<PAGE>   1
                                                                   EXHIBIT 10.0


                              AMENDED AND RESTATED
                               ADVISORY AGREEMENT
                                    BETWEEN
                          AMERICAN REALTY TRUST, INC.
                                      AND
                         BASIC CAPITAL MANAGEMENT, INC.


         This AMENDED AND RESTATED ADVISORY AGREEMENT is made and entered into
as of this 1st day of April, 1997, between AMERICAN REALTY TRUST, INC., a
Georgia corporation (the "Company") and BASIC CAPITAL MANAGEMENT, INC. (the
"Advisor"), a Nevada corporation.

                             W I T N E S S E T H :

         WHEREAS, the Advisor is the successor by merger to National
Realty Advisors, Inc., a Texas corporation;

         WHEREAS, the Company and the predecessor of the Advisor entered into
an Advisory Agreement dated as of October 4, 1989;

         WHEREAS, the Advisory Agreement has been amended by the parties by
amendments dated December 5, 1989, August 1, 1990 and October 1, 1991 and the
Company and the Advisor desire to restate the Advisory Agreement to incorporate
all three amendments;

         WHEREAS, the Company desires to document its arrangement with the
Advisor and to continue to avail itself of the experience, sources of
information, advice and assistance of the Advisor and to have the Advisor
undertake the duties and responsibilities hereinafter set forth, on behalf of
subject to the supervision of the Board of Directors (the "Directors") of the
Company, all as provided herein; and

         WHEREAS, the Advisor is willing to continue to undertake to render
such services, subject to the supervision of the Directors, on the terms and
conditions hereinafter set forth;

         NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein contained, and other good and valuable consideration, the
receipt and adequacy of which is hereby acknowledged, the parties hereto agree
as follows:

                  1.  Definitions.  As used herein, the following terms
shall have the meanings set forth below:

                  (a) "Adjusted Net Income" for any period shall mean "the Net
         Income of the Company increased by (i) depreciation on real estate and
         (ii) dividends with respect to equity investments of the Company
         accounted for on the equity method, determined on an accrual basis and
         reduced by the Company's share of the income or loss for investments
         accounted for on





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         the equity method, determined on an accrual basis and reduced by the
         Company's share of the income or loss for investments, accounted for
         on the equity method."

                  (b) "Affiliate" shall mean (i) any Person directly or
         indirectly owning, controlling or holding with power to vote, five
         percent (5%) or more of the outstanding voting securities of such
         other Person; (ii) any person five percent (5%) or more of whose
         outstanding voting securities are directly or indirectly owned,
         controlled, or held with power to vote, by such other Person; (iii)
         any Person directly or indirectly controlling, controlled by, or under
         common control with, such other Person; or (iv) any officer, director,
         partner, copartner, or employee of such other Person.

                  (c) "Average Invested Assets" for any period shall mean the
         average of the aggregate book value of the assets of the Company
         invested, directly or indirectly, in equity interests in and loans
         secured by real estate, before reserves for depreciation or bad debts
         or other similar non-cash reserves. This figure will be computed by
         taking the average of such values at the end of each month during such
         period.

                  (d) "Book Value" of an asset shall mean the value of such
         asset on the books of the Company, before allowance for depreciation
         or amortization.

                  (e) "Competitive Real Estate Commission" means that real
         estate or brokerage commission paid for the purchase or sale of a
         property which is reasonable, customary and competitive in light of
         the size, type and location of such property.

                  (f) "Fiscal Year" shall mean any period for which an income
         tax return is submitted by the Company to the Internal Revenue Service
         and which is treated by the Internal Revenue Service as a reporting
         period for the Company.

                  (g) "Mortgage" shall mean a mortgage, a deed of trust or any
         other instrument creating a security interest in a Real Property.

                  (h) "Mortgage Loan" shall mean a loan evidenced by a
         Mortgage.

                  (i) "Net Income" for any period shall mean total revenues
         applicable to such period, less the expenses applicable to such period
         other than additions to reserves for depreciation or bad debts or
         other similar non-cash reserves.

                  (j) "Person" shall mean and include individuals,
         corporations, limited partnerships, general partnerships, joint stock
         companies or associations, joint ventures,




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         associations, companies, trusts, banks, trust companies, land trusts,
         business trusts, or other entities and governments and agencies and
         political subdivisions thereof.

