U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-SB
GENERAL FORM FOR REGISTRATION OF SECURITIES OF SMALL BUSINESS ISSUERS UNDER
SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
TAKING LIFE BY STORM, INC.
(Name of Small Business Issuer in its charter)
Nevada 33-0762992
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(State or other jurisdiction of I.R.S. Employer
incorporation or organization) Identification No.
P.O. Box 15154
Newport Beach, CA 92659-5154
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(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code 949-675-7909
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Securities to be registered under Section 12(g) of the Act:
Title of each class Name of each exchange on which
to be so registered each such class is to be registered
None N/A
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Common Stock, $.001 par value
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(Title of class)
Item 1. DESCRIPTION OF BUSINESS
BUSINESS DEVELOPMENT
Taking Life By Storm, Inc. (the "Company") was incorporated in the State of
Nevada, on July 8, 1997. The Company is a development stage corporation, which
has not yet begun its planned operations of identifying and bringing products
and services to a market "niche" it has identified of "life experienced" men
and women aged 55 and over to help them to look better and feel better using
fashion, health information and products, nutrition, cosmetics and physical
fitness. The founder of the Company, Tempest Storm, a glamorous and seductive
dancer of the 60's, 70's, and 80's, who now still attracts thousands of "life
experienced" fans (mostly women), who demand to know what she does to stay
young looking and fit. Far from just being a physical beauty, Tempest
demonstrates to every woman and man the possibilities of a "second half" that
can be just as fulfilling, or even more so, than the first, and provides an
inspiration to thousands of mature men and women that life continues to promise
and deliver the spontaneity and allure of youth. But the delivery is even
better when you're older, having been enriched with the lessons of experience
and the shedding of temporary values of youth for the longevity of body, mind
and spirit.
Government approval is not necessary for the Company's business, and government
regulations have no or only a negligible effect on their respective businesses.
The Company has not booked any significant research and development costs and
therefor do not expect to pass any of those costs to customers. And has no
product development or research and development costs.
The Company's mailing address is Box 15154, Newport Beach, California 92659-
5154, and its telephone number is (949)675-7909; Fax: (949) 675-1697.
IN GENERAL - THE COMPANY
In a world in which the media portrays men as "grumpy old men" and women in a
far worse light, the Company's mission can be compared to a psychic "parachute
drop" of mental, physical and emotional health tools to a population starving
not only for the message, "You're not only OK, You can be fantastic!",
delivered by a beautiful woman, proud of her 71 years, and who is the
quintessential living proof of what she says. And who can deny it from a
vivacious woman with a 21 inch waist, long shapely legs, and a physique that
would put most contemporary "young women" to shame (and all without the aid of
a surgeon). The Company is designed to provide this message of the "New Storm
in Retirement" to millions of life experienced men and women, and a
considerable amount of younger ones as well, with the information, resources,
tools and products concerning issues of beauty, getting more from life,
leisure, looking good and feeling good, staying healthy and sexy, and most of
all, having fun.
THE MARKET
The Company is designed to provide this message of the "New Storm in
Retirement" to life experienced men and women, and a considerable amount of
younger ones as well, with the information, resources, tools and products
concerning issues of beauty, getting more from life, leisure, looking good and
feeling good, staying healthy and sexy, and most of all, having fun. The
"product" of the Company is self renewal, regeneration, rebirth, rediscovery of
self, and each other, for people past 50. This broadly supportive philosophy
goes well beyond selling cosmetics, giving seminars, exercise equipment, and
travel packages, although there will be much of that as a revenue generating
source. The principal product of the Company is supporting women to discover
their natural allure in retirement and having men rediscover these new women in
their lives as the truly romantic, sensual people with whom they may have lost
touch along the way.
Providing glamour services in the areas of beauty, self empowerment,
relationship counseling and personal growth to Life Experienced people has been
virtually ignored by the beauty, publishing and communications industries,
despite the fact that there is a profound need for such services among a
wealthy, multi-million member market which controls most of the assets of the
United States. The Company's strategic focus has been designed to be responsive
to three market opportunities:
A. The need for cosmetic, health and appearance products for older men and
women.
B. The convenience of "packaged information and services.
C. Satisfying the needs of retirees who are tired of being "ignored" by
marketers of beauty, fitness and fashion products.
As such, the Company will act as a "conduit" for marketers of dozens of
products and services which impact the appearance, health and lifestyle of
older Americans, as an associative endorsement vehicle for products and
services affecting millions of older consumers.
"According to the U.S. Census Bureau, America's population aged 65 and older
grew by 82 percent between 1965 and 1995. Between 1980 and 1995, this
population grew by 28 percent to a historical high of 33.5 million people.
Currently, one in eight Americans is 65 years of age or older. And, while less
than 25 percent of the population is younger than age 15, another 57 percent is
aged 30 and older. Clearly, the proportion of older citizens is growing and
will continue to do so with the aging of the "baby boomers."
(U.S. Of the Total 65+ Population (33,500,000):
Family Income Percentage of Population Number
$15,000-24,999 26% 8,710,000
$25,000-34,999 20% 6,700,000
$35,000-49,999 16% 5,360,000
$50,000-74,999 12% 4,020,000
$75,000+ 10% 3,350,000
"The 75 million people born in the United States between 1946 and 1964
constitute the baby boom generation. In 1994, baby boomers represented nearly
one-third of the U.S. population. Within the next 13 to 34 years, these people
will enter the 65 years and older category. As the baby boomers begin to age,
the United States will see an unparalleled increase in the number of older
persons. While one in eight Americans was 65 years of age or older in 1994, in
a little more than 30 years, about one in five is expected to be in this
group." (AoA).
The Company plans to be a communications and advertising intensive business.
The company believes there is a strategic advantage due to the inexperience of
local advertising media of maturity oriented media, the strength of "word of
mouth" advertising, and the influx of older persons using the Internet as a
means of recreation and communication.
The company believes that a majority of retirees feel ignored by the mainstream
marketers. For example, in one study conducted in the mid 1980's, 98% of women
over the age of 55 said they felt the fashion industry ignored them. There has
been little movement toward "dressing up" or "remaking" the retired set since
then. Virtually all beauty and fashion products ever generated have been
developed certainly for people under 50, and mostly for people between the ages
of 14 and 49. Advertisers concentrate on young people relentlessly, despite the
fact that this market is actually decreasing, while the 50+ markets are
increasing, and represent a far greater discretionary spending power. Further,
people in their mid-sixties (64 million and growing) receive precious little in
the way of personal support in make overs, fashion, and self-actualization.
