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Message: Facts, from year end report.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

Common Stock

The following security ownership information is set forth, as of June 1, 2013, 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). Beneficial ownership is determined under the rules of the SEC and generally includes voting or investment power over securities. Other than as set forth below, we are not aware of any other stockholder who may be deemed to be a beneficial owner of more than 5% of our Company’s Common Stock.

Name and Address of Beneficial Owner Amount and Nature of Beneficial Ownership (1) Percent of Class Title of Class
Alfred H. Falk
16870 West Bernardo Drive, Suite 120
San Diego, CA 92127
2,293,850 (1) * Common
Allen Cocumelli
16870 West Bernardo Drive, Suite 120
San Diego, CA 92127
901,000 (2) * Common
Renee Warden
16870 West Bernardo Drive, Suite 120
San Diego, CA 92127
800,000 (3) * Common
Eric M. Polis
980 American Pacific Drive, #111
Henderson, NV 89014
3,851,837 (4) 1.3% Common
MarDee Haring-Layton
16870 West Bernardo Drive, Suite 120
San Diego, CA 92127
190,000 (3) * Common
All officers, directors and nominees as a group (5 persons) 8,036,687 (5) 2.7% Common

(1) Includes 550 shares held by son to which Mr. Falk disclaims beneficial ownership. Includes options exercisable to purchase 1,300,000 shares.
(2) Includes options exercisable to purchase 900,000 shares.
(3) Consists of options exercisable.
(4) Includes options exercisable to purchase 850,000 shares. Also includes (i) 1,888,601 shares of common stock held a Family Trust of which Mr. Polis is Trustee, (ii) 1,008,236 shares of common stock held by the Polis Family LLC of which Mr. Polis is a managing member, (iii) 25,000 shares of common stock held in a personal IRA, and (iv) 80,000 shares of common stock held as custodian for minor children. Mr. Polis disclaims beneficial ownership of the shares held as custodian for the minor children.

(5) Includes options exercisable to purchase 4,040,000 shares.
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