                  (k) "Real Property" shall mean improved and unimproved land,
         improvements, furniture and fixtures located on or used in connection
         with land, and any right or interest in any of the foregoing,
         including a leasehold interest, an interest in air, subterranean or
         mineral rights, but shall not include Mortgage Loans.

                  (l) "Company Property" shall mean, as of any particular time,
         any and all property, real, personal or otherwise, tangible or
         intangible, which is owned or held by the Company, including, but not
         limited to, property which is transferred, conveyed or paid to the
         Company, and all rents, income, profits and gains therefrom.

                  2. Duties of the Advisor. The Advisor agrees to act on a
basis which is fair and reasonable to the Company and its shareholders in
selecting from among the particular investment opportunities that come to it;
provided, however, that the Advisor shall not be required to present to the
Company any particular investment opportunity which comes to it even if the
opportunity is one which, if presented to the Company, could be taken by the
Company. Subject to the terms of the Certificate of Incorporation and to the
supervision of the Directors, the Advisor shall:

                  (a) use its best efforts to present and recommend to the
         Company a continuing and suitable investment program consistent with
         the investment policies and objectives of the Company;

                  (b) administer the Company's day-to-day investment operations
         and perform or supervise the performance of such other administrative
         functions in connection with the management of the Company as may be
         agreed upon by the Advisor and the Directors;

                  (c) serve as the Company's investment adviser and consultant
         in connection with policy decisions to be made by the Directors and,
         as requested, furnish reports to the Directors and provide research
         and economic and statistical data in connection with the Company's
         investments and investment policies;

                  (d) investigate, select and conduct relations on behalf of
         the Company with consultants, borrowers, lenders, mortgagors and other
         mortgage and investment participants, accountants, mortgage loan
         originators, or brokers, correspondents and servicers, technical
         advisers, attorneys, underwriters, brokers and dealers, corporate
         fiduciaries,





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         escrow agents, depositaries, custodians, agents for collection,
         insurers, insurance agents, banks, builders and developers, and
         persons acting in any other capacity deemed by the Directors necessary
         or desirable, and enter into appropriate contracts with, employ,
         retain and supervise services performed or to be performed by, any
         such parties in connection with investments which have been or may be
         acquired, sold or otherwise disposed of by the Company;

                  (e) consult with the Directors and present to them
         opportunities to acquire Mortgage Loans and other investments
         consistent with the investment policies and objectives of the Company
         and furnish the Directors with advice and recommendations with respect
         to the making, the acquiring (by purchase, investment, exchange or
         otherwise), the holding and the disposition (through sale, exchange or
         otherwise) of investments consistent with the policies and objectives
         of the Company, commitments therefor, loans secured by the pledge of
         mortgage loans as collateral, participations in any one of the
         foregoing, or Government or other securities or other investments of,
         or investments considered by, the Company;

                  (f) obtain for the Company such services as may be required
         for property management, mortgage servicing, construction and
         development loan disbursements and other activities relating to the
         investment portfolio of the Company, and act as the attorney-in-fact
         or agent of the Company in working with and supervising whomever is
         selected to perform such services; provided, however, that nothing
         herein shall be construed to require the Advisor to perform such
         services itself;

                  (g) act as attorney-in-fact or agent of the Company in
         acquiring and disposing of investments, disbursing and collecting the
         funds of the Company, paying the debts and fulfilling the obligations
         of the Company, and handling, prosecuting and settling of any claims
         of the Company, including foreclosing and otherwise enforcing mortgage
         and other liens securing investments, and exercise its own sound
         discretion in doing so;

                  (h) assist in negotiations on behalf of the Company with
         investment banking firms, securities brokers or dealers and other
         institutions or investors for public or private sales of shares or
         other securities of the Company or public offerings or private
         placements by the Company of its securities, and obtain loans for the
         Company, but in no event in such a way that the Advisor would be
         deemed to be acting as a broker-dealer or underwriter;

                  (i) invest or reinvest any money of the Company;






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                  (j) provide office space and office equipment, the use of
         accounting and computing equipment when required, and necessary
         executive, clerical and secretarial personnel for the performance of
         the foregoing services as Advisor;

                  (k) make reports to the Directors of its performance of the
         foregoing services and furnish advice and recommendations with respect
         to other aspects of the business and affairs of the Company from time
         to time or at any time requested by the Directors;

                  (l) in general, inform the Directors of any factors which
         come to its attention which would influence the policies of the
         Company; and

                  (m) assist in the preparation of reports and other documents
         necessary to satisfy the continuous reporting and other requirements
         of any governmental bodies or agencies and to maintain effective
         communications with stockholders of the Company.