Advertisers, designers, cosmetic manufacturers and others view the retiree
market enviously, but have few ways of reaching them other than the
restrictive, rare and costly option of becoming a vendor to the AARP, which
earned over $300 million in 1996 through its own network of market
relationships.
The Company also will focus on Internet communication and marketing, as studies
have shown that adults between the ages of 55 and 75 have shown a 43% increase
in Internet use in the last 16 months; up 21% since 1994. Two thirds of these
said they had accessed the Internet in the past month.
Advertising and communications are seen as the key ingredients to development
of Company opportunities in the following areas:
1. Co-marketing arrangements with product and service companies, known as
"affinity marketing:, in the areas of vitamins and nutrients, exercise,
fitness, fashion and sports apparel.
2. Providing markets with key and leading edge beauty and fitness
information over the Internet, using the Company's world class World Wide Web
Site featuring information on beauty, hair and skin care, fitness, nutrition,
apparel and fashion.
3. News releases to the life experienced audiences through newspapers,
electronic media, and feature story placement featuring the Company and Tempest
Storm.
4. Development of videos and workbooks featuring Tempest Storm and other
celebrity experts.
EDUCATIONAL PROGRAMS
The Company plans to develop an extensive educational project devoted to
retirement communities, senior centers and other locations throughout the
United States, supplemented by the Company's web site to be developed on the
Internet. This will be a subscription service in which Tempest Storm, and other
experts in a variety of fields, will give monthly lessons on the Internet. This
is perceived as an intergenerational market draw program that will empower men
and women of all ages in the areas of:
Fashion
Sex and relationships
Self improvement
Hair and skin care
Cosmetics
Exercise and fitness
Nutrition
Beginning a complete "make over"
For body, mind and spirit
The Company believes that this service will become one of the most popular
sites on the Internet. The Company will seek to involve experts in a growing
number of subjects of interest to its mature audience. As a value added to
increase visitors to the site, the Company plans to assemble "giveaway" packs
of free samples and product coupons of sponsored products and services. The
Company believes that this will drive thousands to the Web Site daily. In
total, the Company expects in the first year to obtain marketing relationships
with approximately 20 products, each sold separately through maturity
advertising, conventions, speaking engagements and on the Company website. In
the first year of operations, the Company expects to reach 10,000,000
households with a sales response to various products conservatively estimated
at 2.5%.
PRODUCTS AND SERVICES
Taking life By Storm, Inc. proposes to market an ever growing array of products
and services manufactured and provided by others in the fields of fashion, hair
and skin care, physical fitness, self-empowerment and self-actualization,
socialization, and many more in large seminar environments. The Company will
seek to establish a network of experts in fields of interest to the mature
audience, whose services will be provided in company seminars and through the
company's Internet site. The Company will seek to obtain the right to market
products to the same audience. The Company will seek to obtain agreements from
the providers of these products and services to offer the products and services
in Company seminars hosted by Tempest Storm and on the Company's Internet site.
VIDEOS
The Company anticipates producing a number of videos and workbooks for the
market in the areas of beauty, health, and personal self-empowerment. The
introductory, roll out video is the "Health, Beauty and Self-Empowerment
Workbook," marketed at $29.00 per package, which may consist of the video and
product samples. The promotion campaign for the video includes cross promotion
over the Internet site, as well as an advertising and marketing campaign
consisting of maturity media, television and radio, speaking engagements and
conventions.
MARKETING
To supplement the programs and generate interest in Company products, the
Company will establish a web site on the Internet, which will offer the
company's products for sale to the Internet consumer. In addition, the Company
will promote its web site and its products by conventional advertising and
marketing. With the proceeds of this offering, the Company plans to hire a
sales force and offer "multi-level marketing" incentives for sales.
The Internet industry is a young industry, but one of the fastest growing
industries in the country. The Internet is an increasingly significant global
medium for online commerce. According to Forrester Research, the total value of
goods and services purchased over the Web was $43 billion in 1998 and is
expected to increase to $1.3 trillion in 2003.
PATENTS
The Company holds no patents for any products. All products to be offered by
the Company will be provided by others.
RAW MATERIALS AND PRINCIPAL SUPPLIERS AND VENDORS
The Company does not manufacture its products and, therefore, does not utilize
raw materials.
COMPETITION
The online commerce market, particularly over the Web, is new, rapidly evolving
and intensely competitive. The business of providing retail personal product
sales is one of intense competition. Other companies, such as AARP, offer
products and services of the type contemplated by the Company to a similar
mature age group. However, the Company believes that, as more baby boomers
reach retirement age, there will be a need for such organizations to cater to
the needs of a more mature market. However, these companies have financial
resources superior to the Company, so there can be no assurance that the
Company's projected income will not be affected by its competition. There are
also many other companies with greater financial resources who offer sales on
the Internet. The Company's current or potential competitors include companies
such as AARP.
GOVERNMENT REGULATION
Government approval is not necessary for the Company's business, and government
regulations have no effect or a negligible effect on its business.
EMPLOYEES
The Company presently employs two employees, the President and founder, Tempest
Storm, who devotes her full time efforts to the Company, and Executive Vice
President and Director, Ben Harrison, who devotes his part time efforts to the
Company.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATIONS
PLAN OF OPERATIONS
The Company is a development stage corporation, which has not yet begun its
planned operations of bringing products and services to a market "niche" it has
identified of "life experienced" men and women aged 55 and over to help them to
look better and feel better, using fashion, health information and products,
nutrition, cosmetics and physical fitness. The Company's plan is to develop an
Internet web site and offer these products and services to the public. The
Company will seek to sell memberships which will allow members access to the
services offered on its Internet site and discounts on products offered on the
site and live seminars. The Company has financed its operations to date through
the sale of its securities. See Item 10 - "Recent Sales of Unregistered
Securities."
During the next twelve months, the Company plans to satisfy its cash
requirements by additional equity financing. The Company has no current
material commitments. The Company intends to undertake a subsequent private
placement of its common stock in order to raise future development and
operating capital. The Company depends upon capital to be derived from future
financing activities such as subsequent offerings of its stock. There can be no
assurance that the Company will be successful in raising the capital it
requires through the sale of its common stock.
The Company has no current material commitments. The Company will seek to raise
capital as a cash reserve, but there can be no assurance that the Company will
be successful in raising the capital it needs through sales of its common
stock.
There is no contemplated product research and development costs the Company
will perform for the next twelve months. There is no expected purchase or sale
of any plant or significant equipment, and there is no expected significant
changes in the number of employees contemplated.
