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justfrank

07/13/07 1:38 PM

#80700 RE: jpharrah #80695

Here is what is considered material events.

http://sec.gov/rules/final/33-8400.htm


1. Item 1.01 Entry into a Material Definitive Agreement

a. Filing of Exhibits

b. Considerations Regarding Business Combinations

2. Item 1.02 Termination of a Material Definitive Agreement

3. Item 1.03 Bankruptcy or Receivership

4. Item 2.01 Completion of Acquisition or Disposition of Assets

5. Item 2.02 Results of Operations and Financial Condition

6. Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant

7. Item 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

8. Item 2.05 Costs Associated with Exit or Disposal Activities

9. Item 2.06 Material Impairments

10. Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

11. Item 3.02 Unregistered Sales of Equity Securities

12. Item 3.03 Material Modifications to Rights of Security Holders

13. Item 4.01 Changes in Registrant's Certifying Accountant

14. Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

15. Item 5.01 Changes in Control of Registrant

16. Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

a. Disclosure under Item 5.02(a) when a director resigns or refuses to stand for re-election due to a disagreement or is removed for cause

b. Disclosure under Item 5.02(b) when certain officers retire, resign or are terminated and disclosure when a director retires, resigns, is removed or refuses to stand for re-election for any reason other than as a result of a disagreement or for cause

c. Disclosure under Item 5.02(c) and (d) when the registrant appoints certain new officers or a new director is elected

17. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
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nerd86

07/14/07 3:36 PM

#80847 RE: jpharrah #80695

ipharrah here are the rules for material events. You can't make them up.
http://www.sec.gov/rules/final/33-8400.htm