Here's Isaac Montal questioning Mikey. Montal is very good:
13 Q. Nextech was the next one?
14 A. Nextech, no. Nextech just happened. Nextech is just
15 recent.
16 Q. Right. But that's another one that was introduced to you
17 by Mr. Kricfalusi?
18 A. Post-Mann. NO. No, no, no, no. He wasn't introduced --
19 yeah, he wasn't introduced to us. He was -- we met at a
20 restaurant like I said. He was to do something but we said
21 you know we had no business dealings with this Greg Typher
22 because it was at the same time as Andy Mann. We had no
23 business dealings with Greg Typher.
24 MR. MONTAL: Your Honor, I'd like to look at the
25 chart that Mr. Landish was using because I believe that that
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1 chart reflects that Nextech was introduced by --
2 THE WITNESS: You're right, Mr. Montal. I didn't say
3 he wasn't.
4 BY MR. MONTAL:
5 Q. This chart reflects Mr. Kricfalusi introducing --
6 A. I said that, correct.
7 Q. Right. And you're in litigation with Nextech now?
8 A. Correct.
9 Q. Okay. And Mr. James Noryian, that was introduced by
10 Charles Kricfalusi?
11 A. Correct.
12 Q. And there was some problem with the relationship between
13 James Noryian and Amazon as well? And you said you couldn't
14 find him because he was somewhere in the Middle East?
15 A. Yeah. He paid -- he bought $25,000 worth of stock from us
16 and that was it.
17 Q. But there was some problem in the relationship between
18 Amazon and James Noryian, correct?
19 A. That's correct.
20 Q. And for some reasons or another he also did not live up to
21 his obligations to Amazon, correct?
22 A. That's correct.
23 Q. Okay. So essentially -- I don't think we had any
24 testimony on who Cary Camino is so I'm not going to go into
25 that. But everybody else that you testified about, Zappara,
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1 Wellrich, Nextech, Mann, and Noryian, all of who were
2 introduced by Kricfalusi, and some of them going back as far
3 as August '97 and even February '97 according to this chart,
4 were all problems for Amazon, correct?
5 A. Correct.
6 Q. Okay. And now Creative Capital, they were supposed to be
7 the escrow agent, right?
8 A. Correct.
9 Q. On this Andy Mann stock. And again that was somebody that
10 Amazon was relying on to make sure that according to your
11 testimony the shares did not end up in the open market, right?
12 A. Correct.
13 Q. And I believe you testified that Mr. George DeMannas -- am
14 I pronouncing that correctly?
15 A. DeMannas.
16 Q. He's from Creative Capital, right?
17 A. Correct.
18 Q. Now I believe you testified that when you confronted
19 Mr. DeMannas about how it was that the stock got out of escrow
20 from Creative Capital, he said to you something like it must
21 have been sent to Andy Mann by mistake while I was in Brazil;
22 is that right?
23 A. No.
24 Q. You didn't testify to that?
25 A. No. While he was in Reno.
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1 Q. Okay. But other -~ all right. Let me rephrase that
2 question. He said to you George DeMannas from Creative
3 Capital said to you when you asked him how it was that the
4 stock left Creative Capital and ended up in the hands of Andy
5 Mann he said to you something to the effect that it must have
6 been sent out by mistake while I was in Reno?
7 A. Yes.
8 Q. Okay. And Creative Capital is also not a defendant in
9 this lawsuit, right?
10 A. Correct.
11 Q. And neither is the law firm that issued the opinion
12 letter, right?
13 A. Correct.
14 Q. And neither is Fidelity Transfer, right?
15 A. Correct.
16 Q. And these were all -- Fidelity Transfer was Amazon's
17 agent, correct?
18 A. They came with the shell company.
19 Q. And Creative Capital was your escrow agent, correct?
20 A. Correct.
21 Q. And neither of those are parties to this litigation?
22 A. Correct.
23 Q. Now going back to the Zappara litigation in 1997 I believe
24 you testified that that litigation is still pending but that
25 the shares in question were frozen in an account in Southwest
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1 Securities. Do I have that right?
