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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 | ||||||||
Common Stock purchase warrants | $ 0.54 | 09/22/2006 | P | 322,785 | 09/22/2006 | 09/19/2011 | Common Stock | 322,785 | (2) | 322,785 | D (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CRESTVIEW CAPITAL MASTER LLC 95 REVERE DRIVE SUITE A NORTHBROOK, IL 60062 |
X | |||
Crestview Capital Partners, LLC 95 REVERE DRIVE, SUITE A NORTHBROOK, IL 60062 |
X |
Crestview Capital Master, LLC , BY: Crestview Capital Partners, LLC, its sole Manager: BY: /s/ Daniel Warsh, Manager | 05/04/2007 | |
**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) | On September 22, 2006, Crestview Capital Master, LLC ("Crestview") acquired from the Issuer in a private transaction 2,151,899 shares of Common Stock and 322,785 Common Stock purchase warrants with an exercise price of $0.54 and an expiration date of September 19, 2011. Crestview paid cash consideration of $850,000 for the shares of Common Stock and the Common Stock purchase warrants. |
(2) | N/A |
(3) | These securities are owned directly by Crestview Capital Master, L.L.C. Crestview Capital Partners, LLC is the sole manager of Crestview Capital Master, LLC, and as such has the power to direct the vote and to direct the disposition of investments owned by Crestview Capital Master, LLC, and thus may be an indirect beneficial owner of the reported securities. |
Remarks: Exhibits List Exhibit 99.1 - Joint Filer Information |