-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SvpxQwa3SNNDfiQjB2UoVYDnoMuzYRK9DQerp71ay211I1n2oICkVXQChP6azrAH ZrxtrAUbaMIdy4kZGmUwAA== 0000895345-99-000177.txt : 19990406 0000895345-99-000177.hdr.sgml : 19990406 ACCESSION NUMBER: 0000895345-99-000177 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 4 FILED AS OF DATE: 19990405 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COYOTE NETWORK SYSTEMS INC CENTRAL INDEX KEY: 0000057201 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 362448698 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-07333 FILM NUMBER: 99587627 BUSINESS ADDRESS: STREET 1: 4360 PARK TERRACE DRIVE CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91361 BUSINESS PHONE: 8187357600 MAIL ADDRESS: STREET 1: 4360 PARK TERRACE DRIVE CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91361 FORMER COMPANY: FORMER CONFORMED NAME: DIANA CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FH INDUSTRIES CORP DATE OF NAME CHANGE: 19850814 FORMER COMPANY: FORMER CONFORMED NAME: SCOT LAD FOODS INC DATE OF NAME CHANGE: 19841202 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ANDREINI ALAN J CENTRAL INDEX KEY: 0001077480 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: INTERWORLD CORP STREET 2: 395 HUDSON ST CITY: NEW YORK STATE: NY ZIP: 10014-3669 BUSINESS PHONE: 2123012310 MAIL ADDRESS: STREET 1: ALAN J ANDREINI C/O INTERWORLD CORP STREET 2: 395 HUDSON ST CITY: NEW YORK STATE: NY ZIP: 10014-3669 SC 13D 1 ------------------------ OMB APPROVAL ------------------------ OMB Number: 3235-014 Expires: August 31, 1999 Estimated Average burden hours per form.......14.90 ------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. _____)* COYOTE NETWORK SYSTEMS, INC. - --------------------------------------------------------------------------- (Name of Issuer) COMMON STOCK - --------------------------------------------------------------------------- (Title of Class of Securities) 22406 P108 ---------- (CUSIP Number) Jessica Forbes, Esq. Fried, Frank, Harris, Shriver & Jacobson One New York Plaza New York, New York 10004 (212) 859-8558 - --------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 10, 1997 - --------------------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [ ]. NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). 13D CUSIP No. 22406 P108 1 NAMES OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (entities only) ALAN J. ANDREINI 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS (See Instructions) PF; 00 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES NUMBER OF 7 SOLE VOTING POWER SHARES 961,860 BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 145,700 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 961,860 10 SHARED DISPOSITIVE POWER 145,700 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,107,560 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) [X] EXCLUDES CERTAIN SHARES (See Instructions) 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 10.5% 14 TYPE OF REPORTING PERSON (See Instructions) IN SCHEDULE 13D ------------ This Statement on Schedule 13D reflects information as of April 2, 1999 and is being amended simultaneously by the filing of a Schedule 13G pursuant to Rule 13d-1(c). Information contained in this Statement on Schedule 13D regarding persons other than the Reporting Person is to the best knowledge of the Reporting Person. ITEM 1. SECURITY AND ISSUER. This Statement on Schedule 13D (this "Statement") relates to the Common Stock, par value $1.00 per share (the "Common Stock"), of Coyote Network Systems, Inc. (the "Issuer"). The principal executive offices of the Issuer are located at 4360 Park Terrace Drive, Westlake Village, CA 91361. ITEM 2. IDENTITY AND BACKGROUND. (a) This Statement is being filed by Alan J. Andreini (the "Reporting Person"). This Statement reflects ownership of Common Stock (i) by the Reporting Person for his own account, (ii) by persons for whom the Reporting Person currently exercises trading authority, and (iii) by persons for whom the Reporting Person previously exercised trading authority. The Reporting Person is currently authorized to exercise trading and voting authority over the account of the Kiskiminetas Springs School (the "School") at PaineWebber and the account of The Andreini Foundation, a not-for-profit corporation (the "Foundation"). From April 1996 to February 22, 1999, the Reporting Person was authorized to exercise trading and voting authority over the account of the School at Piper Jaffray Inc., and from April 26, 1994 to December 11, 1998, the Reporting Person was authorized to exercise trading authority over the account of Comdisco, Inc., a Delaware corporation ("Comdisco"). In addition, from June 14, 1997 to March 10, 1999 the Reporting Person was authorized to exercise trading authority over the account of Stephen and Lottie Cabral; from April 8, 1998 to March 10, 1999 the Reporting Person was authorized to exercise trading authority over the account of Michael Donahue; from August 10, 1997 to March 10, 1999 the Reporting Person was authorized to exercise trading authority over the account of Janice Fuellhart; from June 30, 1998 to March 10, 1999 the Reporting Person was authorized to exercise trading authority over the account of Mitchell Darren Marrow; and from December 28, 1997 to March 10, 1999 the Reporting Person was authorized to exercise trading authority over the account of Kendra Goldenway (each of such individuals being referred to individually as an "Individual" and collectively as the "Individuals"). Pursuant to the rules promulgated under the federal securities laws the Reporting Person: (i) may be deemed to have been the beneficial owner of the Common Stock owned by Comdisco and by each of the Individuals during the respective periods described above because the Reporting Person shared investment power during such respective periods in respect of the shares of Common Stock held by Comdisco and by each Individual; (ii) may be deemed to have been the beneficial owner of the Common Stock held by the School in its account at Piper Jaffray Inc. during the period described above because the Reporting Person shared investment and voting power over that account during such period; (iii) may be deemed to be the beneficial owner of the Common Stock held by the School in its account at PaineWebber because the Reporting Person shares investment and voting power over that account; and (iv) may be deemed to be the beneficial owner of the Common Stock held by the Foundation because the Reporting Person has sole investment and voting power in respect of such Common Stock. The cover page to this Schedule 13D excludes shares beneficially owned by the School in its account at Piper Jaffray Inc., Comdisco and each of the Individuals. The Reporting Person disclaims beneficial ownership of the Common Stock reported herein, except for the Common Stock owned by the Reporting Person for his own account. (b)-(c) The business address and principal occupation of the Reporting Person, and the name, principal business and address of the employer of the Reporting Person, is as follows: Reporting Person: Alan J. Andreini Principal Occupation: President and Chief Executive Officer of InterWorld Corporation, a corporation principally engaged in the provision of Internet commerce software for sales, order management, fulfillment, customer service and other applications. Business Address and Address of Employer: 395 Hudson Street, New York NY 10014 (d)-(e) During the last five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). During the last five years, the Reporting Person was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was not or is not subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) The Reporting Person is a United States citizen. