SECURITIES AND EXCHANGE COMMISSION
                                 Washington, DC
                            -------------------------

                                    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 November 30, 2000

OR

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

For the transition period from ________________  to __________________


                         Commission file number 0-17793


                   Wilder Richman Historic Properties II, L.P.
                   -------------------------------------------
             (Exact name of Registrant as specified in its charter)


         Delaware                                                13-3481443
         --------                                                ----------
State or other jurisdiction of                                (I.R.S. Employer
incorporation or organization                                Identification No.)



      599 W. Putnam Avenue
      Greenwich, Connecticut                                      06830
      ----------------------                                      -----
(Address of principal executive offices)                         Zip Code



Registrant's telephone number, including area code:  (203) 869-0900


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 filing requirements
for the past 90 days.


Yes  [X]       No ___

<PAGE>

                   WILDER RICHMAN HISTORIC PROPERTIES II, L.P.

                         Part I - Financial Information


Table of Contents

Item 1.    Financial Statements                                           Page
           --------------------                                           ----

           Balance Sheets as of November 30, 2000 (Unaudited)
             and February 29, 2000                                          3

           Statements of Operations for the three and nine
             month periods ended November 30, 2000 and 1999
             (Unaudited)                                                    4

           Statements of Cash Flows for the nine months
             ended November 30, 2000 and 1999 (Unaudited)                   5

           Notes to Financial Statements as of November 30, 2000
             (Unaudited)                                                    6

Item 2.    Management's Discussion and Analysis of Financial
             Condition and Results of Operations                            9

Item 3.    Quantitative and Qualitative Disclosure about
             Market Risk                                                   10

                                       2

<PAGE>

                   WILDER RICHMAN HISTORIC PROPERTIES II, L.P.
                                 BALANCE SHEETS

                                                    November 30,
                                                      2000          February 29,
                                                   (Unaudited)         2000
                                                    ----------       -----------
ASSETS

Cash and cash equivalents                          $   172,142     $    180,125

Investment in operating partnerships                   717,408        1,321,566

Accrued interest receivable                             10,083            9,988
                                                   -----------     ------------
                                                   $   899,633     $  1,511,679
                                                   ===========     ============
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)

Liabilities

  Other liabilities                                $     7,500     $     10,000
  Due to related parties                               195,451          184,201
                                                   -----------     ------------
                                                       202,951          194,201
                                                   -----------     ------------
Partners' equity (deficit)

  Limited partners                                     846,383        1,460,972
  General partner                                     (149,701)        (143,494)
                                                   -----------     ------------
                                                       696,682        1,317,478
                                                   -----------     ------------
                                                   $   899,633     $  1,511,679
                                                   ===========     ============


                       See notes to financial statements.


                                       3

<PAGE>
<TABLE>
<CAPTION>

                   WILDER RICHMAN HISTORIC PROPERTIES II, L.P.
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                                 Three Months        Nine Months        Three Months       Nine Months
                                                    Ended               Ended              Ended              Ended
                                                 November 30,        November 30,       November 30,       November 30,
                                                    2000                 2000               1999               1999
                                                 ------------        ------------       ------------       ------------
REVENUES

<S>                                               <C>                <C>                <C>               <C>
   Interest                                       $   2,138          $   9,067          $  14,484         $  38,499

EXPENSES

   Operating                                          7,076             25,705              6,251            20,563
                                                  ---------          ---------          ---------         ---------

Earnings (loss) from operations                      (4,938)           (16,638)             8,233            17,936
                                                  ---------          ---------          ---------         ---------

Equity in income (loss) of
   operating partnerships                          (135,920)          (175,046)             3,787           141,545

Extraordinary item - operating
    partnership write-off of financing costs                          (429,112)
                                                  ---------          ---------          ---------         ---------
Net earnings (loss) from operating
     partnerships                                  (135,920)          (604,158)             3,787           141,545
                                                  ---------          ---------          ---------         ---------

NET EARNINGS (LOSS)                               $(140,858)         $(620,796)         $  12,020         $ 159,481
                                                  =========          =========          =========         =========

NET EARNINGS (LOSS) PER UNIT
   OF LIMITED PARTNERSHIP
   INTEREST                                       $ (174.31)         $ (768.24)         $   14.87         $  197.35
                                                  =========          =========          =========         =========
</TABLE>


                       See notes to financial statements.


