The silver lining of AIG's European bank payments Posted by Max Bergmann

You just knew it wasn't going to be good when lawmakers on the Hill were demanding to know where AIGs bailout money was going. The fact that the company and the Obama administration refused to initially disclose, clearly meant that there were some politically uncomfortable disclosures that would not be helpful in the Administration's efforts to get more bail out money from Congress.

No doubt populist and faux populist outrage (see Politico's screaming headline) will be directed at U.S. taxpayer dollars going to bailout European banks. But wasn't this obvious? Lawmakers are claiming  to be shocked, shocked! to find out that the some of the money used to bailout of a GLOBAL company, was used globally. It was inevitable that much of the bailout money would be transferred by AIG abroad. As the still the largest global power and as the biggest stakeholder in the global economy - not to mention the fact that we were at the root cause of the global crisis - the U.S. was going to have to take action to prop up the global economy. Both administration's should have acknowledged this upfront and made the case that this was about saving a company that was not just vital to our economy but to the global economy.

But now that the cat is out of the bag, it is important to note that there is a silver lining to this revelation internationally.

The Obama administration has been calling for a global stimulus effort, in which wealthy countries  take action to stiumlate their economies and economies in their region. Gordon Brown called for this as well. But there are doubts about whether there will be any agreement at the G-20 summit, as large economic powerhouses like Germany have been reticent.

Well, now at least the Obama administration can beat stingy international leaders over the head with the fact that the U.S. has done its part in propping up the global economy. The Obama administration can now aggressively point the finger at Europe, noting that we have spent $30 billion - at tremendous political cost domestically - to prop up a German, French, and British bank, while many EU leaders have hardly done a thing - I am looking at you Merkel. 

Comments

[Dionne L Heilman]

March, 16, 2009

From: Dionne L Heilman
949.370.6642

RE: Piercing The Corporate Veil

To Whom It May Concern,

My name is Dionne Heilman. I am writing this letter because I believe the information may prove to be significant to the current financial crisis. This letter pertains to The China Governments involment in criminal, unlawful fraud and abuse in connection with Corporations employed to defraud the United States and its Agents. The China Government is hiding behind Cactus Holdings, LLC., and the Corporations; Cactus MultiMedia 1, Inc., Cactus New Media 1, Inc., Cactus Marketing 1, Inc., Cactus Productions 1, Inc., and Cactus Enterprise 1, Inc.

The Corporations were formed, in the year 1999 as a cloak to defraud the United States for the purpose of conducting illegal activities in Connection with unregistered securities, securities transactions, bonds, asset backed securities, trust agreement securitation, hedge transactions, acquisitions and investments with respect to Government Programs planned for The People's Republic of China. (Telecommunications Infrastructure project planned for Hong Kong, Broadband Infrastructure project planned for Hong Kong, Global Marine Cable Company project planned for Hong Kong, Computerized Health Information project planned for Hong Kong)

I have been a victim of this plan. April 04, 1999 in connection with a Private Placement Transaction my US identity (and 25 other US persons) was stolen and fraudulently utilized to incorporate Corporations; Cactus Holdings, LLC., Cactus MultiMedia 1, Inc., Cactus New Media 1, Inc., Cactus Marketing 1, Inc., Cactus Productions 1, Inc., and Cactus Enterprise 1, Inc. Through the identity of the stockholders the Corporations completed all the steps necessary for The U.S Securities and Exchange Commissions statutory requirements to become US Shell Corporations. The China Government seized control of the corporations by forging my name and embezzling the stock and proxies.

June 2001, a cover-up conspiracy transpired, involving lawyers, government agencies, banks, securities firms, brokers and unfortunately a member of my family pertaining to the stock I owned in the Corporations, ever since June 2001, I have kept a detailed Journal and documented the conspiracy and have compiled documents to support my story. I have filed endless complaints through out the years, having no knowledge of securities, which made it very difficult to put my complaint in writing. Each year I discovered more information pertaining to the stock and each year I mailed complaints to government agencies and all the complaints were out of Jurisdiction, swept under the carpet, or forwarded to the Securities and Exchange Commission of Miami FL, to have the SEC take no action and dismiss my complaints.
• SEE: EXHIBIT I. Goverment Complaints

The facts go back 10 years ago, during the Clinton Administration. The China Government did not act alone; I believe The Federal Reserve, The Treasury Secretary, The Securities and Exchange Commission and The International Trade Commission in Washington, DC. were involved in this scam.