The Company's plan of operations over the next 12 months includes the
implementing its marketing plan by the construction of and developing its web
site, and vigorously promoting memberships therein, which will enable members
to purchase products and services at significant retail discounts. The Company
will seek to foster long term relationships and word of mouth referrals through
customer service and recognition of the Company by seminars featuring Tempest
Storm and guest experts who will speak and offer services of interest to the
mature age group.
FORWARD LOOKING STATEMENTS
This registration statement contains forward-looking statements. The Company's
expectation of results and other forward-looking statements contained in this
registration statement involve a number of risks and uncertainties. Among the
factors that could cause actual results to differ materially from those
expected are the following: business conditions and general economic
conditions; competitive factors, such as pricing and marketing efforts; and the
pace and success of product research and development. These and other factors
may cause expectations to differ.
YEAR 2000 COMPLIANCE
With respect to Year 2000 compliance, the Company has performed an audit of all
of its computer hardware, internal accounting and software applications; in
short, all of its information technology and non information technology
systems, and found all to be Year 2000 compliant. As of this date, the Company
has been given assurances from its banking institution and transfer agent that
they are in compliance. The Company has completed an audit of its suppliers to
identify relevant Year 2000 issues, and has found them all to be Year 2000
compliant. The status of the company's progress is that it has completed all
that it must do in order to be considered Year 2000 compliant. The worst case
scenario would be the risk that the company's transfer agent may have not
complied adequately. However, the transfer agent has assured the Company that
it is Year 2000 compliant. The Company had nominal costs in becoming compliant,
consisting of employee labor and no actual costs to any third parties. The
Company does not anticipate any additional remediation costs, as it is already
Year 2000 compliant.
DESCRIPTION OF PROPERTY
The Company maintains an office in the home of its founder, Tempest Storm. The
Company has no other property, other than office equipment.
Item 4. SECURITIES OWNERSHIP OF MANAGEMENT AND CONTROLLING PERSONS
The following table sets forth certain information regarding the beneficial
ownership of the shares of Common Stock of the Company as of the date of this
disclosure(1), by (I) each person who is known by the Company to be the
beneficial owner of more than five percent (5%) of the issued and outstanding
shares of common stock, (ii) each of the Company's directors and executive
officers, and (iii) all directors and executive officers as a group.
Name and Address Number of Shares Percentage Owned
- ---------------- ---------------- ----------------
Tempest Storm 1,000,000 39.62%
341 Promontory Dr.
Newport Beach, CA 92660
Ben Harrison 400,000 15.85%
Box 10845,
Beverly Hills, CA 90213
Edward Nelson 100,000 3.96%
Box 10845
Beverly Hills, CA 90213
Jay Starling 25,000 1.0%
Box 15154
Newport Beach, CA
Officers and Directors 1,600,000 60.43%
as a Group
Item 5. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS
Directors are elected by the shareholders to terms of one year. Officers serve
at the pleasure of the Board of Directors, and serve one year terms unless
removed by the Board prior to their terms.
The Executive Officers of the Company and its subsidiaries, and their ages,
are as follows:
Name Age Position
-------------- --- ----------
Tempest Storm 72 President, Director
Ben Harrison 49 Executive Vice President, Director
Edward E. Nelson 85 Chief Financial Officer, Director
Jay D. Starling 52 Director
Tempest Storm. Tempest Storm is the President and Director of the Company.
Starting at age 19, Ms. Storm began her career as an exotic dancer, which
continued for 50 years to this day. From an inauspicious beginning, Ms. Storm
rose to the top of her profession, including a performance at Carnegie Hall,
bringing legitimacy to the art of exotic dance. Ms. Storm has appeared in the
main showrooms of Las Vegas casinos and was the featured performer in
"Burlesque USA" on the Home Box Office (HBO) Network, co-starring Red Buttons.
She became known as the "Queen of Burlesque" and has been profiled in Time and
Life Magazines and other national media. She has also appeared on numerous
television and radio programs. Ms. Storm performs today and makes presentations
on the secrets of beauty and youth. For example, at the "Palm Springs Follies"
she attracted over 100,000 fans during her five month run. She is constantly
being asked by her audience to reveal her secrets of staying young and fit. Her
experience with the public equips her to communicate the essential message of
the Company of Beauty, fitness and youth for the maturity demographics.
Ben Harrison. Mr. Harrison is the Executive Vice President and Director of the
Company. He was the west coast Communications Director for the American
Association of Retired Persons (AARP) for 13 years. He served as Vice President
of Marketing and Affiliate Relations for the Golden American Network, a
national cable television network geared toward the interests of maturity.
While at AARP, he worked with the Association's production, advertising and
marketing departments and was frequently an on-air spokesperson for the 34
million member organization. Mr. Harrison's subsequent projects included
producing a maturity pilot series for the Adventist Media Center. He originated
and now operates Maturity Alliance , a multi media marketing system to the
maturity markets. He also produces films, video and photo presentations for
corporations and organizations. Mr. Harrison has produced, directed, scripted
and edited video programs for organizations such as the United Way and the
AARP. He previously served as a newspaper editor and reporter. He currently
produces fully interactive Web Sites for companies and organizations.
Edward E. Nelson. Mr. Nelson is the Chief Financial Officer and Director of the
Company. Since 1976, he has acted as a Mortgage banker and Consultant. From
1970 through 1976, he served as President of Coast Bank, Long Beach,
California. From 1963 through 1970, he served as President of Charter Bank,
Culver City, California. From 1958 through 1963, he was the President of
People's Bank in Beverly Hills, California, and from 1936 through 1958, he was
employed in various management positions at Bank of America. He is a graduate
of the School of Banking at Rutgers University.
Jay D. Starling. Mr. Starling is a Director of the Company. From 1993 to the
present time, he has been President of Environmental Technologies, a Balboa
Pacific Corporation division. In 1992, he coordinated superfund and other
environmental programs for RAND Corporation's Institute for Civil Justice. From
1989 to 1992 he was the Director of Environmental Issues for ARCO. From 1983
through 1989, he served as Manager of Business Development, International
Marketing and Project Administration for ARCO Solar, Inc. Prior to 1983, Mr.
Starling served as Manager of External Affairs and Marketing Manager for
Aqueonics, an ARCO Division. He also served as the Managing Partner of Loucks,
Thompson and Starling, Inc. From 1976 through 1980, was consultant to the U.S.