                                       4

<PAGE>

<TABLE>
<CAPTION>

                   WILDER RICHMAN HISTORIC PROPERTIES II, L.P.
                            STATEMENTS OF CASH FLOWS
                  NINE MONTHS ENDED NOVEMBER 30, 2000 AND 1999
                                   (Unaudited)

                                                             2000          1999
                                                             ----          ----
CASH FLOWS FROM OPERATING ACTIVITIES

<S>                                                      <C>            <C>
Net earnings (loss)                                      $  (620,796)   $   159,481

Adjustments to reconcile net earnings (loss) to net
  cash provided by (used in) operating activities
    Equity in loss (income) of operating partnerships        604,158       (141,545)
    Decrease (increase) in accrued interest receivable           (95)       140,083
    Decrease in other liabilities                             (2,500)        (2,500)
    Increase in due to related parties                        11,250         11,946
                                                         -----------    -----------
Net cash provided by (used in) operating activities           (7,983)       167,465
                                                         -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES

Receipt on note receivable                                                  317,713
                                                                        -----------

Net cash provided by investing activities                                   317,713
                                                                        -----------

Net increase (decrease) in cash and cash equivalents          (7,983)       485,178

Cash and cash equivalents at beginning of period             180,125        663,495
                                                         -----------    -----------

Cash and cash equivalents at end of period               $   172,142    $ 1,148,673
                                                         ===========    ===========
</TABLE>


                       See notes to financial statements.


                                       5

<PAGE>

                   WILDER RICHMAN HISTORIC PROPERTIES II, L.P.
                          NOTES TO FINANCIAL STATEMENTS
                                NOVEMBER 30, 2000
                                   (Unaudited)

1.     The accompanying unaudited financial statements have been prepared in
       accordance with generally accepted accounting principles for interim
       financial information. They do not include all information and footnotes
       required by generally accepted accounting principles for complete
       financial statements. The results of operations are impacted
       significantly by the results of operations of the Operating Partnerships,
       which are provided on an unaudited basis during interim periods.
       Accordingly, the accompanying financial statements are dependent on such
       unaudited information. In the opinion of the General Partner, the
       financial statements include all adjustments necessary to reflect fairly
       the results of the interim periods presented. All adjustments are of a
       normal recurring nature. No significant events have occurred subsequent
       to February 29, 2000 and no material contingencies exist which would
       require additional disclosures in the report under Regulation S-X, Rule
       10-01 paragraph A-5, except as described below in Note 2 and in Part II,
       Item 5.

       The results of operations for the nine months ended November 30, 2000 are
       not necessarily indicative of the results to be expected for the entire
       year.

2.     The investment in Operating Partnerships as of November 30, 2000 and
       February 29, 2000 is as follows:


         Amount paid to investee through February 29, 2000          $16,388,000

         Accumulated cash distributions received from Operating
            Partnerships through February 29, 2000                   (3,180,441)

         Equity in accumulated loss of Operating Partnerships
            through February 29, 2000                               (11,885,993)
                                                                    -----------
         Balance, February 29, 2000                                   1,321,566

         Equity in loss of Operating Partnerships for the nine
            months ended November 30, 2000                             (604,158)
                                                                    -----------
         Balance, November 30, 2000                                 $   717,408
                                                                    ===========



         The Operating  Partnerships  refinanced  their  respective  outstanding
         mortgage  liabilities under the $27,545,000  Jersey City  Redevelopment
         Agency  Multifamily  Housing  Revenue  Bonds,  Series 1992  (Fannie Mae
         pass-through  Certificate  Program/Dixon Mill Apartments Project) as of
         April 28, 2000. The total new indebtedness in the amount of $28,600,000
         for a term of 30  years is  provided  by (a)  variable-rate  tax-exempt
         bonds in the amount of $26,435,000 and (b) variable-rate  taxable bonds
         in the amount of $2,165,000.  The Operating Partnerships have purchased
         an interest cap which would limit the interest  rates to 6.97% for five
         years on the tax-exempt portion,  and 9.15% for five and one-half years
         on the taxable  portion.  Proceeds from the new bond issue were used to
         pay off the existing 1992 bonds  (approximately  $26,435,000),  pay the
         costs of the transaction (approximately $898,000) and fund reserves for
         capital improvements (approximately $1,528,000).

