INTRODUCTION ------------

Biozhem Cosmeceuticals, Inc. ("Biozhem" or "the Company") incorporated in Texas in 1984 as Entourage International, Inc. in the business of marketing proprietary personal care products through a worldwide multilevel distributor network. In December 1995, the Company sold the network marketing division to the existing management team and reorganized as a retail specialty store concept under the Biozhem Skin Care Center service mark and its direct response regional infomercial, catalog and other direct marketing promotions.

Biozhem is currently a direct...