It's pretty clear that ASYI qualifies as a shell..it meets most of the criteria of Rule 144!!!: Rule 144(i)(1) defines a shell company as a company that is now or at any time previously has been an issuer, that has: (A) No or nominal operations; and (B) Either: (1) No or nominal assets; (2) Assets consisting solely of cash and cash equivalents; or (3) Assets consisting of any amount of cash and cash equivalents and nominal other assets