Dept. Of Energy from 1979 to 1980, a consultant to the U.S. Environmental
Protection Agency from 1977 through 1990, and Director of the U.S. House of
Representatives Research Committee from 1973 through 1976. Mr. Starling holds a
B.A. in Political Science from UC Berkeley, 1968, an M.P.A. UC Berkeley, 1969,
and a Ph.D. Management and Policy Analysis, UC Berkeley, 1973.
Item 6. EXECUTIVE COMPENSATION
The following table sets forth the cash and non-cash compensation paid by the
Company to its Chief Executive Officer and all other executive officers for
services rendered up to the period ended June 30, 1999. No salaries are being
paid at the present time, and will not be paid unless and until there is
available cash flow from operations to pay salaries. There were no grants of
options or SAR grants given to any executive officers during the last fiscal
year.
ANNUAL COMPENSATION
- --------------------
Name and Position Salary Bonus Annual Deferred Salary
Tempest Storm, President 0 0 0
Item 7. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The Company's only promoter is its founder, Tempest Storm. The Company
maintains a home office in the home of Ms. Storm at no cost to the company.
monthly rental.
On July 31, 1997, the Company issued 1,000,000 shares to its founder, Tempest
Storm, in exchange for the Company's business plan and organizational costs,
and to retain the services of Ms. Storm as the Company's spokesperson, 100,000
to the Company's secretary to retain his services as corporate secretary,
400,000 shares to the Company's Executive Vice President and Director to retain
him for consulting services and services as the Executive Vice President,
25,000 shares to the Company's Director to retain his services as Director, and
additional 100,000 shares to its legal counsel for legal services. These shares
were issued without registration pursuant to an exemption from registration
contained within Section 4(2) of the Securities Act of 1933, to sophisticated
investors who had full access to company financial and other information,
consisting of the Company's financial statements, business plan and current
offering circular.
The have been no other transactions since the beginning of fiscal year 1998, or
any currently proposed transactions, or series of similar transactions, to
which the Company was or is to be a party, in which the amount involved exceeds
$60,000, and in which any of the officers, or directors, or holders of over 5%
of the Company's stock have or will have any direct or indirect material
interest. The Company does not currently have any policy toward entering into
any future transactions with related parties.
Item 8. LEGAL PROCEEDINGS
There are no pending legal proceedings to which the Company is a party or to
which the property interests of the Company is subject.
Item 9. MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANT'S COMMON EQUITY AND
OTHER SHAREHOLDER MATTERS
The Company's common stock is not listed or quoted at the present time, and
there is no present public market for the Company's common stock. The Company
has obtained a market maker and who intends to file a form 211 with the
National Association of Securities Dealers to quote the Company's securities on
the NASD OTC Bulletin Board, but there can be no assurance that the Company's
stock will be quoted on the NASD OTC Bulletin Board. The filing of the Form 211
is contingent upon this form 10 becoming effective with no pending comments by
the S.E.C.
The Company has not paid any cash dividends since its inception and does not
contemplate paying any in the foreseeable future. It is anticipated that
earnings, if any, will be retained for the operation of the Company's business.
Item 10. RECENT SALES OF UNREGISTERED SECURITIES
On July 31, 1997, the Company issued 1,000,000 shares to its founder, Tempest
Storm, in exchange for the Company's business plan and organizational costs,
and to retain the services of Ms. Storm as the Company's spokesperson, 100,000
to the Company's secretary to retain his services as corporate secretary,
400,000 shares to the Company's Executive Vice President and Director to retain
him for consulting services and services as the Executive Vice President,
25,000 shares to the Company's Director to retain his services as Director,
and additional 100,000 shares to its legal counsel for legal services. These
shares were issued without registration pursuant to an exemption from
registration contained within Section 4(2) of the Securities Act of 1933, to
sophisticated investors who had full access to company financial and other
information, consisting of the Company's financial statements, business plan
and current offering circular.
Item 11. DESCRIPTION OF SECURITIES
COMMON STOCK
The Company is authorized to issue 10,000,000 Shares, all of which are Common
Stock at a par value of $.001. The presently outstanding shares of Common Stock
are fully paid and non- assessable. There are currently outstanding 2,524,000
Shares of Common Stock. Holders of shares of Common Stock are entitled to one
vote per share on all matters submitted to a vote of the shareholders. Shares
of Common Stock do not have cumulative voting rights, which means that the
holders of the majority of the shareholder votes eligible to vote and voting
for the election of the Board of Directors can elect all members of the Board
of Directors. Holders of shares of Common Stock are entitled to one vote per
share on all matters to be voted upon by the stockholders generally. The
approval of proposals submitted to stockholders at a meeting other than for the
election of directors requires the favorable vote of a majority of the shares
voting, except in the case of certain fundamental matters (such as certain
amendments to the Certificate of Incorporation, and certain mergers and
reorganizations), in which cases Nevada law and the Company's Bylaws require
the favorable vote of at least a majority of all outstanding shares.
Stockholders are entitled to receive such dividends as may be declared from
time to time by the Board of Directors out of funds legally available therefor,
and in the event of liquidation, dissolution or winding up of the Company to
share ratably in all assets remaining after payment of liabilities. The holders
of shares of Common Stock have no preemptive, conversion, subscription or
cumulative voting rights.
Under current Nevada law, a shareholder is afforded dissenters' rights which,
if properly exercised, may require the Company to purchase his or her shares.
Dissenters' rights commonly arise in extraordinary transactions such as
mergers, consolidations, reorganizations, substantial asset sales, liquidating
distributions, and certain amendments to the Company's certificate of
incorporation.
Item 12. INDEMNIFICATION OF DIRECTORS AND OFFICERS
NEVADA STATUTES
NRS 78.751 provides that the Company may provide in its articles of
incorporation, by laws or by agreement, to indemnify the Company's officers and
directors and affects their liability in that capacity, for any and all costs
incurred in defending a civil or criminal action, suit or proceeding must be
paid by the corporation as they are incurred and in advance of the final
disposition of the action, suit or proceeding, upon receipt of an undertaking
by or on behalf of the director or officer to repay the amount if it is
ultimately determined by a court of competent jurisdiction that he is not
entitled to be indemnified by the corporation. The provisions of this
subsection do not affect any rights to advancement of expenses to which
corporate personnel other than directors or officers may be entitled under any
contract or otherwise by law.