       The new mortgage terms require monthly replacement reserve deposits of
       $6,362.


                                       6

<PAGE>


                   WILDER RICHMAN HISTORIC PROPERTIES II, L.P.
                    NOTES TO FINANCIAL STATEMENTS - continued
                                NOVEMBER 30, 2000
                                   (Unaudited)

2.       (Continued)

         The  combined  balance  sheets  of  the  Operating  Partnerships  as of
         September 30, 2000 and December 31, 1999 are as follows:
<TABLE>
<CAPTION>

                                                                       September 30, 2000
                                                                           (Unaudited)          December 31, 1999
                                                                           -----------          -----------------
         ASSETS

<S>                                                                       <C>                     <C>
Land                                                                      $ 1,150,473             $ 1,150,473
Buildings and equipment (net of accumulated depreciation
  of $14,839,821 and $13,840,014)                                          38,205,222              39,205,029
Cash and cash equivalents                                                   1,856,615               1,338,266
Tenant accounts receivable                                                    172,326
Deferred costs                                                                897,440                 449,912
Mortgage escrow deposits                                                    1,198,947               1,199,642
Tenant security deposits                                                      789,829                 789,828
Capital improvement reserve                                                 1,528,477
Prepaid expenses and other assets                                               1,714                  76,687
                                                                          -----------             -----------
                                                                          $45,801,043             $44,209,837
                                                                          ===========             ===========
LIABILITIES AND PARTNERS' EQUITY

Liabilities

  Mortgages payable                                                       $28,581,127             $26,249,814
  Accounts payable and accrued expenses                                       311,539                 159,007
  Accrued interest                                                            132,298                 132,298
  Tenant security deposits payable                                            789,828                 789,828
  Due to general partner and affiliates                                     1,002,147               1,284,524
                                                                          -----------             -----------
                                                                           30,816,939              28,615,471
                                                                          -----------             -----------
Partners' equity

  Wilder Richman Historic Properties II, L.P.                                 717,408               1,321,566
  General partner                                                          14,266,696              14,272,800
                                                                          -----------             -----------
                                                                           14,984,104              15,594,366
                                                                          -----------             -----------
                                                                          $45,801,043             $44,209,837
                                                                          ===========             ===========
</TABLE>


                                       7

<PAGE>


                   WILDER RICHMAN HISTORIC PROPERTIES II, L.P.
                    NOTES TO FINANCIAL STATEMENTS - continued
                                NOVEMBER 30, 2000
                                   (Unaudited)


2.       (Continued)

         The unaudited  statements  of operations of the Operating  Partnerships
         for the nine months ended September 30, 2000 and 1999 are as follows:

<TABLE>
<CAPTION>

                                                                       2000                   1999
                                                                       ----                   ----
REVENUE

<S>                                                                 <C>                    <C>
Rent                                                                $ 5,307,507            $ 4,903,940
                                                                    -----------            -----------
                                                                      5,307,507              4,903,940
                                                                    -----------            -----------
EXPENSES

Administrative                                                          520,012                390,320
Operating                                                             2,502,877              1,765,433
Management fees                                                         178,326                144,171
Interest                                                              1,266,474              1,365,593
Depreciation and amortization                                         1,016,632              1,032,533
                                                                    -----------            -----------
                                                                      5,484,321              4,698,050
                                                                    -----------            -----------

Income (loss) before extraordinary item                                (176,814)               205,890

Extraordinary item - write-off of financing fees                       (433,447)
                                                                    -----------            -----------

NET EARNINGS (LOSS)                                                 $  (610,261)           $   205,890
                                                                    ===========            ===========

NET EARNINGS (LOSS) ALLOCATED TO

Wilder Richman Historic Properties II, L.P.                         $  (604,158)           $   141,545
General Partner                                                          (6,103)                64,345
                                                                    -----------            -----------

                                                                    $  (610,261)           $   205,890
                                                                    ===========            ===========
</TABLE>



3.       Additional  information,   including  the  audited  February  29,  2000
         Financial   Statements  and  the  Summary  of  Significant   Accounting
         Policies,  is included in the Partnership's  Annual Report on Form 10-K
         for the fiscal year ended February 29, 2000 on file with the Securities
         and Exchange Commission.


