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Re: directorX post# 22370

Wednesday, 04/20/2011 11:50:10 PM

Wednesday, April 20, 2011 11:50:10 PM

Post# of 43903
The article's that's affecting the quiet period:

Looking back to the time period Randolph(The SEC Attorney) is referring to is the S-1 from. It was filed in July and amended TWICE in August

S-1 Original July 27, 2010
http://ih.advfn.com/p.php?pid=nmona&article=43766130

S-1/A August 3, 2010
http://ih.advfn.com/p.php?pid=nmona&article=43860004

S-1/A August 25, 2010
http://ih.advfn.com/p.php?pid=nmona&article=44138176


I've looked through and compared each one and they've added quite a few things on each article.

In the one amended August 3, 2010

The whole F-1 section was modified and added quite a bit

Page 28 of that same S-1/A file

This was added:


23.1* Consent of Independent Registered Public Accounting Firm





In the late August 25, 2010S-1/A Page 25, the Underwriting form was drastically modified-and is the only thing changed from the earlier august amendment:


UNDERWRITING

We are not engaging an underwriter to assist us in this offering. This offering is being made solely through our officers and directors. Pursuant to Rule 3a4-1, our officers and directors are not considered to be acting as brokers as a result of their participation in this Offering. At the time of this Offering, each officer and director participating in this offering:

1. Is not subject to a statutory disqualification, as that term is defined in section 3(a)(39) of the Act, at the time of his participation; and
2. Is not compensated in connection with his participation by the payment of commissions or other remuneration based either directly or indirectly on transactions in securities; and
3. Is not at the time of his participation an associated person of a broker or dealer; and
4. Meets the conditions of paragraph (a)4(ii) of Rule 3a-1.





What does this all mean? Well, for sure, they're responding to the SEC's wants, but they haven't filed a new S-1/A to correct any other amendments. And apparently we won't know until the late august amendment get's accepted or they submit a new S-1/A.

It makes me wonder what's required of the S-1 that's missing from their current one.


This isn't making me feel good...

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