Mar-Key read the FORM SB-2 filing section SECURITY OWNERSHIP
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table sets forth certain information regarding
beneficial ownership of our common stock as of August 19, 2005
- by each person who is known by us to beneficially own more
than 5% of our common stock;
- by each of our officers and directors; and
- by all of our officers and directors as a group.
Title of Class Name and Address Amount and Nature Percent of
of Beneficial Owner of Beneficial Class(2)
Owner(1)
Common Stock John Fleming** 126,400,000 (4) 11.26%
1535 Blackjack Road
Franklin, Kentucky 42134
Common Stock Mark Crist** 0 *
1535 Blackjack Road
Franklin, Kentucky 42134
Common Stock Arthur De Joya** 5,000,000 (6) *
1535 Blackjack Road
Franklin, KY 42134
Common Stock Donald N. Gallent** 25,000,000 (5) 2.22%
1535 Blackjack Road
Franklin, Kentucky 42134
Common Stock Golden Gate Investors, Inc. 123,275,118 (3) 9.99%
7817 Herschel Avenue, Suite 200
La Jolla, California 92037
Common Stock Shares of all directors and 156,400,000 13.94%
executive officers
as a group (5 persons)
* Less then one percent.
**Officer and/or director
(1) Beneficial Ownership is determined in accordance with the rules
of the Securities and Exchange Commission and generally includes
voting or investment power with respect to securities. Shares of
common stock subject to options or warrants currently exercisable or
exercisable or convertible within 60 days of August 19, 2005 are
deemed outstanding for computing the percentage of the person holding
such option or warrant but are not deemed outstanding for computing
the percentage of any other person.
(2) Percentage based on 1,121,928,094 shares of common stock
outstanding.
(3) This number represents the aggregate maximum number of shares
that Golden Gate can own at one time due to the 9.99% limitation set
forth in the financing documents. Norman Lizt is deemed to be a
control person of the shares owned by Golden Gate.
(4) Included within this amount is an option covering 5,000,000
shares of common stock, exercisable for two years from the date of
grant (December 31, 2004) at $0.007 per share.
(5) Included within this amount is an option covering 5,000,000
shares of common stock, exercisable for two years from the date of
grant (December 31, 2004) at $0.007 per share.
(6) This amount consists of an option covering 5,000,000 shares of
common stock, exercisable for two years from the date of grant
(December 31, 2004) at $0.007 per share.
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