SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

                                   (Mark One)

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

                 For the quarterly period ended August 31, 2000

                                       OR

[ ]TRANSITION REPORT UNDER SECTION 13 OF 15(d) OF THE EXCHANGE ACT OF 1934

          From the transition period from ___________ to ____________.

                         Commission File Number 0-21955


                                 M&A WEST, INC.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

            Colorado                                     84-1356427
---------------------------------              ---------------------------------
 (State or other jurisdiction of               (IRS Employer Identification No.)
  incorporation or organization)


                    583 San Mateo Avenue, San Bruno, CA 94066
                   -------------------------------------------
                    (Address of principal executive offices)

                                 (650) 588-2678
                           ---------------------------
                           (Issuer's telephone number)

                                       N/A
             ------------------------------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)

     Indicate  by check  mark  whether  the  registrant  (1) filed  all  reports
required to be filed by Section 13 or 15(d) of the  Exchange Act during the past
12 months (or for such shorter  period that the  registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past
90 days:

                                  Yes  X   No
                                     -----   ------

         Class                    Shares Outstanding                   Date
        -------                  ---------------------                -------

   Common, no par value                11,122,758               October 19, 2000
<PAGE>

                                 M&A WEST, INC.
                                   FORM 10-QSB

                                      INDEX

                                                                           Page
                                                                          Number
                                                                         -------
PART I - FINANCIAL INFORMATION

 Item 1.Financial Statements

        Condensed Balance Sheets - August 31, 2000 and May 31, 2000........... 1

        Condensed Statements of Operations - For the three months
        ended August 31, 2000 and 1999........................................ 2

        Condensed Statements of Cash Flows - For the three months ended
        August 31, 2000 and 1999.............................................. 4

        Notes to Condensed Financial Statements............................... 5

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

PART II - OTHER INFORMATION...................................................11

SIGNATURES....................................................................12

<PAGE>

PART 1 - FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS

                                                  M & A WEST,INC.
                                                   Balance Sheet


<TABLE>

                                                          August 31,         May 31,
                                                         ------------       ---------
<S>                                                      <C>                <C>

2000 2000
ASSETS

     Current Assets
         Cash and equivalents                              488,475          1,151,546
         Accounts receivable-clients                        52,761                  -
         Marketable securities held for trading          2,263,350            810,247
         Marketable securities available for sale       11,118,750         22,981,842
         Employee advances                                  12,234                  -
Prepaid taxes 400                                                -
Loans Receivable                                           159,166                  -
         Other Current Assets                                    -            193,222
              Total current assets                    $ 14,095,136         25,136,857


     Other Assets
Intangible assets other thangoodwill,net
           of amortization                               2,224,440          2,348,020
Property and equipment,net
           of depreciation                                  75,406             79,410
Equity Investments                                         911,212            903,051
         Goodwill, net of amortization                   1,170,000          1,185,000
              Total Assets                            $ 18,476,194         29,652,338


LIABILITIES AND STOCKHOLDERS' EQUITY

     Current liabilities
Accounts payable and accrued liabilities                   110,463             27,044
         Income taxes payable                            2,704,949          3,145,000
Deferred income taxes                                    2,238,649          6,477,487
Deferred revenue                                           729,167            854,167

              Total current liabilities                  5,783,228         10,503,698

     Stockholders' Equity
Common stock,no par value,100,000,000 shares
           authorized 11,122,758 issued and outstanding  4,870,298          4,870,298
         Preferred stock, no par value, 10,000,000 shares
           authorized, no shares issued and outstanding          -                  -
Retained earnings                                        2,247,872          2,127,921
         Accumulated other comprehensive income          5,574,796         12,150,421

              Total equity                              12,692,966         19,148,640

              Total Liabilities and Equity            $ 18,476,194         29,652,338

</TABLE>



     The accompanying notes are an integral part of the financial statements

                                       3
<PAGE>


                                 M & A WEST,INC.
                Statement of Operations and Comprehensive Income
<TABLE>


                                                   For the three months ended
                                             ---------------------------------------
                                             August 31, 2000         August 31, 1999
                                             ---------------         ---------------
<S>                                         <C>                      <C>

