This all started out as promise by FLIP management to spin off several profitable parts of FLIP's business....

In order to spin off, the normal method is to find a "clean shell" (public company)

It is important to understand that a shell is just that...a shell doesn't have to have any assets (to start).

FTS has not yet paid anything for the USBF shell...SG and 221 Fund, LLC, back in January each paid Chin $150,000.00 for (total $300K) for his USBF shares and therefore majority ownership.

The latest PR refers to TWO things happening (still to be finalized):

1/ FTS transfers Elysium business to USBF, which will eventually trade as and probably be known as Elysium.

2/ USBF transfers 60% undiluted control of USBF via preferred convertible USBF shares, and promises to pay an additional $1+ million plus interest (both as payment for Elysium assets).

As a result of the above, and because of the 60% ownership of USBF by FTS Group...it will be business as usual for FTS....they will still show Elysium in their results, but as a separately trading entity, the new "Elysium" (USBF) will have the ability to trade and show value in the market separately from FLIP....as far as spinouts go, its normal plan and execution...

As stated in the latest PR, "The transaction will result in Elysium Internet becoming an independently operated publicly traded direct navigation Internet Media Company, while creating a tremendous growth opportunity for the stockholders of both Companies."