2 A. Southwest Securities and Merit Schweitzer and Charles
3 Schwab.
4 Q. They're not frozen at DTC, right?
5 A. Yes, they are. They're stock transfers on those
6 particular shares at the DTC. The DTC is well aware of what
7 certificates they are and they're frozen. They are not -- DTC
8 won't do anything with those certificates because they know
9 they're under court order. And I have -- I can give yon the
10 certificate number. They're on that table.
11 Q. Well, I guess I'm going to go back to exhibit ~1 which is
12 the letter from your counsel, Mr. Sherwood Cook who was here
13 just this afternoon. Mr. Cook writes in his letter of
14 November 19, 19977
15 THE CLERK: That has not come in.
16 MR. MONTAL: Oh, I'm sorry.
17 THE CLERK: 41 has not come in.
18 THE COURT: Has 41 been received?
19 THE CLERK: No, your Honor.
20 MR. MONTAL: Well, then I move the admission of 41.
21 THE COURT: Anyone have any objections to receiving
22 417
23 MR. LANDISH: No, your Honor.
24 THE COURT: 41 will be received.
25 (Thereupon, Defense Exhibit 41 was moved into evidence.)
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1 MR. MONTAL: Thank you, your Honor.
2 MR. LANDISH: This says two numbers, 41 and 18.
3 MR. MONTAL: Either one. It's the same thing. I'm
4 going to refer to it as 41 if you don't mind.
5 BY MR. MONTAL:
6 Q. Mr. Cook testified that he was authorized to send this
7 letter. Was he lying?
8 A. Okay. The DTC never complied. The DTC --
9 Q. I would like an answer to my question, please.
10 A. Yes. What was the question.
11 Q. Mr. Cook testified that he was authorized by Amazon to
12 send this letter?
13 A. Correct.
14 Q. That's true?
15 A. That's true.
16 Q. Because you testified last week when you were questioned
17 about this letter that he was not authorized to send this. Do
18 you remember that testimony?
19 A. I don't recall that.
20 Q. Well, I think the transcript will reflect that.
21 A. Yeah. I don't recall that. I would never say that about
22 Mr. Cook.
23 Q. So if you had testified that way last week that was
24 inaccurate, correct?
25 A. Correct, I had no --
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1 Q. And if you had testified about, like that last week you're
2 changing your testimony about that today?
3 A. Mr. Cook is a gentleman and a scholar. He's a very nice
4 gentleman.
5 Q. And authorized to send this letter?
6 A. Correct.
7 Q. Now paragraph 2 of the letter says the company hereby with
8 draws its letter of November 14, 1997 regarding the
9 restrictions on transfer of stock held by CD & Co., and
10 company. Do you see that?
11 A. Yes.
12 Q. The word the company in the first two words of that
13 paragraph, that refers to Amazon, correct?
14 A. Correct.
15 Q. And CD and company is the Depository Trust Company's
16 nominee name, correct?
17 A. Correct.
18 Q. So that when we talk about the Depository Trust Company
19 sometimes they hold their stock in the name of CD and company,
20 right? Sometimes?
21 A. Most of the time, all of the time.
22 Q. Is that correct?
23 A. Correct.
24 Q. And so in fact in November 1997, Mr. Cook wrote a letter
25 to DTC, the Depository Trust Company, and represented that
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1 there are -- that Amazon withdraws the restrictions on the
2 transfer of stock?
3 A. Except for the 440,000 shares, correct.
4 Q. Does it say anything like that in this letter? Except for
5 440,000 shares?
6 A. That's what it implies. That's what the conversation you
7 had with Sherwood Cook.
8 Q. Does it say that anywhere in this letter?
9 A. No.
10 Q. Is there any indication in this letter at all that this
11 letter is in any way limited to any particular shares?
12 A. Yes. Sherwood Cook told us that this letter --
13 Q. I didn't ask you about Sherwood Cook. I asked you what's
14 in this letter?
