Form 11 - Application For Hearing For Certain Exchanges Of Securities

Form 11 - Application For Hearing For Certain Exchanges Of Securities - Utah Page 3

period within two years of the date of this application.

DIRECTORS AND OFFICERS.

List the names of all directors and officers of the issuer and of every other

company involved in the transaction, indicating all positions and offices held by

each person named.

Describe any disciplinary actions, judgments, material litigation, felony

convictions of any type, or misdemeanor convictions in connection with the offer,

sale, or purchase of a security or involving fraud or deceit, including, without

limitation, forgery, embezzlement, obtaining money under false pretenses,

larceny, or conspiracy to defraud.

PRINCIPAL HOLDERS OF SECURITIES. State any material interest in the transaction

of each person who, with respect to the issuer or any other company involved in the

transaction, is a director, promoter, officer, person occupying a similar status or

performing similar functions, or owns of record or beneficially 10 percent of more of the

outstanding securities of any class of equity securities.

EXCHANGE RATIO. State the basis of the ratio for every exchange of securities being

proposed as part of the transaction to be approved.

Attach and incorporate by reference the following exhibits (any exhibit which is

inapplicable should be listed by letter on the form followed simply by the word

“inapplicable”.)

Audited financial statements as required by Rule R164-10-2(F) with respect to the issuer

and every other company involved in the transaction, and pro forma financial statements

giving effect to the proposed transaction.

A copy of the plan of reorganization or recapitalization to be approved if it is set forth in

a written document, including any request for delayed effectiveness of the filing of such

document with the Division of Corporations or similar authority.

Copies (which may be in a restated or composite form) of the current charter documents

of the issuer as required by Rule R164-10-2(I) and of each constituent company involved

in a merger or consolidation.

A copy of any agreement made or to be made by the issuer affecting any of the rights,

preferences, privileges, or transferability of the securities.

A copy of any agreement made or to be made by or among securityholders of the issuer

that materially affects, or will materially affect, any of the rights, preferences, privileges

or restrictions of or on securities of the issuer or the management of the issuer including

any voting agreement, irrevocable proxy or shareholders agreement. If not available,

furnish a brief description of the agreement.

A preliminary copy of the proxy materials to be used to solicit the vote or consents of

REV 9/04

Form 11 - Application For Hearing For Certain Exchanges Of Securities - Utah Page 3