Revenue

     Consulting Revenue                           $326,461                $3,458,611

     Internet Service Provider Income              250,298                         -
                                                 ---------                ----------
     Total revenue                                 576,759                 3,458,611

Cost of Sales-Internet Service Provider            145,314                         -
                                                 ---------                ----------
Gross Profit                                       431,445                 3,458,611
Selling,General and Administrative Expenses

     Advertising                                   100,793                   107,417

     Employee Business Expenses                     40,493                    77,437

     Consultants                                    19,659                    76,111

     Payroll                                       334,943                   109,782

     Other selling,general and
         administrative expenses                   489,367                   147,433
                                                 ---------                ----------
     Total selling,general and
         administrative expenses                   985,255                   518,180
                                                 ---------                ----------
     Income from operations                       (553,810)                2,940,431

Other income (expense)

     Trading gains (losses)                          3,530                    66,654

     Interest income                                 1,510                       542
     Unrealized gains and losses                   549,386                         -

     Equity in loss of unconsolidated subsidiary  (110,689)                  (37,370)
                                                 ---------                ----------
     Gain on sale of subsidiary                          -                         -
     Total other income (expense)                  443,737                    29,826
                                                 ---------                ----------
     Net income before taxes                      (110,073)                2,970,257

     Income tax expense/benefit                    230,024                (1,188,000)
                                                 ---------                ----------
     Net income                                    119,951                1,782,257
                                                 =========                ==========
     Other comprehensive income
         Unrealized gains (losses) on
         available-for-sale securities
         net of tax.                          (10,959,375)                         -
                                               ----------                 ----------
     Comprehensive income                    $(10,839,424)                $1,782,257
                                               ==========                 ==========
Net income per share                              $  0.010                    $0.162
                                               ==========                 ==========
Net comprehensive income per share                 $(0.99)                         -
                                               ==========                 ==========
Number of shares outstanding                   11,122,758                 11,000,000
                                               ==========                 ==========
</TABLE>


     The accompanying notes are an integral part of the financial statements

                                       4
<PAGE>


                                 M & A WEST,INC.
                      Consolidated Statement of Cash Flows
<TABLE>

                                                       For the three months ended August 31
                                                       ------------------------------------
                                                        2000                         1999
                                                       ------                       -------
<S>                                                    <C>                          <C>

CASH FLOWS FROM OPERATIONS
Net income (loss)                                     $119,951                     $1,782,257
Adjustments to reconcile net income to
     net cash flows provided by
     (used in) operating activities:

Unrealized (gain) loss on investments                (558,786)                    (3,694,309)
     Trading gains                                     (3,530)                        173,292

     Equity in loss of unconsolidated subsidiaries     110,689                         37,370

     Depreciation and amortization                     142,584                              -

     Deferred Income Taxes                             144,912                              -

     Accounts Receivable                              (52,761)                              -

(Increase) decrease in operating assets:
     Other  current assets                              21,422                              -

Increase (decrease) in operating liabilities:

     Accounts payable and accrued expenses              83,419                         90,400
     Income taxes payable                            (440,051)                        909,209
     Deferred revenue                                (125,000)                      1,078,844
                                                    ----------                     -----------
Net cash provided by (used in) operating activities  (557,151)                        377,063
                                                    ==========                     ===========

CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from investment sales                          12,930
Purchase of equipment                                        -                        (2,838)
Purchase of investments                              (118,850)                    (1,334,613)
                                                    ----------                     -----------
     Net cash used by investing activities           (105,920)                    (1,337,451)
                                                    ==========                     ===========
     Net decrease in cash and equivalents            (663,071)                      (960,388)
Cash and cash equivalents, beginning of period       1,151,546                      1,141,813
                                                    ----------                     -----------
Cash and cash equivalents, end of period              $488,475                       $181,425
                                                    ==========                     ===========

</TABLE>


     The accompanying notes are an integral part of the financial statements


                                       5
<PAGE>

                                M & A West, Inc.
                          NOTES TO FINANCIAL STATEMENTS
                                 August 31, 2000



