On May 2, 2012, the Registrant entered into a into a Line of Credit Agreement with Sterling National Bank pursuant to which the Bank has agreed to advance up to $3.5 million against assignments of mortgages and other collateral (the "Sterling Credit Line"). The Sterling Credit Line was conditioned on an unlimited personal guarantee from Assaf Ran, the Registrant's CEO.

The interest rate on the Sterling Credit Line will be 2% in excess of the Wall Street Journal prime rate, but in no event less than 6%, per annum, on the money in use. Total initiation costs for the Sterling Credit Line were approximately $15,000.

Assaf Ran, Chairman of the Board and CEO stated, "This is a very important day for the Company. We achieved a milestone by arranging a relatively low cost source of funding which is essential for continued growth of the Company."

"The transaction was only possible because of my personal guarantee, which I was willing to provide only because of the grant of restricted shares to me as part of my compensation package and in cancellation or exchange for prior option grants and prospective option grants, all according to a formula recommended to the Board by an independent third-party expert, as detailed in the Company's previous public filings," added Mr. Ran.

On May 7, 2012, the Registrant issued a press release announcing its entry into the Sterling Credit Line, which press release is Exhibit 99.1, hereto.

(d) Exhibits

Exhibit No.        Description
10.1               Line of Credit Agreement, dated May 2, 2012, between the
                   Registrant and Sterling National Bank.
99.1               Press Release, dated May 7, 2012.

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