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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549ANNUAL STATEMENT 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 2270 (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 at End of Issuer's Fiscal Year (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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(A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | |||||||||
Incentive stock options | $ 0.02 | Â | Â | 3(1)(4) | Â | Â | 10/20/2003 | 10/20/2008 | Common shares | Â | 250,000 | Â | ||
Share purchase warrants | $ 0.25 | 06/21/2005 | Â | J4 (2)(3) | 50,000 | Â | 06/21/2005 | 06/21/2008 | Common shares | $ 0 | 300,000 | Â | ||
Share purchase warrants | $ 0.25 | 06/29/2005 | Â | J4 (2)(3) | 50,000 | Â | 06/29/2005 | 06/29/2008 | Common shares | $ 0 | 350,000 | Â | ||
Share purchase warrants | $ 0.25 | 07/08/2005 | Â | J4 (2)(3) | 450,000 | Â | 07/08/2005 | 07/08/2008 | Common shares | $ 0 | 800,000 | Â | ||
Share purchase warrants | $ 0.25 | 08/01/2005 | Â | J4 (2)(3) | 200,000 | Â | 08/01/2005 | 08/01/2008 | Common shares | $ 0 | 1,000,000 | Â | ||
Share purchase warrants | $ 0.25 | 09/22/2005 | Â | J4 (2)(3) | 100,000 | Â | 09/22/2005 | 09/22/2008 | Common shares | $ 0 | 1,100,000 | Â | ||
Share purchase warrants | $ 0.25 | 10/05/2005 | Â | J4 (2)(3) | 20,000 | Â | 10/05/2005 | 10/05/2008 | Common shares | $ 0 | 1,120,000 | Â | ||
Share purchase warrants | $ 0.25 | 10/11/2005 | Â | J4 (2)(3) | 30,000 | Â | 10/11/2005 | 10/11/2008 | Common shares | $ 0 | 1,150,000 | Â | ||
Share purchase warrants | $ 0.25 | 10/20/2005 | Â | J4 (2)(3) | 230,000 | Â | 10/20/2005 | 10/20/2008 | Common shares | $ 0 | 1,380,000 | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SEYMOUR STEPHEN 2201 OLD COURT RD BALTIMORE, MD 21208 |
 X |  |  |  |
Stephen D. Seymour | 02/02/2006 | |
**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) | The reporting Person acquired these shares over time as an investor in the Issuer. These shares were acquired as to 1,895,000 under a private placement of units at a price of $0.16 per unit. The warrants forming part of the units expired unexercised. 1,575,000 of these shares are held by the Reporting Person as co-trustee of a trust. 320,000 shares are held by the Reporting Person in joint tenancy with his wife. On October 15, 2003, the Reporting Person was appointed as a director of the Issuer. The reporting of these transactions on Form 3 was not "timely filed" due to an administrative oversight. |
(2) | The reporting of these transactions on Form 4 were not "timely filed" due to an administrative oversight. |
(3) | These securities were issued to the Reporting Person in consideration of the Reporting Person, together with Ronald Hirsch, a director and officer of the Issuer, entering into a revolving line of credit agreement with the Issuer, in connection with which the Reporting Person is entitled to receive four common shares and four share purchase warrants for every dollar drawn down under the line of credit. |
(4) | The options were granted to the Reporting Person in connection with his becoming a director of the Issuer. They are exercisable at $0.02 until October 20, 2008. |