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. Shares of Common Stock of the Issuer acquired by the Reporting Person for his own account were acquired using his personal funds. Shares of Common Stock acquired for the account of each Individual were acquired using the funds of such Individual. Shares of Common Stock acquired for the account of the School and the Foundation were acquired using the funds of the School and the Foundation, respectively. None of the shares acquired by the Reporting Person for his own account or the accounts of any of the Individuals, the School or the Foundation were acquired with borrowed funds. The aggregate purchase price paid for the shares of Common Stock purchased by the Reporting Person for his own account, including mark-ups, was $5,657,912. The aggregate purchase price paid by the School, the Individuals and the Foundation for the shares of Common Stock purchased during the respective periods during which the Reporting Person exercised trading authority, including mark-ups, was $8,512,707. ITEM 4. PURPOSE OF TRANSACTION. The Reporting Person acquired the shares for investment purposes. The Reporting Person has no plans to or proposals that relate to or would result in any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D, although the Reporting Person reserves the right to acquire additional securities of the Issuer and to sell securities of the Issuer, in each case, from time to time. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) As of April 2, 1999, the Reporting Person held for his own account 877,710 shares of Common Stock of the Issuer, representing approximately 8.3% of the Issuer's outstanding Common Stock. As of April 2, 1999, the School held 1,010,210 shares of Common Stock of the Issuer, representing approximately 9.6% of the Issuer's outstanding Common Stock (of which 145,700 shares are held in the account of the School at PaineWebber); the Foundation held 84,150 shares of Common Stock, representing approximately .8% of the Issuer's outstanding Common Stock; Stephen and Lottie Cabral held 1,575 shares of Common Stock of the Issuer, representing approximately .01% of the Issuer's outstanding Common Stock; Michael Donahue held 57,225 shares of Common Stock of the Issuer, representing approximately .5% of the Issuer's outstanding Common Stock; Janice Fuellhart held 41,887 shares of Common Stock, representing approximately .4% of the Issuer's outstanding Common Stock; Mitchell Darren Marrow held 7,800 shares of Common Stock, representing approximately .07% of the Issuer's outstanding Common Stock; and Kendra Goldenway held 0 shares of Common Stock. (The foregoing percentages are, in each case, based on there being 10,537,010 shares of Common Stock outstanding as reported in the Form 10-Q of the Issuer filed on February 16, 1999.) (b) (i) As of April 2, 1999, the Reporting Person had the sole power to vote and the sole power to dispose of 877,710 shares of Common Stock held by the Reporting Person for his own account. As of April 2, 1999, the Reporting Person had shared power to dispose of and vote 145,700 shares of Common Stock held in the account of the School at PaineWebber, and had the sole power to dispose of and vote 84,150 shares of Common Stock held in the account of the Foundation. During the respective periods set forth in Item 2(a) during which the Reporting Person exercised trading authority over the account of Comdisco and the account of each of the Individuals, the Reporting Person shared power to dispose of shares of Common Stock held in the account of Comdisco and each of the Individuals, respectively. During the period set forth in Item 2(a), during which the Reporting Person exercised trading authority over the account of the School at Piper Jaffray Inc., the Reporting Person had shared power to vote and dispose of shares of Common Stock held in such account. (ii) With respect to shares of Common Stock held in the account of each of the Individuals, the Reporting Person shared dispositive power with such Individual. The business address, principal occupation and citizenship of each of the Individuals, and the name, principal business and address of such Individual's employer, is as follows: Michael J. Donahue Principal Occupation: Chairman of InterWorld Corporation, a corporation principally engaged in the provision of Internet commerce software for sales, order management, fulfillment, customer service and other applications. Business Address and Address of Employer: 395 Hudson Street, New York NY 10014 Citizenship: United States Stephen & Lottie Cabral: Currently retired Address: 16175 Guidotti Road P.O. Box 1474 Guernville, CA 95446 Citizenship: United States Mitchell Darren Marrow Principal Occupation: Professional athlete employed by the Carolina Panthers Business Address: 12929-B Ballantyne Corporate Plaza Charlotte NC 28277 Citizenship: United States Janice Fuellhart Principal Occupation: Executive, Deputy Chairman of Page One Communications, a company principally engaged in the provision of paging services and equipment Business Address and Address of Employer: #2 Brentside Executive Center Great West Road Brentford, Middlesex, Great Britain TW89DA Citizenship: United States Kendra Goldenway Principal Occupation: Not currently employed Address: P.O. Box 21 Ross, CA 94957 Citizenship: United States The business address, principal occupation and citizenship of each of the persons with whom the Reporting Person shared dispositive and voting power over the Issuer's securities held in the account of the Kiskiminetas Springs School at Piper Jaffray Inc., and the name, principal business and address of such person's employer, is as follows: Michael J. Yukevich: Principal Occupation: Attorney Business Address & Yukevich, Blume, Marchetti & Zangrilli, P.C. Address of Employer: One Gateway Center Sixth Floor Pittsburgh, PA 15222 Citizenship: United States Linda K. Miller: Principal Occupation: Business Manager of the Kiskiminetas Springs School Business Address & 1888 Brett Lane Address of Employer: Saltsburg, PA 15681 Citizenship: United States The business address, principal occupation and citizenship of each of the persons with whom the Reporting Person shares dispositive and voting power over the Issuer's securities held in the account of the Kiskiminetas Springs School at PaineWebber, and the name, principal business and address of