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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 | ||||||||
Option | $ 0.02 | 05/04/2011 | C | 5,500,000 (1) | 04/03/2011 | 07/02/2011 | Common Stock | 5,500,000 | $ 0 | 0 | D | ||||
Option | $ 0.03 | 05/31/2011 | X | 945,000 (2) | 03/17/2010 | 03/16/2013 | Common Stock | 945,000 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ROLL ENERGY INVESTMENTS LLC 11444 WEST OLYMPIC BLVD. 10TH FLOOR LOS ANGELES, CA 90064 |
X |
/s/ Stewart A. Resnick, Manager, Roll Energy Investments LLC | 06/30/2011 | |
**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 March 31, 2010, Roll Energy Investments LLC ("Roll") entered into an Option Agreement (the "Option") with Richard Palmer ("Palmer") which entitled Roll to purchase up to 5,500,000 shares of the Issuer's common stock owned by Palmer at a price equal to $0.02 per share. The Option was exercisable in whole or in part at any time during the 90-day period commencing on April 3, 2011. Roll exercised this Option on May 4, 2011. |
(2) | On March 17, 2010, the Issuer issued to Roll a warrant (the "Warrant"), exercisable immediately, which entitled Roll to purchase up to 945,000 shares of the Issuer's common stock at a price equal to $0.03 per share at any time prior to March 16, 2013. Roll exercised this Warrant on May 31, 2011. |