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rocky301

05/15/05 6:36 PM

#11401 RE: SEBASS #11399

SEBASS,

The 8K recently showed us that the amendment of the "Articles of Incorporation" and a "reverse split" were done with the approval of a majority shareholder...

That majority shareholder is Caterham Financial Management, holder of class B Preferred stock. They have a 50%+1 voting equal to more than half of AS number(see below).. another words, if a vote on anything is necessary, whatever way Caterham votes is the way it will be, at least until their voting rights expire which should be April of 2007...rock

Except for voting rights and conversion rights, each share of Series B Preferred Stock shall have rights that are identical to shares of the Company's common stock. The Series B Preferred Stock issued to Caterham and its nominees will have voting rights equal to 50% plus one share of the Company's authorized shares of common stock for a period of three years beginning on the first closing date an ending three years thereafter, provided that Caterham and/or its nominee have not converted more than 15% of its/their Series B Preferred Stock into the Company's common stock during this time period
http://www.pinksheets.com/quote/print_filings.jsp?url=%2Fredirect.asp%3Ffilename%3D0001094596%252D04....

pszme

05/19/05 8:43 PM

#11602 RE: SEBASS #11399

SEBASS not sure but thinkin BOD. eom