such person's employer, is as follows: John A. Pidgeon: Principal Occupation: Headmaster of the Kiskiminetas Springs School Business Address & 1888 Brett Lane Address of Employer: Saltsburg, PA 15681 Citizenship: United States (iii) To the best knowledge of the Reporting Person, during the last five years, none of the persons named in this paragraph (b) of Item 5: (I) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (II) was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibitory or mandatory activities subject to, federal or state securities laws or findings with respect to such laws. (c) Prior to the date hereof, the Reporting Person effected transactions in the Common Stock of the Issuer as set forth in Appendices A through H hereto, which are incorporated herein by reference. All of the transactions reflected in Appendices A through H were effected in open market transactions on The Nasdaq Stock Market. The Reporting Person previously was a director of Comdisco. Prior to December 11, 1998, the Reporting Person shared trading authority with Comdisco and, pursuant to such authority, effected open market transactions on The Nasdaq Stock Market in shares of Common Stock of the Issuer for the account of Comdisco. On December 11, 1998, the Reporting Person ceased to have any trading authority over the accounts of Comdisco, including the shares of Common Stock of the Issuer held therein. The Reporting Person no longer has access to information regarding the trades made by Comdisco, which filed a Schedule 13G on January 12, 1999 reflecting beneficial ownership of 708,400 shares of Common Stock. (d) During the respective periods the Reporting Person had trading authority over the accounts of the School at Piper Jaffray Inc., Comdisco, and each of the Individuals, the School, Comdisco and each such Individual, respectively, had the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of, the Common Stock held in such respective accounts. Since the Reporting Person has had trading authority over the account of the School at PaineWebber and over the account of the Foundation, the School and the Foundation, respectively, have had the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of, the Common Stock held in such respective accounts. Other than the School and Comdisco, none of such persons has an interest of more than 5% of the outstanding Common Stock. (e) Not applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. Pursuant to a Securities Trading Authorization Agreement, the form of which is filed as Exhibit 1 hereto, the Reporting Person was authorized to buy, sell and trade in securities for the account of each of the Individuals maintained at Piper Jaffray Inc. Pursuant to a Resolution and Trading Authorization, the form of which is filed as Exhibit 2 hereto, the Reporting Person is authorized to authorize transactions and transfers on behalf of the Foundation, and was authorized to authorize transactions and transfers on behalf of the School in connection with its account at Piper Jaffray. Pursuant to a Corporate Resolution, a copy of which is attached hereto as Exhibit 3, the Reporting Person is authorized to act on behalf of the School in connection with the account of the School at PaineWebber. Each of such accounts (other than the account of Kendra Goldenway) currently holds shares of Common Stock. The shares of Common Stock held by the Reporting Person for his own account are held by the Reporting Person in margin accounts at Piper Jaffray Inc. and Bear Stearns pursuant to standard broker account agreements containing customary provisions, including a pledge by the Reporting Person of all shares in the margin account, including the shares of Common Stock. Pursuant to such agreements, the broker is authorized under certain conditions to sell any securities held in such account, including the shares of Common Stock of the Issuer. The shares of Common Stock of the Issuer held in the account of the Foundation and the School are held, and the shares of Common Stock held in the accounts of the Individuals may also be held, in margin accounts containing similar customary provisions. Except as otherwise described herein, the Reporting Person does not have any contract, arrangement, understanding or relationship with respect to any securities of the Issuer. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. 99.1. EXHIBIT 1 - Form of Securities Trading Authorization Agreement among Alan J. Andreini, Piper Jaffray Inc. and each of the following: Stephen and Lottie Cabral, dated June 14, 1997 Michael Donahue, dated April 8, 1998 Janice Fuellhart, dated August 10, 1997 Mitchell Darren Marrow, dated June 30, 1998 Kendra Goldenway, dated December 28, 1997 99.2. EXHIBIT 2 - Form of Resolution and Trading Authorization between Piper Jaffray Inc. and each of the following: The Andreini Foundation Kiskiminetas Springs School 99.3. EXHIBIT 3 - Corporate Resolutions of the Kiskiminetas Springs School, dated January 15, 1997. SIGNATURE --------- After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this Statement is true, complete and correct. Date: April 5, 1999 ALAN J. ANDREINI /s/ Alan J. Andreini ----------------------------------- APPENDIX A TRANSACTIONS FOR ACCOUNT OF ALAN J. ANDREINI Type of Purchase Price Trade Date Transaction Quantity in U.S. Dollars - ---------------------------------------------------------------- 07/02/97 Purchase 14,000 3.6250 07/02/97 Purchase 16,000 3.7500 07/02/97 Purchase 10,000 3.5625 07/02/97 Purchase 26,000 3.5600 07/03/97 Purchase 46,000 4.0040 07/07/97 Purchase 20,000 4.1875 07/08/97 Purchase 34,000 4.4540 07/09/97 Purchase 5,000 4.6250 07/09/97 Purchase 30,000 6.2360 07/15/97 Purchase 2,500 6.7500 07/17/97 Purchase 2,000 5.7500 07/17/97 Purchase 5,500 5.9375 07/17/97 Purchase 12,500 5.8750 07/21/97 Purchase 10,000 5.6250 07/21/97 Purchase 10,000 5.5000 07/21/97 Purchase 5,000 5.4375 07/22/97 Purchase 3,300 6.0625 07/22/97 Purchase 2,500 6.1250 07/22/97 Purchase 2,500 6.0000 07/22/97 Purchase 2,500 6.1250 07/22/97 Purchase 7,500 6.0625 07/22/97 Purchase 1,500 5.7500 07/23/97 Purchase 5,500 6.0625 07/24/97 Purchase 5,000 7.1250 07/24/97 Purchase 10,000 6.8750 07/25/97 Purchase 10,000 6.7500 07/25/97 Purchase 1,200 6.7500 07/28/97 Purchase 1,000 6.4375 07/28/97 Purchase 9,000 6.5000 07/29/97 Purchase 10,000 6.5000 07/30/97 Purchase 2,000 6.5000 07/31/97 Purchase 20,000 6.8750 08/04/97 Purchase 38,000 7.3820 08/06/97 Purchase 5,000 7.9246 08/08/97 Purchase 1,000 6.8125 08/08/97 Purchase 9,000 6.8750 08/14/97 Purchase 5,000 6.5000 08/14/97 Purchase 10,500 6.1880 09/05/97 Purchase 2,000 6.8750 09/08/97 Purchase 5,000 6.9375 09/08/97 Purchase 5,000 6.9375 09/08/97 Purchase 5,000 6.9375 09/08/97 Purchase 5,000 6.9375 09/08/97 Purchase 5,000 6.9375 09/08/97 Purchase 5,500 6.7500 09/08/97 Purchase 10,000 6.8125 09/08/97 Purchase 4,500 6.8125 09/09/97 Purchase 5,000 6.8750 09/09/97 Purchase 5,000 6.9688 09/09/97 Purchase 5,000 6.9375 09/11/97 Purchase 5,000 6.8125 09/11/97 Purchase 2,000 6.8125 09/11/97 Purchase 1,000 6.7500 09/11/97 Purchase 5,000 6.8125 09/12/97 Purchase 5,000 