UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF 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. | SEC 1473 (7-02) | ||
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. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Warrant | Â (1) | 03/31/2008 | Common Stock | 750,000 | $ 0.31 | D | Â |
Warrant | Â (2) | 04/01/2008 | Common Stock | 500,000 | $ 0.233 | D | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
DEILY HANK 6701 DEMOCRACY BLVD STE 202 BETHESDA, MD 20817 |
 |  |  SVP & Chief Accounting Officer |  |
/s/ Hank Deily | 04/12/2006 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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) | This warrant will vest in equal installments on March 31, 2006, March 31, 2007 and March 31, 2008. |
(2) | This warrant will vest ratably commencing April 17, 2006 in an amount equal to 20,833 shares on that date each month thereafter until April 1, 2008 with any remaining shares vested and exercisable on that date. |
 Remarks: Post Transaction Holdings:  1,250,000 |