The SB-2 in question is really a SB-2/A (Pre-Effective Amendment) for the SB-2 filed on May 19th. It is only an amendment and IMVHO is not a guarantee that listed shares will be sold. If you read the SB-2 below, you can see that it is not a definite “they are going to sell”, rather, “they may sell some or all”. Not an expert by any means but it appears to just be a requirement by the SEC so that they can sell.

Kind of reminds me of a process that one of my brothers endures every year. He is an Aerospace Engineer and has been for close to 20 years. Every year he gets a pink slip. Why? Because the state of California requires that employers over a certain size provide employees “x” amount of days notice prior to a layoff. To comply, his company gives notice every year. Crappy…yes…but they are in compliance. IMVHO…same holds true here. This way the shareholders are just locked and loaded….and I can’t blame them. GLTA

From the SB-2 filed on May 19th, 2006:

“After the effective date of the registration statement of which this Prospectus is a part, each Selling Shareholder will be free to offer and sell his or her common shares at such times, in such manner and at such prices as he or she may determine. The types of transactions in which the common shares are sold may include transactions in the over-the-counter market (including block transactions), negotiated transactions, the settlement of short sales of common shares, or a combination of such methods of sale. The sales will be at market prices prevailing at the time of sale or at negotiated prices. Such transactions may or may not involve brokers or dealers. The Selling Shareholders have advised us that they have not entered into any agreements, understandings or arrangements with any underwriters or broker-dealers regarding the sale of their securities. The Selling Shareholders do not have an underwriter or coordinating broker acting in connection with the proposed sale of the common shares.

The Selling Shareholders may effect such transactions by selling common stock directly to purchasers or to or through broker-dealers, which may act as agents or principals. Such broker-dealers may receive compensation in the form of discounts, concessions, or commissions from the Selling Shareholders. They may also receive compensation from the purchasers of common shares for whom such broker-dealers may act as agents or to whom they sell as principals, or both (which compensation as to a particular broker-dealer might be in excess of customary commissions).

The Selling Shareholders and any broker-dealer that acts in connection with the sale of common shares may be “underwriters” within the meaning of Section 2(11) of the Securities Act. Any commissions received by such broker-dealers and any profit on the resale of the common shares sold by them while acting as principals may be deemed to be underwriting discounts or commissions.

Because the Selling Shareholders may be “underwriters” within the meaning of Section 2(11) of the Securities Act, the Selling Shareholders will be subject to prospectus delivery requirements.

Selling Shareholders also may resell all or a portion of their common shares in open market transactions in reliance upon Rule 144 under the Securities Exchange Act, provided they meet the criteria and conform to the requirements of such Rule. “