USE OF PROCEEDS

This Prospectus relates to shares of Common Stock that may be offered from time to time by the Selling Stockholders. See "Plan of Distribution" and "Principal and Selling Stockholders." The Company will receive none of the proceeds from the sale of the Common Stock offered hereby by the Selling Stockholders.

The Company may, however, receive cash proceeds to the extent the Oneline Option is exercised. If the Oneline Option is exercised in full, as to which there can be no assurance, the net proceeds to the Company would be approximately $240,000. The Company would use these proceeds, if any, for general corporate purposes including working capital. See "Principal and Selling Stockholders."