Guys,

I don't want to "jump the gun" but today's filing is finally providing us with a reasonable look behind the curtain.

I don't like the way the filing jumps back and forth between using 230M OS currently while playing assumptions that all votes will go in their favor, but it looks like it's pretty much done deal.

Interesting points to consider...

1.) Inter Asset Group (38.6%) + Ning Group(12.4%), combined own 51%.

(They will either agree or not behind closed doors, and the rest of us are along for the ride.)

2.) The filing "assumes Inter Asset did load up the first wave of 60.25M shares at .04", and still has the option to add the next 50M @ .04.

(If that holds true, and the vote is yes... 88.8M + 60.25M = 149.05 of the common stock. With an OS of approximately 290M. That would put them over the 50% ownership mark.)

3.) To me it looks as though someone politely asked Derek to exit the stage, therefore limiting the severence amount which would occur due to "a change of control".

(I believe it was a difference of about $400K, so I'll go back and look again...)

4.) I was projecting approximately 125M shares at .04 based on $5M from Ascendiant, but they have it listed at 139M... Hmmm.

(Maybe a few million more are coming from the fee's involved, but I'll have to narrow that down.)

Anyway, there is a lot of information in this filing and with reasonable study I still conclude the moves are based on management visualizing approximately 500M OS before we get to the RS vote...

(We are looking at 230M OS + 110M (Inter Asset) + 139M (Ascendiant) = approximately 479M over all.

Any thoughts out there?

Best Regards, Bernie