4.
TO APPROVE AN AMENDMENT TO OUR CERTIFICATE OF INCORPORATION, AS AMENDED, TO EFFECT A REVERSE STOCK SPLIT OF SHARES OF OUR ISSUED AND OUTSTANDING COMMON STOCK, PAR VALUE OF $.00001 PER SHARE, AT A RATIO TO BE ESTABLISHED BY OUR BOARD OF DIRECTORS IN ITS DISCRETION, OF UP TO ONE FOR FIFTEEN (BUT NOT LESS THAN ONE FOR FIVE)(THE "REVERSE STOCK SPLIT").