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To: Walter Morton who wrote (6822)	7/27/1999 2:00:00 PM
From: Savant	Read Replies (1) \| Respond to of 18366

Walter, it registers the shares underlying the warrants, that doesn't mean all of, or any of the warrants will be converted. It doesn't mean they won't either. It doesn't mean the shares that would be issued if warrants are converted will be sold. It doesn't mean they won't either. One reason a warrant might be converted now that you didn't mention, is that the tax consequences could be less if the share price is lower now than later...ie if a warrant is 1.50 and share price is 2.50, tax consequence in some cases could be less than if the warrant was 1.50 and the share price were to be 5.00... Another reason for converting warrants would be that the clock starts running on the long term capital gains rules for stock received from conversion by individuals on the date of conversion...12 months..the tax laws about warrant/option conversion are different for employees and individuals..they are also complicated..so anyone interested should consult their tax advisor if interested..also www.irs.com has the rules. Best, Savant PS..for private placement stock..as opposed to the PP warrants, the long term capital gains benefit starts when the money is paid..NOT on the date of registration..unless the two dates are the same..IMHO..again consult your tax advisor..the rules are a miasma.