6.5000 09/12/97 Purchase 5,000 6.4563 09/15/97 Purchase 5,000 6.3125 09/16/97 Purchase 10,000 5.9313 09/16/97 Purchase 1,000 6.0625 09/16/97 Purchase 2,000 6.0000 09/26/97 Purchase 3,500 6.7500 09/26/97 Purchase 2,000 6.8125 10/01/97 Purchase 1,500 6.8125 10/13/97 Purchase 8,500 8.3160 10/14/97 Purchase 5,000 8.4375 10/20/97 Purchase 1,000 7.8125 10/21/97 Purchase 2,000 8.0625 10/22/97 Purchase 5,000 7.8750 10/23/97 Purchase 1,000 7.3750 10/23/97 Purchase 1,000 7.3125 10/23/97 Purchase 2,000 7.3750 10/24/97 Purchase 1,700 7.4375 10/24/97 Purchase 1,300 7.3750 10/27/97 Purchase 15,000 6.9333 10/27/97 Purchase 3,000 7.1250 10/27/97 Purchase 2,000 7.3750 10/28/97 Purchase 4,000 6.2813 10/28/97 Purchase 1,000 6.1875 10/28/97 Purchase 1,500 6.5000 10/29/97 Purchase 7,500 6.7910 10/30/97 Purchase 1,000 6.6250 10/31/97 Sale 4,000 6.2813 10/31/97 Sale 1,000 6.1875 10/31/97 Purchase 16,000 6.1750 10/31/97 Purchase 3,000 6.0000 10/31/97 Purchase 1,000 5.9375 10/31/97 Purchase 1,000 5.8750 11/04/97 Purchase 5,000 6.9375 11/04/97 Purchase 1,000 6.5000 11/10/97 Purchase 10,000 7.0390 11/11/97 Purchase 1,000 6.9375 11/20/97 Purchase 5,000 6.9375 11/20/97 Purchase 5,000 6.9375 11/21/97 Purchase 2,000 7.1875 11/21/97 Purchase 800 7.1250 11/21/97 Purchase 1,000 7.1250 11/21/97 Purchase 5,000 7.1250 11/21/97 Purchase 2,000 7.0625 11/21/97 Purchase 2,500 7.0000 11/21/97 Purchase 5,000 7.0000 12/02/97 Purchase 1,000 6.8750 12/04/97 Purchase 5,000 6.1250 12/05/97 Purchase 100 6.1875 12/08/97 Purchase 3,000 6.1875 12/08/97 Purchase 2,000 6.1875 12/11/97 Purchase 1,000 6.5625 12/11/97 Purchase 1,000 6.6250 12/11/97 Purchase 2,000 6.5000 12/11/97 Purchase 3,000 6.3750 12/16/97 Purchase 5,000 7.1250 12/16/97 Purchase 3,000 7.1250 12/16/97 Purchase 2,000 7.0625 01/28/98 Purchase 2,100 5.2500 01/30/98 Purchase 5,000 4.6875 01/30/98 Purchase 5,000 4.7500 02/02/98 Purchase 3,500 4.1250 02/02/98 Purchase 500 4.0625 02/02/98 Purchase 1,000 4.0000 02/02/98 Purchase 5,000 4.7500 02/03/98 Purchase 1,500 4.1875 02/03/98 Purchase 3,150 4.0640 02/03/98 Purchase 2,100 3.9460 02/17/98 Purchase 1,000 4.8125 02/17/98 Purchase 1,000 4.6875 02/26/98 Purchase 3,000 4.5000 02/26/98 Purchase 2,000 4.5000 03/04/98 Purchase 2,000 4.5000 03/11/98 Purchase 2,000 4.3750 03/12/98 Purchase 200 4.4375 03/13/98 Purchase 2,000 4.4375 03/20/98 Purchase 100 3.8750 05/01/98 Purchase 5,000 4.9375 05/20/98 Purchase 2,500 4.2500 05/20/98 Purchase 1,250 4.1250 05/27/98 Purchase 6,750 4.1230 06/05/98 Purchase 21,700 4.8770 06/29/98 Purchase 2,000 8.8125 06/29/98 Purchase 1,000 8.7500 06/30/98 Purchase 2,200 8.8870 07/01/98 Purchase 2,500 8.8000 07/02/98 Purchase 5,000 8.6400 07/07/98 Purchase 2,000 7.5000 07/16/98 Purchase 3,000 9.3125 07/16/98 Purchase 500 9.2500 07/16/98 Purchase 1,500 9.1250 09/03/98 Sale 1,000 7.2500 09/03/98 Sale 500 7.5000 10/22/98 Purchase 2,000 8.0313 10/22/98 Purchase 2,000 8.0625 10/22/98 Purchase 2,000 7.9375 10/22/98 Purchase 2,000 8.0000 10/23/98 Purchase 500 7.8750 10/23/98 Purchase 2,000 7.9063 10/23/98 Purchase 2,000 7.8750 10/23/98 Purchase 2,000 7.8750 10/27/98 Purchase 2,000 8.0625 10/27/98 Purchase 2,000 8.1250 10/28/98 Purchase 1,500 8.3475 10/28/98 Purchase 2,000 8.0938 10/28/98 Purchase 1,500 8.0625 10/29/98 Purchase 3,000 8.6250 10/30/98 Purchase 1,500 8.8750 10/30/98 Purchase 5,000 8.8750 10/30/98 Purchase 2,000 8.6875 10/30/98 Purchase 2,500 8.9375 10/30/98 Purchase 3,500 8.9375 11/04/98 Dividend 37,760 - 11/04/98 Sale 5,000 10.0000 11/05/98 Sale 5,000 10.8125 11/10/98 Purchase 1,500 10.6875 11/10/98 Purchase 5,000 10.3750 11/10/98 Purchase 2,500 10.0000 11/10/98 Purchase 5,000 9.7500 11/10/98 Purchase 1,000 10.6875 11/10/98 Purchase 10,000 11.1100 11/11/98 Purchase 2,000 11.5000 11/12/98 Sale 10,000 13.0000 11/18/98 Purchase 5,000 13.3750 11/18/98 Purchase 5,000 13.2500 11/19/98 Purchase 1,000 13.8750 11/23/98 Sale 5,000 16.0625 11/23/98 Sale 5,000 16.0000 12/07/98 Purchase 5,000 14.5000 12/09/98 Purchase 5,000 9.5000 12/09/98 Purchase 5,000 10.7500 12/09/98 Purchase 5,000 10.2500 APPENDIX B TRANSACTIONS FOR ACCOUNT OF KISKIMINETAS SPRINGS SCHOOL Type of Purchase Price Trade Date Transaction Quantity in U.S. Dollars - ---------------------------------------------------------------- 07/10/97 Purchase 67,500 7.3125 07/10/97 Purchase 5,000 7.0000 07/10/97 Purchase 35,000 7.1250 07/10/97 Purchase 20,000 7.2500 07/10/97 Purchase 5,000 7.1875 07/10/97 Purchase 2,500 7.3750 07/11/97 Purchase 10,000 8.3750 07/11/97 Purchase 1,000 8.5000 07/11/97 Purchase 9,000 8.6250 07/11/97 Purchase 2,000 7.7500 07/11/97 Purchase 3,000 7.8750 07/11/97 Purchase 6,000 7.8750 07/14/97 Purchase 3,000 6.3750 07/14/97 Purchase 10,000 6.7500 07/15/97 Purchase 1,000 6.6250 07/15/97 Purchase 10,000 6.7500 07/15/97 Purchase 7,500 6.5625 07/15/97 Purchase 2,500 6.6250 07/17/97 Purchase 2,000 5.5000 07/18/97 Purchase 20,000 5.3370 07/18/97 Purchase 10,000 5.5000 07/31/97 Purchase 10,000 6.9750 08/01/97 Purchase 20,000 7.0625 08/01/97 Purchase 7,500 7.0000 08/04/97 Purchase 25,500 7.5870 08/05/97 Purchase 5,000 7.5250 08/06/97 Purchase 10,000 7.8180 08/07/97 Purchase 5,000 7.1250 08/07/97 Purchase 10,000 7.3750 08/08/97 Purchase 5,000 6.8750 08/12/97 Purchase 1,500 5.5625 08/12/97 Purchase 3,500 5.3750 08/13/97 Purchase 5,000 5.2500 08/13/97 Purchase 2,000 5.2500 08/13/97 Purchase 3,000 5.3750 08/13/97 Purchase 1,000 5.4375 08/13/97 Purchase 1,000 5.5000 08/13/97 Purchase 1,000 5.6250 08/13/97 Purchase 1,000 5.6250 08/13/97 Purchase 3,000 6.0000 08/13/97 Purchase 1,000 5.9375 08/13/97 Purchase 7,000 6.0000 08/14/97 Purchase 1,000 5.8750 08/14/97 Purchase 1,000 6.1250 08/14/97 Purchase 2,000 6.5000 08/14/97 Purchase 500 6.2500 08/14/97 Purchase 1,500 6.3750 08/14/97 Purchase 4,000 6.5000 08/14/97 Purchase 1,000 6.5000 08/14/97 Purchase 2,000 6.4375 08/20/97 Purchase 6,500 6.5000 08/20/97 Purchase 2,000 6.3750 08/20/97 Purchase 2,000 6.5625 08/20/97 Purchase 1,500 6.5625 08/21/97 Purchase 5,000 6.5625 08/21/97 Purchase 5,000 6.6250 08/21/97 Purchase 5,000 6.7500 08/21/97 Purchase 1,050 6.5480 08/22/97 Purchase 22,500 6.8520 08/25/97 Purchase 8,000 6.9375 08/26/97 Purchase 10,000 6.9375 08/26/97 Purchase 3,000 6.9375 08/27/97 Purchase 10,000 6.9375 08/27/97 Purchase 10,000 6.9375 08/27/97 Purchase 7,000 6.9375 08/27/97 Purchase 3,570 6.6670 08/28/97 Purchase 5,000 6.9375 08/28/97 Purchase 5,000 6.9375 08/29/97 Purchase 1,500 6.6875 08/29/97 Purchase 3,500 6.7500 09/04/97 Purchase 10,000 6.3180 09/04/97 Purchase 7,500 6.3750 09/05/97 Purchase 10,000 6.9312 09/05/97 Purchase 5,000 6.0625 09/09/97 Purchase 5,000 5.9375 09/12/97 Purchase 5,380 6.2500 09/12/97 Purchase 3,150 6.1900 09/12/97 Purchase 4,070 6.2500 09/15/97 Purchase 2,000 6.3125 09/16/97 Purchase 5,000 6.1250 09/17/97 Purchase 10,000 6.2210 09/17/97 Purchase 10,000 6.2500 09/19/97 Purchase 10,500 6.5480 09/22/97 Purchase 5,250 6.5480 09/22/97 Purchase 5,250 6.6670 09/23/97 Purchase 2,730 6.2500 10/01/97 Purchase 5,000 6.5625 10/02/97 Purchase 7,500 6.5000 10/02/97 Purchase 15,000 6.5625 10/03/97 Purchase 2,500 6.5625 11/10/97 Purchase 5,000 7.0340 11/10/97 Purchase 5,000 7.0000 12/17/97 Purchase 10,000 