EX-1 3 a82214exv1.txt EXHIBIT 1 EXHIBIT 1 JOINT FILING AGREEMENT The undersigned hereby agree to jointly file a statement on Schedule 13D, together with any amendments thereto (collectively, the "Schedule 13Ds"), with the Securities and Exchange Commission pursuant to the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Joint Filing Agreement may be signed in counterpart copies. Dated: June 6, 2002 ST. CLOUD CAPITAL PARTNERS, LP By: s/ Marshall S. Geller ------------------------------------ Name: Marshall S. Geller Title: Partner Dated: June 6, 2002 SCGP, LLC By: /s/ Cary Fitchey ------------------------------------ Name: Cary Fitchey Title: Managing Member Dated: June 6, 2002 ST. CLOUD CAPITAL, LLC /s/ Cary Fitchey ------------------------------------ Name: Cary Fitchey Title: Managing Member Dated: June 6, 2002 MARSHALL S. GELLER By: /s/ Marshall S. Geller ------------------------------------ Marshall S. Geller Dated: June 6, 2002 CARY FITCHEY By: /s/ Cary Fitchey ------------------------------------ Cary Fitchey