Exhibit Index

The Company will furnish to any stockholder who so requests, a copy of this Annual Report on Form 10-K, as amended, including a copy of any exhibit listed below, provided that the Company may require payment of a reasonable fee not to exceed its cost of furnishing such exhibit.

Exhibit

No. Title
2.4 *

Agreement and Plan of Merger and Reorganization dated as of November 30, 1999 by and among the Registrant, NMS California Acquisition Corp. and QWES.com, Inc. (filed with the Registrant’s Form 8-K dated January 13, 2000).

2.5 * Amendment to Agreement and Plan of Merger and Reorganization dated as of December 15, 1999 by and among the Registrant, NMS California Acquisition Corp., QWES.com, Inc. and NMS Delaware Acquisition Corp. (filed with the Registrant’s Form 8-K dated January 13, 2000).
3.1 * Fourth Restated Certificate of Incorporation of the Registrant (filed with the Registrant’s Form 10K for the year ended December 31, 1995). *3.2 By-laws of Registrant, as amended (filed with the Registrant’s registration statement on Form S-1 (#33-72596)).
4.1 *

Specimen Certificate for the Common Stock (filed with the Registrant’s registration statement on Form S-1 (#33-72596)).

10.3 * Agreement dated as of February 28, 1992 between Registrant and Eltron Associates (filed with the Registrant’s registration statement on Form S-1 (#33-72596)).
10.11 # *

1989 Stock Option and Stock Purchase Plan, as amended (filed with the Registrant’s registration statement on Form S-1 (#33-72596)).

10.12 # * 1993 Stock Option Plan, as amended and restated (filed with the Registrant’s registration statement on Form S-8 (333-57141)).
10.13 # *

1993 Employee Stock Purchase Plan as amended and restated (filed with the Registrant’s registration statement on Form S-8 (333-57141)).

10.14 # * 1993 Non-Employee Directors Stock Option Plan as amended and restated (filed with the Registrant’s registration statement on Form S-8 (333-57141)).
10.18 * Lease Amendment between Registrant and Lillian Greene dated April 4, 1995 (filed with the Registrant’s Form 10-Q for the quarter ended June 31, 1995).
10.19 # * 1995 Non-Statutory Stock Option Plan, as amended and restated (filed with the Registrant’s registration statement on Form S-8 (333-57141)).
10.20 *

Lease Amendment between Registrant and National Development of New England, LLC dated October 1996 (filed with the Registrant’s Form 10-K for the year ended December 31, 1996).

10.21 *

Loan Modification Agreement dated May 17, 1996 between Registrant and Silicon Valley Bank (filed with the Registrant’s Form 10-Q for the quarter ended June 30, 1996).

10.22 * Turnkey Manufacturing Agreement dated June 1, 1996 between the Registrant and Sanmina Corporation.
21.1 Subsidiaries of the Company.
23.1 Consent of PricewaterhouseCoopers LLP.
27.1 Financial Data Schedule

* Previously filed with the registration statement or report indicated.
# Management contract or compensatory plan or arrangement. c

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