1.   Summary of Significant Accounting Policies

     Description of business

     M & A West, Inc. is primarily  engaged in providing  management  consulting
services to public  companies.  During  fiscal  2000 the company  also became an
internet service provider. On May 12 1999, M&A West, Inc., a Nevada Corporation,
underwent a stock transfer and exchange with Buffalo Capital IV, Ltd, a publicly
traded  shell  company,  M&A West,  Inc.  merged with  Buffalo  Capital IV, Ltd.
Immediately after the transaction,  Buffalo Capital IV, Ltd. Changed its name to
M&A West, Inc. All references to the Company in these financial statements refer
to M& A West,  Inc. the Nevada  corporation,  prior to May 12, 1999,  and to the
merged entity from May 12, 1999 forward.

     Basis of accounting

     The  accompanying  financial  statements  of M & A West,  Inc. are prepared
using the accrual  basis of  accounting in which  revenues are  recognized  when
earned, and expenses are recognized when incurred.

     Marketable Securities and Investments

     Investments in marketable  equity  securities held for trading purposes are
presented at market value,  with realized and unrealized gains and losses on the
investments  recognized in earnings during the period  incurred.  Investments in
marketable equity  securities  available for sale are presented at market value,
with unrealized gains and losses, after tax, recorded as a separate component of
stockholders'  equity.  Equity  investments are investments that the Company has
significant  influence but not voting  control and are accounted for at original
cost, adjusted for the Company's share of the investees' gains and losses.

   Use of estimates

     The  preparation  of financial  statements  in  conformity  with  generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that effect the reported  amounts of assets and liabilities and the
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements, as well as the reported amounts of revenues and expenses during each
period presented. Actual results could differ from these estimates.

    Property and Equipment

     The Company's property and equipment, consisting of computers and equipment
supporting the administrative  function,  are stated at cost, net of accumulated
depreciation.  Depreciation  of property and equipment is  calculated  using the
straight  line method over  estimated  useful  lives  ranging from five to seven
years.

   Advertising

     Advertising costs are expensed as incurred.

     Cash equivalents

     For purposes of the  statement  of cash flows,  the Company  considers  all
highly  liquid debt  instruments  purchased  with an original  maturity of three
months or less to be cash equivalents.

     Net income (loss) per share

     Basic  net  income  (loss)  per  share  is based  on the  weighted  average
outstanding common shares.

     Goodwill

     Goodwill  represents  the  excess of the cost of the assets  acquired  from
SierraNet.com  over the fair value of the assets acquired and is being amortized
on the straight-line method over fifteen years (See Note 11).

     Intangible Assets Other Than Goodwill

     Web  sites  acquired  in the  purchase  of  Investor  Packages  and  Market
Awareness  Consultants and a customer list acquired from SierraNet.com are being
amortized on the straight-line method over five years (see Note 11).

                                       6
<PAGE>


  Income taxes

     Deferred  taxes are provided for all  significant  differences  between the
financial  statement and tax basis of assets and liabilities.  These differences
relate primarily to unrealized  gains and losses on investments,  the California
franchise tax, amortization of intangible assets, and depreciation.

   Recently Enacted Accounting Standards

     Statement of Financial  Accounting  Standards  (SFAS) No.131,  "Disclosures
about  Segments  of an  Enterprise  and  Related  Information",  SFAS  No.  132,
"Employer's Disclosure about Pensions and Other Postretirement  Benefits",  SFAS
No. 133 (as amended by SFAS No. 137 and 138),  "Accounting  for  Mortgage-Backed
Securities",  and  SFAS  No.  135,  "Rescission  of FASB  Statement  No.  75 and
Technical Corrections" were recently issued. SFAS No. 131,132, 133 (as amended),
134 and 135 have no current  applicability to the company or their effect on the
financial statements would not have been significant.

   Reclassifications

     Certain items in the 1999 financial  statements  have been  reclassified to
conform  to the 2000  presentation.  Such  reclassifications  have no  effect on
either net income or stockholders' equity.

2.   Related Party Transactions
     --------------------------
     For the period  ended August 31, 2000,  the  Company's  offices were leased
from the  Company's  Chief  Executive  Officer on a  month-to-month  basis for a
monthly payment of $ 1,811.

