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Microcap & Penny Stocks : BCAM International -- Ignore unavailable to you. Want to Upgrade?

To: N. Dixon who wrote (34)	2/4/1998 9:23:00 PM
From: ED PLOPA	Read Replies (1) \| Respond to of 333

ND: Sometimes its very important that small cos do secondaries to gain money managers attention and sponsorship. I've seen several secondaries and they're never good on a short term basis. Short term being three to six months as the market digests the secondary and the additional stock ultimately gets into long-term investors hands. I'm lazy at the moment, so can someone provide me if there is a consensus out there as to q4 earnings. Ed Plopa

To: N. Dixon who wrote (34)	3/10/1998 7:10:00 PM
From: ForYourEyesOnly	Read Replies (1) \| Respond to of 333

Floorless Alert: I have become interested in BCAM and have become very interested in the potential. Unfortunately, during my DD I just discovered the existence of floorless convertibles in their financing. Any comments? Scares me.... CHARGES TO OPERATIONS RELATED TO RECENT FINANCINGS. On July 24, 1997 a subsidiary of the Company (BCA Services, Inc.) completed the first tranche for $500,000 and on September 8, 1997 completed the second tranche for $500,000, of a potential aggregate $1,500,000 private offering of its Preferred Stock to accredited. The shares of Preferred Stock are convertible into the Company's Common Stock ("Common Stock") at a price equal to 70% of the average closing bid price of the Common Stock over a three day trading period ending on the day preceding the conversion date (the "Variable Conversion Price"). The Conversion Price may not be greater than 100% of the Variable Conversion Price on the first closing date (the "Fixed Conversion Price"). The Fixed Conversion Price is $0.6563. On the first anniversary of the closing date, all outstanding shares of Preferred Stock must be converted into shares of Common Stock of the Company. In addition, for each 50 shares of Preferred Stock sold, each purchaser received warrants to purchase up to 25,000 shares of Common Stock per $500,000 raised, exercisable at a rate of 110% of the Variable Conversion Price on the closing date. The warrants have a term of five years and the Common Stock underlying the warrants contain registration rights. On September 17, 1997, BCA Services, Inc. completed a separate private placement of $200,000 of Preferred Stock on similar terms as the $1,500,000 financing referred to above, with the exception that the Fixed Conversion Price for these shares is $.9331 per share. In addition, the purchasers received warrants to purchase, in the aggregate, up to 10,000 shares of Common Stock, exercisable at a rate of 110% of the Variable Conversion Price on the closing date. The warrants have a term of five years and the Common Stock underlying the warrants contain registration rights