6.7813 12/17/97 Purchase 10,000 6.9590 12/17/97 Purchase 10,000 7.0563 12/18/97 Purchase 5,500 6.6250 12/18/97 Purchase 4,500 6.6250 12/19/97 Purchase 5,000 6.5625 12/19/97 Purchase 2,500 6.5625 12/19/97 Purchase 5,000 6.5625 12/19/97 Purchase 1,500 6.6250 12/19/97 Purchase 2,000 6.5625 12/19/97 Purchase 1,000 6.6875 12/19/97 Purchase 4,000 6.7500 12/29/97 Purchase 1,500 5.5000 12/29/97 Purchase 1,500 5.4375 12/29/97 Purchase 2,000 5.5625 12/29/97 Purchase 2,000 5.6250 12/29/97 Purchase 3,000 5.5625 12/29/97 Purchase 2,500 4.9375 12/29/97 Purchase 2,500 5.0000 12/29/97 Purchase 1,000 5.0000 12/29/97 Purchase 500 5.0625 12/29/97 Purchase 2,000 5.1250 12/29/97 Purchase 1,000 5.1875 12/29/97 Purchase 500 5.0938 12/29/97 Purchase 500 5.2500 12/29/97 Purchase 500 5.3438 12/29/97 Purchase 3,500 5.3750 12/29/97 Purchase 500 5.2188 12/31/97 Purchase 4,000 6.4375 01/07/98 Purchase 3,000 6.1875 01/07/98 Purchase 1,000 6.0000 01/07/98 Purchase 1,000 6.0625 01/08/98 Purchase 2,000 6.0000 01/08/98 Purchase 3,000 6.0000 01/12/98 Purchase 2,000 5.2500 01/12/98 Purchase 2,000 5.4375 01/23/98 Purchase 4,000 6.0000 01/27/98 Purchase 3,000 5.6250 01/27/98 Purchase 2,000 5.5625 01/28/98 Purchase 2,000 5.2500 01/30/98 Purchase 2,000 4.6250 01/30/98 Purchase 3,000 4.5625 01/30/98 Purchase 6,000 4.5590 02/02/98 Purchase 5,000 4.4875 02/05/98 Purchase 500 4.6250 02/10/98 Purchase 1,575 4.6430 02/10/98 Purchase 3,675 4.7620 02/11/98 Purchase 1,050 4.7620 02/18/98 Purchase 5,000 4.4375 02/18/98 Purchase 5,250 4.2260 02/19/98 Purchase 1,000 4.5938 02/19/98 Purchase 1,000 4.6250 02/19/98 Purchase 2,625 4.2860 02/24/98 Purchase 2,000 4.4375 02/24/98 Purchase 2,000 4.4375 02/24/98 Purchase 1,500 4.5000 02/24/98 Purchase 500 4.5313 02/24/98 Purchase 1,000 4.5625 02/24/98 Purchase 2,625 4.1670 02/24/98 Purchase 5,250 4.2260 02/24/98 Purchase 2,100 4.2860 02/25/98 Purchase 2,000 4.5000 02/25/98 Purchase 1,000 4.5000 02/25/98 Purchase 2,100 4.2860 02/26/98 Purchase 2,000 4.5000 02/26/98 Purchase 2,000 4.4688 02/26/98 Purchase 2,100 4.2860 02/27/98 Purchase 2,000 4.4375 03/02/98 Purchase 2,000 4.5625 03/04/98 Purchase 2,100 4.2860 03/06/98 Purchase 2,100 4.2860 03/09/98 Purchase 15,000 4.4688 03/11/98 Purchase 2,100 4.1070 03/13/98 Purchase 200 4.4375 04/01/98 Purchase 3,150 3.8100 04/01/98 Purchase 2,100 3.8690 05/01/98 Purchase 5,000 4.9375 05/04/98 Purchase 10,000 4.8920 05/05/98 Purchase 3,000 4.7500 05/08/98 Purchase 2,000 4.4375 05/20/98 Purchase 2,500 4.2500 05/20/98 Purchase 1,250 4.1250 05/20/98 Purchase 2,100 4.0480 05/21/98 Purchase 5,000 4.2500 05/27/98 Purchase 6,750 4.1230 05/28/98 Purchase 10,000 4.0625 06/15/98 Purchase 5,000 6.5000 06/25/98 Purchase 1,050 8.0650 06/30/98 Purchase 2,100 8.5710 06/30/98 Purchase 8,400 8.6310 07/01/98 Purchase 2,500 8.8000 07/02/98 Purchase 5,000 8.6400 07/07/98 Purchase 5,250 7.8570 07/17/98 Purchase 3,150 8.7500 07/22/98 Purchase 1,050 9.1070 07/22/98 Purchase 2,940 9.2860 07/29/98 Purchase 2,100 7.7380 07/31/98 Purchase 1,050 7.4400 07/31/98 Purchase 2,100 7.5000 08/05/98 Purchase 5,250 6.8450 08/06/98 Purchase 1,050 6.5480 10/08/98 Purchase 1,000 7.2500 10/12/98 Purchase 2,000 7.1250 10/12/98 Purchase 1,500 7.1875 10/15/98 Purchase 1,000 7.3750 10/15/98 Purchase 1,000 7.3750 10/15/98 Purchase 2,000 7.5625 10/15/98 Purchase 1,000 7.5000 10/15/98 Purchase 1,000 7.5625 10/22/98 Purchase 2,000 8.0000 10/23/98 Purchase 2,000 7.9063 10/27/98 Purchase 1,500 8.0000 10/27/98 Purchase 500 8.0313 10/29/98 Purchase 2,000 8.5625 10/30/98 Purchase 2,000 8.6875 11/04/98 Dividend 41,510 -- 11/11/98 Purchase 3,260 11.0000 11/11/98 Purchase 100 11.1250 11/11/98 Purchase 2,200 11.2500 11/11/98 Purchase 4,000 11.3750 11/13/98 Sold 10,000 14.0625 11/13/98 Sold 10,000 15.0625 11/13/98 Sold 1,050 14.5000 11/13/98 Sold 3,570 14.5000 11/13/98 Sold 5,380 14.4000 11/18/98 Purchase 1,000 12.2500 11/18/98 Purchase 3,000 12.5000 11/18/98 Purchase 3,000 12.7500 11/18/98 Purchase 1,000 12.9375 11/18/98 Purchase 4,500 12.1250 11/18/98 Purchase 1,000 12.2500 11/18/98 Purchase 1,200 12.5000 11/18/98 Purchase 3,300 12.7500 11/18/98 Purchase 5,000 13.3750 11/19/98 Purchase 5,700 13.8750 11/23/98 Sold 11,000 16.0000 11/25/98 Sold 200 16.0000 11/25/98 Sold 3,000 16.0000 11/27/98 Sold 6,000 16.1875 12/07/98 Purchase 5,000 14.5000 12/09/98 Purchase 5,000 9.5000 12/09/98 Purchase 5,000 10.2500 12/09/98 Purchase 2,000 7.7500 12/09/98 Purchase 1,900 7.9380 12/09/98 Purchase 3,100 8.0630 APPENDIX C TRANSACTIONS FOR ACCOUNT OF MICHAEL J. DONAHUE Type of Purchase Price Trade Date Transaction Quantity in U.S. Dollars - ---------------------------------------------------------------- 04/29/97 Purchase 5,000 4.7500 04/29/97 Purchase 500 4.7813 04/29/98 Purchase 2,500 4.8750 04/30/98 Purchase 2,500 4.8750 04/30/98 Purchase 1,500 4.9375 04/30/98 Purchase 13,000 5.0000 05/07/98 Purchase 500 4.4375 05/07/98 Purchase 1,500 4.5000 05/20/98 Purchase 3,000 4.2500 05/22/98 Purchase 5,000 4.3125 06/05/98 Purchase 3,000 4.5000 06/05/98 Purchase 7,000 4.5625 06/05/98 Purchase 5,000 5.0938 07/16/98 Purchase 500 9.2500 07/16/98 Purchase 500 9.3125 07/17/98 Purchase 3,000 9.3125 07/31/98 Purchase 500 7.0000 11/04/98 Dividend 2,725 - APPENDIX D TRANSACTIONS FOR ACCOUNT OF MITCHELL DARREN MARROW Type of Purchase Price Trade Date Transaction Quantity in U.S. Dollars - ---------------------------------------------------------------- 08/03/98 Purchase 2,000 7.5625 08/04/98 Purchase 3,000 7.5000 08/05/98 Purchase 1,000 7.2500 10/23/98 Purchase 500 7.8750 11/04/98 Dividend 300 - 11/11/98 Purchase 1,000 11.3750 11/20/98 Purchase 1,000 14.2500 11/20/98 Purchase 1,000 13.8750 12/09/98 Purchase 2,000 13.8750 12/09/98 Purchase 1,000 10.7500 12/14/98 Sale 5,000 7.5750 APPENDIX E TRANSACTIONS FOR ACCOUNT OF JANICE FUELLHART Type of Purchase Price Trade Date Transaction Quantity in U.S. Dollars - ---------------------------------------------------------------- 10/09/97 Purchase 2,500 6.8125 10/09/97 Purchase 1,000 6.8750 10/09/97 Purchase 1,000 6.9063 10/09/97 Purchase 1,500 7.0000 10/09/97 Purchase 19,000 6.9688 10/09/97 Purchase 1,000 7.0000 10/09/97 Purchase 10,000 6.9688 12/16/97 Sale 3,000 7.0625 12/17/97 Sale 1,000 7.0313 01/27/98 Purchase 2,000 5.2500 01/28/98 Purchase 500 5.4063 01/28/98 Purchase 500 5.3750 01/29/98 Purchase 1,000 5.1250 02/10/98 Purchase 1,500 4.8750 02/27/98 Purchase 500 4.1250 05/01/98 Purchase 2,000 9.3750 05/22/98 Purchase 2,500 4.2500 05/22/98 Purchase 1,000 4.2813 05/22/98 Purchase 1,500 4.3125 05/22/98 Purchase 500 4.3125 05/26/98 Purchase 4,500 4.1250 06/29/98 Sale 1,250 8.7500 07/02/98 Sale 3,000 8.7500 07/16/98 Sale 1,600 9.0000 08/03/98 Sale 1,700 7.7500 09/08/98 Sale 1,000 7.2500 09/08/98 Sale 1,500 7.0313 10/15/98 Sale 1,500 7.0000 10/23/98 Purchase 500 7.8750 11/04/98 Dividend 1,922 - 11/20/98 Purchase 5,500 14.2500 11/20/98 Purchase 1,000 14.1250 12/09/98 Purchase 3,000 13.8750 12/09/98 Purchase 2,000 10.7500 12/14/98 Sale 10,485 7.5750 APPENDIX F TRANSACTIONS FOR ACCOUNT OF KENDRA GOLDENWAY Type of Purchase Price Trade Date Transaction Quantity in U.S. Dollars - ------------------------------------------------------------ 12/10/97 