There is proof that Cactus MultiMedia 1, Inc., was involved in claims of fraud and negligent misreprentation of the U.S Home Mortgage Business and the U.S Department of Housing and Urban Development ("HUD").The people that were involved in this and served as directors of Cactus MultiMedia 1, Inc., are senior founders of US Global Investment Banks, partners and country head of KPMG'S International Banking Tax Committee, severed on The White House Committee for Deregulation and Competition, advisor to the Federal Reserve Bank's Interest Rate Committee, consultant to the International Trade Commission in Washington,DC and severed senior executive positions in the telecommunications Industry. Also including Bank Of America, Merrill Corporation, Mellon Bank, ANZ Investment Bank, Westpac Institutional Bank, BNP Parbas, Deutsche Bank, EFG Eurobank Ergasias and National Bank of Greece.

In this letter I am submitting is all the information needed to show how I believe The China Government defraud The United States of America. The source of all the information in this letter consists of Cactus MultiMedia 1, Inc., Securities and Exchange filings through December,23,1999-April 4, 2002 (See Item10), Published Press Releases (See Item 9-10), Constructive Notices (See Item 18-19), and The Florida Department of State Division of Corporations (See Item 2).

Content

• ITEM 1. Background
• ITEM 2. Florida Department of State Division of Corporations. Cactus Holdings, LLC. Organization. Total
• Contribution 900,000,000.00, Cactus Multi Media 1 Inc, Cactus New Media 1 Inc, Cactus Marketing 1 Inc, Cactus
Productions 1 Inc and Cactus Enterprise 1 Inc
• ITEM 3. Cactus MultiMedia 1, Inc. Registration of Securities for Small Business in connection with a private offering. Recent Sale of Unregistered Securities. Between April 1, 1999 and April 4, 1999.
• ITEM 4. Statement of Stockholder Equity, Period from Inception (March 29, 1999) to September 30, 1999.
• ITEM 5. Securities Ownership of Certain Beneficial Owners and Management. As of December, 1999 and As of May, 2001.
• ITEM 6. Organization And Significant Accounting Policies.
• ITEM 7. Equishare Development Corp. The US Home Mortgage Business & Housing Urban Development ("HUD").
• ITEM 8. Southland Financial, Inc., Acquisition Agreement.
• TEM 9. Directors, Executive Officers, Promoters And Control Person: Compliance With Section 16(a) Of The Exchange Act
• ITEM 10. Published Press Releases Hedging Transactions, pertaining to Southland Financial, Inc., Stock.
• ITEM 11. Published Press Releases, pertaining to Southland Financial, Inc.
• ITEM 12. CCF StarBridge Henaxin Corporation Ltd ("CCF StarBridge").
Joint Venture Partner, China Changfeng Science and Technology
• ITEM 13. China Changfeng Science and Technology of Beijing
Weapons of Mass Destruction (WMD)
• ITEM 14. Ali Wei Information Technology Corporation Ltd ( "Ali Wei").
Joint Venture Partner, China Changfeng Science and Technology. Bank of America. "Security Interest” means any
MORTGAGE
• ITEM 15. Name Change from Southland Financial, Inc., to Starbridge Global, Inc.
• ITEM 16. Form 144 Filing. Insider & Restricted Shareholder. Martin Dougherty: Acquisition (Non Open Market), 10/20/2000
• ITEM 17. Form 144 Filing. Insider & Restricted Shareholder transactions reported. Dionne L. Heilman, 10/25/2001
• ITEM 18. Constructive Notice. New Securities Issues. Southcorp Finance Ltd $125 Australian Dollars of Bonds. Published 07/31/01 Joint lead managers ANZ Investment Bank and Westpac Institutional Bank
• ITEM 19. Constructive Notice. New Securities Issues. Atlas Securitization. Two Billion Euros Asset-Backed. Published 10/15/01. BNP Parbas, Deutsche Bank, EFG Eurobank Ergasias and National Bank of Greece
• ITEM 20. Cactus Mulitmedia 1 Inc. SEC Reports Consist of: 1.) SEC Form 10SB12G. Filing date: 1999/12/23. 2.) SEC Form: 8-K. Filing date: 2000/04/05. 3.) Filing date: SEC Form:10QSB . 2000/06/20. 4.) SEC Form: 8-K. Filing date: 2000/11/28. 5.) SEC Form: S-B. Filing date: 2001/01/05. 6.) SEC Form: 10KSB. Filing date: 2001/05/11. 7.) SEC Form: NT 10-Q. Filing date: 2001/12/17. 8.) SEC Form NT10-K. Filing date: 2002/04/30. - Merrill Corporation