                   WILDER RICHMAN HISTORIC PROPERTIES II, L.P.

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

Liquidity and Capital Resources

As of November  30, 2000,  Wilder  Richman  Historic  Properties  II, L.P.  (the
"Partnership") experienced few changes in its financial condition as compared to
February  29,  2000,  with the  exception  of the  investment  in the  Operating
Partnerships resulting from the equity in loss of operating partnerships for the
nine months ended September 30, 2000.

                                       8

<PAGE>

The Operating  Partnerships'  cash and cash equivalents as of September 30, 2000
have  increased by  approximately  $518,000  compared to December 31, 1999 while
accounts payable and accrued expenses have increased by approximately  $153,000.
The  replacement  reserve  account,  which is  controlled  by the lender for the
purpose of funding  needed  repairs or capital  improvements,  has  increased by
approximately $50,000 to approximately $916,000. Tenants accounts receivable has
increased  as a result of a dispute  with a  commercial  tenant.  Such tenant is
reportedly  depositing  its monthly  rent into an escrow to be paid  pending the
resolution of the matter.

The Operating  Partnerships  refinanced  their respective  outstanding  mortgage
liabilities as of April 28, 2000 under the $27,545,000 Jersey City Redevelopment
Agency Multifamily  Housing Revenue Bonds,  Series 1992 (Fannie Mae Pass-through
Certificate  Program/Dixon Mill Apartments  Project).  Prior to the refinancing,
the annual fixed  interest  rate of the mortgage was  approximately  6.74%.  The
total new  indebtedness  in the amount of $28,600,000  for a term of 30 years is
provided by (a) variable-rate tax-exempt bonds in the amount of $26,435,000, and
(b)  variable-rate  taxable  bonds in the  amount  of  $2,165,000.  The  initial
interest  rates  on the  tax-exempt  and  taxable  bonds  are  5.1%  and  6.15%,
respectively.  The Operating Partnerships purchased an interest cap, which would
limit the interest rates to 6.97% for five years on the tax-exempt portion,  and
9.15% for five and one-half years on the taxable portion.  Proceeds from the new
bond  issue  were  used  to pay  off  the  existing  1992  bonds  (approximately
$26,435,000),  pay the costs of the  transaction  and purchase the interest rate
cap  (approximately   $898,000)  and  fund  reserves  for  capital  improvements
(approximately $1,528,000).

Because  the  property  has  been in  operation  for  approximately  ten  years,
management  is  addressing  the need for extensive  capital  improvements.  As a
result of the refinancing and the funding of reserves for capital  improvements,
the Operating  General  Partner  intends to make  approximately  $1.6 million in
capital  improvements  to the Complex over the next twelve  months.  The planned
improvements  include roof  replacement,  replacement  of the  fire/smoke  alarm
system,  elevator  repairs,  new entry doors and other  repairs  throughout  the
complex. In addition, the Operating General Partner is considering,  but has not
approved,  creating an on-site  health club  facility out of an unused  building
that would otherwise have to be repaired or torn down in the foreseeable future.
This cost is not included in the capital improvements discussed above.

Because of the  reduction of the mortgage  interest  rate,  there may be greater
potential for the Partnership to make cash distributions to the Limited Partners
on a regular basis.  However,  the Partnership's  ability to make  distributions
will depend on the level of interest rates and future  operating  results of the
Complex, which will be extremely dependent on competition and market conditions,
and therefore may be subject to significant volatility.  Accordingly,  there can
be no  assurance  as to  whether  or not  the  Partnership  may be  able to make
distributions,  nor the  timing  or  amount of any  potential  distributions  to
Limited Partners.  The Operating General Partner and the General Partner plan to
periodically  assess the  feasibility  of cash flow  distributions  based on the
results of operations,  the physical condition of the Property, the then current
interest rates, and local market conditions, among other things.

