Name                       # of Shares               Relationship               Date Acquired

Dr. Harold Campbell          3,000,000                Consultant                  8/14/00

Paul Aubin                     238,534                Manager, Beach Access       8/21/00
                               706,667                                            8/29/00
                               706,667                                            11/1/00

Kenneth Bourg                  566,133                Manager of R&D              8/14/00
                               293,333                                            11/1/00

Certain family members of the Company's President own shares of the Company's
common stock as set forth below:

Alpha J. Keyser, President and CEO, is related to the following shareholders:

Name                       # of Shares                        Relationship              Date Acquired

Victoria Keyser            272,000,000                              Wife                1992 - 93

These shares are owned as "Tenants in the Entireties".

In management's opinion, although this is not an arms length transaction, a 30%
fee for all expenses related to marketing of the product has been and continues
to be in the Company's best interest and is competitive with similar services
provided by other companies. With this arrangement, the Company does not have
any fixed payroll, payroll tax, employee benefit, promotion, travel or other
similar expenses for the marketing of their products. These expenses are all
variable. In management's opinion, similar costs on a fixed basis during the
development of the market would have had a detrimental impact on the overall
cash flow of the Company. A marketing fee of 30% is a reasonable cost for these
services.

new.edgar-online.com