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Re: None

Tuesday, 11/15/2011 10:10:48 AM

Tuesday, November 15, 2011 10:10:48 AM

Post# of 52854
Hmmmm...
Take a look at item 2 from the 2Q11 GERS filing and then the last bullet item in the discussion of 33act rule 4(2).

From GERS 2Q11 report

ITEM 2 UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

From time to time during the six months June 30, 2011, the Company issued a total of 7,728,976,480 shares to the Company’s various convertible debt holders upon their conversion of convertible debenture in the aggregate amount of $634,124. The sales were exempt pursuant to Section 4(2) of the Securities Act since the sales were not made in a public offering and were made to entities whose principals had access to detailed information about the Company and were acquiring the shares for the entity’s own account. There were no underwriters.



From SEC website:

Section 4(2) of the Securities Act exempts from registration "transactions by an
issuer not involving any public offering." To qualify for this exemption, the
purchasers of the securities must:
• have enough knowledge and experience in finance and business matters to
evaluate the risks and merits of the investment (the "sophisticated investor"),
or be able to bear the investment's economic risk;
• have access to the type of information normally provided in a prospectus; and
• agree not to resell or distribute the securities to the public.



Makes me wonder how tightly held the float is???