-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0000897204-03-000024.txt : 20030212
<SEC-HEADER>0000897204-03-000024.hdr.sgml : 20030212
<ACCEPTANCE-DATETIME>20030212171514
ACCESSION NUMBER:		0000897204-03-000024
CONFORMED SUBMISSION TYPE:	SC 13G/A
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20030212
GROUP MEMBERS:		DMI TRUST
GROUP MEMBERS:		GREENLIGHT (SWITZERLAND) SA

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			FRANKLIN TELECOMMUNICATIONS CORP
		CENTRAL INDEX KEY:			0000722572
		STANDARD INDUSTRIAL CLASSIFICATION:	COMPUTER COMMUNICATIONS EQUIPMENT [3576]
		IRS NUMBER:				953733534
		STATE OF INCORPORATION:			CA
		FISCAL YEAR END:			0630

	FILING VALUES:
		FORM TYPE:		SC 13G/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-39857
		FILM NUMBER:		03555452

	BUSINESS ADDRESS:	
		STREET 1:		733 LAKEFIELD RD
		CITY:			WESTLAKE VILLAGE
		STATE:			CA
		ZIP:			91361
		BUSINESS PHONE:		8053738688

	MAIL ADDRESS:	
		STREET 1:		733 LAKEFIELD ROAD
		CITY:			WESTLAKE VILLAGE
		STATE:			CA
		ZIP:			91361

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	AUTOMATED BUSINESS MACHINES INC
		DATE OF NAME CHANGE:	19830802

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	ABM COMPUTER SYSTEMS
		DATE OF NAME CHANGE:	19870317

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CRESCENT INTERNATIONAL LTD
		CENTRAL INDEX KEY:			0001075643
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G/A

	BUSINESS ADDRESS:	
		STREET 1:		C/O GREENLIGHT(SWITZERLAND)SA
		STREET 2:		84 AVE LOUIS CASAI, 1216 COINTRIN/GENEVA
		CITY:			SWITZERLAND
		BUSINESS PHONE:		41227917170

	MAIL ADDRESS:	
		STREET 1:		C/O GREENLIGHT(SWITZERLAND)SA
		STREET 2:		84 AVE LOUIS CASAI, 1216 COINTRIN/GENEVA
		CITY:			SWITZERLAND
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13G/A
<SEQUENCE>1
<FILENAME>a583897.txt
<DESCRIPTION>AMENDMENT 3
<TEXT>

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549


                       ___________________________________


                                  SCHEDULE 13G
                                 (Rule 13d-102)


             INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
     TO RULE 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO
                                  RULE 13d-2(b)

                               (Amendment No. 3)*


                        Franklin Telecommunications Corp.
- --------------------------------------------------------------------------------
                                (Name of Issuer)


                                  Common Stock
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                    354727208
- --------------------------------------------------------------------------------
                                 (CUSIP Number)


                                December 31, 2002
- --------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of This Statement)




     Check the  appropriate  box to  designate  the rule  pursuant to which this
     Schedule is filed:

                           |_|      Rule 13d-1(b)

                           |X|      Rule 13d-1(c)

                           |_|      Rule 13d-1(d)


__________________________

     * The  remainder  of this cover  page  shall be filled out for a  reporting
person's  initial  filing on this  form with  respect  to the  subject  class of
securities,  and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.

     The  information  required on the remainder of this cover page shall not be
deemed to be "filed"  for the purpose of Section 18 of the  Securities  Exchange
Act of 1934 or otherwise  subject to the  liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes.)