Supporting Documents

• EXHIBIT (A). Cactus Holdings, LLC. Total Contribution 900,000,000.00. Florida Department of State Division of Corporations. Corporations Online. Public Inquiry. Print date: 06/22/2005.
• EXHIBIT (A). Cactus Multimedia 1, Inc. Florida Department of State Division of Corporations.
Corporations Online. Public Inquiry. Print date: 06/22/2005.
• EXHIBIT (A). Cactus New Media 1, Inc. Florida Department of State Division of Corporations.
Corporations Online. Public Inquiry. Print date: 11/20/01.
• EXHIBIT (A). Cactus Productions 1, Inc. Florida Department of State Division of Corporations.
Corporations Online. Public Inquiry. Print date: 11/20/01.
• EXHIBIT (A). Cactus Marketing 1, Inc. Florida Department of State Division of Corporations.
Corporations Online. Public Inquiry. Print date: 11/20/01.
• EXHIBIT (A). Cactus Enterprises 1, Inc. Florida Department of State Division of Corporations.
Corporations Online. Public Inquiry. Print date: 11/20/01.
• EXHIBIT (B). Photo Copies of five Check's payable to Cactus Multimedia 1, Inc., in the amount of $1,000,00, Cactus New Media 1, Inc., in the amount of $100,00, Cactus Marketing 1, Inc., in the amount of $100,00, Cactus Productions 1, Inc., in the amount of $100,00, Cactus Enterprise 1, Inc., in the amount of $100,00 . Check Dated: April 04, 1999. Deposited with Mellon Bank, Miami Beach, FL.
• EXHIBIT (C). Published Press Releases, pertaining to Southland Financial, Inc., and Starbridge Global, Inc.
• EXHIBIT(D). First Union Securities, Inc., (FUSI) the account pertaining to Southland Financial, Inc.,and Starbridge Global, Inc.
• EXHIBIT(E). Stock Purchase Agreement faxed June 21, 2001 pertained to shares of International Manufactures Gateway, Inc.
• EXHIBIT (F). Timothy Crutchfield, Esq., Position Statement to the Florida Bar, dated May,15,2002.
• EXHIBIT(G). Form 144 Filings-Declared Holdings. Insider & restricted shareholder transactions reported.
Martin Dougherty: Acquisition (Non Open Market), October 20, 2000. Dionne Heilman: Planned Sale 540,000 shares
October 2001.
• EXHIBIT (H). Constructive Notice. New Securities Issues.
Southcorp Finance Ltd $125 Australian Dollars of Bonds. Published 07/31/0. Atlas Securitization.Two Billion Euros
Asset-Backed. Published 10/15/01
• EXHIBIT (I). Government Complaints

Item 1. Background

April 1999, Miami Beach, FL. A friend RS Schmitt ("Mr. Schmitt") phoned me. During our conversation Mr. Schmitt spoke about a business deal he was finalizing involving securities, and he needed one more investor to participate in the group. Mr. Schmitt told me he had a great business opportunity for me, it was a win win situation. Mr. Schmitt told me to invest; all he needed from me is checks from my personal checking account. Mr. Schmitt told me he needed 5 checks, and he would tell me whom to write out the checks to and for what amount, and he would give me the cash back for the total dollar amount.

