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12/16/06 2:28 PM

#846 RE: xZx #845

Make sure you read this:

Purchasers receive "restricted" securities, meaning that the securities cannot be sold for at least a year without registering them.

Rule 506 of Regulation D

http://www.sec.gov/answers/rule506.htm

This is from the filings:

SECTION 3 - SECURITIES AND TRADING MARKETS
ITEM 3.02 - UNREGISTERED SALES OF EQUITY SECURITIES


In connection with the Agreement and Plan of Reorganization described in the preceding footnote, the company issued the following equity securities to accredited investors in reliance on the exemption from registration contained in Section 4(2) and 4(6) of the Securities Act of 1933 as well as Rule 506 of Regulation D promulgated thereunder: