$tacks Upon $tacks Of Moolah

[wildbill]

8-K: PHLC Fires Marcum & Kliegman; To Spin Off Affiiate [delay
d]
B: 8-K: PHLC Fires Marcum & Kliegman; To Spin Off Affiiate [delayed]

Ridgeland, MS, JUL 10, 2003 (EventX/Knobias.com via COMTEX) -- Phlo Corporation
(OTCBB: PHLC) filed an 8-K on 7/10, in which the Company reported that on July
2, 2003, it dismissed Marcum & Kliegman LLP as its independent accountant.

During the Company's two most recent fiscal years and through the date of this
report, there were no disagreements with M&K on any matter of accounting
principles or practices.

M&K's reports on the Company's financial statements for fiscal years 2002 and
2001 included a going-concern opinion, in which M&K reported that the Company's
financial statements had been prepared assuming that the Company will continue
as a going concern and that the Company's financial condition raised substantial
doubt at the time each report was issued about the Company's ability to continue
as a going concern.

The Company intends to spin-off the portion of its business that involves the
development and commercialization of biotechnologies capable of being
incorporated into primarily liquid products (for oral consumption) and foods,
the manufacturing and marketing of products resulting therefrom, and the
licensing or sublicensing of other biotechnologies.

The Company anticipates that the spin-off will be accomplished by the
distribution to Company shareholders of capital stock of an affiliated company.

The assets of the affiliated company that the Company intends to spin-off shall
include, but may not be limited to, all rights pursuant to an exclusive license
for all uses (including nutraceutical, biotechnological and pharmaceutical),
worldwide, of an invention, and all enhancements thereto, related to VEP/PPC
(Vitamin E phosphate/polyenylphosphatidylcholine) in a micro-particle delivery
system; all intellectual property related to the Aquis Oral Rehydration
Solution; biotechnology related to modified pectin liposomal products and its
possible use as a cancer treatment; and biotechnology related to insulin
liposomal products and its possible use as a treatment for diabetes.

The Company believes that the proposed spin-off will provide greater value to
shareholders by creating two public corporate entities that focus on separate
scientific platforms and businesses.

In addition, the spin-off will allow the management of each company to better
focus on the individual businesses of the respective companies and facilitate
the establishment of executive compensation that is more closely tied to the
performance of each individual company's results.

Finally, the Company believes that the proposed spin-off will enhance each
company's access to financing.

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Copyright 2003 Knobias.com, LLC, All rights reserved.

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SUBJECT CODE: Corp Financing
Divestiture/Asset Disposition
Management Issues
Shareholder Issues
Auditor/Auditing
Event Filing

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