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Technology Stocks : BIFS ... Patented Environmental Cleanup and Low Float Co. -- Ignore unavailable to you. Want to Upgrade?

To: scion who wrote (297)	3/31/2001 3:55:27 PM
From: scion	Read Replies (1) \| Respond to of 381

ITEM 4. RECENT SALES OF UNREGISTERED SECURITIES Private Placements On March 31, 1999, the Company entered into a cancellable special services agreement with The Baldridge Company, an unrelated active participation investor. Pursuant to this agreement, Baldridge was to provide various public relations and marketing services to the Company in exchange for the right to purchase 87,500,000 shares of the Company's stock for $1,000,000. The purchase of these shares was structured in stages, at varying per share prices ranging from $.0025 to $.20 per share. At March 31, 1999, the shares associated with this agreement were recorded as subscribed common shares. In accordance with the above agreement, upon collection of the initial installment subscription price for the first stage, 25,000,000 shares of common stock were issued. For these shares, the $812,500 difference between the fair value of the stock at March 31, 1999, and its selling price has been recorded as stock promotion expense. This was the only stage exercised by Baldridge. On or about September 1, 1999, the Company was delisted from the OTCBB. Baldridge decided at that time not to continue purchasing the stock as agreed and defaulted on the contract. The Company notified Baldridge of the default and gave the required ten-day notice as specified in the contract. Subsequently, the Company reduced the subscription price on the remaining 62,500,000 shares to $0.005 per share. In the accompanying financial statements the stock subscription receivable was adjusted to reflect the revised subscription price. On March 4, 2000, the Company entered into an agreement with Harding Asset Funds, Inc. to purchase the remaining 62,500,000 shares for $0.005 or a total of $312,500. Harding was one of the original partners with Baldridge. secinfo.com