Replies to post #34662 on e.Digital Corporation (fka EDIG)

[Cassandra]

Sentinel: Please answer, have you studied the 8-K from 12/30/02? If so, did you find the agreement to file a registration statement (S-3) with the SEC on or before 6/30/03?

A simple yes or no answer to each of the above questions will suffice.

[JBocca9801]

Sentinel--

The S-3 does not state what some are implying. Here is the reference some folks are jabbering about:

6. REGISTRATION RIGHTS On or before June 30, 2003, the Company shall undertake to file a registration statement for the resale of the Conversion Shares with the Securities and Exchange Commission ("SEC") on Form S-3 or other appropriate form, and will utilize commercially reasonable efforts to make such registration statement effective as soon as possible thereafter.

Perhaps the ones doing the jabbering should spend a little more time learning about registration statements instead of pontificating.

Additionally, this section of the conversion agreement seemed to conveniently be glossed over:

(L) INVESTMENT INTENT. The Series D Preferred Stock is being acquired for long-term investment only for my own account and not with a view to, or for sale in connection with, any distribution of the Series D Preferred Stock or any Conversion Shares. I do not have any present intention of distributing or selling any of the Series D Preferred Stock or any interest therein.

As always, JMHO.