DAT'S A FACT JACK

[lowdawg]

EPYR: (fwiw)

~ I am wondering when form N-54 is filed and then their 1st 1-E filing according to the recent press release issued 1/13/05 of the shareholders approval of all items in 1/5/05 meeting.

~ As we know being a "BDC" as stated will now give them the luxury of that form of "share issuance" once filed.

Some known "BDC" companies = TFCT, SEIH, EXGO, most recently IDGC, etc.



From DEFR14 12/14/04:
http://www.pinksheets.com/quote/print_filings.jsp?url=%2Fredirect.asp%3Ffilename%3D0001056520%252D04...

A special meeting of shareholders of Empyrean Communications, Inc., a Nevada corporation (the "Company"), will be held on January 5, 2005, at 9:00 a.m. local time, at Parsons Law Firm, 2070 Skyline Tower, 10900, NE 4 th . Street, Bellevue, WA 98004 for the following purposes:

1. To consider and vote upon a proposal to amend the Company's Articles of Incorporation to increase the number of authorized shares of common stock to 1 billion and to increase the number of authorized shares of preferred stock to 200 million. The terms of any preferred shares issued, including the voting rights of the shares in amounts greater than common shares, will be set from time to time by the Board of Directors.

2. To consider and vote upon a proposal to amend the Company's Articles of Incorporation to change the name of the corporation to Empyrean Holdings, Inc.

3. To consider and vote upon a proposal to allow the Board of Directors the authority to elect to be treated as a Business Development Company as allowed by the Investment Company Act of 1940.

4. To elect all members of the Board of Directors.

5. To approve Malone & Bailey as the Company's independent auditors for the coming year;

6. To transact such other business as may properly come before the Special Meeting and any adjournment or postponement thereof.

Only shareholders of record at the close of business on December 1, 2004 will be entitled to receive this Information Statement and notice of the Special meeting or any adjournment or postponement thereof.

By Order of the Board of Directors,

/s/ Robert L. Lee

Robert L. Lee, President

Signed at: Houston, TX

Date: December 7, 2004


~ We see now from 1/13/05 Pr that the "agenda" has been approved.

From 1/13/05 PR:
http://www.pinksheets.com/quote/news.jsp?url=fis_story.asp%3Ftextpath%3DCOMTEX%5Cbw%5C2005%5C01%5C13...

Empyrean Communications Inc. Reports on Special Shareholders Meeting Results and Other Matters

HOUSTON, Jan 13, 2005 (BUSINESS WIRE) -- Empyrean Communications Inc. (OTCBB:EPYR) is pleased to announce that the shareholders who convened at the Special Shareholders meeting on January 5, 2005 approved the full agenda and Empyrean will initiate its new business direction immediately.
Management, working closely with Corporate Counsel, is in the process of implementing two priority action items of (a) increasing the authorized shares of the corporation and to provide discretion to the Board of Directors with respect to the terms of the preferred stock and (b) to change the name of the corporation to Empyrean Holdings Inc. to reflect more accurately the corporation's revised business plan and future direction. Application will be made for a new Cusip number and a new trading symbol will also be obtained.

A decision has been taken to withhold any ad hoc real estate purchases at this stage as the opportunity to acquire a consulting company that is active in this sector through a stock swap has arisen. Serious consideration is being given to this opportunity and further announcements will be made as developments occur.

Note: "Safe Harbor" Statement Under The Private Securities Litigation Reform Act of 1995: The statements in the press release that relate to the company's expectations with regard to the future impact on the company's results from new products in development are forward looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. Since this information may contain statements that involve risk and uncertainties and are subject to change at any time, the company's actual results may differ materially from expected results.

SOURCE: Empyrean Communications Inc.



CONTACT: Empyrean Communications Inc., Houston
Robert L. Lee, 713-260-7236


Copyright (C) 2005 Business Wire. All rights reserved.

-0-

KEYWORD: TEXAS
INDUSTRY KEYWORD: REAL
ESTATE
BUILDING/CONSTRUCTION
Copyright
Business
Wire
2005