3.   Stockholders' Equity
     --------------------
     Authorized capital

     The Company's capital consists of 100,000,000  authorized common shares, no
par value, of which 11,122,758  shares were issued and outstanding at August 31,
2000.

     Preferred Stock

     The Company is  authorized  to issue up to  10,000,000  shares of Preferred
Stock, with rights and privileges to be determined by the Board of Directors. No
preferred shares were issued and outstanding at August 31, 2000.

4.   Income Taxes
     ------------
     The  Company  has  recorded a deferred  tax  liability  for the  effects of
unrealized  gains on marketable  equity  securities which are deductible for tax
purposes  only to the extent of realized  gains.  The  Company's  provision  for
income tax is calculated using a flat rate of 40%.

5.   Investments
     -----------
     Equity Investments

     The Company has a 100% investment in Shakai Racing, Inc. at August 31, 2000
which is accounted for using the equity method, whereby the Company's investment
is increased by gains and  additional  investments,  and decreased by losses and
distributions.  The  following  is a  summary  of  the  financial  position  and
operating results of Shakai Racing as of August 31, 2000:

         Current assets                          $ 28,430
         Property and equipment                    97,625
         Other assets                                   0
                                                 ---------
                                                  126,054

         Total liabilities                            985
         Total stockholders' equity              $125,069
                                                 ---------
         Total revenue                           $ 15,939
         Net loss                                $ 14,268


5.   Investments (continued)
     -----------------------
The Company has a 25% investment in Ronlan Entertainment, Inc. at August 31,2000
which is  accounted  for  using the  equity  method,  as  discussed  above.  The
following is a summary of the financial position and operating results of Ronlan
Entertainment as of August 31, 2000.

                                       7
<PAGE>

                  Current assets                $      2,720
                  Property & Equipment                 1,450
                  Other assets                             0
                                                $     94,170

                  Total liabilities                   69,791
                  Total stockholders equity           66,738

                                                $    114,529

                  Total revenue                 $     35,738
                  Net loss                      $     52,942

Investments in other equity securities

     The Company has invested in equity  securities  of  companies  for which no
established  trading  market  exists at August 31, 2000.  These  securities  are
stated at cost that does not exceed the estimated net realizable value.

6.   Fixed Assets
     ------------
     The Company's  property and  equipment  consists of the following at August
31, 2000:

                       Computers                          $   71,948
                       Office furniture                       27,550
                                                            ---------
                          Total                               99,498
                       less accumulated depreciation          24,092
                                                          $   75,406
                                                            ---------

Depreciation expense for the quarter ended August 31, 2000 totaled $ 4,004.


7.   Other Comprehensive Income
     --------------------------
     On October 15,1999 a Special  Meeting of Stockholders of  Virtuallender.com
(VLDC) was held wherein VLDC was authorized to acquire  substantially all of the
assets and/or stock of University Mortgage Corp., a Maryland corporation ("UMI")
in a stock  exchange  agreement.  The overall effect of this  transaction  was a
reduction in  ownership  percentage  of M&A West,  Inc.  from 21% to 18%.  Prior
financial reports reflected  accounting for the Company's interest in VLDC using
the equity  method,  whereby the Company'  investment is increased by gains and
additional  investments,  and  decreased  by  losses  and  distributions.  These
securities are treated as available for sale securities.

     In January 2000, Digital Bridge,  Inc. (Digital) merged with Black Stallion
Management,  Inc. (a publicly traded company) in a stock for stock  transaction.
After  the  merger,  there  are  approximately   27,000,000  shares  issued  and
outstanding of which the Company holds a 17% interest.  The Company is no longer
reporting  this  investment  under  the  equity  method  but  is  reporting  its
investment as marketable securities available for sale. Unrealized losses on the
VLDC and Digital  securities for the three months ended August 31, 2000 amounted
to $10,959,375.

Changes in other comprehensive income are shown below:

                                           Before-Tax      Tax or     Net of Tax
                                            Amount         Benefit      Amount
                                           ----------     ---------   ----------

         Unrealized losses on available
         for sale securities              $12,150,421    $6,575,625   $5,574,796

                                       8
<PAGE>


     There are no reclassifications or adjustments.