<PAGE>

- ------------------------                              --------------------------
CUSIP No. 354727208                    13G                   Page 2 of 12 Pages
- ------------------------                              --------------------------



- ---------- ---------------------------------------------------------------------
  1.
           NAMES OF REPORTING PERSONS
           I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

                    Crescent International Limited

- ---------- ---------------------------------------------------------------------
  2.
           CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*             (a) |_|
                                                                         (b) |X|


- ---------- ---------------------------------------------------------------------
  3.
           SEC USE ONLY


- ---------- ---------------------------------------------------------------------
  4.
           CITIZENSHIP OR PLACE OF ORGANIZATION

                    Bermuda
- --------------------------------------- --------- ------------------------------

                                        5.        SOLE VOTING POWER

                                                            2,814,981*
              NUMBER OF
               SHARES
            BENEFICIALLY
              OWNED BY
                EACH
              REPORTING
               PERSON
                WITH
                                        --------- ------------------------------

                                        6.        SHARED VOTING POWER

                                                           None
                                        --------- ------------------------------

                                        7.        SOLE DISPOSITIVE POWER

                                                           2,814,981*
                                        --------- ------------------------------

                                        8.        SHARED DISPOSITIVE POWER

                                                           None
- ---------- ---------------------------------------------------------------------
  9.
           AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                    2,814,981*
- ---------- ---------------------------------------------------------------------
  10.
           CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

                                                                             |_|

- ---------- ---------------------------------------------------------------------
  11.
           PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

                    6.34%
- ---------- ---------------------------------------------------------------------
  12.
           TYPE OF REPORTING PERSON*

                    OO
- ---------- ---------------------------------------------------------------------

* Includes 607,000 shares that were  inadvertently  not reported in 2002, but
  were beneficially owned by the Repeorting Person at the time.

<PAGE>

- ------------------------                              --------------------------
CUSIP No. 354727208                    13G                   Page 3 of 12 Pages
- ------------------------                              --------------------------



- ---------- ---------------------------------------------------------------------
  1.
           NAMES OF REPORTING PERSONS
           I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

                    DMI Trust

- ---------- ---------------------------------------------------------------------
  2.
           CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*             (a) |_|
                                                                         (b) |X|


- ---------- ---------------------------------------------------------------------
  3.
           SEC USE ONLY


- ---------- ---------------------------------------------------------------------
  4.
           CITIZENSHIP OR PLACE OF ORGANIZATION

                    Bahamas
- --------------------------------------- --------- ------------------------------
                                          5.
                                                  SOLE VOTING POWER

                                                            None
              NUMBER OF
               SHARES
            BENEFICIALLY
              OWNED BY
                EACH
              REPORTING
               PERSON
                WITH
                                        --------- ------------------------------
                                          6.
                                                  SHARED VOTING POWER

                                                           2,814,981*
                                        --------- ------------------------------
                                          7.
                                                  SOLE DISPOSITIVE POWER

                                                           None
                                        --------- ------------------------------
                                          8.
                                                  SHARED DISPOSITIVE POWER

                                                           2,814,981*
- ---------- ---------------------------------------------------------------------
  9.
           AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                    2,814,981*
- ---------- ---------------------------------------------------------------------
  10.
           CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

                                                                             |_|

- ---------- ---------------------------------------------------------------------
  11.
           PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

                    6.34%
- ---------- ---------------------------------------------------------------------
  12.
           TYPE OF REPORTING PERSON*

                    OO
- ---------- ---------------------------------------------------------------------
* Includes 607,000 shares that were  inadvertently  not reported in 2002, but
  were beneficially owned by the Repeorting Person at the time.

<PAGE>

- ------------------------                              --------------------------
CUSIP No. 354727208                    13G                   Page 4 of 12 Pages
- ------------------------                              --------------------------



- ---------- ---------------------------------------------------------------------
  1.
           NAMES OF REPORTING PERSONS
           I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

                    GreenLight (Switzerland) SA

- ---------- ---------------------------------------------------------------------
  2.
           CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*             (a) |_|
                                                                         (b) |X|


- ---------- ---------------------------------------------------------------------
  3.
           SEC USE ONLY


- ---------- ---------------------------------------------------------------------
  4.
           CITIZENSHIP OR PLACE OF ORGANIZATION

