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Non-Tech : Bill Wexler's Dog Pound -- Ignore unavailable to you. Want to Upgrade?

To: DanZ who wrote (5244)	12/4/1999 1:13:00 PM
From: RockyBalboa	Read Replies (1) \| Respond to of 10293

Thanks for the explanation. I'm not going to sell a stock based once I see an "S-3" appearing. But I do not really expect that: for example CSCO shareholders file to sell around 395MM shares (12% of the float). I have a negative spin on gumm, and needless to say, I refuse to own a company which does not earn money but "selling shareholders" use one run-up and concentrated media coverage to sell shares amounting 12.2% of the float.

To: DanZ who wrote (5244)	12/4/1999 1:45:00 PM
From: Mad2	Read Replies (1) \| Respond to of 10293

Typical......insider cashes in on the speculative rise of the stock, company gets some cash, but at a deep discount to the market price on the backs of long term speculators.....single digits by March/April Mad2 From S-3 CALCULATION OF REGISTRATION FEE<TABLE><CAPTION> ================================================================================================== Proposed Proposed maximum maximum Title of each class of Amount to be offering price aggregate Amount of securities to be registered registered(2) per unit(2) offering price(1) registration fee - -------------------------------------------------------------------------------------------------- <S> <C> <C> <C> <C> Common Stock, no par value 550,000 shares $16.125 $8,868,750 $2,465.51 ================================================================================================== </TABLE> (1) In the event of a stock split, stock dividend, or similar transaction involving the registrant's common stock, in order to prevent dilution, the number of shares registered will be automatically increased to cover the additional shares in accordance with Rule 416(a) under the Securities Act of 1933. (2) Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c). The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, or until this registration statement shall become effective on such date as the commission, acting pursuant to said Section 8(a), may determine.<PAGE> THE INFORMATION CONTAINED IN THIS PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED. WE CANNOT SELL THESE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IS DECLARED EFFECTIVE. THIS PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER OR SALE IS NOT PERMITTED. SUBJECT TO COMPLETION DATED NOVEMBER 24, 1999PROSPECTUS GUM TECH INTERNATIONAL, INC. Common Stock 550,000 Shares John W. Frasco, Robert Wood, F, G & G Management Group, Inc., Andrew Lessman, Next Millenium Capital Holdings, LLC, and CJB Consulting, Inc. are offering to sell up to 550,000 shares of our common stock issuable upon exercise of warrants and options that we issued to the selling stockholders. The selling stockholders may sell some or all of the common stock to new purchasers through ordinary brokerage transactions, directly to market makers of our common stock, or through any of the other means described in the section entitled "Plan of Distribution" beginning on page 12. The selling stockholders will receive all of the proceeds from the sale of the common stock, less any brokerage or other expenses of sale incurred by them. We will receive up to $3,181,000 if the selling stockholders fully exercise their options and warrants. We are paying for the costs of registering the resale of the shares underlying the options and warrants held by the selling stockholders.