Purchase 5,000 6.7188 12/12/97 Purchase 2,000 6.8750 12/12/97 Purchase 2,000 7.0625 12/29/97 Purchase 2,000 5.6875 12/29/97 Purchase 1,000 5.3750 01/13/98 Purchase 2,000 5.2500 01/13/98 Purchase 1,000 5.3125 01/14/98 Purchase 1,000 5.3125 01/27/98 Purchase 2,000 5.2500 01/28/98 Purchase 1,000 5.1875 01/28/98 Purchase 1,000 5.3750 01/30/98 Purchase 1,000 4.6250 02/17/98 Purchase 1,000 4.8125 04/27/98 Sale 1,000 4.7500 05/04/98 Sale 1,500 4.7500 05/05/98 Sale 1,000 4.7500 05/27/98 Sale 2,400 4.1250 06/09/98 Sale 1,600 7.1250 06/23/98 Sale 400 8.4375 07/01/98 Sale 400 8.6875 07/02/98 Sale 100 8.8125 07/08/98 Sale 1,000 8.2500 07/10/98 Sale 400 8.5000 07/29/98 Sale 2,300 8.0000 09/02/98 Sale 1,000 8.2500 09/02/98 Purchase 1,000 8.2500 09/04/98 Sale 700 7.3125 09/04/98 Sale 500 7.3750 09/04/98 Sale 1,200 7.3125 09/04/98 Sale 50 7.0000 09/08/98 Sale 750 7.0313 10/08/98 Sale 1,000 7.2500 10/09/98 Sale 500 7.0000 10/12/98 Sale 400 6.7500 10/12/98 Sale 500 7.1250 10/29/98 Sale 2,000 8.6250 11/04/98 Dividend 215 - 11/20/98 Purchase 1,000 14.2500 11/20/98 Purchase 1,000 13.6875 12/14/98 Sale 4,515 7.5750 APPENDIX G TRANSACTIONS FOR ACCOUNT OF STEPHEN AND LOTTIE CABRAL Type of Purchase Price Trade Date Transaction Quantity in U.S. Dollars - ------------------------------------------------------ 07/09/97 Purchase 1,000 5.5000 07/30/97 Purchase 500 6.5000 11/04/98 Dividend 75 - APPENDIX H TRANSACTIONS FOR ACCOUNT OF THE ANDREINI FOUNDATION Type of Purchase Price Trade Date Transaction Quantity in U.S. Dollars - ---------- ----------- -------- --------------- 12/22/97 Purchase 2000 6 1/2 12/22/97 Purchase 2000 6 1/2 12/22/97 Purchase 2000 6 3/16 12/23/97 Purchase 5000 5 15/16 12/29/97 Purchase 2000 5 7/16 12/29/97 Purchase 2000 5 1/4 12/29/97 Purchase 2000 5 1/4 01/09/98 Purchase 2000 6 01/09/98 Purchase 2000 6 01/12/98 Purchase 2000 5 1/2 01/13/98 Purchase 1000 5 5/16 01/14/98 Purchase 2000 5 5/16 01/14/98 Purchase 2000 5 3/8 01/28/98 Purchase 500 5 1/2 01/28/98 Purchase 500 5 15/32 01/28/98 Purchase 1000 5 3/8 01/28/98 Purchase 2000 5 3/16 01/30/98 Purchase 3000 4 3/4 02/12/98 Purchase 1500 4 25/32 02/12/98 Purchase 2000 4 13/16 03/04/98 Purchase 2000 4 1/4 03/04/98 Purchase 1000 4 1/2 03/06/98 Purchase 3000 4 1/2 03/09/98 Purchase 2000 4 1/2 03/11/98 Purchase 2000 4 3/8 03/18/98 Purchase 1000 4 5/16 03/18/98 Purchase 1000 4 9/32 03/23/98 Purchase 1000 3 3/4 03/23/98 Purchase 1000 3 13/16 03/23/98 Purchase 100 3 3/4 03/24/98 Purchase 2000 3 23/32 03/27/98 Purchase 200 4 04/14/98 Purchase 1000 4 1/16 04/14/98 Purchase 1000 4 3/32 05/01/98 Purchase 1700 4 29/32 05/01/98 Purchase 2300 4 15/16 05/01/98 Purchase 3000 4.875 05/08/98 Purchase 1000 4.9375 05/11/98 Purchase 1000 4.46875 05/13/98 Purchase 200 4.4375 05/14/98 Purchase 2000 4.40625 05/15/98 Purchase 500 4.5 05/18/98 Purchase 200 4.375 06/25/98 Purchase 200 4.25 07/08/98 Purchase 1100 8.75 07/23/98 Purchase 500 8.15625 07/24/98 Purchase 1000 9.875 10/16/98 Purchase 500 10.5 10/28/98 Purchase 1000 7.71875 10/28/98 Purchase 1000 8.3125 10/28/98 Purchase 1000 8 10/29/98 Purchase 500 8.5625 11/04/98 Dividend 3650 -- 12/09/98 Purchase 5000 10.75 EX-99.1 2 99.1 - EXHIBIT 1 PIPER JAFFRAY SECURITIES TRADING Account Name o AUTHORIZATION ------------------------------ (LIMITED) Account Number o ------------------------------ - ------------------------------------------------------------------------------- LIMITED TO PURCHASES AND SALES OF SECURITIES Piper Jaffray Inc. ("Piper Jaffray") Attention: Records Management 222 South Ninth Street Minneapolis, MN 55402-3804 Dear Piper Jaffray: AUTHORIZATION OF AGENT AND INDEMNIFICATION TO PIPER JAFFRAY. I* hereby authorize (print) ______________________________ ("AGENT") as my agent and attorney in fact to buy, sell (including short sales) and trade in stocks, bonds, options and any other securities on margin or otherwise in accordance with your terms and conditions for my account and risk in my name or number on your books. I hereby ratify and confirm any and all transactions with you effected by AGENT or which AGENT shall effect for my account. I hereby agree to indemnify and hold you harmless from and to pay you promptly on demand any and all losses or debit balances due in my account(s). SCOPE OF AGENT'S AUTHORITY. For all such purchases, sales or trades you are authorized to follow the instructions of AGENT in every respect concerning my accounts and AGENT is authorized to act for me and in my behalf in the same manner and with the same force and effect as I might or could do with respect to such purchases, sales or trades as well as with respect to all other things necessary or incidental to the furtherance or conduct of such purchases, sales or trades, except that AGENT is not authorized to withdraw any money, securities or other property either in my name or otherwise. IF CUSTOMER DIES OR BECOMES INCAPACITATED. In case of my death or incapacity this authorization shall continue, and you shall not be responsible for any action taken on the basis of this authorization until you have received written notice of death or incapacity addressed to you and delivered to you at the above address. AUTHORIZATION DOES NOT LIMIT PIPER JAFFRAY'S RIGHTS. This authorization and indemnity is in addition to (and in no way limits or restricts) any rights which you may have under any other agreement or agreements between your firm and me. REVOCATION MUST BE IN WRITING; LIABILITIES INCURRED PRIOR TO REVOCATION; SUCCESSORS TO PIPER JAFFRAY. This authorization and indemnity is also a continuing one and shall remain in full force and effect until revoked by me by a written notice addressed to you and delivered to you at the above address. Such revocation shall not affect any liability in any way resulting from transactions initiated prior to such revocation. This authorization and indemnity shall inure to the benefit of your present firm and of any successor firm or firms irrespective of any change or changes at any time in the personnel thereof for any cause whatsoever, and of the assigns of your present firm or any successor firm. I HAVE READ THIS TRADING AUTHORIZATION ENTIRELY BEFORE SIGNING.
- ---------------------------- ------------- ------------------------------------------------ **Customer Signature/Title Date AGENT Signature/Title Date (AGENT - Please complete reverse side of form.) - ---------------------------- ------------- Customer Signature/Title Date |_| Firm Employee Discretion - ---------------------------- ------------- Customer Signature/Title Date - --------------------------------------------------------------------------------------------- INTERNAL USE ONLY - ---------------------------- ------------- ------------------------------------------------ Branch Manager Specialist Date B.O.M.A.S. Signature (if Date required) - ---------------------------- ------------- ------------------------------------------------ Compliance Signature Date SROP Signature (if required) Date |_| Options Approved - --------------------------------------------------------------------------------------------- * I* means I, me, we, and customer(s), depending on number of persons signing this Trading Authorization. ** If agent is signing as Power of Attorney ("POA"), "X" the corresponding box and provide a copy of the POA.
