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Message: HL replacement discussion

Part of the problem is that posters fail to extract data from the official SEC documents.

Exercisable means that the option may be purchased, however some options have a vesting over a specific time frame, like 25% for each 6 months until the option is fully vested and may be purchased in total.

Expired means that the stock can no longer be purchased as the option date has passed. The option may be good for a specific number of years.

I’m going to follow up with Edig on the chart as presented in the SEC document 14-A, which was available to all shareholders prior to the annual meeting.

I believe the numbers are in error as they differ from the document 4’s which are issue to cover options. Fro Fred, the options total 1.650 million and 1 million depending on the source. For Eric, they show 300k and 600k from the two sources.

In addition, I cannot find any reference to the option price of $.04 as has been mentioned, unless the changed the past prices without documenting them or cancelled the previous options and issued new options at a lower price. The previous prices were $.155 and $.09.

I have found other errors on the SEC reports, which disturbs me as to the quality of the audit they use.

The data shown below is taken from the SEC document 14-A.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Common Stock

The following security ownership information is set forth, as of July 1, 2011, with respect to (i) each stockholder known by us to be beneficial owners of more than 5% of our outstanding Common Stock, (ii) each of the current directors and nominees for election as directors, (iii) each of the named executive officers reflected in the Summary Compensation Table below and (iv) all current directors, nominees and executive officers as a group (five persons).

Name and Address

Amount and Nature of

Percent

Title

of Beneficial Owner

Beneficial Ownership(1)

of Class

of Class

Alfred H. Falk

1,993,850 (1)

*

Common

16770 West Bernardo Drive

San Diego, CA 92127

Allen Cocumelli

651,000 (2)

*

Common

16770 West Bernardo Drive

San Diego, CA 92127

Renee Warden

550,000 (3)

*

Common

16770 West Bernardo Drive

San Diego, CA 92127

Eric M. Polis

4,148,117 (4)

1.4%

Common

980 American Pacific Drive, #111

Henderson, NV 89014

MarDee Haring-Layton

10,000 (5)

*

Common

16770 West Bernardo Drive

San Diego, CA 92127

Robert Putnam

3,838,911 (6)

1.3%

Common

16770 West Bernardo Drive

San Diego, CA 92127

All officers, directors and nominees

as a group (5 persons)

7,352,967 (7)

2.5%

Common

(1)

Includes 550 shares held by son to which Mr. Falk disclaims beneficial ownership. Includes options exercisable within 60 days to purchase 1,000,000 shares.

(2)

Includes options exercisable within 60 days to purchase 650,000 shares.

(3)

Consists of options exercisable within 60 days.

7

(4)

Includes options exercisable within 60 days to purchase 600,000 shares. Also includes (i) 2,307,421 shares of common stock held a Family Trust of which Mr. Polis is Trustee, (ii) 1,042,696 shares of common stock held by the Polis Family LLC of which Mr. Polis is a managing member, (iii) 133,000 shares of common stock held by The Polis Charitable Foundation of which Mr. Polis is an officer, (iv) 25,000 shares of common stock held in a personal IRA, and (v) 40,000 shares of common stock held as custodian for a minor child. Mr. Polis disclaims beneficial ownership of the shares held by the Polis Charitable Foundation and as custodian for the minor child except to the extent of his respective pecuniary interest.

(5)

Includes options exercisable within 60 days to purchase 10,000 shares.

(6)

Based on information available to the Company as of the date of resignation on December 15, 2010.

(7)

Includes options exercisable within 60 days to purchase 3,310,000 shares.

____________________________

* Less than 1%

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