The indemnification and advancement of expenses authorized in or ordered by a
court pursuant to the statute:
(a) Does not exclude any other rights to which a person seeking
indemnification or advancement of expenses may be entitled under the articles
of incorporation or any bylaw, agreement, vote of stockholders or disinterested
directors or otherwise, for either an action in his official capacity or an
action in another capacity while holding his office, except that
indemnification, unless ordered by a court pursuant to NRS 78.7502 or for the
advancement of expenses made pursuant to subsection 2, may not be made to or on
behalf of any director or officer if a final adjudication establishes that his
acts or omissions involved intentional misconduct, fraud or a knowing violation
of the law and was material to the cause of action.
(b) Continues for a person who has ceased to be a director, officer, employee
or agent and inures to the benefit of the heirs, executors and administrators
of such a person.
ARTICLES OF INCORPORATION AND BY-LAWS
The Company's Articles of Incorporation, Article VIII, provides that the
Company shall, to the fullest extent legally permissible under the provisions
of the General Corporation Law of the State of Nevada, indemnify and hold
harmless officers and directors from any and all liabilities and expenses
imposed upon them in connection with any action, suit or other proceeding.
Item 13. FINANCIAL STATEMENTS
Report of Independent Certified Public Accountant dated October 10, 1999
Financial Statements
Balance Sheets
Statement of Income
Statements of Cash Flows
Statements of Stockholder's Equity
Notes to Financial Statements
REPORT OF INDEPENDENT AUDITOR
To the Shareholders and Board of Directors
Taking Life By Storm, Inc.
I have audited the accompanying balance sheets of Innovative Software
Technologies, Inc. (A Development Stage Company) as of June 30, 1999 and
December 31, 1998 and the related statements of income, stockholders' equity,
and cash flows for the six months ended June 30, 1999 and the year then ended.
These financial statements are the responsibility of the Company's management.
My responsibility is to express an opinion on these financial statements based
on my audit.
I conducted my audit in accordance with generally accepted auditing standards.
Those standards require that I plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
I believe that my audit provides a reasonable basis for our opinion.
In my opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Innovative Software
Technologies, Inc. (A Development Stage Company) at June 30, 1999 and December
31, 1998, and the results of operations and cash flows for the year then ended,
in conformity with generally accepted accounting principles.
Woodland Hills, California
/s/ Leon Hines
_______________________________________
Leon Hines, Certified Public Accountant
October 10, 1999
[CAPTION]
TAKING LIFE BY STORM, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
AS OF SEPTEMBER 30, 1999 AND DECEMBER 31, 1998
Sept.30 December 31
1999 1998
ASSETS
Current Assets:
Cash $ 10,000 $ 10,000
Marketable Securities 50,000
Total Current Assets ------- -------
60,000 10,000
------- -------
Other Assets
Memorabilia Library 10,000 10,000
------- -------
TOTAL ASSETS 70,000 20,000
LIABILITIES & STOCKHOLDERS' EQUITY
Stockholders' Equity:
Common stocks, $.001 par value
Authorized shares - 10,000,000
Issued and outstanding shares
2,524,000 shares 2,524 2,524
Paid in capital 67,476 17,476
Total Stockholders' Equity 70,000 20,000
------- -------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 70,000 $ 70,000
[CAPTION]
Taking Life By Storm, Inc.
(A Development Stage Company)
STATEMENT OF INCOME FOR THE NINE MONTHS
ENDED SEPTEMBER 30, 1999 AND FOR THE YEAR
ENDED DECEMBER 31, 1998 AND FROM JULY 8, 1997
(INCEPTION) THROUGH SEPTEMBER 30, 1999
Cumulative
During
Development September 30 December 31
Stage 1999 1998
Income
Sales $ -0- -0- -0-
----- -------- --------
Total Income - - -
----- -------- --------
Expenses:
Total Expenses - - -
------- -------- --------
Net profit (loss) $ -0- $ -0- $ -0-
======= ======== ========
[CAPTION]
TAKING LIFE BY STORM, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1999
AND FOR THE YEAR ENDED DECEMBER 31, 1998
AND FROM JULY 8, 1997 (INCEPTION) THROUGH
SEPTEMBER 30, 1999
Cumulative
During
Development September 30 December 31
Stage 1999 1998
CASH FLOWS FROM OPERATING ACTIVITIES $ -0- $ -0- $ -0-
--------- ----------- ----------
NET CASH USED BY OPERATING ACTIVITIES -0- -0- -0-
--------- ----------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Stocks issued for cash 10,000 -0- 10,000
--------- ----------- ---------
NET CASH FROM FINANCING ACTIVITIES 10,000 -0- -0-
--------- ----------- ---------
INCREASE (DECREASE) IN CASH -0- -0- -0-
BEGINNING CASH 10,000 10,000 10,000
---------- ---------- ---------
ENDING CASH $ 10,000 $ 10,000 $ 10,000
======= ====== ======
[CAPTION]
TAKING LIFE BY STORM, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF STOCKHOLDERS' EQUITY
FROM JULY 8, 1997 (INCEPTION)
THROUGH SEPTEMBER 30, 1999
Deficit
Accumulated
Common Additional During
Shares Stock @ Paid-In Development
Outstanding Par Value Capital Stage
----------- ---------- --------- -----------
Net loss for the year ended
December 31, 1998 - $ - $ - $ -0-
Stocks Issued for Business plan 1,899,000 1,899 -
Stocks issued for services 615,000 615 -
----------- ----------- ------- ----------
Balance at December 31, 1998 2,514,000 2,114 - -0-
Shares Issued for Cash 10,000 10
----------- ----------- ------- ----------
Balance at December 31, 1998 2,524,000 2,514 - -0-
Net Loss for the Nine months
Ended September 30, 1999 ( -0-)
-------- ---------- -------- -----------
Balance at June 30, 1999 2,524,000 $2,514 $ - $ ( -0-)
========= ========== ======== ==========
[CAPTION]
TAKING LIFE BY STORM, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
NOTE 1. DESCRIPTION OF THE BUSINESS
The Company was incorporated under the laws of the state of Nevada on July
8,1997. The purpose for which the Corporation is organized is to engage inanely
lawful act or activity for which a corporation may be organized under the
general Corporation Law of the State of Nevada including, without limitation,
to provide beauty, fitness and health information to mature men and women.
The Company has been in the development stage since its formation on July 8,
1997. Planned principal operations have not commenced since then. There were no
activities from its inception date through September 30, 1999.
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES
A. The Company uses the accrual method of accounting.
B. Revenues and directly related expenses are recognized in the period when
the goods are shipped to the customers.
C. The Company considers all short term, highly liquid investments that are
readily convertible, within three months, to known amounts as cash equivalents.
