I thought the deal was rather reasonable.  I do n

I thought the deal was rather reasonable.  I do not understand the reason that a director would need to lend shares to the Investor other than to short SCRC in order to keep the PPS suppressed.  Here is the language in exhibit 10.  The answer that I received was less than adequate to my concern.

WHEREAS , Investor and Steven Urbanski (the “ Lender ”) have entered into a Share Lending Agreement, dated as of the date hereof (the “ Share Lending Agreement ”), pursuant to which Lender may lend to Investor shares of the Company’s common stock, $0.001 par value per share (the “ Common Stock ”); and

WHEREAS , in connection with the Share Lending Agreement, the Company and Borrower desire that, upon the terms and subject to the conditions contained in one or more Subscription Agreements to be entered into between the Company and Investor (the “ Subscription Agreements ”), the Company may sell to Investor (or any of its affiliates), and Investor (or any of its affiliates) may purchase from the Company, in a private placement offering at any time shares of Common Stock in the aggregate of up to the Maximum Limit (as defined below), at a price per Common Share to be negotiated between the Company and Investor, in reliance upon an exemption from securities registration pursuant to Section 4(2) and/or Rule 506 of Regulation D as promulgated by the Securities and Exchange Commission.

There has been no dollars changing hands yet.  The agreement states that SCRC can sell shares at a future negotiated price.

I am hopeful that Bob can negotiate a deal with GEM that is best for all parties.  GEM does have an ability to short shares though through the borrowing agreement with Urbanski.  This is my only concern.  Other than that I think we are smooth sailing.