                    Switzerland
- --------------------------------------- --------- ------------------------------
                                          5.
                                                  SOLE VOTING POWER

                                                            2,814,981*
              NUMBER OF
               SHARES
            BENEFICIALLY
              OWNED BY
                EACH
              REPORTING
               PERSON
                WITH
                                        --------- ------------------------------
                                          6.
                                                  SHARED VOTING POWER

                                                           None
                                        --------- ------------------------------
                                          7.
                                                  SOLE DISPOSITIVE POWER

                                                           2,814,981*
                                        --------- ------------------------------
                                          8.
                                                  SHARED DISPOSITIVE POWER

                                                           None
- ---------- ---------------------------------------------------------------------
  9.
           AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                    2,814,981*
- ---------- ---------------------------------------------------------------------
  10.
           CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

                                                                             |_|

- ---------- ---------------------------------------------------------------------
  11.
           PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

                    6.34%
- ---------- ---------------------------------------------------------------------
  12.
           TYPE OF REPORTING PERSON*

                    OO
- ---------- ---------------------------------------------------------------------
* Includes 607,000 shares that were  inadvertently  not reported in 2002, but
  were beneficially owned by the Repeorting Person at the time.

<PAGE>

                                                              Page 5 of 12 Pages

Item 1(a).  Name of Issuer:

         Franklin Telecommunications Corp. ("Franklin")

Item 1(b).  Address of Issuer's Principal Executive Offices:

         733 Lakefield Road
         Westlake Village, CA 91361

Item 2(a).  Name of Person Filing:

         (i) Crescent International Limited ("Crescent")

         (ii) DMI Trust ("DMI")

         (iii) GreenLight (Switzerland) SA ("GreenLight")

Item 2(b).  Address of Principal Business Office or, if None, Residence:

         As to Crescent:
         Clarendon House
         2 Church Street
         Hamilton H 11
         Bermuda

         As to DMI:
         Norfolk House
         P.O. Box N-7130
         Bahamas

         As to GreenLight:
         84, av. Louis Casai
         CH-1216 Geneva
         Switzerland

Item 2(c).  Citizenship:

         As to Crescent:  Bermuda

         As to DMI:  Bahamas

         As to GreenLight:  Switzerland

Item 2(d).  Title of Class of Securities:

         Common Stock, no par value

Item 2(e).  CUSIP Number:

         354727208

<PAGE>

                                                              Page 6 of 12 Pages

Item 3. If This  Statement  is Filed  Pursuant  to  Sections  240.13d-1  (b), or
        240.13d-2 (b) or (c), check Whether the Person Filing is a:

        (a)  |_| Broker or dealer registered under Section 15 of the Act
                 (15 U.S.C. 78o);

        (b)  |_| Bank as defined in Section 3 (a) (6) of the Act
                 (15 U.S.C. 78c);

        (c)  |_| Insurance  company  as  defined in Section 3 (a) (19) of the
                 Act (15 U.S.C. 78c);

        (d)  |_| Investment   company  registered  under  Section  8  of  the
                 Investment Company Act of 1940 (15 U.S.C. 80a-8);

        (e)  |_| An investment adviser in accordance with Section 240.13d (b)(1)
                 (ii) (E);

        (f)  |_| An employee benefit plan or endowment fund in accordance with
                 Section 240.13d (b) (1) (ii) (F);

        (g)  |_| A parent holding company or control person in accordance with
                 Section 240.13d (b) (1) (ii) (G);

        (h)  |_| A savings  association  as  defined  in  Section 3 (b) of the
                 Federal Deposit Insurance Act (12 U.S.C. 1813);

        (i)  |_| A church  plan that is  excluded  from the  definition  of an
                 investment company under Section 3 (c) (14) of the Investment
                 Company Act of 1940 (15 U.S.C. 80a-8);

        (j)  |_| Group, in accordance with Section 240.13d (b) (1) (ii) (J).




Item 4.  Ownership.

