General -------

Emergency Filtration Products, Inc. (the "Company") was organized under the laws of the State of Nevada on November 1, 1991, under the name "Lead Creek Unlimited". Until February 9, 1996, the Company conducted no business. The Company filed with the Secretary of State of the State of Nevada a Certificate of Amendment changing its name to "Emergency Filtration Products, Inc." on March 8, 1996 pursuant to a Plan or Reorganization. There was no change, however, in the majority ownership of the Company related to this Plan or Reorganization.

On February 9, 1996, the Company entered into an Agreement with Douglas K. Beplate, current President of the...