[Back of Agreement] AGENT INFORMATION - ------------------------------------------------------------------------------- Name (Please print) - ------------------------------------------------------------------------------- Address - ------------------------------------------------------------------------------- City State Zip - ------------------------------------------------------------------------------- Work Phone Home Phone Date of Birth ( ) ( ) - ------------------------------------------------------------------------------- Occupation - ------------------------------------------------------------------------------- Employer - ------------------------------------------------------------------------------- Past Investment Experience (Years of Are you currently employed by Piper Experience) Jaffray? Stocks |_| 0-1 |_| 1-5 |_| Yes |_| No |_| 5 or more -------------------------------------- Bonds |_| 0-1 |_| 1-5 Contact name (If agent is a |_| 5 or more non-natural entity) Options |_| 0-1 |_| 1-5 |_| 5 or more - ------------------------------------------------------------------------------- EX-99.2 3 99.2 - EXHIBIT 2 ----------------------- Account Number: RESOLUTON AND TRADING AUTHORIZATION This authorizes (the "NONPROFIT"), to transact business with Piper Jaffray Inc. ("Piper Jaffray"). This authorization shall continue in force until Piper Jaffray is notified in writing of any changes. 1. ESTABLISHMENT AND MAINTENANCE OF PIPER JAFFRAY ACCOUNT: The following persons may authorize transactions and transfers on behalf of the NONPROFIT: -------------------------------------- -------------------------------- Name Title -------------------------------------- -------------------------------- Name Title -------------------------------------- -------------------------------- Name Title -------------------------------------- -------------------------------- Name Title The authorized persons listed above, including the Authorized Signatory to this Trading Authorization, are authorized to maintain one or more accounts with Piper Jaffray for the purpose of transacting business. The authority hereby conferred shall remain in full force and effect until revoked by written notice addressed to you and delivered to your main office. 2. AUTHORITY: The fullest authority is granted to these persons to engage in any transaction they deem proper, including authority to give written or oral instructions to Piper Jaffray; to bind the NONPROFIT to carrying out the transactions; and generally to take all action necessary in connection with the accounts. 3. CUSTOMER AGREES TO ARBITRATE: O ARBITRATION IS FINAL AND BINDING ON THE PARTIES. O THE PARTIES ARE WAIVING THEIR RIGHT TO SEEK REMEDIES IN COURT, INCLUDING THE RIGHT TO JURY TRIAL. O PRE-ARBITRATION DISCOVERY IS GENERALLY MORE LIMITED THAN AND DIFFERENT FROM COURT PROCEEDINGS. O THE ARBITRATORS' AWARD IS NOT REQUIRED TO INCLUDE FACTUAL FINDINGS OR LEGAL REASONING AND ANY PARTY'S RIGHT TO APPEAL OR TO SEEK MODIFICATION OF RULINGS BY THE ARBITRATORS IS STRICTLY LIMITED. O THE PANEL OF ARBITRATORS WILL TYPICALLY INCLUDE A MINORITY OF ARBITRATORS WHO WERE OR ARE AFFILIATED WITH THE SECURITIES INDUSTRY. WE AGREE TO ARBITRATE ANY DISPUTES BETWEEN PIPER JAFFRAY AND US. WE SPECIFICALLY AGREE AND RECOGNIZE THAT ALL CONTROVERSIES WHICH MAY ARISE BETWEEN PIPER JAFFRAY, ITS AGENTS, REPRESENTATIVES OR EMPLOYEES AND US, CONCERNING ANY TRANSACTION, ACCOUNT OR THE CONSTRUCTION, PERFORMANCE OR BREACH OF THIS OR ANY OTHER AGREEMENT BETWEEN US, WHETHER ENTERED INTO PRIOR, ON, OR SUBSEQUENT TO THE DATE HEREOF, SHALL BE DETERMINED BY ARBITRATION TO THE FULL EXTENT PROVIDED BY LAW. SUCH ARBITRATION SHALL BE IN ACCORDANCE WITH THE RULES THEN IN EFFECT, OF THE ARBITRATION COMMITTEE OF THE NEW YORK STOCK EXCHANGE, INC. OR THE NATIONAL ASSOCIATION OF SECURITIES DEALERS, INC. AS WE MAY ELECT. WE AUTHORIZE PIPER JAFFRAY, IF WE DO NOT MAKE SUCH ELECTION BY REGISTERED MAIL ADDRESSED TO PIPER JAFFRAY AT ITS MAIN OFFICE WITHIN 15 DAYS AFTER RECEIPT OF NOTIFICATION FROM PIPER JAFFRAY REQUESTING SUCH ELECTION, TO MAKE SUCH ELECTION ON OUR BEHALF. 4. CERTIFICATION: The Authorized Signatory of the NONPROFIT is hereby authorized and empowered to certify this resolution. This certifies that this Trading Authorization was adopted by officials duly authorized to invest funds on behalf of the NONPROFIT in accordance with all applicable laws and regulations. I further certify that the NONPROFIT is organized and existing and that the officials who took the action called for by this authorization have the power to take such action. In witness whereof, this ___ day of ______, 1999. WE UNDERSTAND THIS AGREEMENT CONTAINS A PRE-DISPUTE ARBITRATION CLAUSE AT PARAGRAPH 3 ABOVE, AND WE ACKNOWLEDGE RECEIPT OF A COPY OF THIS AGREEMENT. ----------------------------- ------------ Authorized Signatory Date ----------------------------- Name and Title (print) EX-99.3 4 99.3 - EXHIBIT 3 PAINEWEBBER Established 1879 Member of all principal security, commodity and option exchanges CORPORATE RESOLUTIONS FULL ACCOUNT TITLE BRANCH ACCOUNT NUMBER BROKER - --------------------------------------------------------------------------- Kiskiminetas Springs School - --------------------------------------------------------------------------- I, Lee C. Crawford hereby certify that I am the Secretary of Kiskimentas Springs School ("Corporation") a corporation organized and existing under the laws of the state of Pennsylvania, and that the following resolutions were duly adopted at a meeting of the Board of Directors of the Corporation held on December 13, 1996 at which meeting a quorum was present and voting: RESOLVED 1) To open with PaineWebber Incorporated, its successor firms, subsidiaries, correspondents or affiliates ("PaineWebber") a brokerage account for the purchase and sale of securities and other property. "Securities" means, but is not limited to, money, stocks, bonds, options, including stock index options, interest rate options, foreign currency options, and other securities and property. 