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J-RO

05/01/08 5:45 PM

#62851 RE: DOLLARLAND #62849

Just scanning through the 10KSB-A and wanted to point this out again....

Item 11. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The following table sets forth certain information, as of March 31, 2008, concerning the beneficial ownership of shares of Common Stock of the Company by (i) each person known by the Company to beneficially own more than 5% of the Company’s Common Stock; (ii) each Director; (iii) the Company’s Named Executive Officers; and (iv) all directors and executive officers of the Company as a group. To the knowledge of the Company, all persons listed in the table have sole voting and investment power with respect to their shares, except to the extent that authority is shared with their respective spouse under applicable law.


-33-
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Name and address of
beneficial owner (2) Shares Options /
Warrants Percent (1)
Ronald E. Smith (3)(4) 44,629,876 - 38.5%
Mary L. Budrunas (3)(4) 44,629,876 - 38.5%
Robert E. Chamberlain, Jr.(4) 25,350,000 - 21.9%
Eugene L. Butler (4) 350,000 - 0.3%

All directors and officers as a group 70,329,876 - 60.7%

My question ~> Would you say that managements' interest is well aligned with shareholders if they own 60.7% of the outstanding shares? I'd say so.


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xZx

05/01/08 7:33 PM

#62858 RE: DOLLARLAND #62849

did anyone notice the 8-K?

http://www.sec.gov/Archives/edgar/data/1110607/000101968708001960/deepdown_8k-043008.htm

The Bylaws of the Company were replaced in their entirety with new Bylaws (“New Bylaws”). The New Bylaws are in conformance with rules and regulations of Nevada Revised Statutes. The Board believes the New Bylaws are part of good corporate governance and is a result of the Board's continuing review of the corporate governance structure of the Company.

imo this may have something to do with preparations for an uplisting. jmho.