     The  information  contained in Items 5 through 11 on the cover pages hereto
     (pages 2  through 4  hereof)  is  incorporated  herein  by  reference.  The
     2,814,981 shares of Common Stock  beneficially  owned by Crescent  includes
     590,000  shares of Common  Stock which  Crescent  has the current  right to
     purchase pursuant to warrants (the "Warrant") held by Crescent. Pursuant to
     the terms of the Warrant,  the  aggregate  number of shares of Common Stock
     into which the Warrants  arecurrently  exercisable,  and which Crescent has
     the right to acquire beneficial  ownership of within 60 days, is limited to
     the number of shares of Common Stock which,  together with all other shares
     of Common Stock beneficially owned by Crescent, does not exceed 9.9% of the
     total outstanding shares of Common Stock of Franklin.

     DMI may be deemed to be a beneficial owner of the shares of Common Stock of
     Franklin  beneficially  owned by Crescent by reason of the ownership by DMI
     of 100 percent of the capital stock of Crescent.

     GreenLight serves as principal investment manager to Crescent,  and as such
     has been granted  investment  discretion  over  investments  including  the
     Franklin  Common Stock.  As a result of its role as  investment  manager to
     Crescent,  GreenLight may be deemed to be the beneficial  owner, as defined
     in Rule 13d-3 under the  Exchange  Act, of  Franklin  Common  Stock held by
     Crescent.


<PAGE>

                                                              Page 7 of 12 Pages

     However,  GreenLight does not have the right to receive any dividends from,
     or the  proceeds  from the sale  of,  the  Franklin  Common  Stock  held by
     Crescent and disclaims any ownership associated with such rights.

     Accordingly,  for the purposes of this Statement: (i) Crescent is reporting
     that it has the power  solely  to vote or direct  the vote and the power to
     dispose or direct the  disposition  of,  the total of  2,814,981  shares of
     Common Stock beneficially owned by it; (ii) DMI is reporting that it shares
     the power to vote or direct the vote and the power to dispose or direct the
     disposition of the total of 2,814,981  shares of Common Stock  beneficially
     owned by it; and (iii) GreenLight is reporting that it has the power solely
     to vote or  direct  the  vote  and the  power  to  dispose  or  direct  the
     disposition of the total of 2,814,981  shares of Common Stock  beneficially
     owned by it.


Item 5.  Ownership of Five Percent or Less of a Class.

     If this  statement  is being  filed to report  the fact that as of the date
     hereof the reporting  person has ceased to be the beneficial  owner of more
     than five percent of the class of securities, check the following |_|.

Item 6.  Ownership of More than Five Percent on Behalf of Another Person.

     NOT APPLICABLE

Item 7.  Identification  and Classification of the Subsidiary Which Acquired the
         Security Being Reported on by the Parent Holding Company or Control
         Group.

     NOT APPLICABLE.

Item 8.  Identification and Classification of Members of the Group.

     NOT APPLICABLE.

Item 9.  Notice of Dissolution of Group.

     NOT APPLICABLE.

Item 10. Certification.

     By signing  below I certify  that,  to the best of my knowledge and belief,
the  securities  referred  to above were not  acquired  and are not held for the
purpose of or with the effect of  changing  or  influencing  the  control of the
issuer of the  securities  and were not acquired and are not held in  connection
with or as a participant in any transaction having that purpose or effect.


<PAGE>

                                                              Page 8 of 12 Pages

                                                               SIGNATURE

     After  reasonable  inquiry and to the best of my  knowledge  and belief,  I
certify that the information  set forth in this statement is true,  complete and
correct.

