MarlboroD,

Like your creative thinking!

PP: For $10M (fully subscription assumed) KWG issued 181M shares (at 0.055)

- Stage 1: 181M/FD 950M = 19% of KWG; two entities @9.5% each = two outsiders.

- Stage 2, Exercise of wts: 121M @ $0.10 = $12M in KWG kitty; 121Ms/FD=1255M = 9.6% (one outsider).

BBB's: Let's set up 3 private BBBs, instead of 1, so that each BBB would have less than 10% (they can fly under the radar). For the sake of argument, all 3 BBBs are friendly to KWG. So Frank has an extra block of 181+121 = 302M/1255M = 24% in addtion to management block, plus our KSU (remember the KWG shareholder united?) block of roughly 10%.

During the meantime CLF 14% would be come 111M?/1255M = 8.8% (5th largest block?). KWG can buy this with part of the $22M in the kitty, or exchange for some NSR, or ask another entity a 4th BBB to buy that stake from CLF.

One super BBB: Of course one super BBB (your original idea) could be set up to control the 4 little BBBs, but this could be viewed as an insider, along with rules attached to insider. May be there is another way to skin an (imaginative) cat...Frank is a lawyer, but may be there is no need for consolidation, if these 4 well-trained "cats" could be herded to go in the same direction.

goldhunter