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To: scion who wrote (8660)	11/2/2006 3:51:14 PM
From: scion	Respond to of 12518

1) We acquired Semco Distribution, Inc., a Nevada corporation and Ultimate Surface, LLC, a Nevada limited liability company after a limited due diligence review and evaluation and we did not rely upon independent third party evaluations or review of the proposed acquisition. We acquired Semco Distribution, Inc., a Nevada corporation and Ultimate Surface, LLC, a Nevada limited liability company (together, as “Semco”) after our officers and directors completed a review and evaluation of Semco’s business, operations and future prospects. While we believe that the acquisition will benefit the Company and holds significant opportunity for the future, we did not employ the services of an independent third party professional evaluation to conduct a pre-acquisition due diligence review of Semco and its business, financial, and operating affairs. As a result, we cannot assure you that if we had retained an independent third party professional to review and evaluate Semco, that we would have completed the acquisition or if we did complete it, that we would have completed the acquisition upon the terms set forth in the agreements we executed. sec.gov