The Company currently has no cash equivalents.
D. Primary Earnings Per Share amounts are based on the weighted average number
of shares outstanding at the dates of the financial statements. Fully Diluted
Earnings Per Shares shall be shown on stock options and other convertible
issues that may be exercised within ten years of the financial statement dates.
E. Estimates: The preparation of the financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the amounts reported in the financial statements
and accompanying notes. Actual results could differ from those estimates.
Item 14. EXHIBITS, FINANCIAL STATEMENTS
14(a) Report of Independent Certified Public Accountant October 10, 1999
Financial Statements
Balance Sheets
Statement of Income
Statements of Cash Flows
Statements of Stockholder's Equity
Notes to Consolidated Financial Statements
(b) Reports on Form 8-K: Not Applicable
(c) Exhibits
Exhibit No. D E S C R I P T I O N
----------- ---------------------
3.1 Articles of Incorporation Taking Life By Storm, Inc.
3.2 By-laws Taking Life By Storm, Inc.
4.1 Specimen certificate of common stock
10 Other Documents - Not applicable
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, there unto duly authorized.
Taking Life By Storm, Inc.
/s/ Tempest Storm
_____________________________________
TEMPEST STORM, President and Director
Date: October 27, 1999
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
/s/ Tempest Storm
_____________________________________
TEMPEST STORM, President and Director
Date: October 27, 1999
/s/ Edward Nelson
__________________________________________
EDWARD NELSON, Secretary/Treasurer/Director
Date: October 27, 1999
/s/ Jay Starling
___________________________________________
JAY STARLING, Director
EXHIBIT 3.1
[CAPTION]
FILED IN THE OFFICE OF THE
SECRETARY OF STATE OF THE
STATE OF NEVADA
ARTICLES OF INCORPORATION
JULY 8, 1997
C14512-97
DEAN HELLER
SECRETARY OF STATE
ARTICLES OF INCORPORATION
OF Taking Life By Storm, Inc.
The undersigned incorporator, for the purpose of forming a corporation
(hereinafter referred to as the "Corporation") under the General Corporation
Law of the State of Nevada (Title 7, Chapter 78 of Nevada Revised Statutes, and
the acts amendatory thereof), does hereby adopt the following Articles of
Incorporation.
Article I. The name of the corporation (hereinafter called the
"Corporation") is: Taking Life By Storm, Inc.
Article II. The name of the corporation's registered agent in the State of
Nevada is National Registered Agents, Inc. Or NV, and the street address of the
said resident agent where process may be served is 400 West King Street, Carson
City 89703.
Article III. The number of shares the corporation is authorized to issue
is Ten Million (10,000,000), all of which are of a par value of ($0.001) each
and are classified as Common Stock.
Article IV. No holder of any shares of the corporation shall, as such
holder, have any right to purchase or subscribe for any shares of any class
which the corporation may issue or sell, whether or not such shares are
exchangeable for any shares of the corporation of any other class or classes,
and whether such shares are issued out of the number of shares authorized by
the Articles of Incorporation of the corporation as originally filed, or by any
amendment thereof, or out of shares of the corporation acquired by it after the
issue thereof; nor shall any holder of any of the shares of the corporation, as
such holder, have any right to purchase or subscribe for any obligations which
the corporation may issue or sell that shall be convertible into, or
exchangeable for, any shares of the corporation of any class or classes, or to
which shall be attached or shall appertain to any warrant or warrants or other
instrument or instruments that shall confer upon the holder thereof the right
tot subscribe for, or purchase fro the corporation any shares or any class or
classes.
Article V. The governing board of the corporation shall be styled as
"Director." The first Board of Directors shall consist of Three (3) members and
their names and street addresses are as follows:
NAME ADDRESS
Tempest Storm 341 Promontory Drive West, Newport Beach, CA 92660
Edward E. Nelson Box 10845, Beverly Hills, California 90213
Jay Starling Box 10845, Beverly Hills, California 90213
Article VI. The purposes for which the corporation is organized is to
engage in any lawful act or activity for which a corporation may be organized
pursuant to the General Corporation Law of the State of Nevada.
Article VII. The name and street address of the incorporator executing
these Articles of Incorporation is as follows:
NAME ADDRESS
J. Paulsen 2030 Main Street, Suite 1040
Irvine, California 92614
Article VIII. The corporation shall, to the fullest extent legally
permissible under the provisions of the General Corporation Law of the State of
Nevada, as the same may be amended and supplemented, shall indemnify and hold
harmless any and all persons whom it shall have power to indemnify under said
provisions from and against any and all liabilities (including expenses)
imposed upon or reasonably incurred by him in connection with any action, suit
or other proceeding in which he may be involved or with which he may be
threatened, or other matters referred to in or covered by said provisions both
as to action in his official capacity and as to action in another capacity
while holding such office, and shall continue as to a person who has ceased to
be a director or officer of the corporation. Such indemnification provided
shall not be deemed exclusive of any other rights to which those indemnified
may be entitled under any Bylaw, Agreement or Resolution adopted by the
shareholders entitled to vote thereon after notice.
Article IX: The period of duration of the corporation shall have
perpetual.
Article X: The personal liability of all of the directors of the
corporation is hereby eliminated to the fullest extent allowed as provided by
the Nevada General Corporation Law, as the same may be supplemented and
amended.
The undersigned incorporator has executed these Articles of Incorporation
on July 7, 1997.
/s/ J. Paulsen
- -------------------
J. Paulsen
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) SS:
Before me, a Notary Public in and for said county and state, personally
appeared J. Paulsen, who is known to me to be the same person who executed the
foregoing Articles of Incorporation and duly acknowledged execution of the
same. In witness whereof, I have hereunto subscribed my name and affixed my
official seal, on July 7, 1997.
SEAL OF NOTARY PUBLIC
/s/ Vicky Rae Stump
- --------------------
Notary Public
EXHIBIT 3.2
[CAPTION]
BY-LAWS OF TAKING LIFE BY STORM, INC.
ARTICLE I - OFFICES
The office of the Corporation shall be located in the City and State designated
in the Articles of Incorporation. The Corporation may also maintain offices at
such other places within or without the United States as the Board of Directors
may, from time to time determine.
ARTICLE II - MEETING OF SHAREHOLDERS
Section 1 - Annual Meetings:
The annual meeting of the shareholders of the Corporation shall be held within
five months after the close of the fiscal year of the Corporation, for the
purpose of electing directors, and transacting such other business as may
properly come before the meeting.
