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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Peara Tim 275 MADISON AVE, 6TH 6TH FLOOR NEW YORK, NY 10016 |
X |
/s/ Timothy Peara | 12/21/2010 | |
**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) | In October 2010, the Issuer entered into Debt Conversion Agreements with nine (9) creditors of the Issuer including Alternative Energy Finance (which is an entity controlled by Mr. Peara), which converted $158,924 of debt owed to it by the Issuer into 1,444,767 shares of restricted common stock, which were issued in Mr. Peara's name, and Mr. Peara, who converted $147,537 of debt owed to him by the Issuer into 1,341,242 shares of restricted common stock at the rate of one share for each $0.11 of debt converted (the "Conversion"). The Conversion price of $0.11 per share was calculated based on the average market price of the Issuer's common stock on the Over-The-Counter Bulletin Board for the six months prior to September 30, 2010. |
Remarks: There have been no changes from the derivative securities or terms thereof as originally reported by the Reporting Person on Form 3. |