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Re: None

Tuesday, 05/25/2010 1:18:11 AM

Tuesday, May 25, 2010 1:18:11 AM

Post# of 30354
Schwartz, Swartz!!!....it was worth reading!!!

PS: helllooooo, Johnboy!!!

Item 2. Unregistered Sale of Equity Securities and Use of Proceeds .

On March 28, 2010, the board of directors authorized the issuance of 1,230,000 common shares as partial consideration for a bridge financing transaction with G and A Capital Development, LLC. The shares were issued to G and A for $90,000 consideration. Pursuant to G and A’s instruction, the shares were issued to the following persons: David Anselmo 200,000, John Regalbuto 100,000, Dave Mitchell 30,000, John Swartz 200,000, James Scott 400,000 and David Postiglione 300,000.

We believe the securities issued to G and A Capital Development, LLC were issued in a private transaction pursuant to Section 4(2) of the Securities Act of 1933, as amended, (the "Securities Act"). These shares are considered restricted securities and may not be publicly resold unless registered for resale with appropriate governmental agencies or unless exempt from any applicable registration requirements.

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