April 04, 1999, Miami Beach, FL. I meant with RS Schmitt ("Mr. Schmitt") and wrote out five Checks from my personal checking account to 1.) Cactus Multimedia 1, Inc., in the amount of $1, 000, 00 for Subscription 2.) Cactus New Media 1, Inc., in the amount of $100, 00 for Subscription 3.) Cactus Marketing 1, Inc., in the amount of $100, 00 for Subscription 4.) Cactus Productions 1, Inc., in the amount of $100, 00 for Subscription 5.) Cactus Enterprise 1, Inc., in the amount of $100, 00 for Subscription. I delivered the checks to Mr. Schmitt and Mr. Schmitt delivered to me cash in the total amount of $1,400.00. I completed an Investors Questionnaire, to include my social security number and I signed the Subscription Agreement Signature page. I did not receive any documentation of the transaction nor did I receive a Specimen Common Stock Certificate, stating how many shares of Voting Common shares I was issued for any of the company's.
• SEE: EXHIBIT B. Photocopies of five Checks payable to Cactus Multimedia 1, Inc., Cactus New Media 1, Inc., Cactus Marketing 1, Inc., Cactus Productions 1, Inc., Cactus Enterprise 1, Inc. Check Dated: April 04, 1999. Deposited with Mellon Bank, Miami Beach, FL.

April 04, 1999 was the last time I saw or spoke to RS Schmitt ("Mr. Schmitt") until April, 24 2001. The following is the events that occurred April 2001-July 2001.

April 24, 2001, Miami Beach, FL. I was contacted by RS Schmitt ("Mr. Schmitt") and he delivered to me a stock certificate for 2,000,000 shares of Southland Financial, Inc., Cusip-844450-10-6. April 26, 2001 I delivered the Southland Financial, Inc stock certificate to my broker Joseph Feinberg ("Mr. Feinberg”) of First Union Securities, Inc and Mr. Feinberg deposited the shares into my First Union Securities account. June 20, 2001 Mr. Schmitt phoned me. During our conversation, Mr. Schmitt told me he needed me to sign a Stock Purchase Agreement in consideration for payment of $2,500.00 cash. June 21, 2001, Mr. Schmitt faxed me the Stock Purchase Agreement. I refused the offer.
• SEE: EHXIBIT D. First Union Securities, Inc., (FUSI). Southland Financial, Inc Securities Receipt. Date 04/26/01
• SEE: EHXIBIT D. First Union Securities, Inc., (FUSI). StarBridge Global, Inc Transaction Confirmation. Date 10/02/2001
• SEE: EHXIBIT D. First Union Securities, Inc., (FUSI). Account Statement for Dionne L Heilman. Date 10/00/2001

The shares involved in the Stock Purchase Agreement dated and or faxed June 21, 2001 pertained to shares of INTERNATIONAL MANUFACTURES GATEWAY, INC. The Stock Purchase Agreement was unclear as to how many shares I owned or how many shares I was to sell, there were only blank spaces with no amounts and questionable clauses.
• SEE: EHXIBIT E. Stock Purchase Agreement dated and faxed June 21, 2001 pertained to shares of International Manufactures Gateway, Inc.

June 22, 2001, Miami Beach, FL. I phoned a friend Steven Tallent ("Mr. Tallent"), who told me not to sign any papers. Mr. Tallent told me Mr. Schmitt had a buyer to sell all the shares to a company who wanted to buy the company as a Shell Corporation. Mr. Tallent told me what to do and say in return for 10% of the money I collected from the sale of my shares. July 07, 2001 Mr. Tallent phoned me and told me he had great news he spoke to Charlie Pearlman ("Mr. Pearlman"), President of Atlas Pearlman, Attorneys at Law of 350 East Las Olas Boulevard, Suite 1700, Fort Lauderdale, Florida 33301 the attorney for Rs Schmitt ("Mr. Schmitt") and Cactus New Media 1, Inc. Mr. Pearlman agreed to but my share ownership in Cactus New Media 1, Inc., in consideration for payment by wire transfer in the amount of $100,000,00 ( One hundred thousand dollars o/cents), July 13, 2001, the day of closing.

July 10, 2001 I retained Timothy H Crutchfield (" Mr. Crutchfield"), Attorney at Law of The Ingraham Building 25 S.E. 2nd Avenue, Suite 1020, Miami, FL 33131 to handle the sale of my shares. Mr. Crutchfield communicated with Steven Tallent ("Mr. Tallent"), Charlie Pearlman ("Mr. Pearlman"), President of Atlas Pearlman , the attorney for RS Schmitt ("Mr. Schmitt") and Cactus New Media 1, Inc. July 12, 2001 I executed two Stock Purchase Agreements involving the sale of 40,000 (pre-split) shares of Cactus New Media 1, Inc., common stock for the amount of $105,000,00 ($5,000,00 commission / bonus payable to Attorney, Mr. Crutchfield). The Stock Purchase Agreements were held in escrow by the law firm of Atlas Pearlman until the closing on the transaction. July 17, 2001 Mr. Crutchfield told me the deal was void and not going through.

