Prospectus excerpt:  A minimum of 1,200,000 shares and a maximum of 2,500,000 shares of Series A convertible preferred stock at $10.00 per share.

Maturity: The Series A convertible preferred stock has no stated maturity and will not be subject to any sinking fund or mandatory redemption.

Rank: The Series A convertible preferred stock will, with respect to dividend rights and rights upon our liquidation, dissolution or winding up, rank: senior to all classes or series of common stock; senior or on parity with all other classes or series of preferred stock to be issued and ranking on parity or subordinate to the Series A convertible preferred stock; and junior to all existing and future indebtedness.

Dividends: Dividends on the Series A convertible preferred stock will be cumulative from the date of original issue and are payable monthly in arrears on the last day of each month, at the annual rate of 8% of the $10.00 liquidation preference per share, equivalent to a fixed annual amount of $.80 per share. Dividends on the Series A convertible preferred stock will accrue regardless of whether or not we have earnings, whether there are funds legally available for the payment of such dividends and whether or not such dividends are declared. Unpaid dividends will accumulate and earn additional dividends at 8%, compounded monthly.

Liquidation preference: The Series A convertible preferred stock will have a liquidation preference of $10.00 per share, plus an amount equal to any accrued but unpaid dividends thereon.

Conversion: Each share of Series A convertible preferred stock will be convertible, in whole or in part, at any time at the option of the holders thereof, into common stock at a conversion price of $5.66 per share of common stock (equivalent to a conversion rate of 1.77 shares of common stock for each share of Series A convertible preferred stock), subject to certain adjustments. The conversion rights of the holders of the Series A convertible preferred stock are subject to cancellation on or after December 31, 2008 if the closing price of our common stock on the Nasdaq National Market exceeds $7.36 for at least 20 trading days within any period of 30 consecutive trading days. We will issue a conversion cancellation notice to holders of the Series A convertible preferred stock specifying the date the conversion rights will be deemed cancelled if we choose to exercise this option.

Optional redemption: The Series A convertible preferred stock is not redeemable prior to January 1, 2009, except in limited circumstances to preserve our status as a REIT. In the event company issues a conversion cancellation notice, the Series A convertible preferred stock will be redeemable on or after January 1, 2009 for cash, at their option, in whole or from time to time in part, at $10.00 per share, plus accrued and unpaid dividends to the redemption date. Otherwise, the Series A convertible preferred stock will be redeemable for cash, at their option, in whole or from time to time in part, at: $10.80 per share on or after January 1, 2009; $10.40 per share on or after January 1, 2010; and $10.00 per share on or after January 1, 2011, plus accrued and unpaid dividends to the redemption date.

Voting rights: Holders of the Series A convertible preferred stock generally will have no voting rights. However, if dividends on the Series A convertible preferred stock are in arrears for six consecutive months or nine months (whether or not consecutive) in any twelve month period, holders of the Series A convertible preferred stock will be entitled to appoint two members to our board of directors until up to twelve months after all dividend arrearages have been paid. In addition, some changes that would be materially adverse to the rights of holders of the Series A convertible preferred stock outstanding at the time cannot be made without the affirmative vote of the holders of Series A convertible preferred stock entitled to cast at least two-thirds of the votes entitled to be cast by the holders of the Series A convertible preferred stock voting as a single class.