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10/10/06 5:09 PM

#221088 RE: rabblerouser #221087

wonder who gave that info to stockpatrol? looks like someone gave him some' CYA ' - bad info - Harvey should of checked it out

Prior to November 25, 2002, the entity now known as CMKM was involved in a completely different enterprise. The Company, which was then called Cyber Mark International, Inc., had been in the electronic game business, although without appreciable success. According to its Form 10-Q for the quarter ended September 30, 2002, Cyber Mark's assets consisted of $344 in cash. There were no operating revenues. At the time the Company had approximately 352 million shares outstanding. The balance sheet was dismal - but at least there was a financial statement for investors to review.


On the other hand, the value of Casavant at that time (and CMKM at the present) seems to be a matter of some conjecture. The Company did not file any financial reports for Casavant, either at the time of the merger or subsequently. Consequently, investors must rely upon fragmentary information in the "Information Statement," which asserts that the Casavant mineral claims were valued at $10 million "in situ" at the time of the merger, not including pre-merger expenses of $3 million. It did not say how Casavant arrived at that valuation.


The number of outstanding shares increased exponentially soon after the merger. As of January 15, 2003, more than 7.2 billion common shares were outstanding. In order to accommodate the twenty-fold increase in outstanding shares in the months immediately following the merger, the Company increased its authorized common stock from 500 million to 10 billion shares.


Most of that stock - almost 7 billion shares or 85.8% of the outstanding stock - was purportedly held by individuals, corporations and trusts who acquired their interests "in consideration of $2,000,000 in cash and the forbearance of monies due them for loans and services rendered in connection with the Casavant Mineral Claims and their assignment to the Company."


The Information Statement did not provide a specific breakdown between the amount of cash paid and the value of services rendered in exchange for the shares. It did state that none of those shareholders controlled more than 4.9% of the Company's stock - meaning that they fell short of the 5% threshold that would have required their identities to be disclosed. In this case, however, the Information Statement suggested that information about those shareholders would be revealed. It was not.


Another 770 million shares were held by CMKM's President Urban Casavant and members of his family.


According to the Information Statement, the Casavant family, and the unidentified shareholders who owned 85.8% of the Company's shares, all voted in favor of the amendments increasing the authorized shares. But how was that possible since most of their shares could not have been issued until after the amendment was approved? After all, only 500 million shares were authorized when the merger was completed, and 352 million of them had already been issued before Casavant entered the picture.