Section 2 - Special Meetings:
Special meetings of the shareholders may be called at any time by the Board of
Directors or by the President, and shall be called by the President or the
Secretary at the written request of the holders of ten per cent (10%) of the
shares then outstanding and entitled to vote thereat, or as otherwise required
under the provisions of the Business Corporation Law.
Section 3 - Place of Meetings:
All meetings of shareholders shall be held at the principal office of the
Corporation, or at such other places as shall be designated in the notices or
waives of notice of such meetings.
ARTICLE IV - OFFICERS
Section 1 - Number, Qualifications, Election and Term of Office:
(a) The officers of the Corporation shall consist of a President, a Secretary,
a Treasurer, and such other officers, including a Chairman of the Board of
Directors, and one or more Vice Presidents, as the Board of Directors may from
time to time deem advisable. Any officer other than the Chairman of the Board
of Directors may be, but is not required to be, a director of the Corporation.
Any two or more offices may be held by the same person.
(b) The officers of the Corporation shall be elected by the Board of Directors
at the regular annual meeting of the Board following the annual meeting of
shareholders.
(c) Each officer shall hold office until the annual meeting of the Board of
Directors next succeeding his election, and until his successor shall have been
elected and qualified, or until his death, resignation or removal.
Section 2 - Resignation:
Any officer may resign at any time by giving written notice of such resignation
to the Board of Directors, or to the President or the Secretary of the
Corporation. Unless otherwise specified in such written notice, such
resignation shall take effect upon receipt thereof by the Board of Directors or
by such officer, and the acceptance of such resignation shall not be necessary
to make it effective.
Section 3 - Removal:
Any officer may be removed, either with or without cause, and a successor
elected by a majority vote of the Board of Directors at any time.
Section 4 - Vacancies:
A vacancy in any office by reason of death, resignation, inability to act,
disqualification, or any other cause, may at any time be filled for the
unexpired portion of the term by a majority vote of the Board of Directors.
Section 5 - Duties of Officers:
Officers of the Corporation shall, unless otherwise provided by the Board of
Directors, each have such powers and duties as generally pertain to their
respective offices as well as such powers and duties as may be set forth in
these by-laws, or may from time to time be specifically conferred or imposed by
the Board of Directors. The president shall be the chief executive officer of
the Corporation.
ARTICLE V - SHARES OF STOCK
Section 1 - Certificate of Stock:
(a) The certificates representing the shares of the Corporation shall be in
such form as shall be adopted by the Board of Directors, and shall be numbered
and registered in the order issued. They shall bear the holder's name and the
number of shares, and shall be signed by (I) the President or a Vice President,
and (ii) the Secretary or Treasurer, or any Assistant Secretary or Assistant
Treasurer, and shall bear the corporate seal.
(b) No certificate representing shares shall be issued until the full amount of
consideration therefor has been paid, except as otherwise permitted by law.
(c) To the extent permitted by law, the Board of Directors may authorize the
issuance of certificates for fractions of a share which shall entitle the
holder to exercise voting rights, receive dividends and participate in
liquidating distributions, in corporation to the fractional holdings; or it may
authorize the payment in cash of the fair value of fractions of a share as of
the time when those entitled to receive such fractions are determined; or it
may authorize the issuance, subject to such conditions as may be permitted by
law, of scrip in registered or bearer form over the signature of an officer or
agent of the Corporation, exchangeable as therein provided for full shares, but
such scrip shall not entitle the holder to any rights of a shareholder, except
as therein provided.
Section 2 - Lost or Destroyed Certificates:
The holder of any certificate representing shares of the Corporation shall
immediately notify the Corporation of any loss or destruction of the
certificate representing the same. The Corporation may issue a new certificate
in the place of any certificate theretofore issued by it, alleged to have been
lost or destroyed. On production of such evidence of loss or destruction as the
Board of Directors in its discretion may require, the Board of Directors may,
in its discretion, require the owner of the lost or destroyed certificate, or
his legal representatives, to give the Corporation a bond in such sum as the
Board may direct, and with such surety or sureties as may be satisfactory to
the Board, to indemnify the Corporation against any claims, loss, liability or
damage it may suffer on account of the issuance of the new certificate. A new
certificate may be issued without requiring any such evidence or bond when, in
the judgement of the Board of Directors, it is proper so to do.
Section 6 - Sureties and Bonds:
In case the Board of Directors shall so require, any officer, employee or agent
of the Corporation shall execute to the Corporation a bond in such sum, and
with such surety or sureties as the Board of Directors may direct, conditioned
upon the faithful performance of his duties to the Corporation, including
responsibility for negligence and for the accounting for all property, funds or
securities of the Corporation which may come into his hands
Section 7 - Shares of Other Corporations:
Whenever the Corporation is the holder of shares of any other corporation, any
right or power of the Corporation as such shareholder (including the
attendance, acting and voting at shareholders' meetings and execution of
waivers, consents, proxies or other instruments) may be exercised on behalf of
the Corporation by the President, or such other person as the Board of
Directors may authorize.
ARTICLE VI - DIVIDENDS
Subject to applicable law, dividends may be declared and paid of any funds
available therefor, as often, in such amounts, and at such time or times as the
Board of Directors may determine.
ARTICLE VII-FISCAL YEAR
The fiscal year of the Corporation shall be fixed by the Board of Directors
from time to time, subject to applicable law.
ARTICLE VIII-CORPORATE SEAL
The corporate seal, if any, shall be in such form as shall be approved from
time to time by the Board of Directors.
ARTICLE IX - AMENDMENTS
Section 1 - By Shareholders:
All by-laws of the Corporation shall be subject to alteration or repeal, and
new by-laws may be made, by the affirmative vote of shareholders holding of
record in the aggregate at least a majority of the outstanding shares entitled
to vote in the election of directors at any annual or special meeting of
shareholders, provided that the notice or waiver of notice of such meeting
shall have summarized or set forth in full therein, the proposed amendment.
Section 2 -By Directors:
The Board of Directors shall have power to make, adopt, alter, amend and
repeal, from time to time, by-laws of the Corporation; provided, however, that
the shareholders entitled to vote with respect thereto as in this Article IX
above-provided may alter, amend or repeal by-laws made by the Board of
Directors, except that the Board of Directors shall have no power to change the
quorum for meetings of shareholders or the Board of Directors, or to change any
provisions of the by-laws with respect to the removal of directors or the
filling of vacancies in the Board resulting from the removal by the
shareholders. If any by-law regulating an impending election of directors is
adopted, amended or repealed by the Board of Directors, there shall be set
forth in the notice of the next meeting of shareholders for the election of
directors, the by-law so adopted, amended or repealed, together with a concise
statement of the changes made.
