Common Shares:

Shareholder Shares Status
Directors & Officers 3,525,733 Free-trading
1,542,111 Escrowed
5,067,844

RFI (founder) 3,405,144 Escrowed
At large* 14,421,837 Free-trading
17,826,981

Total Common
Outstanding
22,894,825

*Includes associates, former Eclips Inc. shareholders, 2005-06 placees, RTO financing, Purchase of RFI stock.

Share Purchase Warrants:

Shareholder Shares Exercise
Price($)
Expiry
RFI 1,441,331 0.24 Nov 30-08

RTO financing 2,825,000 0.75 July 6-08

Blackmont Capital 579,600 0.75 July 6-08

Total Warrants 4,845,931

Stock Options:

Directors 1,200,000 0.50 June 18-11

Consultant 200,000 0.50 July 10-08

Total Options 1,400,000

Fully Diluted 29,140,756