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To: nitschke who wrote (27586)	9/28/1998 6:41:00 PM
From: Lazarus Long	Read Replies (2) \| Respond to of 50264

Jeff... that makes a lot of sense! Of course, the point is moot now, with the disclosure that this was an old letter that was sent out... but, kind of fun to ponder... Thing about this: If the total number of shares issued is <20M and 100M are authorized, why would anyone need more authorization to dilute. It does not make sense. Nor does it make sense to dilute with preferred shares, where the holders have first "dibbs" on any assets if the company goes belly up... that would hurt the majority shareholders... Mr. Chin and family. Now on the other hand, if someone wanted to do something constructive with the shares, like an acquisition or a merger (using a stock swap), it would seem to me that I would want some additional assurances over common stock if I was to do such a transaction with an OTC company... especially if it was a merger kind of thing. Of course, if one was to then take this a step further, one would then gather that if the desire was to acquire a company with the idea of using it to get listed on the NASDAQ, one would expect that there would be full intention of staying listed... afterall, share price cannot stay low on the NASDAQ forever without being delisted. That would mean that there was a reasonable expectation of revenues... factor in the dilution associated with the issuance of the preferred shares, and it would seem to have to be significant revenues. Like I said... the point is moot... the letter is not for real... the preferred shares are not for real... and all the above is built upon both... just done for fun... nothing should be read into this It may actually be a little irresponsible of me to post this, other than to show that the company seems to be serious about this acquisition thing (in my mind) and that all dilution is not necessarily bad. Lazarus, already half regretting this post