Item 3.02. Unregistered Sales of Equity Securities

On June 5, 2009, the Registrant provided its lender, WB QT, LLC ("Lender"), with irrevocable written notice under Section 2.3(b) of the Credit Agreement, dated January 31, 2007, as amended, between Registrant and Lender (the "Credit Agreement"), that the Registrant was electing to pay, effective June 15, 2009, $1,119,507 of principal due under the term note issued by Registrant on January 31, 2007, as amended ("Term A Note"), in shares of its common stock.

Pursuant to the terms of Section 2.3(b) of the Credit Agreement, the value of each share of common stock used in making a principal payment under the Term A Note is determined based on 95% of the volume weighted average price for such stock for the five business days immediately prior to the date such payment is due ("5 Day VWAP Period"). In this instance, the value per share and the actual number of shares to be issued will be determined based on the 5 Day VWAP Period from June 8, 2009 through June 12, 2009. In accordance with the Credit Agreement, the shares will be delivered on or before June 17, 2009.

The common shares to be issued by Registrant on or before June 17, 2009, will be issued to an accredited investor in a transaction exempt from Registration pursuant to Section 4(2) of the Securities Act of 1933 and/or Rule 506 of Regulation D. The tranaction did not involve a public offering, was made without general solicitation or advertising, and there were no underwriting commissions or discounts.

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