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To: Buche' who wrote (17095)4/24/1999 11:38:00 PM
From: jwk  Respond to of 40688
 
Buche' -- I went to yahoo, typed in "sec 144" and pulled this up in a couple of seconds.
There' s lots more out there.

The Investment FAQ
Subject: Regulation - SEC Rule 144

Last-Revised: 1 Oct 1997
Contributed-By: billman@pacificnet.net,

SEC Rule 144 allows for the sale of restricted securities in limited quantities. Rule 144 generally applies
to corporate insiders and buyers of private placement securities that were not sold under SEC registration
statement requirements.

Corporate insiders are officers, directors, or anyone else owning 10% or more of the outstanding
company securities. Stock either acquired through compensation arrangements or open market purchases
is considered restricted for as long as the insider is affiliated with the company. If, however, the buyer
has no management or major ownership interests in the company, the restricted status of the securities
expires over a period of time.

Under Rule 144, restricted securities may be sold to the public without full registration (registration is
completed upon transfer of ownership) if the following conditions are met.

1.The securities have been owned and fully paid for for at least one year, or upon the death of the
owner.
2.Current financial information must be made available to the buyer. Companies that file 10K and
10Q reports with the SEC satisfy this requirement.
3.The seller must file Form 144, "Notice of Proposed Sale of Securities," with the SEC no later
than the first day of the sale. The filing is effective for 90 days. If the seller wishes to extend the
selling period or sell additional securities, a new form 144 is required.
4.The sale of the securities may not be advertised and no additional commissions can be paid.
5.If the securities were owned for between one and two years, the volume of securities sold is
limited to the greater of 1% of all outstanding shares, or the average weekly trading volume for
the proceeding four weeks. If the shares have been owned for two years or more, no volume
restrictions apply to non-insiders. Insiders are always subject to volume restrictions.

The most recent rule change of Feb 1997 reduced the holding periods by one year. For all the details,
visit the SEC's page on this rule:
sec.gov

For more insights from Bill Rini, visit The Syndicate:
moneypages.com



To: Buche' who wrote (17095)4/24/1999 11:43:00 PM
From: jwk  Read Replies (2) | Respond to of 40688
 
I believe the 144 shares which hit the market were either those given to venture capitalists who helped fund the intial stages of development and/or private placement shares which were given as payment for services rendered in the development process.

Since these shares did not come into the market via the same public channel as yours and mine did, the SEC use the 144 rule to red flag them and make sure they are accounted for and noticed when they do get sold into the total float.

GZ has stated repeatedly that no company insiders have sold, that their shares are locked-up, and that they intend to announce a continuation of that voluntary lock-up soon.

OK, your turn ... pm me a trade secret, eh?



To: Buche' who wrote (17095)4/24/1999 11:50:00 PM
From: larrison  Read Replies (1) | Respond to of 40688
 
Since I'm at the keyboard I'll give it a shot and later a more experienced person give a better explanation. I think a 144 is a form required by insider investors to let the public know that they are going to sell (or purchase) stock. In pnlk's case there was a few insiders who had 144's listed and apparently they sold their shares. The effect of this is to have dilution of the stock and thus downward pressure on the share price. I think there is a time limit to the 144's and if the insiders don't sell then they have to refile a 144. Somebody correct me if I am wrong. Hope this helps. chuck