2) That the Corporate Officers named in the spaces below are authorized to act on behalf of the Corporation with respect to opening an account, to execute on behalf of the Corporation any and all relevant documents, and to deal with PaineWebber in connection with all aspects of said account singly, with no limits as to the amount thereinafter called "Authorized Person". (AT LEAST TWO TO BE DESIGNATED) (1) John A. Pidegon, President - ------------------------------------- ---------------------------- (Type Name and Title of Officer) (Signature of Officer) (2) Alan J. Andreini, Chairman, Finance Committee - ------------------------------------- ---------------------------- (Type Name and Title of Officer) (Signature of Officer) (3) - ------------------------------------- ---------------------------- (Type Name and Title of Officer) (Signature of Officer) (4) - ------------------------------------- ---------------------------- (Type Name and Title of Officer) (Signature of Officer) 3) That PaineWebber is authorized to deal with each Authorized Person, to accept all orders for purchases and sales and all instructions given verbally or in writing by him or her on behalf of the Corporation as the action of the Corporation without further inquiry as to his or her authority: to receive any funds, securities or other property for the account of the Corporation; to honor written instructions from each Authorized Person to deliver either in bearer form, in street certificates, in any names or in any other manner any funds, securities or other property held for the account of the Corporation; to extend loans in connection with the maintenance of a margin account (if applicable); to effect BankCard transactions in connection with the Corporation's account (if applicable), including use of Bank One's Line of Credit in connection with the MasterCard BusinessCard or Gold MasterCard, to honor written instructions from each Authorized Person to write checks against the Corporation's account, and to send all confirmations, notices, demands, statements and other communications to the Authorized Person and to the Corporation, attention: John A. Pidgeon, President --------------------------------------------------------- (Insert name and position of officer and office location) 4) That any withdrawals of money, check writing, BankCard purchases (if applicable) and other non-brokerage transactions including but not limited to obtaining letters of credit and other types of credit facilities made on behalf of the Corporation with PaineWebber are ratified, confirmed and approved, and that PaineWebber is authorized to rely upon the authority conferred by these resolutions until PaineWebber receives a certified copy of resolutions of the Corporation's Board of Directors revoking or modifying these resolutions. In the event that PaineWebber, for any reason, is uncertain as to the continuing effectiveness of the authority conferred by these resolutions or any other resolutions of the Corporation, PaineWebber may refrain from taking any action with respect to this account until such time as it is satisfied as to its authority and PaineWebber shall be indemnified against and held harmless from any claims, demands, expenses, loss or damage, including legal fees and costs, resulting from or arising out of its refraining from taking any action. 5) That the Corporation elects (check box A or B below): |_| A. CASH ACCOUNT OR |X| B. MARGIN ACCOUNT To open and maintain a margin account and execute a PaineWebber margin agreement and certifies that the Corporation has full power and authority pursuant to the charter and by-laws for the purchase and sale (including short sales) of securities, borrowing money in connection with the maintenance of a margin account, repaying amounts borrowed and paying interest due thereon. 6) That the Corporation also elects to open (check box A, B or C below): |_| A. BUSINESS SERVICES ACCOUNT (BSA) OR |_| B. RESOURCE MANAGEMENT ACCOUNT (RMA) OR |_| C. INTERNATIONAL RESOURCE MANAGEMENT ACCOUNT (IRMA) [and execute relevant documents and certifies that the Corporation has full power and authority pursuant to its charter and by-laws to open and maintain a BSA/RMA/IRMA and to affect any and all brokerage and non-brokerage transactions in the Corporation's BSA/RMA/IRMA including but not limited to the options selected below (check all boxes that apply): |_| 1) Check Writing Privilege and certifies that the Corporation has full power and authority pursuant to its charter and by-laws to write checks on the BSA/RMA/IRMA in the manner described in the Disclosure Document(s) as defined in the BSA/RMA/IRMA Agreement. 2) BankCard Privileges and elects (check one box only): |_| a) MasterCard BusinessCard or Gold MasterCard with margin account and certifies that the Corporation has full power and authority pursuant to its charter and by-laws to affect cash advances and charges on the BSA/RMA/IRMA in the manner described in the Disclosure Document(s) as defined in the BSA/RMA/IRMA Agreement; and that the Corporation has full power and authority pursuant to its charter and by-laws to open and maintain a margin account and execute a PaineWebber margin agreement for the purchase and sale [including short sales] of securities, borrowing money in connection with the maintenance of a margin account, repaying amounts borrowed and paying interest due thereon. OR |_| b) MasterCard BusinessCard or Gold MasterCard with a Line of Credit and certifies that the Corporation has full power and authority pursuant to its charter and by-laws to affect charges on the BSA/RMA/IRMA in the manner described in the applicable Disclosure Document(s) as defined in the BSA/RMA/IRMA Agreement and to affect the borrowing of money in connection with the maintenance of Bank One's Line of Credit, repaying amounts borrowed and paying interest due thereon. ATTENTION TRANSFER AGENT 7) That any Authorized Person is fully authorized and empowered to transfer, convert, endorse, sell, assign, set over and deliver any and all shares of stock, bonds, debentures, notes, subscription warrants, stock purchase warrants, evidence of indebtedness, or other securities now or hereafter standing in the name of or owned by this Corporation, and to make, execute and deliver, under the corporate seal of this Corporation or otherwise, any and all written instruments of assignment and transfer necessary or proper to effectuate the authority hereby conferred. 8) That whenever there shall be annexed to any instrument of assignment and transfer, executed pursuant to and in accordance with the foregoing resolution, a certificate of the Secretary or an Assistant Secretary of this Corporation in office at the date of such certificate and such certificate shall set forth these resolutions and shall state that these resolutions are in full force and effect, and shall also set forth the names of the persons who are then officers of this Corporation, then all persons to whom such instrument with the annexed certificate shall thereafter come, shall be entitled, without further inquiry or investigation and regardless of the date of such certificate, to assume and to set in reliance upon the assumption that the shares of stock or other securities named in such instrument were therefore duly and properly transferred, endorsed, sold, assigned, set over and delivered by this Corporation, and that with respect to such securities the authority of these resolutions and of such officers is still in full force and effect. That the Secretary or an Assistant Secretary of the Corporation is authorized and described to certify to PaineWebber that these resolutions have been duly adopted, are in full force and effect and are in accordance with the provisions of the charter and by-laws of the Corporation. WITNESS my hand and the seal of the Corporation at ___________ this 13th day of January, 1999. ------------------------------------- (SIGNATURE OF SECRETARY) -----END PRIVACY-ENHANCED MESSAGE-----