CONSULTANTS in FL

ALDA & ASSOCIATES INT’L, INC. – EXPERIENCED IN IPO’S, FOLLOW-ON OFFERINGS & DEBT

Key international business advisors to senior management and Boards of Directors, skilled negotiators innovative problem solvers and communicators adept at mergers and acquisitions, systems conversions, operations, dispositions, restructuring and reengineering. Raised over $70,000,000 in private equity and senior, subordinated and convertible debt to finance 25 acquisitions and affiliations. Created due diligence, transition and integration programs to integrate 25 acquisitions to BMJ operational and financial standards, including integration of software systems. Implemented uniform cash management practices across all acquired physician practices. Led and completed the Company's $32,200,000 Initial Public Offering including selection of, and coordination with, investment bankers, legal and accounting professionals and the SEC. Negotiated and secured a post-IPO $ 60,000,000 long-term LIBOR-based credit facility Created innovative Series B Convertible Preferred Stock instrument for acquisition transactions. Community Care of America, Inc. Provided leadership in the completion of the Company's Initial Public Offering. Company provided healthcare services in rural communities focusing on acquisition of skilled nursing facilities and addition of physician, rehabilitative and diagnostic services. Led completion of the Company's $33,000,000 Initial Public Offering coordinating with the investment bankers, external legal and accounting professionals and the SEC. Negotiated Company's $15,000,000 Credit Facility and completed securitized refinancing. Saved over $2,000,000 annually by restructuring efforts, including terminating significant unprofitable management agreements/acquisitions, closing unprofitable activities and reducing/eliminating negative cash flow in conjunction with new Chief Executive Officer. David H. Fater Coastal Physician Group, Inc. (Durham, NC) 1993-1995 Executive Vice President and Chief Financial Officer Joined public, NASDAQ physician staffing company as the senior executive responsible for finance, accounting, investor relations, strategic planning and mergers and acquisitions. Company was leading provider of physicians to hospital emergency departments, including billing services. Repositioned Company in two years from clinical contract management to largest U. S. medical group with 30% of revenues from managed care and integrated delivery networks while growing revenues from $278,000,000 to $745,000,000. Re-engineered entire finance department and financial reporting and cash forecasting systems reducing reporting time from 25 days to 10 days while increasing accuracy and reliability. Eliminated negative cash flow by refocusing company executives to Economic Value Added and cash flow basics from sole focus on Earnings per Share. Negotiated and obtained $75,000,000 and $200,000,000 Senior Credit Facilities one year apart for working capital and acquisitions through 15-bank syndicate. Raised $80,000,000 in a follow-on offering and moved the Company's listing to the NYSE. Reorganized state tax structure and created recurring tax savings in excess of $1,000,000. Ernst & Young LLP1969-1992 Managing Partner/Audit and Merger & Acquisitions Partner (Atlanta, Charlotte, Chicago and New York) Partner of leading, global professional consulting, tax and assurance firm with responsibility for companies in textile, chemical, real estate, retail, manufacturing, distribution, technology and service industries ranging from early stage to International Fortune 500. Managed, built and developed statewide practice in North Carolina turning operations around to bottom line profit of $1,000,000 from a loss while tripling revenue and number of offices. Advised clients on mergers, acquisitions and divestitures exceeding $4,000,000,000 developing expertise in cross-border transactions, international accounting, pricing, asset valuation, contract price settlements, and leadership of due diligence teams. Selected by Governor for foreign trade missions soliciting inbound investment into state. 1969 University of North Carolina B.S. Accounting CPA (North Carolina, Georgia, Illinois and New York) DIRECTORSHIPS Legacy One, Inc. (1992-1994) First Union National Bank of North Carolina - Durham (1993-1995) National executive Service Corps. (1996-Present) Novus Physicians, Inc. (1996-1997) Reliance Service Corp. (1996-1998) Article: "Is there a Pot of Gold at the End of the Rainbow?" David H. Fater, Chief Executive Officer, ALDA & Associates International, Inc. 9120 Broad Street, Boca Raton, FL 33434, (561) 477-1887, (561) 477-7487 Fax (561) 866-9234 Cell or email. Website

