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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
CLASS A COMMON STOCK PURCHASE WARRANT | $ 0.0005 | 06/08/2007(2) | J(2) | 0 | 05/16/2006 | 05/16/2007(2) | COMMON STOCK | 2,351,338,181 (3) | $ 0.0005 | 2,351,338,181 (3) | D (1) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Horvath Holdings, LLC 25221 DEQUINDRE MADISON HEIGHTS, MI 48071 |
X |
/s/ MARK R. HORVATH INDIVIDUALLY AND AS MANAGER OF HORVATH HOLDINGS, LLC | 06/22/2007 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Mark R. Horvath is the sole member of Horvath Holdings, LLC, and therefore has indirect beneficial ownership of the shares reported herein. Mr. Horvath's address is identical to that of Horvath Holdings, LLC. |
(2) | On May 15, 2007, the reporting person delivered notice to the Issuer of its intent to fully exercise the warrant reported herein. The reporting person has since obtained a copy of a current report on Form 8K that the Issuer filed on June 8, 2007. In such Form 8K, the Issuer indicated, among other things, that it had notified the reporting person that it is in default under the "warrant" and that the Issuer "may now terminate its obligations under the warrant". The reporting person does not believe that the Issuer has the right to "terminate" its obligations under the warrant and has filed a lawsuit seeking specific performance accordingly. The reporting person believes the warrant remains in effect and provides the basis for the beneficial ownership reported herein. |
(3) | The number of shares is in dispute, as noted above, and is subject to adjustment. The reporting person is entitled to the greater of a) 2,351,338,181 shares of fully paid and non-assessable shares of common stock or b) that number of shares of common stock as shall be required for the reporting person to obtain, when combined with other shares of common stock then cumulatively held by the reporting person, at least 51% of the total fully diluted shares of common stock of the Issuer as of the date the warrant is fully exercised. To the extent the warrant is ultimately determined to have lapsed without exercise or that the reporting person's exercise is not effective, the reporting person disclaims all beneficial ownership with respect to such shares. |