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keV

04/19/07 8:33 PM

#141680 RE: warbil #141675

Acting on more information at the meeting is a fools' action; the ONLY THINGS that matter...that should carry weight in yea/nay decisions is what is written within the proxy.

To base this decision on what sks, or ANYONE, says, would be a mistake.

The proxy states that the issueance of options is essencially and solely @ the co's discretion.

VOTE NO.
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cygnuscap

04/19/07 8:38 PM

#141682 RE: warbil #141675

If you all would take the time to read the filings, its all there in relatively plain English. Not be pedantic here, but with the seemingly thousands of dollars tied up in this stock, I'd be reading the filings word for word.

In any event, there are lots of additional nuggests in the filing:

As of 12/31/2006, there are 1.9M shares remaining that could be issued across 5 existing options plans. 1.072M were left in the 1994 plan. this is the plan that mgmt wants to expand from 6.8M to 22.5M.

However, as of 4/9/2007 there were only 254,397 options left in this plan (of the 1.072M). So between 12/31/2006 and 4/9/2007, 818,300 options were granted to someone. Given that in 2006, options grants were made in March, it is likely that the 2007 grants were made then as well. However, mgmt does not have to disclose these grants until the filing of the 14A for 2007 (which will be about this time next year). The old max per person was 166K per year. So existing management must have received substancial grants, since there were no announced significant hires. Still at this point there still remains ~0.81M in old plans and 254K in the 1994 plan, so plenty of options to hire employees if that is needed.

In any event, what is a reasonable about of options to attract good talent? 1/3 of the company? With $3M in quarterly SG&A burn, one would hope that the salesforce is completely stacked to the gills. That's $12M a year or 100 people fully loaded at $120K or 50 at $240K or just 10 heavy hitters making $1.2M each. Thats on top of the ~$1.5M in quarterly R&D.

So more options are what is needed to take this over the top? I guess we'll see... but my bet is that it is more of the same.