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07/13/12 4:32 PM

#13665 RE: thizsukz #13659

Perhaps you should look a little closer.

They get shares at a 42% discount! They also calculate the value of the "average pps" as the average of the LOWEST three trading prices (not closing pps) out of the ten previous trading days.

To clarify, for the $26,002 they owed Asher in April, the "average pps" calculated as stated below would have been 0.0018. They would have received a "discount rate of 42% of the then going Market Price" which means Asher received the shares at $0.0008, and if they converted the entire note they received 35M shares. That is in April alone!

June Note: Shares were received for 0.0013pps, and if they converted the entire note they received 28M shares!

July Note: due tomorrow, shares will be received at 0.0027pps, and if they converted the entire note they will receive 11.8M shares! The lowest three trades out of the previous 10 trading days were 0.0065, 0.0065 & 0.0066.

So that you don't have to do the math, it is as follows:

(0.0065 + 0.0065 + 0.0066) = 0.006533 * 42% = 0.0027 pps

Add April, June and July: 75M shares total


Convertible Note Conditions:

The holder of shall have the right from time to time, and at any time during the period beginning on the date which is one hundred eighty (180) days following the date of the Convertible Promissory Note and ending on the later of: (i) the Maturity Date and (ii) the date of payment of the Default Amount, to convert all or any part of the outstanding and unpaid principal amount of this Convertible Note into shares of the Company’s Common Stock at a conversion price representing a discount rate of 42% of the then going Market Price which shall be defined as the average of the lowest three (3) Trading Prices for the Company’s Common Stock during the ten (10) Trading Day period ending one Trading Day prior to the date the Conversion Notice is sent by the holder of this Convertible Note to the Company.