INTRODUCTION

Applied Biometrics, Inc. ("Applied Biometrics" or the "Company"), a corporation founded in 1984 to develop and market a cardiac output monitoring system, ceased its ongoing business operations in August 2000 because the Company determined that it would be unable to complete the development of its primary product, the Basis Cardiac Output Monitor and RealFlow Cardiac Output Probe (collectively, the "Basis System"), for market and sale.