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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 | ||||||||
Convertible Note (1) | $ 0.05 | 01/31/2006 | J | 34,000,000 | 06/01/2005 | (4) | Common Stock | 34,000,000 | $ 0.05 | 34,000,000 | I | E&C Capital Partners, LLLP 2006 Intangible Irrevocable Trust | |||
Convertible Note (2) | $ 0.05 | 01/31/2006 | J | 34,000,000 | 06/01/2005 | (4) | Common Stock | 34,000,000 | $ 0.05 | 34,000,000 | I | E&C Capital Partners II, LLLP 2006 Intangible Irrevocable Trust |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
E&C Capital Partners II, LLLP 2006 Intangible Irrevocable Trust 110 E. BROWARD BOULEVARD 14TH FLOOR FORT LAUDERDALE, FL 33301 |
X | |||
E&C Capital Partners, LLLP 2006 Intangible Irrevocable Trust 110 E. BROWARD BOULEVARD SUITE 1400 FORT LAUDERDALE, FL 33301 |
X | |||
Egan Family GRATS 2006 Intangible Irrevocable Trust 110 E. BROWARD BOULEVARD SUITE 1400 FORT LAUDERDALE, FL 33301 |
X |
/s/ Robin Segaul Lebowitz, Trustee | 02/22/2006 | |
**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) | These securities were acquired by the Reporting Person from E&C Capital Partners, LLLP under a trust agreement which terminated on January 31, 2006 (the"Trust"). In accordance with the terms of the Trust, on January 31, 2006, the securities were reacquired by E&C Capital Partners, LLLP, the sole beneficiary of the Trust. |
(2) | These securities were acquired by the Reporting Person from E&C Capital Partners II, LLLP under a trust agreement which terminated on January 31, 2006 (the"Trust"). In accordance with the terms of the Trust, on January 31, 2006, the securities were reacquired by E&C Capital Partners II, LLLP, the sole beneficiary of the Trust. |
(3) | These securities were acquired by the Reporting Person from The Michael S. Egan Grantor Retained Annuity Trust f/b/o Sarah Egan Mooney, The Michael S. Egan Grantor Retained Annuity Trust f/b/o Eliza Shenners Egan, The Michael S. Egan Grantor Retained Annuity Trust f/b/o Catherine Lewis Egan, The Michael S. Egan Grantor Retained Annuity Trust f/b/o Teague Michael Thomas Egan, and The Michael S. Egan Grantor Retained Annuity Trust f/b/o Riley Martin Michael Egan (the "GRATS"). as part of its year end tax planning. The GRATS are the sole beneficiaries of the Egan Trust,. In accordance with the terms of the Trust, on January 31, 2006, the Trust terminated and all securities were reacquired by the GRATS. |
(4) | This demand note has no expiration date and may be converted at any time prior to payment. |
Remarks: E&C Capital Partners, LLLP 2006 Intangible Irrevocable Trust 110 E. Broward Boulevard, 14th Floor Fort Lauderdale, Fl 33301 Egan Family GRATS 2006 Intangible Irrevocable Trust 110 E. Broward Boulevard, 14th Floor Fort Lauderdale, Fl 33301 |