                  3.  Records.  At all times, the Advisor shall keep proper 
books of account and records relating to services performed hereunder, which
books of account and records shall be accessible for inspection by the Company
at any time during ordinary business hours.

                  4. Other Activities of Advisor.

                  (a) Nothing herein contained shall prevent the Advisor, or
         any Affiliate of the Advisor, from acting as adviser to any other
         person or entity even though such entity may have investment policies
         similar to the Company; provided, however, that if, at any time, the
         Advisor serves as adviser to more than one real estate entity
         (including the Company) with similar investment policies, it will
         offer loans and investments which are appropriate to more than one
         such entity first to that entity which has had uninvested funds for
         the longest period of time.

                  (b) Affiliates of the Advisor may serve as Directors,
         officers, employees, agents, nominees or signatories for the Company.
         When executing documents or otherwise acting in such capacities for
         the Company, such persons shall use their respective titles in the
         Company.

                  5. Additional Obligations of the Advisor.

                  Notwithstanding any other provision of this Agreement to the
contrary, the Advisor shall refrain from any action which, in its reasonable
judgment or any judgment of the Board of Directors of which the Advisor has
written notice would (a) violate any law,





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rule or regulation of any governmental body or agency having jurisdiction over
the Company or its securities or (b) cause the Company to be required to
register as an investment company under the Investment Company Act of 1940. If
any such action is ordered by the Board of Directors, the Advisor shall
promptly notify the Board of the Advisor's judgment that such action would
adversely affect such status or violate such law, rule or regulation or require
such registration and shall refrain from taking such action pending further
clarification or instruction from the Board of Directors.

                  6. Bond. The Advisor shall maintain a fidelity bond with a
responsible surety company in such amount as may be required by the Directors
from time to time, covering all officers, employees and agents of the Advisor
handling funds of the Company and any investment documents or records
pertaining to investments of the Company. Such bond shall inure to the benefit
of the Company in respect of losses of any such property from acts of such
persons through theft, embezzlement, fraud, negligence, error or omission or
otherwise (provided that such bond can be obtained for such acts at reasonable
expense), the premium for said bond to be at the expense of the Company.

                  7. Expenses of the Advisor. Without regard to the amount of
compensation received hereunder by the Advisor, the Advisor shall bear the
following expenses of the Company:

                  (a) all direct and indirect remuneration and all other
         employment expenses of employees of the Advisor, including but not
         limited to, salaries, wages, payroll taxes and the costs of employee
         benefit plans, but not including fees paid to Directors affiliated
         with the Advisor;

                  (b) rent, telephone, utilities, office furniture, equipment
         and machinery and other office expenses of the Advisor and the
         Company, except as any of such expenses relate to an office maintained
         by the Company separate from the office of the Advisor;

                  (c) costs including but not limited to travel, marketing,
         seminars, courier, business promotions, entertainment, advertising,
         office supplies, etc. where such costs are not directly identifiable
         to the Company's assets, liabilities, operations, business and
         financial affairs; and

                  (d) miscellaneous administrative expenses relating to
         performance by the Advisor of its duties hereunder.

                  8. Compensation. The Advisor shall be paid for services
rendered by it under this Agreement as follows:





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                  (a) Base Compensation. On or before the fifteenth (15th) day
         of each calendar month, the Company shall pay to the Advisor .0625%
         (.75% on an annualized basis) of Average Invested Assets of the
         Company during the preceding month; provided however, that at such
         time as the Company's earnings for the four preceding quarters equal
         or exceed $.50 per share, the Base Compensation shall increase to
         .125% (one and one-half percent on an annualized basis) of Average
         Invested Assets of the Company during the preceding month.

                  (b) Incentive Compensation. In order to further reward the
         Advisor for performance hereunder, the Company shall pay to the
         Advisor on or before the ninetieth (90th) day after the close of each
         Fiscal Year an incentive fee equal to ten percent (10%) of Net Income
         for such Fiscal Year in excess of a ten percent (10%) return on
         shareholders' equity. The Advisor shall also receive ten percent (10%)
         of the excess, if any, of net capital gain over net capital loss, if
         any, realized for sales of assets.

