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rocky301

12/14/04 9:23 PM

#2976 RE: kevinaok #2975

kevin,

technically they would be insiders. That is the crux of non-disclosure agreements. If you have a party that doesn't want to sign one, you tell them to go pound sand..:)

clarifiction on your 144 statement:
whenever you see 144's filed, they are coming from people and companies(and insiders) who have held restricted stock for at least one year. When they file the 144 they are "proposing the sale" of that stock. If they do not sell in 90 days they can re-file for another 90 days and on and on. They have positioned themselves to sell if they so choose.

If an insider sells it will also show up on a FORM 4 that will be filed with the SEC...

SEC Form 4:
Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the Commission a statement of ownership regarding such security. The initial filing is on Form 3 and changes are reported on Form 4. The Annual Statement of beneficial ownership of securities is on Form 5. The forms contain information on the reporting person's relationship to the company and on purchases and sales of such equity securities.

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d33c4f

12/14/04 9:24 PM

#2977 RE: kevinaok #2975

Kevin, look at it this way

You run a company making a great new product.

Now, you're holding a meeting for 2 investors

1. A multi-million dollar investment firm, looking to possibly finance your company and back your products.

2. An average investor who owns a few common shares of your stock, traded over the counter, who is simply taking a gamble on your company's future success.

Who would you pay more attention to?...
Of course the big money is going to get the real info.
It's how the world works