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Technology Stocks : DESERT DIRT TA -- Ignore unavailable to you. Want to Upgrade?

To: BillyZoom who wrote (1296)	7/24/1998 5:18:00 PM
From: go4it	Read Replies (1) \| Respond to of 1539

Robert, Zeev has a real good point regarding legalities but repayment of debt must be part of the reorganization. I DO NOT know the legalities of it but I believe that court protection would remain in place during a debt consolidation and/or repayment as this is the main purpose of the Chapter 11 filing. Enjoy the lake!

To: BillyZoom who wrote (1296)	7/24/1998 10:21:00 PM
From: Zeev Hed	Read Replies (3) \| Respond to of 1539

Robert, I presume that someone knows for sure that the black rock is commercially mineable. I personally have not seen any assurances. However, if the stockholders believe that this is a fact (and most of them would not be holding the stock if they did not), then my approach would differ from the one proposed here. First, I would check who has the legal right to the black rock. IPMCF did not discharge all its legal responsibilities to Phoenix, thus I would think that Phoenix still holds the title to those mining rights. This should be checked first. Before one goes to the next step, one needs to ascertain if IPMCF indeed has some intangible assets (such as unique processes or unique assay technique). If not, there is probably no value what so ever in IPMCF's shell. Therefore, I would not attempt to raise any money under the "flag" of IPMCF itself, if the holders of IPMCF stock wants to get organized and take control of this property, they should get a letter of intent from Phoenix, more or less stating that Phoenix would get, let say 25% of the stock in a new company (Golden Desert Rats, Inc.,, or so as to not offend anyone, let us call it, Golden Desert Dusts, Inc., herein after, GDDI) for the mining rights in the property. The court can go after whatever assets IPMCF might have (office equipment, stock in MGAU, or Namibian Cooper and maybe a truck or two and some lab equipment.) GDDI can then offer to the court for a round sum of between $50,000 to $100,000 to buy all papers and documents and possibly some lab equipment (IPMCF used to have one of those Mobile labs, they may still have it and it might be useful). And, with the rest of the money restart the operation. That involves, incorporating a company, and raising the money from those willing share holders, and here come the rub. Most of these holders are not accredited, and as far as I know, you cannot do a private placement to non accredited investors. Well, there is one section of the regulation that let you offer to up to 35 non accredited and to an unlimited amount of accredited investors, but this one requires pre-registration of an offering with all the states where the investors reside). Before you incorporate the company, someone better take a piece of paper and start summing up what it will take to get this new entity to a state of either positive cash floww, or a state where it can go back to the market for additional funds, or else, the new entity will end up like the last. The best advice, is to get a real deep pocket guy (like that Rothschilds that used to post all these bullish posts) to fund the restart of the company (a million bucks should be enough) by buying a shell, put in it some money to prepare an IPO and then do a public offering (and all the prior holders will be invited to the IPO party). The last thing you want to do is to have anything to do with the older shell of IPMCF, you should let it die quitely. The first thing, however, still is to determine if that property will ever be mineable commercially. Zeev