                  (c) Mortgage Placement Fee. For originating or purchasing
         Mortgage Loans for the Company, the Advisor shall receive a mortgage
         placement fee equal to fifty percent (50%), measured on a cumulative
         basis, of the total amount of mortgage origination and placement fees
         for Mortgage Loans advanced by the Company for the Fiscal Year.

                  (d) Mortgage Servicing Fee. If the Company determines to
         retain the Advisor to service some or all of its Mortgage Loans, the
         Company and the Advisor will enter into a Loan Servicing Agreement
         specifying the rights and obligations of the parties with respect
         thereto and providing for additional compensation to the Advisor, in
         an amount to be specified therein, for performing such services.

                  (e) Acquisition Commission. For locating, leasing or
         purchasing Real Property for the Company, the Advisor is to receive an
         Acquisition Commission equal to the lesser of (i) up to 6% of costs of
         acquisition, inclusive of commissions, if any, paid to nonaffiliated
         brokers; or (ii) the compensation customarily charged in arm's-length
         transactions by others rendering similar property acquisition services
         as an ongoing public activity in the same geographical location and
         for comparable property.

                  (f) Disposition Fees. For the sale of each equity investment
         in Real Property, the Advisor shall receive a Disposition Fee equal to
         the lesser of (i) 3% of the sales price of each property, exclusive of
         fees, if any, paid to nonaffiliated brokers; or (ii) the compensation
         customarily charged in arm's length transactions by others rendering





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         similar services as an ongoing public activity in the same
         geographical location for comparable property.

                  (g) Loan Arrangement Fee. For arranging any loans to the
         Company, the Advisor shall receive a fee equal to 1% of the principal
         amount of any such loan. For purposes of this Section 8(g) the
         principal amount of any line of credit shall be the maximum
         availability under such line.

                  9. Additional Services. If and to the extent that the Company
shall request the Advisor, or any director, officer, partner or employee of the
Advisor, to render services for the Company other than those required to be
rendered by the Advisor hereunder, such additional services, if performed, will
be compensated separately on terms agreed upon between such party and the
Company from time to time, subject to applicable law. In particular, but
without limitation, if the Company shall request that the Advisor perform
property management, mortgage servicing, loan disbursement or similar
functions, the Company and the Advisor shall enter into a separate agreement
specifying the obligations of the parties and providing for reasonable
additional compensation to the Advisor for performing such services.

                  10. Statements. The Advisor shall prepare, at the request of
the Directors, a statement showing the computation of the fee, if any, payable
with respect to any period so requested.

                  11. Information Furnished to Advisor. The Directors shall at
all times keep the Advisor fully informed with regard to the investment policy
of the Company, the capitalization policy of the Company, and generally their
then current intentions as to the future of the Company. In particular, the
Directors shall notify the Advisor promptly of their intention to sell or
otherwise dispose of any of the Company's investments, or to make any new
investment. The Company shall furnish the Advisor with a copy of all financial
statements, a signed copy of each report prepared by independent certified
public accountants, and such other information with regard to its affairs which
the Advisor from time to time may reasonably request.

                  12. Expenses of the Company. Except as expressly otherwise
provided in this Agreement, the Company shall pay all expenses not assumed by
the Advisor; including, but not limited to:

                  (a) To the extent the Advisor is not required to pay such
         expenses pursuant to Section 7 hereof, the salaries and other
         employment expenses of the Directors of and personnel employed by the
         Company and travel and related expenses of directors, officers and
         employees of the Advisor and of Directors, officers and employees of
         the Company relating to the business and financial affairs of the
         Company;





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                  (b) the cost of borrowed money;

                  (c) taxes on income, taxes on property, assessments against
         property, and all other taxes and applicable to the Company;

                  (d) legal, audit, accounting, underwriting, brokerage,
         listing, registration and other fees, printing, engraving and other
         expenses and taxes incurred in connection with the issuance,
         distribution, transfer, registration and stock exchange listing of the
         Company's securities;

                  (e) fees and expenses paid to independent advisers,
         independent contractors, consultants (including investor relations
         consultants), managers and other agents employed directly by the
         Company (other than through the Advisor);

                  (f) to the extent not paid by borrowers from the Company,
         costs of loan administration and mortgage servicing;

