<table><tbody><tr style="vertical-align: top">
<td style="width: 0.25in"></td><td style="width: 0.25in"><font style="font: 10pt Times New Roman, Times, Serif">d.</font></td><td style="text-align: justify"><font style="font: 10pt Times New Roman, Times, Serif">Series
                                         A 3% Preferred Stock is convertible, at the option of the holder with the consent of
                                         the Corporation, at any time after the date of issuance of such share into such number
                                         of fully paid and non-assessable shares of Common Stock as is determined by dividing
                                         the Series A Initial Value, as may be adjusted from time to time, by the Conversion Price
                                         applicable to such share. The "Conversion Price” per share shall be calculated
                                         as the closing bid price of the Class A Common stock on the last trading day immediately
                                         prior to the date that the Notice of Conversion is tendered to the Corporation, subject
                                         to certain adjustments.</font></td></tr></tbody></table>
<table><tbody><tr>
<td></td><td><font>d.</font></td><td><font>Series
                                         A 3% Preferred Stock is convertible, at the option of the holder with the consent of
                                         the Corporation, at any time after the date of issuance of such share into such number
                                         of fully paid and non-assessable shares of Common Stock as is determined by dividing
                                         the Series A Initial Value, as may be adjusted from time to time, by the Conversion Price
                                         applicable to such share. The "Conversion Price” per share shall be calculated
                                         as the closing bid price of the Class A Common stock on the last trading day immediately
                                         prior to the date that the Notice of Conversion is tendered to the Corporation, subject
                                         to certain adjustments.</font></td></tr></tbody></table>