Section 3 - Transfers of Shares:
(a) Transfers of shares of the Corporation shall be made on the share records
of the Corporation only by the holder of record thereof, in person or by his
duly authorized attorney, upon surrender for cancellation of the certificate or
certificates representing such shares, with an assignment or power of transfer
endorsed thereon or delivered therewith, duly executed, with such proof of the
authenticity of the signature and of authority to transfer and of payment of
transfer taxes as the Corporation or its agents may require.
(b) The Corporation shall be entitled to treat the holder of record of any
share or shares as the absolute owner thereof for all purposes and,
accordingly, shall not be bound to recognize any legal, equitable or other
claim to, or interest in, such share or shares on the part of any other person,
whether or not it shall have express or other notice thereof, except as
otherwise expressly provided by law.
Section 4 - Record Date:
In lieu of closing the share records of the Corporation, the Board of Directors
may fix, in advance, a date not exceeding fifty days, or less than ten days, as
the record date for the determination of shareholders entitled to receive
notice of, or to vote at, any meeting of shareholders, or to consent to any
proposal without a meeting, or for the purpose of determining shareholders
entitled to receive payment of any dividends, or allotment of any rights, or
for the purpose of any other action. If no record date is fixed, the record
date for the determination of shareholders entitled to notice of or to vote at
a meeting of shareholders shall be at the close of business on the day next
preceding the day on which notice is given, or, if no notice is given, the day
on which the meeting is held; the record date for determining shareholders for
any other purpose shall be at the close of business on the day on which the
resolution of the directors relating thereto is adopted. When a determination
of shareholders of record entitled to notice of or to vote at any meeting of
shareholders has been made as provided for herein, such determination shall
apply to any adjournment thereof, unless the directors fix a new record date
for the adjourned meeting.
Section 13 - Committees:
The Board of Directors, by resolution adopted by a majority of the entire
Board, may from time to time designate from among its members an executive
committee and such other committees, and alternate members thereof, as they
deem desirable, each consisting of three or more members, with such powers and
authority (to the extent permitted by law) as may be provided in such
resolution. Each such committee shall serve at the pleasure of the Board.
ARTICLE X - INDEMNITY
(a) Any person made a party to any action, suit or proceeding, by reason of the
fact that he, his testator or intestate representative is or was a director,
officer of employee of the Corporation, or of any Corporation in which he
served as such at the request of the Corporation, shall be indemnified by the
Corporation against the reasonable expenses, including attorney's fees,
actually and necessarily incurred by him in connection with the defense of such
action, suit or proceedings, or in connection with any appeal therein, except
in relation to matters as to which it shall be adjudged in such action, suit or
proceeding, or in connection with any appeal therein that such officer,
director or employee is liable for negligence or misconduct in the performance
of his duties.
(b) The foregoing right of indemnification shall not be deemed exclusive of any
other rights to which any officer or director or employee may be entitled apart
from the provisions of this section.
(c) The amount of indemnity to which any officer or any director may be
entitled shall be fixed by the Board of Directors, except that in any case
where there is no disinterested majority of the Board available, the amount
shall be fixed by arbitration pursuant to the then existing rules of the
American Arbitration Association.
The undersigned incorporator certifies that he has adopted the foregoing
by-laws as the first by-laws of the Corporation.
Dated: July 7, 1997
/s/ J. PaulseN
___________________
Incorporator
EXHIBIT 4.1
[CAPTION]
SPECIMEN OF COMMON STOCK CERTIFICATE
TAKING LIFE BY STORM, INC.
[________]NUMBER SHARES[________]
INCORPORATED UNDER THE LAWS OF THE STATE OF NEVADA
10,000,000 SHARES COMMON STOCK AUTHORIZED, $.001 PAR VALUE
COMMON STOCK CUSIP 874063 10 0
SEE REVERSE FOR CERTAIN
DEFINITIONS
THIS CERTIFIES THAT
Is the RECORD HOLDER OF SHARES OF FULLY PAID AND NON-ASSESSABLE SHARES OF
COMMON STOCK OF TAKING LIFE BY STORM, INC. TRANSFERABLE ON THE BOOKS OF THE
CORPORATION IN PERSON OR BY DULY AUTHORIZED ATTORNEY UPON SURRENDER OF THIS
CERTIFICATE PROPERLY ENDORSED. THIS CERTIFICATE AND THE SHARES REPRESENTED
HEREBY ARE SUBJECT TO THE LAWS OF THE STATE OF NEVADA, AND TO THE CERTIFICATE
OF INCORPORATION AND BYLAWS OF THE CORPORATION, AS NOW OR HEREAFTER AMENDED.
THIS CERTIFICATE IS NOT VALID UNTIL COUNTERSIGNED BY THE TRANSFER AGENT.
WITNESS the facsimile seal of the Corporation and the signature of its duly
authorized officers.
Dated:
[SEAL OF TAKING LIFE BY STORM, INC.}
/s/ TEMPEST STORM /s/ EDWARD E. NELSON
___________________________________ ______________________
President Secretary
COUNTERSIGNED
AMERICAN REGISTRAR & TRANSFER CO.
342 E. 900 South
P.O. Box 1798
Salt Lake City, Utah 84110
By: ^^Illegible Signature^^
The following abbreviations, when used in the inscription on the face of this
certificate, shall be construed as though they were written out in full
according to applicable laws or regulations:
TEN COM - as tenants in common UNIF GIFT MIN ACT - ____Custodian____
TEN ENT - as tenants by the entireties (Cust) (Minor)
JT TEN - as joint tenants with right under Uniform Gifts to Minors
of survivorship and not as Act ________________________
tenants in common (State)
Additional abbreviation may also be used though not in above list.
FOR VALUE RECEIVED, _________hereby sell, assign and transfer unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
- ----------------------------------------
- ----------------------------------------
__________________________________________________________________________
(Please print or typewrite name and address including zip code of assignee)
__________________________________________________________________________
__________________________________________________________________________
__________________________________________________________________________
Shares of the capital stock represented by the within Certificate, and do
hereby irrevocably constitute and appoint
__________________________________________________________________________
Attorney to transfer the said stock on the books of the within-named
Corporation with full power of substitution in the premises.
Dated, ----------------------
NOTICE: The signature to this assignment must correspond with the name as
written upon the face of the Certificate, in every particular, without
alteration or enlargement, or any change whatever.