2001-2002 In connection with this matter I filed complaints with The U.S Securities and Exchange Commission, The Department of Banking and Finance, The Florida Bar complaints against Timothy H Crutchfield ("Mr. Crutchfield"), Attorney at Law and Charlie Pearlman ("Mr. Pearlman"), President of Atlas Pearlman and no such agencies have taken any action.
• SEE: EXHIBIT F. Timothy Crutchfield, Esq., Written Position Statement to the Florida Bar, dated May, 15, 2002.

I continued researching into the shares of the companies. Per my request November 05, 2001, I received via fax from First Union Research Photocopy Service the photo copies of the checks I delivered to RS Schmitt ("Mr. Schmitt") on April 04, 1999.
• SEE: EXHIBIT B. Photocopy of five Check's payable to Cactus Multimedia 1, Inc., in the amount of $1,000,00, Cactus New Media 1, Inc., in the amount of $100,00, Cactus Marketing 1, Inc., in the amount of $100,00, Cactus Productions 1, Inc., in the amount of $100,00, Cactus Enterprise 1, Inc., in the amount of $100,00. Check Dated: April 04, 1999. Deposited with Mellon Bank, Miami Beach, FL.

ITEM 2. Florida Department of State Division of Corporations. Cactus Holdings, LLC. Organization. Total Contribution 900,000,000.00, Cactus Multi Media 1, Inc., Cactus New Media 1, Inc., Cactus Marketing 1, Inc., Cactus Productions 1, Inc., and Cactus Enterprise 1, Inc.

1.) Cactus Holdings, LLC: Total Contribution * 900,000,000.00 (a) State of Incorp. Delaware. (b) Foreign Profit. Florida Department of State. Division of Corporations. (c) Date filed -06/28/1999. (d) FEI Number-650908391. (e) Document Number -M99000000976 (f) Registered Agent. Name & Address. 305-672-9200 Management, Inc., 437 41St #200, Miami Beach, FL 33140 (g) Name changed date - 08/21/2000. (h)Manager/Member Detail. Name & Address. RS Schmitt, 437 Arthur Godfrey Road, Miami Beach, FL 33140. (i)Title-MGRM.
• SEE: EXHIBIT A. Florida Department of State Division of Corporations. Corporations Online. Public Inquiry.
Print date: 06/22/2005
Filings of Annual Reports for the years. 06/28/1999, 05/03/2000,05/01/2001, 05/01/2002, 04/27/2003, 04/23/2004,
05/01/2005
• SEE: EXHIBIT B. Photocopies of five Checks payable to Cactus Multimedia 1, Inc., Cactus New Media 1, Inc., Cactus Marketing 1, Inc., Cactus Productions 1, Inc., Cactus Enterprise 1, Inc. Check Dated: April 04, 1999. Deposited with Mellon Bank, Miami, FL.

2.) Cactus MultiMedia 1, Inc: (a) State of Incorp. Delaware. (b) Foreign Profit. Florida Department of State. Division of Corporations. (c) Date filed 08/12/1999. (d) Last event. Revoked for Annual Report (e) Event date filed-09/21/2001 (f) FEI Number - 650907796. (g) Document Number- F99000004169. (h) Registered Agent. Name & Address.305-672-9200 Management, Inc., 235 Lincoln Road 204, Miami, FL 33139. (i) Officer/Director.Name & Address. 235 Lincoln Road 204, Miami, FL 33139. (j) Tile-CDPV & ST.
• SEE: EXHIBIT A. Florida Department of State Division of Corporations. Corporations Online. Public Inquiry.
Print date:06/22/2005
The filings of Annual Reports for the years. 08/12/1999, 05/03/2000 “ Revoked for Annual Report “
• SEE: EXHIBIT B. Photocopy of Check payable to Cactus Multimedia 1, Inc. Check Dated: April 04, 1999. Deposited with Mellon Bank, Miami, FL.