                  (g) expenses related to mortgage loans and connected with the
         acquisition, disposition, leasing and ownership of investments,
         including, to the extent not paid by others, but not limited to, legal
         fees and other expenses of professional services; the costs of
         foreclosure; costs of financings and refinancings; insurance premiums;
         legal or accounting services; taxes; title and abstract expenses;
         brokerage and sales commissions; maintenance, repair or improvement of
         property; architectural and engineering fees; expenses of managing
         real property equity interests and appraisal or inspection fees except
         when performed by employees of the Advisor;

                  (h) expenses related to real estate equity interests owned by
         the Company, including, but not limited to, insurance premiums; legal
         or accounting services; architectural and engineering fees; appraisal
         or inspection fees except when performed by employees of the Advisor;
         taxes; title and abstract expenses; brokerage and sales commissions;
         management fees and expenses; and costs of financings and
         refinancings;

                  (i) other insurance as required by the Directors (including
         Directors' liability insurance, if any);

                  (j) the expenses of dissolving the Company or of amending the
         Articles of Incorporation or Bylaws of the Company or of merging the
         Company with any other entity;

                  (k) expenses connected directly with payments to holders of
         securities of the Company and other bookkeeping and clerical work
         necessary in maintaining relations with holders of securities and the
         investment community in general,




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         including the cost of preparing, printing and distributing proxy
         materials, reports to shareholders, news releases, and certificates
         for securities, and any legal assistance related thereto;

                  (l) transfer agents', registrars', warrant agents', dividend
         paying agents' and indenture trustees' fees and charges;

                  (m) advertising expenses incurred in seeking investments for
         the Company; and

                  (n) all costs including but not limited to travel, marketing,
         seminars, courier, business promotions, entertainment, advertising,
         office supplies, etc. where such costs are directly attributable and
         identifiable to the Company's assets, liabilities, operations,
         business and financial affairs.

                  13. No Partnership or Joint Venture. The Company and the
Advisor are not partners or joint venturers with each other and nothing herein
shall be construed so as to make them such partners or joint venturers or
impose any liability as such on either of them.

                  14. Term of Agreement. This Agreement shall continue in force
for a period of twelve (12) months from April 1, 1997 and thereafter shall be
automatically renewed from year to year unless terminated in accordance with
the provisions of this Agreement;

                  15. Termination. Notwithstanding any other provision of this
Agreement to the contrary, this Agreement may be terminated by the Advisor
without penalty for any reason upon sixty (60) days' written notice to the
Company or may be terminated by the Company without penalty for any reason by
the Directors or by the holders of a majority in interest of the then
outstanding shares of the Company upon sixty (60) days' written notice to the
Advisor.

                  16. Assignment. The Advisor shall not assign this Agreement
without the written consent of the Company. The Company may terminate this
Agreement in the event of its assignment by the Advisor except in the event of
an assignment to a corporation, association, trust, or other successor
organization which may take over the property and carry on the affairs of the
Advisor, provided that following such assignment the entity which controlled
the operations of the Advisor immediately prior to the assignment shall control
the operations of the successor organization, including the performance of the
Advisor's duties under this Agreement, and it shall be bound by the same
restrictions by which it was bound prior to such assignment; however, if at any
time subsequent to such an assignment such entity shall cease to control the
operations of the successor organization, the Company may thereupon terminate
this




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agreement. Such an assignment or any other assignment of this Agreement by the
Advisor shall bind the assignee hereunder in the same manner as the Advisor is
bound hereunder. In addition, the Advisor may delegate, assign, or otherwise
discharge any of its obligations under this Agreement to or through any of its
wholly-owned subsidiaries or their wholly-owned subsidiaries, subject to the
same terms and conditions as are applicable to the Advisor itself under this
Agreement.

