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Re: dizzydon post# 419

Tuesday, 02/20/2007 2:47:25 PM

Tuesday, February 20, 2007 2:47:25 PM

Post# of 997
As of 13 Nov 06...conversion probably needs to be split adjusted...

"Pursuant to our amended certificate of designation establishing Series A preferred stock, each share of our currently issued and outstanding Series A preferred stock may be converted into that number of shares of our common stock which will equal one dollar in fair market value. On all matters submitted to a vote of the holders of the common stock, including, without limitation, the election of directors, a holder of shares of the Series A preferred stock is entitled to the number of votes on such matters equal to the number of shares of the Series A preferred stock held by such holder multiplied by 1,000. Pursuant to our certificate of designation establishing Series B preferred stock, each share of our currently issued and outstanding Series B preferred stock may be converted into one share of our common stock. On all matters submitted to a vote of the holders of the common stock, including, without limitation, the election of directors, a holder of shares of the Series B preferred stock is entitled to the number of votes on such matters equal to the number of shares of the Series B preferred stock held by such holder."

Ref: http://www.sec.gov/Archives/edgar/data/1062760/000114036106016122/def14c.txt


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