Number of Shares | 7. |
Sole
Voting Power
|
1,210,500
|
Beneficially Owned by Each | 8. | Shared Voting Power |
0
|
Reporting Person | 9. | Sole Dispositive Power |
1,210,500
|
With | 10. | Shared Dispositive Power |
0
|
Number of Shares | 7. |
Sole
Voting Power
|
1,210,500
|
Beneficially Owned by Each | 8. | Shared Voting Power |
0
|
Reporting Person | 9. | Sole Dispositive Power |
1,210,500
|
With | 10. | Shared Dispositive Power |
0
|
Number of Shares | 7. |
Sole
Voting Power
|
1,210,500
|
Beneficially Owned by Each | 8. | Shared Voting Power |
0
|
Reporting Person | 9. | Sole Dispositive Power |
1,210,500
|
With | 10. | Shared Dispositive Power |
0
|
Number of Shares | 7. |
Sole
Voting Power
|
1,210,500
|
Beneficially Owned by Each | 8. | Shared Voting Power |
0
|
Reporting Person | 9. | Sole Dispositive Power |
1,210,500
|
With | 10. | Shared Dispositive Power |
0
|
Number of Shares | 7. |
Sole
Voting Power
|
1,210,500
|
Beneficially Owned by Each | 8. | Shared Voting Power |
0
|
Reporting Person | 9. | Sole Dispositive Power |
1,210,500
|
With | 10. | Shared Dispositive Power |
0
|
(a) | An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer; |
(b) | The sale or transfer of a material amount of assets of the Issuer; |
(c) | Any change in the present Board of Directors or management of the Issuer, including any plans or proposals to change the number or terms of Directors or to fill any existing vacancies on the Board; |
(d) | Any material change in the present capitalization or dividend policy of the Issuer; |
(e) | Any other material change in the Issuer's business or corporate structure; |
(f) | Changes in the Issuer's Articles of Incorporation, Bylaws or other actions which may impede the acquisition or control of the Issuer by any person; |
(g) | Causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an interdealer quotation system of a registered national securities association; |
(h) | A class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g) (4) of the Exchange Act; or |
(i) | Any action similar to any of those enumerated above. |
(a) |
The
calculations in this Item are based upon 23,660,860 shares of Common
Stock issued and outstanding as of November 8, 2006 (based on disclosures
made by the Issuer in its Quarterly Report on Form 10-Q filed on
November
8, 2006) . As of the date hereof, the Reporting Persons beneficially
owned 1,210,500 shares or 5.116% of the outstanding shares of Common
Stock of the Issuer. The foregoing calculation is made pursuant
to Rule
l3d-3 promulgated under the Act.
|
(b) |
SJSI
has the sole power to vote or direct the vote of 1,210,500 shares and
the sole power to dispose or direct the disposition of 1,210,500
shares. Because John M. Gregory controls all of the voting interests
of
SJSI with respect to the securities, he may be deemed to have the
sole
power to vote and direct the vote of 1,210,500 shares and the sole
power to dispose and direct the disposition of 1,210,500
shares. Neither Joan P. Gregory, Susan Gregory nor James M.
Gregory presently have the power to dispose, direct the disposition,
vote
or direct the vote of shares of Common Stock held by SJSI. However,
they
may be deemed to indirectly beneficially own shares of Common Stock
of the
Issuer held by SJSI due to their financial interests in
SJSI.
|
(c) |
During
the 60 day period ended as of the date hereof, the Reporting Persons
have
engaged in the following transactions, with all purchases having
been made
for cash:
|
Transaction | Date |
No.
of Shares
|
Average
Price Per Share
|
Purchase |
11/6/2006
|
7,400
|
1.48
|
Purchase |
11/15/2006
|
46,400
|
1.5291
|
Purchase |
11/16/2006
|
9,400
|
1.496
|
Purchase |
12/8/2006
|
50,400
|
1.44
|
Purchase |
12/20/2006
|
2,300
|
1.5796
|
Purchase |
12/21/2006
|
93,200
|
1.7032
|
Purchase |
12/22/2006
|
53,900
|
1.7733
|
Purchase |
12/26/2006
|
235,000
|
1.79
|
Purchase |
12/27/2006
|
100,000
|
1.83
|
Purchase |
1/10/2007
|
15,000
|
1.883
|
Purchase |
1/12/2007
|
30,000
|
1.9142
|
Purchase |
1/16/2007
|
285,201
|
2.024
|
Purchase |
1/26/2007
|
60,500
|
2.0377
|
Exhibit
|
Description
|
1
|
Joint
Filing Agreement
|