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Gold/Mining/Energy : JAB International (JABI)
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To: Fred C. Porzio who wrote (4051)11/11/1998 11:48:00 PM
From: Fred C. Porzio  Read Replies (1) of 4571
 
To ALL:

Larry Stockett posted the following (Part 1 of 2) on the Yahoo message board:

U.S. Cement Company
4185 S. Paradise Rd. #1115
Las Vegas, Nevada 89109
(702) 369-2126 Fax: (702) 369-2136

November 11, 1998

Board of Directors
Brush Creek Mining and Development
Grass Valley, California

Gentlemen:

Please let this letter serve as my formal offer to assist you in restoring shareholder value to Brush Creek Mining and Development. I propose the following program.

1. I recommend you hold a directors meeting and accept my offer to serve as the Chairman of the Board and President of Brush Creek to fill the vacancy created by your accepting the resignation of Jim Chapin as the President. I will agree to serve without salary until the company has posted a its first quarterly after tax earnings. At such time as the company stock achieves a price of $5 per share, I will be awarded a bonus of 1 million shares of restricted stock in the company for my success in achieving the turnaround.
2. Immediately upon accepting the position as President of Brush Creek, I will arrange the financing to file the 10-q and 10-k necessary to bring the company into compliance with its SEC disclosure reporting. Every effort will be made to assure that the company does not get de-listed from NASDAQ Small Cap Market.
3. I will announce that the company does not intend to file bankruptcy and that it intends to pursue a negotiation or law suit against Sterling unless it can come to an agreement to restore the financing they committed to or a mutually acceptable settlement.
4. I will attempt to find a joint venture partner that will assume the cash responsibilities of putting Brush Creek's mining assets to their highest and best use.
5. I will ask Jim Chapin to indemnify the company and defend any
threatened or pending shareholder suits and proactively prepare any claims that the company may have against Sterling or others. I will ask the Board to determine a severance/consulting compensation package commensurate with the duties and responsibilities of defending the company from law suits and assisting the company in obtaining restitution of any damages which occurred as a result of Sterling's failure to meet its financial obligations.
6. If Sterling is unwilling to reach an amicable negotiated settlement, I will instruct the Director's and Officer's liability insurance carrier to assist in the preparation of a law suit against Sterling in order to minimize any future claims that may arise against Brush Creek officers and directors.

Posted: Nov 11 1998 9:22PM EST
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