3.) Cactus New Media 1, Inc: (a) State of Incorp. Delaware. (b) Foreign Profit. Florida Department of State. Division of Corporations. (c) Date filed -08/12/1999. (d) Event date filed-08/21/2000. (e) FEI Number - 650907798. (f) Document Number- F99000004166. (g) Registered Agent. Name & Address. 305-672-9200 Management, Inc., 437 41St #200, Miami Beach, FL 33140. (h) Officer/Director. Name & Address. RS Schmitt, 437 Arthur Godfrey Road, Miami Beach, FL 33140. Title-CDPV & ST.
• SEE: EXHIBIT A. Florida Department of State Division of Corporations. Corporations Online. Public Inquiry.
Print date:11/20/01. Filings of Annual Reports for the years., 08/12/1999, 05/03/2000,05/04/2001
• SEE: EXHIBIT B. Photocopy of Check payable to Cactus New Media 1, Inc. Check Dated: April 04, 1999. Deposited with Mellon Bank, Miami, FL.

4.) Cactus Productions 1, Inc: (a) State of Incorp. Delaware. (b) Foreign Profit. Florida Department of State. Division of Corporations. (c) Date filed -08/12/1999. (d) Name Change Amendment, from Cactus Productions, Inc 1, Inc to Ipresnell Productions, Inc. Event date filed- 08/21/2000. (e) FEI Number - 650907801. (f) Document Number- F99000004163. (g) Registered Agent.Name & Address. 305-672-9200 Management, Inc., 437 41St #200, Miami Beach, FL 33140. (h) Name changed date -08/21/2000. (i) Officer/Director. Name & Address. Print date-11/20/00. Shalese Paresnell, 437St St #214, Miami Beach, FL 33140. Title- CRST.
• SEE: EXHIBIT A. Florida Department of State Division of Corporations. Corporations Online. Public Inquiry.
Print date:11/20/01. Filings of Annual Reports for the years., 08/12/1999, 05/03/2000,05/04/2001
• SEE: EXHIBIT B. Photocopy of Check payable to Cactus Productions 1, Inc. Check Dated: April 04, 1999. Deposited with Mellon Bank, Miami, FL.

5.) Cactus Marketing 1, Inc: (a) State of Incorp. Delaware. (b) Foreign Profit. Florida Department of State. Division of Corporations. (c) Date filed -08/12/1999. (d) Name Change Amendment, from Cactus Marketing 1, Inc to Irobinson Marketing, Inc. (e) Event date filed - 08/21/2000. (f) FEI Number - 650907800. (g) Document Number- F99000004165. (h) Registered Agent. Name & Address. 305-672-9200 Management, Inc., 437 41St #200, Miami Beach, FL 33140. (i) Name changed date - 08/21/2000 (j) Officer/Director. Name & Addres. Nicole Robinson, 437St St #214, Miami Beach, FL 33140. Title-DPST.
• SEE: EXHIBIT A. Florida Department of State Division of Corporations. Corporations Online. Public Inquiry.
Print date: 11/20/0.Filings of Annual Reports for the years. 08/12/1999, 05/03/2000,05/04/2001.
• SEE: EXHIBIT B. Photocopy of Check payable to Cactus Marketing 1, Inc. Check Dated: April 04, 1999. Deposited with Mellon Bank, Miami, FL.

6.) Cactus Enterprise 1, Inc: (a) State of Incorp. Delaware. (b) Foreign Profit. Florida Department of State. Division of Corporations. (c) Date filed -08/12/1999. (d) Name Change Amendment, from Cactus Enterprise 1, Inc to IST. Pellicer Enterprises, Inc. (e) Event date filed- 08/21/2000. (f) FEI Number- 650907805. (g) Document Number-F99000004164. (h) Registered Agent. Name & Address. 305-672-9200 Management, Inc., 437 41St #200, Miami Beach, FL 33140. (i) Name changed date: 08/21/2000. (j) Officer/Director. Name & Address. Aimee St Pellicer, 437St St #214, Miami Beach, FL 33140. Title-DVST.
• SEE: EXHIBIT A. Florida Department of State Division of Corporations. Corporations Online. Public Inquiry.
Print date:11/20/01. Filings of Annual Reports for the years., 08/12/1999, 05/03/2000,05/04/2001.
• SEE:EXHIBIT B. Photocopy of Check payable to Enterprise 1, Inc. Check Dated: April 04, 1999. Deposited with Mellon
ITEM 3. Cactus Multimedia 1, Inc. Registration of Securities for Small Business in Connection with a private offering. Recent Sale of Unregistered Securities. As of September 30,1999.
• SEE: SEC Form 10-SB12G. Date Filed: 12/23/1999 ( Company's 1st SEC Filing)

