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Re: jamcneel post# 2492

Monday, 06/30/2008 11:23:17 AM

Monday, June 30, 2008 11:23:17 AM

Post# of 41474
I remember hearing "WACO" before a couple of years ago and I found it with the help of google. On the bottom of page 22 of Part 2 "Other Information" of their FORM 10-QSB.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

(a) In February 2005, we issued 17,100,000 shares of common stock which were not registered under the Securities Act of 1933 (the "Act") to Waco Capital Management for settlement of a previous lawsuit with Equity Growth & Management, both of which have the same beneficial owner. The Company claims an exemption from registration afforded by Section 4(2) of the Act since the foregoing issuance did not involve a public offering, the recipient had access to information that would be included in a registration statement, took the shares for investment and not resale and the Company took appropriate measures to restrict transfer. No underwriters or agents were involved in the foregoing issuances and no underwriting discounts were paid by the Company.

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