                  17. Default, Bankruptcy, etc. At the option solely of the
Directors, this Agreement shall be and become terminated immediately upon
written notice of termination from the Directors to the Advisor if any of the
following events shall occur:

                  (a) if the Advisor shall violate any provision of this
         Agreement, and after notice of such violation shall not cure such
         default within thirty (30) days;

                  (b) if the Advisor shall be adjudged bankrupt or insolvent by
         a court of competent jurisdiction, or an order shall be made by a
         court of competent jurisdiction for the appointment of a receiver,
         liquidator or trustee of the Advisor or of all or substantially all of
         its property by reason of the foregoing, or approving any petition
         filed against the Advisor for its reorganization and such adjudication
         or order shall remain in full force or unstayed for a period of thirty
         (30) days; or

                  (c) if the Advisor shall institute proceedings for voluntary
         bankruptcy or shall file a petition seeking reorganization under the
         Federal bankruptcy laws, or for relief under any law for the relief of
         debtors, or shall consent to the appointment of a receiver of itself
         or all or substantially all its property, or shall make a general
         assignment for the benefit of its creditors, or shall admit in writing
         its inability to pay its debts generally as they become due.

                  The Advisor agrees that if any of the events specified in
subsections (b) or (c) of this Section 17 shall occur, it will give written
notice thereof to the Directors within seven (7) days after the occurrence of
such event.

                  18. Action Upon Termination. From and after the effective
date of expiration or termination of this Agreement, pursuant to Sections 14,
15, 16 or 17 hereof, the Advisor shall not be entitled to compensation for
further services hereunder but shall be paid all compensation accruing to the
date of expiration or termination. The Advisor shall forthwith upon any such
event:

                  (a) pay over the Company all monies collected and held
         for the account of the Company pursuant to this Agreement;





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                  (b) as soon as possible, deliver to he Directors a full
         accounting, including a statement showing all payments collected by it
         and a statement of all monies held by it, covering the period
         following the date of the last accounting furnished to the Directors;

                  (c) deliver to the Directors all property and documents of
         the Company then in the custody of the Advisor; and

                  (d) cooperate with the Company and take all reasonable steps
         requested by the Directors to assist the Directors in making an
         orderly transition.

                  19. Advisor's Liability. The Advisor assumes no
responsibility under this Agreement other than to render the services called
for hereunder in good faith and to make decisions and advise courses of action
that it determines, in good faith, to be in the best interests of the Company,
and the Advisor shall not be responsible for any action of the Directors in
following or declining to follow any advice or recommendations of the Advisor.
Neither the Advisor nor its shareholders, directors, officers or employees
shall be liable to the Company, the Directors, the holders of securities of the
Company or to any successor or assign of the Company except by reason of acts
constituting bad faith, willful misfeasance, gross negligence or reckless
disregard of their duties.

                  20. Notices. Any notice, report or other communication
required or permitted to be given hereunder shall be in writing unless some
other method of giving such notice, report or other communication is accepted
by the party to whom it is given, and shall be given by being delivered or
being mailed, certified or registered mail, return receipt requested, to the
following addresses of the parties hereto:

         The Directors and          American Realty Trust, Inc.
         The Company:               10670 North Central Expressway
                                    Suite 300
                                    Dallas, Texas 75231
                                    Attn: President

         The Advisor                Basic Capital Management, Inc.
                                    10670 North Central Expressway
                                    Suite 600
                                    Dallas, Texas 75231
                                    Attn: President

                  Either part may at any time give notice in writing to the
other party of a change of its address for the purpose of this Section 20.





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<PAGE>   13
                  21. Amendments. This Agreement shall not be changed,
modified, terminated or discharged in whole or in part except by an instrument
in writing signed by both parties hereto, or their respective successors or
assigns, or otherwise as provided herein.

                  22. Headings. The section headings hereof have been inserted
for convenience of reference only and shall not be construed to affect the
meaning, construction or effect of this Agreement.

                  23. Governing Law. This Agreement has been prepared,
negotiated and executed in the State of Texas. The provisions of this Agreement
shall be construed and interpreted in accordance with the laws of the State of
Texas applicable to agreements made and to be performed therein.

                  24. Binding Effect. This Agreement shall be binding upon, and
inure to the benefit of, the parties hereto and their respective successors and
assigns, subject to the provisions of Section 16 of this Agreement.

                  IN WITNESS WHEREOF, the Company and the Advisor have caused
this Agreement to be executed by their respective duly authorized officers as
of the day and year first above written.




                                            AMERICAN REALTY TRUST, INC.




                                            By: /s/ Karl L. Blaha
                                               ---------------------------------
                                                Karl L. Blaha
                                                President


                                            BASIC CAPITAL MANAGEMENT, INC.




                                            By: /s/ Randall M. Paulson
                                               ---------------------------------
                                                Randall M. Paulson
                                                President







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