UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION
SECURITIES EXCHANGE ACT OF 1934
Release No. 64155 / March 31, 2011
The Securities and Exchange
Commission (“Commission”) announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934 (the “Exchange Act”), of trading in the securities of Corestream Energy, Inc. (“Corestream”), formerly known as Zealous, Inc., of Las Vegas, Nevada, at 9:30 a.m. EDT on March 31, 2011, and terminating at
11:59 p.m. EDT on April 13, 2011. The Commission temporarily suspended trading in the securities of Corestream because of a lack of current and accurate information about the company because it failed to file certain periodic reports with the Commission and because of questions regarding the accuracy and adequacy of publicly disseminated information concerning, among other thing, the acquisition of certain oil wells.
The Commission cautions brokers, dealers, shareholders
, and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information and any information subsequently issued by the company.
Further, brokers and dealers should be alert to the fact that, pursuant to Rule 15c2-11 under the Exchange Act, at the termination of the trading suspension, no quotation may be entered unless and until they have strictly complied with all of the provisions of the rule. If any broker
or dealer has any questions as to whether or not he has complied with the rule, he should not enter any quotation but immediately contact the staff in the Division of Trading
and Markets, Office of Interpretation and Guidance, at (202) 551-5777. If any broker or dealer is uncertain as to what is required by Rule 15c2-11, he should refrain from entering quotations relating to Corestream’s securities until such time as he has familiarized himself with the rule and is certain that all of its provisions have been met. If any broker or dealer enters any quotation which is in violation of the rule, the Commission
will consider the need for prompt enforcement action.
If any broker, dealer or other person has any information which may relate to this matter, Burk Burnett of the New York
Regional Office of the Securities and Exchange Commission should be telephoned at (212) 336-0037.
Current Officers: None
No new or Replacement Officer(s) since the passing of Lewis V. Graham
Graham, Lewis V.
February 8, 1945 - December 31, 2011
Lew passed away on New Year's Eve. Born and raised in northern CA, he was a 25 year resident of Irvine. During the Vietnam War, he was a pilot in the Marine Corp, promoted to a Captain at 21, and flew over 300 missions in Vietnam.
He worked in the commercial real estate industry for 35 years. His loves, other than the people in his life, were sailing, fishing, skiing, golf, volleyball, anything technical and dancing.
He will be most remembered for his kindness, honesty and love of friends. He is survived by his son, Thomas Patrick Graham; ex-wife and good friend, Linda Rae Crowley; brothers, Peter (Maureen), David and sister, Mindy (Dave). He was a devoted father, husband, son, brother, uncle and defined the true meaning of a friend. He will be be in our hearts forever.
There will be a celebration of his life Saturday, January 14th, at 10 Monterey, Irvine, CA 92612 at 1:00 PM. Please e-mail thomas.p.graham@gmail for directions and gate code. On Monday, January 16, at 2:30 there will be a military service at Fort Rosecrans, Point Loma, CA.
Last 8-K Filing
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 5, 2011
CORESTREAM ENERGY, INC.
(Exact Name of Registrant As Specified In Charter)
9550 Warner Avenue, Suite 250
Fountain Valley, CA 92708
(Address of Principal Executive Offices)
(Registrant’s Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Resignation of Chairman of the Board of Directors and President, Vice Chairman and Director
On May 1, 2011, Milton C. Ault, III tendered his resignation as a member of the Board of Directors, Chairman of the Board of Directors and President of Corestream Energy, Inc., (the “Company”) and on April 26, 2011, Paul Niedermeyer resigned from his respective positions as Board Member and Vice Chairman.
There were no known disagreements with either Mr. Ault or Mr. Niedermeyer on any matters relating to the Company’s operations, policies (including accounting or financial policies) or practices.
In connection with their departures, the Company agreed to indemnify Mr. Ault and Mr. Niedermeyer for their actions during the time they served as officers and directors of the Company.
Copies of the resignation letters of Mr. Ault and Mr. Niedermeyer are attached hereto as Exhibits 99.1 and Exhibit 99.2 and incorporated herein in their entirety by reference.
Appointment of Chairman of the Board of Directors, President, and Chief Executive Officer
On May 1, 2011, the board of directors of Corestream Energy, Inc. (the “Company”), appointed Lewis V. Graham as a member of the Company’s Board of Directors and as the Company’s Chairman of the Board of Directors, President and Chief Executive Officer. Mr. Graham continues in his capacities as Chief Operating Officer and Corporate Secretary.
The Company is preparing an employment contract with Mr. Graham to define the terms and conditions of the agreement. The contract and terms and conditions will be released in an 8-K to be submitted within the next 30 days.
Lewis V. Graham, age 66, Chairman of the Board of Directors, President, Chief Executive Officer, Chief Operating Officer and Secretary
Lewis V. Graham currently serves as the Corporate Secretary and Chief Operating Officer for Corestream Energy, Inc. In his capacity as Chief Operating Officer he has been involved in oil and gas lease acquisitions, due diligence, and negotiations. He has also been actively involved in the liquidation of legacy non oil and gas assets, business planning and assessment of new business opportunities. As Corporate Secretary, since his appointment in June of 2010, he has been responsible for coordinating the communications of the Board of Directors with senior management and shareholders, maintaining records of the Board’s activities and documenting and issuing shares to settle legacy debt issues. Prior to his involvement with Corestream Energy, Inc., Mr. Graham enjoyed successful careers and senior level management positions in Commercial Real Estate brokerage, sales, leasing and development, securities trading and Aviation. Primary responsibilities have included marketing and sales, proprietary trading, portfolio management, business development and strategic planning. As a commercial real estate broker he has represented companies such as Marriott Corporation, Bank of America and the Irvine Company. In aviation he has worked in advanced aircraft design at North American Rockwell and served as a corporate pilot for Harrah’s Club and tactical jet pilot as a Naval Aviator in the United States Marine Corps.