On March 29, 1999 the Company issued 9,000,000 shares of Common Stock to RS Schmitt, the founder of Cactus Multimedia 1, Inc. The Company issued these shares relying upon the exemption from registration requirements of the Act provided by Section 4(2) of the Act.

Between April 1, 1999 and April 4, 1999, the Company completed a private offering of an aggregate 1,000,000 shares of Common Stock to 25 investors, all of whom were accredited, pursuant to the exemption from registration provided by Rule 504 of Regulation D promulgated under the Act at an offering price of $.025 per share.
• SEE: EXHIBIT B. Photocopies of five Checks payable to Cactus Multimedia 1, Inc., Cactus New Media 1, Inc., Cactus Marketing 1, Inc., Cactus Productions 1, Inc., Cactus Enterprise 1, and Inc. Check Dated: April 04, 1999. Deposited with Mellon Bank, Miami, FL.

Trading of shares: of the Company's outstanding stock, 1,000,000 shares of Common Stock were issued in accordance with and pursuant to Rule 504 under the Securities Act of 1933, as amended.

ITEM 4. Cactus Multimedia 1, Inc. Registration of Securities for Small Business in Connection with a private offering. Statement of Stockholder Equity, Period from Inception (March 29, 1999) to September 30, 1999.
• SEE: SEC Form 10-SB12G. Date Filed:12/23/1999 ( Company's 1st SEC Filing)

Statement of Stockholder Equity, Period from Inception (March 29, 1999) to September 30, 1999

Common Stock Shares
Transaction Date Authorized Issued & Outstanding

• Issuance of founder shares ("RS Schmitt" ) 03/31/1999 9,000,000 shares
• Sale of Stock for cash($.025 per share) ("aka Dionne Heilman") 04/04/1999 960,000 shares
• Issuance of Stock for note receivable ("aka Dionne Heilman") 04/04/1999 40,000 shares
• TOTAL: 10,000,000
• SEE: EXHIBIT B. Photocopy of Check payable to Cactus Multimedia 1, Inc. Check Dated: April 04, 1999. Amount $1,000.00. Deposited with Mellon Bank, Miami Beach, FL.

Note Receivable Deficit Accumulate During
Transaction Stock Holder the Development Stage
• Issuance of founders shares ("RS Schmitt") $-0 $-0
• Sale of Stock for cash($.025 per share) ("aka Dionne Heilman") $-0 $-0
• Issuance of Stock for note receivable ( "aka Dionne Heilman") $1,000 $-0
• Net Loss from inception (March 29,1999 to September 30,1999) $-0 (20,957)
• TOTAL: ($1,000) (20,957)
• SEE: EXHIBIT B. Photocopy of Check payable to Cactus Multimedia 1, Inc. Check Dated: April 04, 1999. Amount $1,000.00. Deposited with Mellon Bank, Miami Beach, FL.

ITEM 5. Securities Ownership of Certain Beneficial Owners and Management. As of December, 1999 and As of May, 2001.

Regarding the beneficial ownership of the Company's Common Stock (i) each stockholder known by the Company to be the beneficial owner of more than 5% of the Company's Common Stock (ii) by each director and executive officer of the Company (iii) by all executive officer and director of the Company as a "GROUP" (iiii) Each person named has sole voting and investment power with respect to Common Stock Beneficially owned:

From inception (March 29, 1999 through September 30, 1999) SEC Form: 10-SB12G. Date Filed: 12/23/1999 (Company’s 1st SEC Filing)
Common Stock Percent of Shares
Name and Address of Beneficial Owner Beneficially Owned Outstanding
• *All directors and executive officers as a GROUP: ("aka Dionne Heilman") 9,000,000 shares 90% as a GROUP (one
• person)
• RS Schmitt 9,000,000 shares 90%

• RS Schmitt. Age 35 (at that time). Position: Director, President and Treasurer with a business address of Management Inc, 235 Lincoln Road, Suite 204, Miami Beach, FL 33139.

