notes payable  described in note 4 above can be converted into
common  shares of the Company  based upon the three lowest  closing share prices
during  the  thirty  trading  days  prior to the date of the note,  or the three
lowest  closing  prices  during the sixty  trading days prior to the  conversion
date.  The  Company  retains a  redemption  clause in the notes  that  allow the
Company to repurchase  the notes upon payment of 130% to 150% of the note's face
value,  plus accrued  interest.  In  addition,  the Company  issued  warrants to
purchase  3,460,000  shares of the Company's  common stock with exercise  prices
ranging from $0.4375 to $.115 in connection with these notes.


<PAGE>

                            COMMERCIAL CONCEPTS, INC

                     NOTES TO REVIEWED FINANCIAL STATEMENTS
                    For the Six Months Ended August 31, 2001

6.  CONVERSION OF NOTES PAYABLE (CONTINUED)

On March 7, 2001 the Company issued warrants to purchase 40,816 shares of the
Company's common stock at $.175 in connection with a short-term $50,000 note
payable entered into on March 1, 2001. The note was converted into 340,136
shares of the Company's common stock during the three months ended May 31, 2001.

Four employees including two officers of the Company have the option to convert
accrued salaries in the amount of $151,059 into 1,575,893 shares of the
Company's common stock.

7.  LEASE COMMITMENTS

As of August 31, 2001, the Company leased office space and certain equipment
under non-cancelable operating leases. Future minimum operating lease
requirements for the years following August 31, 2001 are as follows:

           2002                             $ 80,069
           2003                               81,911
           2004                               41,235
                                            --------
           Total                            $203,215
                                            ========

<PAGE>

                      MANAGEMENTS DISCUSSION AND ANALYSIS

Sales: Sales increased by approximately $7,000 for the three months ended August
31, 2001 to $27,126 over the same period in the prior year but decreased by
approximately $2,000 for the six month periods ended August 31, 2001 and 2000.
There has been a change in the mix of revenues between the periods. While
revenues for the three and six month periods ended August 31, 2000 were
comprised primarily of media revenue, a substantial portion of the revenue for
the comparable periods in 2001 were derived from software development. There
were some minor amounts of revenue generated during each period in 2001 from
beta versions of both Wavescreens and Picturebase products.

Cost of sales: Cost of sales decreased by approximately $2,300 for the three
months ended August 31, 2001 to $3,417 over the same period in the prior year,
but remained relatively flat between the six month periods ended August 31, 2001
and 2000. The decrease in 2001 relates to the shift between the media revenues
with lower margins to software development revenues that have higher margins.
For the 2001 six month period, the margins decreased due to some equipment costs
related to the Picturebase products. Although these costs are normally passed on
to the customer, in certain cases, the Company agreed to bear the cost of the
hardware costs.

Operating expenses: Operating expenses increased from $312,117 for the three
months ended August 31, 2000 to $369,572 for the same period in 2001. This
increase of about $57,500 represents an increase of 18% and is primarily the
result of additional sales personnel with their related salary, benefits and
travel costs. Operating expenses increased from $664,407 for the six months
ended August 31, 2000 to $793,186 for the same period in 2001. The increase of
about $$128,800 represents an increase of 19%. This increase is comprised of
salaries and benefits from additional employees in sales and marketing and
programming, rent, legal and consultants.

Interest expense: Interest expense increased by approximately $31,100 and
$97,300 from the three and six month periods ended August 31, 2000 to the same
periods in 2001. These increases are directly related to the long-term
convertible notes payable discussed in the financial statements. Although
interest accrues on these notes, payment is not due until converted or repaid at
the maturity of the notes. Accrued interest is convertible into common stock
with the principal of the notes. In addition, the Company incurred some
financing costs in relation to these notes that are shown on the income
statement adjacent to the interest expense.

                         LIQUIDITY AND CAPITAL RESOURCES

At August 31, 2001, the Company had cash and other current assets of $141,903
while current liabilities were $529,967. The Company used approximately $404,500
in operations for the quarter ended August 31, 2001 and $739,600 for the
six-month period then ended. Most of the cash used resulted from the net losses
for the period. Cash was generated from financing activities for those same
periods. The Company raised $600,000 and $900,000 in convertible debt for the
three and six month period ended

<PAGE>

August 31, 2001, respectively. The terms and interest rates related to this debt
are discussed in the Notes to the Reviewed Financial Statements as of August 31,
2001.

                               MANAGEMENT CHANGES

During the quarter ended August 31, 2001, Karl A. Hansen, the Company's Chief
Financial Officer resigned to relocate across the country. Following his
decision, the Company hired V. Kelly Randall to assume the position of Chief
Financial Officer. Mr. Randall has a broad background in financial management
with extensive involvement in public and private financings. From 1979 until
1991 Mr. Randall, who is a CPA, spent approximately 12 years with Ernst & Young.
Since leaving Ernst & Young, he has served as a financial officer with Baxter
Research Medical, a manufacturer of medical supplies for open-heart surgeries,
Mycotech Corporation, a biotech company and Found, Inc. an Internet related
software company. Mr. Randall worked with several SEC reporting companies
including two companies listed on the New York Stock Exchange. He has been
involved in financings, mergers and acquisitions and financial and SEC reporting
issues with these companies. As the Chief Financial Officer and Vice President
of Finance and Administration of both Mycotech Corporation and Found, Inc., Mr.
Randall was a key member of the management team responsible for raising private
equity capital for these companies. He also was responsible for all of the
general administrative functions of the companies including human resources,
information systems, investor relations, purchasing and finance. Mr. Randall
holds a BS degree in Finance and a MAcc degree from Utah State University.

                                   SIGNATURES

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

Commercial Concepts, Inc.

/s/  George E. Richards                                                10/10/01
-----------------------------------------------
George E. Richards, President and Chief
Executive Officer
                                                                       10/10/01
/s/  Scott Adamson
-----------------------------------------------
Scott Adamson, Executive Vice President

/s/ V. Kelly Randall                                                   10/10/01
-----------------------------------------------
V. Kelly Randall, Vice President and Chief
Financial Officer