The Partnership's  operating results are dependent upon the operating results of
the  Operating  Partnerships  and are  significantly  impacted by the  Operating
Partnerships'  policies.  The  Partnership  accounts for its  investment  in the
Operating Partnerships in accordance with the equity method of accounting, under
which the  investment  is carried at cost and is adjusted for the  Partnership's
share of the  Operating  Partnerships'  results  of  operations  and by any cash
distributions  received.   Equity  in  loss  of  each  investment  in  Operating
Partnership  allocated to the  Partnership  is  recognized  to the extent of the
Partnership's  investment balance in each Operating  Partnership.  Any equity in
loss  in  excess  of  the  Partnership's  investment  balance  in  an  Operating
Partnership   is  allocated  to  other   partners'   capital  in  any  Operating
Partnership.  As a  result,  the  equity  in loss  of  investment  in  operating
partnerships is expected to decrease as the Partnership's investment balances in
the  respective  Operating  Partnerships  become  zero.  However,  the  combined
statements of operations  of the Operating  Partnerships  reflected in Note 2 to
the  Partnership's  financial  statements  include the operating  results of all
Operating Partnerships, regardless of the Partnership's investment balances.

                   WILDER RICHMAN HISTORIC PROPERTIES II, L.P.

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

Results of Operations

For the nine months ended  November 30, 2000, the statement of operations of the
Partnership  reflects a net loss of $620,796,  which includes  equity in loss of
operating  partnerships of $604,158.  The Operating  Partnerships reported a net
loss during the nine months ended September 30, 2000 of $610,261, which includes
depreciation  and  amortization  of  approximately  $1,017,000,  non capitalized
planned maintenance  expenditures of approximately $530,000 and the write-off of
unamortized   financing   fees   resulting   from  the  recent   refinancing  of
approximately  $433,000.  The Operating  Partnerships

                                       9

<PAGE>

generated cash flow from  operations  after  required debt service  payments and
required replacement reserve deposits during the nine months ended September 30,
2000 of approximately $520,000,  which includes principal amortization under the
mortgages   (approximately   $166,000)   and   deposits  to   required   escrows
(approximately $50,000 for replacement reserves and approximately $103,000 for a
principal   reserve  for  the  second   mortgage,   which   principal   is  paid
semi-annually). The Partnership's interest revenue declined compared to the nine
months  ended  November  30,  1999 as a result of (i) making a  distribution  to
limited partners of  approximately  $964,000 in the fourth fiscal quarter of the
year ended February 29, 2000 and (ii) the repayment of the note by the Operating
Partnerships  in the first fiscal  quarter of the year ended  February 29, 2000.
The  Operating  Partnerships  did not  utilize any  replacement  reserves or the
capital improvement reserve during the nine months ended September 30, 2000.

For the nine months ended  November 30, 1999, the statement of operations of the
Partnership  reflects net earnings of $159,481,  which includes equity in income
of  operating  partnerships  of  $141,545.   Nonrecognition  of  income  of  the
Partnership's  investment  in Dixon Mills  Phase I during the nine months  ended
November 30, 1999 was approximately $62,000 in accordance with the equity method
of accounting.  The Operating Partnerships reported net earnings during the nine
months ended  September  30, 1999 of $205,890,  inclusive  of  depreciation  and
amortization of $1,032,533. The Operating Partnerships generated cash flow after
required debt service payments and required  replacement reserve deposits during
the nine months  ended  September  30,  1999 of  approximately  $978,000,  which
includes principal amortization under the mortgages (approximately $202,000) and
deposits to required escrows (approximately $58,000). The Operating Partnerships
did not utilize any replacement  reserves during the nine months ended September
30, 1999.