15 A. No, you know --
16 Q. Is there any indication in this letter?
17 A. No, there's not.
18 Q. That there's any restriction on it?
19 A. No, there's not.
20 THE COURT: Well, there may be some help -- what
21 about, do we have the November 14th letter? Is that in
22 evidence?
23 MR. MONTAL: I don't believe it is. I can check and
24 see if I have a copy of that here, your Honor.
25 THE COURT: Well, it refers to the November 14th
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1 letter. Why don't we take a look at that while we're --
2 MR. MONTAL: Your Honor, while we do not have the
3 November 14, 1997, letter, what we do have is exhibit 45 which
4 was admitted into evidence today which is dated October 21,
5 1997, which relates to exactly these shares. And that's the
6 -- among the correspondence of the Michael Zappara shares that
7 are at issue.
8 THE COURT: Well, it appears as though that the total
9 is 500,000 shares; is that right?
10 MR. MONTAL: It appears just short of that.
11 THE COURT: Just 540.
12 THE WITNESS: Correct, your Honor. 440,000 shares
13 free trading and 100,000 shares restricted with 144 legend,
14 your Honor.
15 BY MR. MONTAL:
16 Q. And so it is the November 19, 1997, letter from Mr. Cook
17 that is referring to the very same certificates and the very
18 same issues that are referenced in the October 21, 1997 letter
19 that's been marked and admitted as exhibit 45?
20 THE COURT: And you're saying that this October 21st
21 letter addresses what was said in the November 14th, 1997
22 letter; is that what you're saying?
23 MR. MONTAL: Saying that it addresses what was in the
24 November 14, 1997, letter as well as the previous
25 correspondence of October 21, 1997. It is our -- this letter
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1 was to resolve any issues between Amazon and the Depository
2 Trust Company with respect to the free transferability of
3 shares. And specifically paragraph 3 of the letter states
4 very clearly the company acknowledges that upon the Depository
5 Trust Company's lifting of its existing freeze order on the
6 transfer of the company's common stock, DTC's holdings in the
7 company's common stock will be freely transferable.
8 Specifically because we were again in a situation where they
9 were trying to interfere with the free transferability of
10 shares held at the Depository Trust Company when they had a
11 dispute with some third party that had no --
12 THE COURT: That's fine. Go ahead with your
13 questioning. I think somebody ought to produce the November
14 14th letter.
15 MR. MONTAL: If we still have it in our file we'll
16 try to do that.
17 THE COURT: Well, you certainly should have it in
18 your file.
19 MR. MONTAL: I would hope so.
20 BY MR. MONTAL:
21 Q. Paragraph 3 of the letter, Mr. Sylver, referring to
22 exhibit 41 --
23 THE COURT: The November 19th letter?
24 MR. MONTAL: The November 19th letter.
25 BY MR. MONTAL:
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1 Q. Do you see that? That paragraph says that upon lifting
2 the chill the existing freeze order DTC's holding --
3 A. Lifting the freeze, not chill, right?
4 Q. Well, why don't I read the whole paragraph to you.
5 A. Okay.
6 Q. The company acknowledges that upon the Depository Trust
7 Company's lifting of its existing freeze order on the transfer
8 of the company's common stock, DTC's holdings in the company's
9 common stock will be freely transferable.
10 Do you see that?
11 A. I do.
12 Q. And Mr. Cook was authorized to send this letter?
13 A. Correct. This letter is null and void, the freeze was
14 never lifted, not once was the freeze lifted. The freeze has
15 been maintained since the day that the freeze was put on.
16 Mit. MONTAL: Your Honor, move to strike.
17 THE COURT: It will be stricken.
18 MR. MONTAL: Thank you, your Honor.
19 BY MR. MONTAL:
20 Q. And as to in 1997 the resolution of that issue with
21 respect to interference with shares held at the Depository
22 Trust Company, was the entry of an order which froze the stock
23 at issue at the broker level as opposed to at the Depository
24 Trust Company level, correct?
25 A. At all levels. It basically cancelled that stock. The
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1 stock that is in that system is void.
2 Q. So you're -- are you saying that the information in this
3 letter is just meaningless and fraudulent?
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