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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrants | $ 1 | 12/31/2003 | 09/30/2004 | Common Stock | 3,750 | 3,750 | D | ||||||||
Warrants | $ 0.25 | 12/31/2003 | 12/31/2007 | Common Stock | 220,000 | 220,000 | D | ||||||||
Stock Options | $ 0.25 | 12/31/2003 | 03/31/2011 | Common Stock | 100,000 | 100,000 | D | ||||||||
Stock Options (1) | $ 0.25 | 10/01/2010 | 03/31/2011 | Common Stock | 50,000 | 50,000 | D | ||||||||
Stock Options (1) | $ 0.5 | 10/01/2010 | 03/31/2011 | Common Stock | 50,000 | 50,000 | D | ||||||||
Stock Options (1) | $ 0.75 | 10/01/2010 | 03/31/2011 | Common Stock | 50,000 | 50,000 | D | ||||||||
Stock Options (1) | $ 1 | 10/01/2010 | 03/31/2011 | Common Stock | 50,000 | 50,000 | D | ||||||||
Stock Options (1) | $ 1.25 | 10/01/2010 | 03/31/2011 | Common Stock | 50,000 | 50,000 | D | ||||||||
Stock Options (1) | $ 1.5 | 10/01/2011 | 03/31/2011 | Common Stock | 50,000 | 50,000 | D | ||||||||
Stock Options | $ 0.22 | 12/31/2003 | 07/31/2012 | Common Stock | 80,000 | 80,000 | D | ||||||||
Stock Options | $ 0.25 | (2) | 12/31/2006 | Common Stock | 40,000 | 40,000 | D | ||||||||
Series AA Preferred | $ 0.44 | 12/31/2003 | (3) | Common Stock | 1,704,545 | $ 750,000 | I | SEE FOOTNOTE (3) | |||||||
Series AB Preferred | $ 0.5 | 12/31/2003 | (3) | Common Stock | 500,000 | $ 250,000 | I | SEE FOOTNOTE (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CRAIG WALTER M JR |
X | X | President/CEO |
/S/ Walter M. Craig | 12/13/2004 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Options may become exercisable at an earlier date based upon the Company's attaining certain earnings thresholds |
(2) | 13,333 options become exercisable January 2, 2004; 13,333 on January 2, 2005 and 13,334 on January 2, 2006 |
(3) | Preferred stock was issued in exchange for a $750,000 11% convertible note and a $250,000 13% convertible note owned by Coast Capital Partners, LLC of which Mr. Craig is the Managing Director and sole member |