Although the Operating Partnerships are operating above breakeven, management is
continuing to examine  methods to maintain high  occupancy  rates while steadily
increasing  rents  and  economizing  operations.  There  has  been  ongoing  new
construction of luxury  multi-housing  in the vicinity of the Dixon Mill Complex
(the  "Complex").  Such housing  includes  asking rents that are  comparable and
higher than rents currently charged by the Complex. Although the Complex has not
been adversely impacted by the new competition,  it cannot be readily determined
whether such new housing will have a positive or negative  impact on the Complex
or its cash flow in the  future.  The  ability to  continue to perform at recent
levels will be  dependent on the ability to lease units as lease terms expire on
a month to  month  basis.  The  average  occupancy  for the  nine  months  ended
September 30, 2000 and 1999 was approximately  98%. The future operating results
of the Complex will be extremely  dependent on competition and market conditions
and therefore may be subject to significant volatility.

Year 2000 Compliance

The Partnership  successfully completed a program to ensure Year 2000 readiness.
As a  result,  the  Partnership  had no Year 2000  problems  that  affected  its
business, results of operations or financial condition.


Item 3      Quantitative and Qualitative Disclosure about Market Risk

The Partnership has market risk sensitivity with regard to financial instruments
concerning  interest  rate  fluctuations  in  connection  with  the  low-floater
interest  rates  associated  with  the  Operating   Partnerships'  mortgages  as
refinanced  as of April 28, 2000 (see  discussion  above).  Although an interest
rate cap was  purchased,  an  increase  in the  low-floater  rates  could have a
material adverse impact on the Partnership's results of operations.


                  WILDER RICHMAN HISTORIC PROPERTIES II, L.P.
                          Part II - Other Information

Item 1.       Legal Proceedings

              Although Registrant is not involved in any legal proceedings,  the
              Operating Partnerships are involved in three complaints which have
              been  filed  with  the  Equal  Employment  Opportunity  Commission
              ("EEOC") against the Operating  Partnerships,  among others,  by a
              former  employee,  a former part-time rental agent, and a security
              person employed by a private non-affiliated security company which
              provided  service to the Property,  alleging,  among other things,
              discrimination   in  connection  with   advancement,   hiring  and
              termination.  The  Operating  Partnerships  intend  to  vigorously
              defend  these  matters.  Although  two of  the  claims  have  been
              dismissed by the EEOC, the plaintiffs  currently have the right to
              file an appeal within ninety days of notification. No such appeals
              have  been  filed  to date.  No  adjustment  has been  made to the

                                       10

<PAGE>


              accompanying  financial  statements  for the potential  outcome of
              these uncertainties.

Item 2.       Changes in Securities

              None

Item 3.       Defaults Upon Senior Securities

              None

Item 4.       Submission of Matters to a Vote of Security Holders

              None

Item 5.       Other Information

              The Operating Partnerships refinanced their respective outstanding
              mortgage   liabilities   under   the   $27,545,000   Jersey   City
              Redevelopment  Agency  Multifamily  Housing Revenue Bonds,  Series
              1992  (Fannie  Mae  pass-through  Certificate  Program/Dixon  Mill
              Apartments   Project)  as  of  April  28,  2000.   The  total  new
              indebtedness  in the amount of $28,600,000  for a term of 30 years
              is provided by (a) variable-rate tax-exempt bonds in the amount of
              $26,435,000 and (b)  variable-rate  taxable bonds in the amount of
              $2,165,000.  The Operating Partnerships have purchased an interest
              cap which would limit the  interest  rates to 6.97% for five years
              on the tax-exempt  portion,  and 9.15% for five and one-half years
              on the taxable portion. Proceeds from the new bond issue were used
              to pay off the existing  1992 bonds  (approximately  $26,435,000),
              pay the costs of the transaction (approximately $898,000) and fund
              reserves for capital improvements (approximately $1,528,000).

              The  new  mortgage  terms  require  monthly   replacement  reserve
deposits of $6,362.


                                       11

<PAGE>

                                   SIGNATURES


     Pursuant to the  requirements  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.

                                     WILDER RICHMAN HISTORIC PROPERTIES II, L.P.


                                     By: Wilder Richman Historic Corporation
                                         General Partner


Dated:  January 18, 2001             /s/ Richard Paul Richman
                                     ----------------------------------------
                                     Richard Paul Richman
                                     President and Chief Executive Officer



                                       12