8.   BRANCHES
     --------
     The  Company  has opened  offices in Tinton  Falls,  New  Jersey,  Atlanta,
Georgia and  Willamsport,  Pennsylvania.  The effect of these branch  offices is
recorded in the attached financial report. In October,  2000, the Company closed
the Trinton Falls, New Jersey and Atlanta, Georgia offices.

9.   DIRECTORS AND OFFICERS LIABILITY
     --------------------------------
     The Company has secured  directors and officers  liability  insurance  with
National Union Insurance.  Coverage for each director and officer is $5,000,000.
The annual premium is $ 50,000.

10.  INFORMATION CONCERNING CONCENTRATIONS OF CREDIT RISK
     ----------------------------------------------------
     Financial  accounting  standards  require  certain  disclosures  concerning
concentrations of credit risk, which are summarized below.

     Financial   instruments   which   potentially   subject   the   Company  to
concentrations  of credit risk consist  principally of investments  and cash and
cash  equivalents.  The Company  typically  maintains cash deposits in excess of
amounts insured.  As a result, the potential amount of credit risk pertaining to
cash deposits will vary  throughout  the year depending on the level of deposits
versus amounts insured.

     Cash equivalents are generally limited to money market accounts.


                                       9
<PAGE>

Item 2. MANAGEMENT'  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

This report contains  forward looking  statements  within the meaning of Section
27A of the  Securities Act of 1933, as amended and Section 21E of the Securities
Exchange Act of 1934,  as amended.  The  Company'  actual  results could differ
materially from those set forth on the forward looking statements as a result of
the risks set forth in the Company'  filings with the  Securities  and Exchange
Commission,  general economic conditions, and changes in the assumptions used in
making such forward looking statements.

M&A West,  Inc.  (the  "Company")  is  engaged  in  providing  public  relations
consulting  services  primarily to public companies and in the trading of equity
securities of Internet companies for its own account.  In addition,  the Company
invests in start up  Internet  companies  and  assists in their  operations  and
development.

THREE  MONTHS  ENDED  AUGUST 31, 2000  COMPARED TO THREE MONTHS ENDED AUGUST 31,
1999

Net revenues for the three months ended August 31, 2000  decreased by $3,027,166
or 88% to $ 431,445 from  $3,458,611 for the  corresponding  period of the prior
year.  The  decrease  was  primarily  due to  the  Company's  suspension  of its
consulting  services  business in favor of developing  in-house projects such as
Ronlan Entertainment, Inc. and Venturelist.com, Inc.

Selling,  general and administrative  expenses for the three months ended August
31,  2000  increased  by  $467,075  or 90% to  $985,255  from  $518,180  for the
corresponding  period of the prior  year.  The  increase is  attributable  to an
increase of $341,934 in general and  administrative  expenses which represent an
increase  in  depreciation  and  amortization  of  $142,584  relating  to assets
purchased  and  goodwill  related  to  the  purchase  of  SierraNet.com;   costs
associated with new offices located in New Jersey, Georgia and Pennsylvania; and
an increase in professional  fees. Also contributing to the increase in selling,
general and  administrative  expenses was an increase in employment  and payroll
expenses  of  $225,161,  principally  due to  the  employment  of  approximately
thirteen additional employees in the Company's new offices. Selling, general and
administrative  expenses  will decrease as the Company has closed its New Jersey
and Georgia  offices.  Amortization  of goodwill and assets other than  goodwill
will reflect a full period.

Interest  income for the three months ended August 31, 2000 increased by $968 or
179% to $1,510 from $542 for the  corresponding  period of the prior year.  This
increase resulted from increased  activity in the Company's  brokerage  account.
Equity  losses of affiliates  resulted  from the Company's  ownership in certain
investments  that are  accounted for under the equity  method.  Under the equity
method of  accounting,  the Company's  proportionate  share of each  affiliate's
operating  losses and  amortization of the Company's net excess  investment over
its equity in each  affiliate's  net assets is  included in equity and losses of
affiliates. Equity in losses of affiliates for the three months ended August 31,
2000 totaled $ 110,689 from the Company's  ownership in Shakai Racing,  Inc. and
Ronlan  Entertainment,  Inc. which  represents an increase of $73,319 or 196% to
$110,689  from  $37,370  for the  corresponding  period of the prior  year.  The
Company  expects  its  portfolio  companies  to invest in  development  of their
products and services,  and to recognize operating losses,  which will result in
future charges against the Company's earnings.