                           Date: February 10 , 2003

                           CRESCENT INTERNATIONAL LIMITED

                           By:  GreenLight (Switzerland) SA, as Attorney-in-Fact


                           By:  /s/ Mel Craw
                                -------------------------------------
                                Name:  Mel Craw
                                Title:  Authorized Signatory



                           By:  /s/ Maxi Brezzi
                                -------------------------------------
                                Name:  Maxi Brezzi
                                Title:  Authorized Signatory


                           DMI TRUST

                           By:  GreenLight (Switzerland) SA, as Attorney-in-Fact



                           By:  /s/ Mel Craw
                                -------------------------------------
                                Name:  Mel Craw
                                Title:  Authorized Signatory


                           By:  /s/ Maxi Brezzi
                                -------------------------------------
                                Name:  Maxi Brezzi
                                Title:  Authorized Signatory


                           GREENLIGHT (SWITZERLAND) SA


                           By:  /s/ Mel Craw
                                -------------------------------------
                                Name:  Mel Craw
                                Title:  Managing Director


                           By:  /s/ Maxi Brezzi
                                -------------------------------------
                                Name:  Maxi Brezzi
                                Title:  Director

<PAGE>

                                                              Page 9 of 12 Pages
Exhibit Index

99.1  Agreement of Joint Filing - Filed herewith

99.2  Power of Attorney - Filed herewith

99.3  Power of Attorney - Filed herewith

<PAGE>

                                                             Page 10 of 12 Pages

                                  EXHIBIT 99.1

                            AGREEMENT OF JOINT FILING

Crescent International Limited, DMI Trust and GreenLight  (Switzerland) SA agree
that the  Statement on 13G to which this  Agreement is attached,  and all future
amendments  to this  Statement,  shall be filed on behalf of each of them.  This
Agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)  under the
Securities  Exchange Act of 1934, as amended.  This Agreement may be executed in
any number of counterparts, each of which shall be deemed to be an original, but
all of which together shall constitute one and the same instrument.

Dated: February 10, 2003
                           CRESCENT INTERNATIONAL LIMITED

                           By:  GreenLight (Switzerland) SA, as Attorney-in-Fact

                           By:  /s/ Mel Craw
                                -------------------------------------
                                Name:  Mel Craw
                                Title:  Authorized Signatory

                           By:  /s/ Maxi Brezzi
                                -------------------------------------
                                Name:  Maxi Brezzi
                                Title:  Authorized Signatory


                           DMI TRUST

                           By:  GreenLight (Switzerland) SA, as Attorney-in-Fact

                           By:  /s/ Mel Craw
                                -------------------------------------
                                Name:  Mel Craw
                                Title:  Authorized Signatory

                           By:  /s/ Maxi Brezzi
                                -------------------------------------
                                Name:  Maxi Brezzi
                                Title:  Authorized Signatory


                           GREENLIGHT (SWITZERLAND) SA

                           By:  /s/ Mel Craw
                                -------------------------------------
                                Name:  Mel Craw
                                Title:  Managing Director


                           By:  /s/ Maxi Brezzi
                                -------------------------------------
                                Name:  Maxi Brezzi
                                Title:  Director

<PAGE>

                                                             Page 11 of 12 Pages

                                  EXHIBIT 99.2

                                POWER OF ATTORNEY

CRESCENT INTERNATIONAL LTD. of Hamilton,  Bermuda, a company incorporated in the
Islands of Bermuda (the  "principal")  hereby  makes,  constitutes  and appoints
GREENLIGHT (SWITZERLAND) SA, acting through any authorized officer, as its agent
and  attorney-in-fact  for the purpose of executing  in its name all  documents,
certificates,  instruments,  statements, filings and agreements ("documents") to
be filed  with or  delivered  to any  foreign or  domestic  or  governmental  or
regulatory  body or required or requested by any other person or entity pursuant
to any legal or regulatory  requirement relating to the acquisition,  ownership,
management or  disposition  of securities  or other  investments,  and any other
documents  relating  or  ancillary  thereto,  including  but not limited to, all
documents  relating to filings with the United  States  Securities  and Exchange
Commission  (the "SEC") pursuant to the Securities Act of 1933 or the Securities
Exchange  Act of 1934 (the  "Act")  and the rules  and  regulations  promulgated
thereunder,   including  without   limitation  all  documents  relating  to  the
beneficial ownership of securities required to be filed with the SEC pursuant to
Section  13(d) or Section 16(a) of the Act,  including  without  limitation  any
acquisition  statements  on Schedule  13D, or Schedule  13G, and any  amendments
thereto, any joint filing agreements pursuant to Rule 13d-1(k),  and any initial
statements of, or statements of changes in,  beneficial  ownership of securities
on  Form  3,  Form 4 or  Form  5.  All  past  acts  of the  attorney-in-fact  in
furtherance of the foregoing are hereby  ratified and  confirmed.  This power of
attorney  shall  be valid  from  the  date  hereof  until  revoked  by  Crescent
International Limited.

