FORM RL (Rev. 10/2004) Colorado File Number: RL ____________________ Colorado Division of Securities 1580 Lincoln Street, Suite 420 Denver, CO 80203 APPLICATION FOR LIMITED OFFERING REGISTRATION Attached is the application form for limited offering registration (FORM RL) developed pursuant to section 11-51-304(6), C.R.S. In addition to its use as a registration statemto be fent illed with and reviewed by the Securities Commissioner, FORM RL has been designed so that is can be used as the basis for a disclosure document presented to investors. It is meant to expedite the registration process. It is in no way meant to absolve the issuer of the requirement that full disclosure of all material facts must be made to all offerees and purchasers. In regard to any of the persons identified in response to questions 25 through 30, you must describe, if applicable: 1. The filing of any petition in bankruptcy by or against, or the filing of any receivership action against, any such person personally or by or against any entity for which they served as officer, director, or in a similar status or function; 2. Any conviction of any such person in a crimal proceedin ing, or the filing of any indictment, information, or criminal complaint against such person (excluding traffic violations and other minor offenses); and 3. Any order, judgment, or decree, not subsequently reversed, suspended, or vacated, against any such person entered by a court of competent jurisdiction or any federal or state regulatory authority involving the violation by such person of any federal or state securities law or in connection with any matter material to the offering, the issuer or its business. Be advised that if less than 75% of the net proceeds from the sale of the securities to be registered is committed for use in one or more specific lines of business, the escrow provisions of section 11-51-302(6), C.R.S. will apply. Pursuant to section 11-51-302(5), C.R.S., in certain circumstances, the Securities Commissioner may impose escrow requiremsents on the proceed of an offering until a specified amount is received. American LegalNet, Inc. www.USCourtForms.com>>>> 2 DISCLOSURE DOCUMENT (Exact name of Company as set forth i Artin cles of Incorporation or Charter) THESE SECURITIES ARE OFFERED PURSUANT TO A LIMITED OFFERING REGISTRATION WITH THE COLORADO DIVISION OF SECURITIES . THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE COLORADO DIVISION OF SECURITIES , NOR HAS THE DIVISION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS OFFERING DOCUMENT . ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE . THE STATE OF COLORADO HAS INSTITUTED THIS LIMITED OFFERING REGISTRATION PROCEDUR E IN AN EFFORT TO SIMPLIFY AND EXPEDITE THE SMALL BUSINESS CAPITAL FORMATION PROCESS. THE INVESTORS ARE ENCOURAGED TO ASK QUESTIONS OF AND SEEK ADDITIONAL INFORMATION FROM THE ISSUER AND UNDERWRITER OF THESE SECURITIES . NOT LESS THAN 80% OF THE NET PROCEEDS OF THIS OFFERING MUST BE SPENT WITHIN THE STATE OF COLORADO The effective date of this Disclosure Document is: FORM RL Colorado Division of Securities 2 American LegalNet, Inc. www.USCourtForms.com>>>> 3 THE OFFERING 1. Type of securities offered: Minimum number offered: Maximum number offered: Price per security:$ Total proceeds: If maximum sold:$ If minimum sold: $ Amount of authorized and issued securities: 2. Is a commissioned selling agent selling the securities in this offering? YES( ) NO( ) Is there other compensation to selling agent(sYES( ) NO( ) )? If yes, list the type and amount of commission: Is there a finders fee or similar payment to any person?YES( ) NO( ) If yes list the type and amount of payment: THE COMPANY 3. Exact name of issuer: State and date of incorporation: Street address of principal office: Company telephone number: Person(s) to contact with respect to offering: Telephone number (if different from above): RISK FACTORS 4. List, in the order of importance, the factors which the issuer considers to be the most substantial risks to an investor in this offering in view of all facts and circumstances or which other wise make the offering one of high risk or speculative: (Type responses here) (Note: at least one of the risk factors should include a calculation of dilution to investors based upon the most recent financial statements) BUSINESS AND PROPERTIES 5. With respect to the business of the issuer and its properties: FORM RL Colorado Division of Securities 3 American LegalNet, Inc. www.USCourtForms.com>>>> 4 (A) er of the business, including deDescribe the general charact tails about what the company does and proposes to do, what products or goods are or will be produced or services that are or will be rendered: (Type response here) (B) Describe how these products or services are to be produced or rendered and how and when the company intends to carry out its activities: (Type response here) (C) Describe the industry in which the company is selling or expects to sell its products or services and, where applicable, any recognized trends within that industry: (Type response here) (D) Describe the marketing strategies the comany is emp ploying or will employ in penetrating its market or in developing a new market: (Type response here) (E) If the companys business, products, or properties are subject to material regulation (including environmental regulation) by federal, state, or local agencies, indicate the nature and extent of regulation and its effects or potential effects upon the company: (Type response here) (F) Summarize the material events in the development of the company during the past five years, or for whatever lesser period the company has been in existence. Discuss any pending or anticipated mergers, acquisitions, spin-offs or recapitalizations: (Type response here) (G) If the company was not profitable during the last fiscal year, list below in chronological order the events in managements opinion which must or should occur or the milestones which the company must or should reach in order for the company to become profitable, and indicate the expected manner of occurrence or the expected method by which the company will achieve the milestones: FORM RL Colorado Division of Securities 4 American LegalNet, Inc. www.USCourtForms.com>>>> 5 (Type response here) (H) State the probable consequences to the comany por delays in achieving