For the three  months ended August 31, 2000  Trading  gains  (losses)  decreased
$63,124 or 95% to $3,350 from  $66,654  due to the decline in market  conditions
associated with the Company's stock  portfolio.  Unrealized  gains and losses of
$549,386 represent the write-up to market value of the Company's stock ownership
in Packeteer (formerly Workfire Technologies).

Net income for the three months ended August 31, 2000 decreased by $1,662,306 to
$119,951 from a profit of $1,782,257 for the  corresponding  period of the prior
year,  principally  due to the decrease in revenues and the increase in selling,
general and administrative  expenses. For the three months ended August 31, 2000
the Company recorded a tax benefit of $230,024,  arising from net operating loss
carryforwards.  The  provision for income taxes for the same period in the prior
year was $1,188,000.

Other comprehensive  income reflects the unrealized gain or loss, net of tax, on
the Company's investment portfolio.  For the three months ended August 31, 2000,
the Company reported losses net of taxes of $ 10,959,375 from unrealized loss on
available for sale securities held in the Company's investment portfolio.  There
was no other comprehensive income for the corresponding period. Principally as a
result of this other comprehensive  income, the Company had comprehensive income
of $  (11,385,251)  for the three  months ended  August 31, 2000  compared  with
$1,782,257 for the corresponding period of the prior year.

Liquidity and Capital Resources

At August 31, 2000 the Company had working capital of $ 8,311,908 including cash
of $ 488,475. This compares with working capital of $2,162,347 including cash of
$ 181,425  for the  corresponding  period of the prior  year.  The  increase  in
working capital is primarily due to marketable  securities  which were not owned
during the same period in the prior year.

                                       10
<PAGE>

Cash flows from operating  activities decreased to $ (557,151) from cash used in
operations  of $ 377,063 for the  corresponding  period of the prior year.  This
change resulted from the decrease in consulting revenues.

Cash used in investing activities totaled $ (105,920) for the three months ended
August 31, 2000.  This  resulted from  proceeds  from sales of  investments  and
capital infusion into unconsolidated subsidiaries . For the corresponding period
of the prior year the Company  had  $(1,337,451)  of cash used by its  investing
activities.  This resulted from a net purchase of investments of $ 1,334,613 and
equipment of $ 2,838.

During the current fiscal year, the Company has generated  sufficient funds from
its  operations  to  finance  its growth  and that for the next  twelve  months.
However,   because  management  believes  that  there  are  numerous  investment
opportunities  that would be available if the Company had additional  resources,
it is contemplating a debt or equity offering.

Impact of Inflation

To date, the Company has not  experienced any impact from inflation and does not
anticipate any such impact in the foreseeable future.

                                       11
<PAGE>


                           PART II - OTHER INFORMATION

Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

     a)   Exhibits

          27.1 Financial Data Schedule

     b)   Reports on Form 8-K

          On  August 2,  2000,  the  Company  filed a Form 8-K  relating  to the
          Board's approval and adoption of a charter for its audit committee.

          On August 2, 2000,  the Company  filed a Form 8-K relating to a change
          in the Company's  auditors.  Comiskey & Company,  P.C.  terminated its
          client-accountant  relationship  with  the  Company  and  the  Company
          engaged Hood & Strong, LLP.

                                       12
<PAGE>

                                   SIGNATURES

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


                                            M&A WEST, INC.


Date: October 20, 2000               By:    /s/ Scott Kelly
                                          --------------------------------------
                                          Scott Kelly
                                          President and Chief Executive Officer


Date: October 20, 2000               By:   /s/ Sal Censoprano
                                          --------------------------------------
                                          Sal Censoprano
                                          Chief Financial Officer and Secretary

                                      13