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Microcap & Penny Stocks : ADGI - American Diversified Group -- Ignore unavailable to you. Want to Upgrade?


To: Cannon who wrote (6435)5/15/1998 9:55:00 PM
From: Ditchdigger  Read Replies (4) | Respond to of 9569
 
<You never know...at least something is happening.> Obviously it's happening, but not being reported<g>
(B) COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.

Section 16(a) of the Securities Exchange Act of 1934 requires that the
Company's officers and directors, and persons who own more that ten percent of a
registered class of the Company's equity securities, to file reports of
ownership and changes in ownership with the Securities and Exchange Commission
and with any exchange on which the Company's securities are traded. Officers,
directors and persons owning more than ten percent of such securities are
required by Commission regulation to file with the Commission and furnish the
Company with copies of all reports required under Section 16(a) of the Exchange
Act. Based solely upon its review of the copies of such reports received from
officers, directors and greater than ten percent shareholders, the Company
reports the following failures to file reports under Section 16(a) of the
Exchange Act:

Name of Filer Report Not Filed
------------- ----------------

Jerrold R. Hinton Forms 4 and 5
Thomas J. Craft, Jr. Forms 4 and 5
___________________________________
"The Company, during fiscal 1997, issued to Dr. Hinton, its president
and chief executive officer a total of 15.5 million Shares and issued to Thomas
J. Craft, Jr., Esq., the Company's corporate secretary, securities counsel and a
director a total of 10 million Shares in registration statements on Form S-8.
These Shares were issued in consideration of the continued and valuable services
provided to the Company by such persons, neither of whom were paid any cash
compensation in 1997.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

As of May, 1998, the security ownership of the following persons and
entities, who were either executive officers of the Company or were known to
the Company to own more than five percent (5%) of the Company's outstanding
voting securities was as follows:



(1) (2) (3) (4)


Title of Class Name and Address of Amount and Percent
Beneficial Owner Nature of of
Beneficial Ownership Class (1)
---------------------------------------------------------------------------------------

Common Stock Jerrold R. Hinton 6,000,000 2.9%
110 N. Center St.
Suite 202
Hickory, NC 28601

Common Stock Thomas J. Craft, Jr. 3,000,000 1.5%
11000 Prosperity Farms Rd.
Palm Beach Gardens, FL
33440

______
(1) Based upon 210,212,560 shares issued and outstanding at May 15, 1998
*looks like Hinton sold over 9.5M shares into the market and Craft sold over 7M (and didn't file with the SEC)
* as of 5/15 there where 210M sh outstanding and at the end of last year,Dec. 31 there was only 157M (another 53M in 5 months)
_____________________________
Now here's where it gets interesting(but maybe I missed something in a previous filing)
areholders' (Deficit) Equity:
Preferred Stock, Series A, $10 par value
authorized 50,000 shares; none outstanding -
Common Stock, par value $.001 per share,
authorized 200,000,000 shares; issued and outstanding 157,812,520 shares
** when did they increase the number of authorized shares?
only 200M authorized but 210M outstanding as of May 15?