PROSPECTUSDEFINITION, LTD.950,000 Shares of Common Stock($0.001 par value per
share) Issued and to be Issued
Pursuant to Agreements for Services
This Prospectus is part of a Registration Statement which registers 950,000
shares of Common Stock, $0.001 par value per shares (the "Common Stock"),
of Definition, Ltd., a Nevada corporation (the "Company"), which are issued,
as described herein, to: (1) Orville Baldridge ("Baldridge"), Consultant to
the Company, pursuant to a Consulting Agreement under which the Company will
issue 931,000 shares of Common Stock to Baldridge (the "Baldridge
Securities"); (2) Lana R. Dieringer, Attorney At Law, ("Dieringer"
, pursuant to an agreement as to unpaid legal services, under which the
Company will issue 5,000 shares of Common Stock to Dieringer (the "Dieringer
Securities"); (3) Neil M. Leibman, ("Leibman"), legal counsel and consultant
to the Company, under which the Company will issue 5,000 shares of Common
Stock to Liebman (the "Liebman Securities"); and (4) Charles A. Cleveland,
P.S., Attorney At Law, ("Cleveland"), legal counsel to the Company, pursuant
to an Engagement Agreement under which the Company will issu
to Cleveland (the "Cleveland Securities"). Baldridge Dieringer, Liebman, and
Cleveland are selling shareholders under this Prospectus and are collectively
referred to herein as the "Selling Shareholders".
All of the Baldridge Securities were issued to Orville Baldridge pursuant to
a written compensation contract which provides for the issuance of the
Baldridge Securities. All of the Dieringer and Liebman Securities will be
issued as repayment of indebtedness for certain legal and consulting services
previously rendered. All of the Cleveland Securities will be issued in
return for legal services in connection with this Registration Statement.
None of the securities are or will be issued pursuant to any progr
ministered by either the Board of Directors of the Company or any committee
of the Board of Directors organized for that purpose.
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