AND the Principal  further  declares  that all and every of the acts,  deeds and
things done by the Attorney for the aforesaid  purposes shall be good, valid and
effectual as if the same had been signed,  sealed and delivered,  given, made or
done by the  Principal and the  Principal  undertakes at all times  hereafter to
ratify and confirm whatsoever the Attorney shall lawfully do or cause to be done
by virtue of this POWER OF ATTORNEY and the Principal further declares that this
POWER OF ATTORNEY shall be irrevocable for the purposes aforesaid.

IN WITNESS WHEREOF the Common Seal of CRESCENT  INTERNATIONAL LTD., was hereunto
affixed this 10th day of  February,  2003 at the City of Hamilton in the Islands
of Bermuda in the presence of:




By: /s/ C.F.A. Cooper
_________________________
Name: C.F.A. Cooper
Title: Director


By: /s/ E. John Thompson
__________________________
Name: E. John Thompson
Title: Director

<PAGE>

                                                             Page 12 of 12 Pages

                                  EXHIBIT 99.3

                                POWER OF ATTORNEY

KNOW ALL MEN BY THESE  PRESENTS,  that DMI TRUST hereby makes,  constitutes  and
appoints GREENLIGHT  (SWITZERLAND) SA, acting through any authorized officer, as
its agent and  attorney-in-fact  for the  purpose of  executing  in its name all
documents,  certificates,   instruments,   statements,  filings  and  agreements
("documents")  to be filed  with or  delivered  to any  foreign or  domestic  or
governmental  or regulatory body or required or requested by any other person or
entity  pursuant  to any legal or  regulatory  requirement  relating to Crescent
International  Limited's  acquisition,  ownership,  management or disposition of
securities or other  investments,  and any other documents relating or ancillary
thereto,  including  but not  limited  to, all  documents  relating  to Crescent
International  Limited's  filings with the United States Securities and Exchange
Commission  (the "SEC") pursuant to the Securities Act of 1933 or the Securities
Exchange  Act of 1934 (the  "Act")  and the rules  and  regulations  promulgated
thereunder,   including  without   limitation  all  documents  relating  to  the
beneficial ownership of securities required to be filed with the SEC pursuant to
Section  13(d) or Section 16(a) of the Act,  including  without  limitation  any
acquisition  statements  on Schedule  13D, or Schedule  13G, and any  amendments
thereto, any joint filing agreements pursuant to Rule 13d-1(k),  and any initial
statements of, or statements of changes in,  beneficial  ownership of securities
on  Form  3,  Form 4 or  Form  5.  All  past  acts  of the  attorney-in-fact  in
furtherance of the foregoing are hereby  ratified and  confirmed.  This power of
attorney shall be valid from the date hereof until revoked by DMI Trust.

IN WITNESS WHEREOF,  the undersigned has executed this instrument as of the 10th
day of February, 2003.


DMI TRUST


By: /s/ Khalid Abdulla-Janahi
_____________________________
Name: Khalid Abdulla-Janahi
Title: Authorized Signatory


By: /s/ Graham Walker
_____________________________
Name: Graham Walker
Title: Authorized Signatory






</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