FIRST FINANCIAL RESOURCES – PREMIER FINANCIAL SERVICES WITH OVER 135 OFFICES

FFR is considered by Wall Street and Main Street “shakers, movers” and M&A deal makers to be a savvy, innovative and a highly regarded tax strategy firm. Its client base includes some of America's wealthiest families, largest publicly and privately held corporations and largest privately held charitable foundations. At FFR we are strategic problem solvers for high net worth clients and public and privately-held businesses. Our expertise as “Deal Facilitators” utilizes our extensive M&A and investment and merchant banking contacts worldwide. These key high level sources enable us to help companies that need guidance with raising capital and attracting investor interest to boost the company's stock price. We are experts in making companies seeking capital, attractive to investors by implementing “makeover strategies.” We can help a potential acquisition candidate look more desirable to the institutional and investment community resulting in a higher price/earnings multiple. One of our corporate missions is to "bring to the table" and implement a “killer” tax strategy that is a "perfect fit" for you and your clients. Bottom line we aim to create a smooth transaction that is clean, neat, seamless and closes quickly ! FFR specializes in helping merger and acquisition firms, and investment and merchant bankers develop new clients and facilitate deals. We also significantly increase "deep pocket" individual and corporate investor's (angel, venture, bridge, mezzanine, and seed) net available funds for "deal" (project/venture opportunity) involvement. We can substantially reduce the tax exposure that occurs upon the liquidation of an asset (a taxable event after which "Uncle Sam" wants his significant share.) Our prime directive in utilizing tax planning strategies is that although we "push the envelope", we never, ever cross over the line! We adhere to this corporate philosophy by retaining the "best legal and accounting tax minds" and we religiously follow their advice in implementing their tax strategies with your clients. FFR / Almont Group's tax strategy team (consisting of the country's finest tax attorneys, sharpest C.P.A. s and a top flight tax “guru” Dr. Harvey Altholtz, ) guides closely - held company owners, public companies and high net income (over $200,000 per year ) and /or high net worth individuals ($2-100 million + ) on how to restructure the way their assets are held and how income is classified. This eliminates a large portion of the income tax or capital gains tax liability associated with the sale of a business or other asset. As an added benefit, the proceeds of the transaction are removed from the client's estate; fully protected from future creditors and rendered “divorce proof” for generations. Each tax strategy and technique that we recommend has been opined by leading tax attorneys at prestigious nationally known and respected firms. First Financial Resources has long established strategic business relationships with the the Bank of America, Big Five accounting firm Deloitte Touche, and many other well known giants in the financial service industry. Our 135 offices nationwide are independently owned by over 150 principals with many years of financial experience. They are professionals with a personal understanding of "the art of the deal". Our offices are staffed by over 400 professional specialists with exceptional expertise and experience in their fields. These include attorneys, C.P.A. s, M.B.A. s, and financial planning and tax experts. They are seasoned, savvy veterans with "in the trenches" expertise in the latest tax reduction & planning strategies. Tax Reduction, Tax Planning, Special Situations Advisory, Syndications, Private Investment Groups, M&A Consulting, Deal Facilitating, Asset Protection, Wealth Preservation Strategies, employee and executive benefit planning, business succession planning, and investment management. The primary region where we service clients is Nationwide. The nearest metroplex to Our offices are Tampa, FL., NYC, and Louisville,KY. In addition, First Financial Resources also services clients Worldwide. I We focus our skills and attention on the following industries: Internet, Software, High Technology & Service Industries, Special Situations, Turnarounds in all industries. References are available on request. Because of the privacy of our business, you must first sign a confidentiality agreement. We do business with many of the largest and most prestigious law firms and accounting firms in the U.S. First Financial. If our advisory services seem like a “fit” for the deals you are doing, contact Stewart Gold, Executive Vice President-M&A at 800-289-9207 to set up a brief confidential, no cost, no obligation phone consultation to discuss how we can help you achieve your objectives. Email us or Fax us at 941-342-6338.

ALAN FRANKEL – SPECIALIST IN RAISING CAPITAL

Mr. Frankel is an intermediary with sources that are capable of financing deals to $100 million. Alan will consider funding possibilities with or without your Business Plan. But, attracting capital requires an Executive Summary of your Business Plan, which must be submitted along with the funding request. (Alan can assist you in the preparation of an Executive Summary.) Once capital is secured, Mr. Frankel can facilitate marketing/advertising plans and management consultation, the recruitment of executive personnel, arrange strategic partnerships, implement alliances through mergers/ acquisitions, and recommend an IPO underwriter. Alan has 20 years in investment and finance: He has served as an accountant and financial analyst with responsibilities in budgeting, forecasting analysis, P&L statements, and investment strategies including being licensed as a Series 7 Registered Representative with Dean Witter and Paine Webber. Mr. Alan Frankel 561-798-1308 (day or evening), 801-858-9524 fax Email Mr. Frankel and please visit our website.

RONALD THOMPSON, PRESIDENT CORPORATE MERGERS & ACQUISITIONS, INC.

Located in Winter Park, Florida specializing in mergers and acquisitions of small and medium size businesses with sales greater than $500,000. We provide small business owners a confidential method for marketing (buying or selling) their business or commercial real estate and do market value analysis to insured they are fairly compensated for their business I am currently an adjunct professor for Small Business Management and International Business Management in the Business Department at Rollins College and University of Phoenix. My past experience includes 25 years in all levels of Corporate Environment including 7 years with Framatome Connector International in the Electrical Division. My last position was Vice President of Business Development and Engineering. My business development responsibility included acquisitions in the Americas and Joint Ventures worldwide. My last major project was a joint venture investigation in China. The international acquisitions and joint ventures include most areas of Europe, Japan, Brazil, Mexico, Canada and China. . I have worked on Acquisitions and Joint Ventures from $1million to $100 million. As Vice President of Engineering, I was responsible for the coordinated Research and Development of Products Worldwide. Serve on various committees with FCI establishing standards for numerous Engineering Design Functions including Computer Aided Design. I was the Senior Representative on the ISO 9000 Committee, which was awarded ISO 9001 certification. I served as chairman of the National Electrical Manufacturing Association Connector Section. I have also held the position of Vice President of Operations for Fiskars Manufacturing company and have held General Management positions with Fiskars and Airpax a Division of North American Philips. I began my career as an Industrial/Manufacturing Engineer with ITT and Burroughs Corporation and held several manufacturing positions including Operations Manager. This provided me with extensive experience in International Management. I have a Masters Degree in Engineering Administration from the University of Tennessee and currently pursuing a Doctorate in Business Administration from Nova Southeastern University with a concentration in Marketing. Ronald F. Thompson, President Corporate Mergers and Acquisitions, Inc. 2431 Aloma Ave. Suite 117 Winter Park, Fl 32792 Telephone 407-657-8052 Fax 407-657-8053 Cell 407-620-6221. Email Ronald Thompson.

TODD SMITH, PRESIDENT OF BLUE HORIZON VENTURE CONSULTING (Jacksonville, FL)

Mr. Smith has a background in Accounting, Financial Analysis, Mergers & Acquisitions, and Competitive Intelligence with companies such as IBM and Blue Cross & Blue Shield of Florida. After receiving an MBA from the Anderson School at UCLA (a highly rated entrepreneurial program), and a Masters in International Management from Thunderbird, the American Graduate School of International Management (U.S. News & World Report's #1 International Business Program five years running), he has been working as an independent consultant and business plan writer. His business plan clients have raised millions of dollars for their startup ventures. Past clients include a Chilean manufacturing startup, an on-line mortgage brokerage, a physicians' group, a major clothing retailer, an Internet appliance company, a golf-related Internet site, an Internet billing company and others. His business plans are complete, professional, detailed, and venture capital-ready. His unique educational background enables him to provide both a detailed domestic entry strategy and, if needed, a global market penetration strategy. In addition to writing business plans, he does detailed business valuations and financial analysis. To discuss your deal and the cost of writing your business plan.call 904-372-9222 fax 904-372-9223. Please visit our website and email Todd Smith.


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