As of April, 2001. Report of SEC Form: 10KSB. Date Filed: 05/11/2001 (Company’s last SEC Filing)

Name and Address Common Stock, Percent of,
of Beneficial Owner Beneficially Owned Shares Outstanding
• *All directors and executive officers as a GROUP: ("aka Dionne Heilman") 20,066,667 42.4%
• David A. Turik -(1. address): 5,916,667 13.9%
• Martin Dougherty -(2. address): 1,750,000 4.3%
• Maurice Flink -(3. address): 2,000,000 4.9%
• Larry Smith -(4. address): 1,800,000 4.3%
• Robert Talbot-Stern -(5. address): 2,000,000 4.9%
• Willie Lo -(6. address): 6,600,000 16.3%

• Michael Yan -(7. address): 5,440,000 13.7%
• Yennie Yan -(8.address): 5,440,000 13.7%
• China Beijing CCF StarBridge 2,000,000 5.0%
Computer Technology Co. Ltd: - (9. address)

* All directors and executive officers as a GROUP: ("aka Dionne Heilman") Address NA

1.) David A. Turik. A director and executive officer with a business address of Suite 2, 25 Prospect Street, Box Hill, Victoria 3128, and Australia. Includes options to purchase 1, 750, 00 shares of Common Stock. Does not include 500,000 Shares of Common Stock held by the Turik Discretionary Trust, which is held in trust for the benefit of Mr. Turik's Children.

2.) Martin Dougherty. A director with a business address of Suite 2, 25 Prospect Street, Box Hill, Victoria 3128, Australia. Includes options to purchase 750,000 shares of Common Stock

3.) Maurice Flink. A director with a business address of Suite 2, 25 Prospect Street, Box Hill, Victoria 3128, Australia. Includes options to purchase 750,000 shares of Common Stock.

4.) Larry Smith. A director with an address of 4/54 Redcliffe Gardens London SW109HD, UK. Includes 1,550,000 shares of Common Stock to be issued and options to purchase 250,000 shares of Common Stock.

5.) Robert Talbot-Stern. A director with a business address of Suite 2, 25 Prospect Street, Box Hill, Victoria 3128, Australia. Includes options to purchase 750,000 shares of Common Stock.

6.) Willie Lo. A director with a business address of Suite 2, 25 Prospect Street, Box Hill, Victoria 3128, Australia. Includes options to purchase 750,000 shares of Common Stock.

7.) Michael Yan. A 5% stockholder with an business address of 5 Dai Fu Street, Tai Po Industrial Estate, Tai Po, Hong Kong. Includes 840,000 shares of Common Stock held by Proten (HK) Limited, a company in which the stockholders has a 50% beneficial interest.

8.) Yennie Yan.A 5% stockholder with a business address of 1910 Wayson Commercial Building, 28 Connaught Road West, Hong Kong. Includes 840,000 shares of Common Stock held by Proten (HK) Limited, a company in which the stockholders has a 50% beneficial interest.

9.) China Beijing CCF StrarBridge Computer Technology Co. Ltd. A 5% stockholder with a business address of No.50 Yongding Road, Haidian District, Beijing 100854, China.

ITEM 6. Organization And Significant Accounting Policies
• SEE: SEC Form 10KBS. Date Filed: 05/11/2001

StarBridge Global Inc was organized as a Nevada corporation on May 31, 1990 under the name Equishare Development Corp. On May 31, 1991, the Company was involuntarily dissolved on May 31, 1994, then reinstated. The Company was again involuntarily dissolved on May 31, 1994, then reinstated March 13, 1995. As the surviving corporation of a merger with a California Corporation, the name was changed to Southland Financial, Inc., on April 24, 1995. On May 31, 1996 the Company was again involuntarily dissolved. On January 14, 1998 the Company was reinstated to a Corporation of good standing with the State of Nevada. ( "April 3, 2000 the company acquired all the outstanding shares of common stock of Cactus Multimedia 1, Inc, a Delaware corporation and became the successor issuer to Cactus for reporting purposes under the Securities Exchange Act of 1934".) November 21, 2000, the company changed its name to StarBridge Global, Inc.

ITEM 7. Equishare Development Corp. The US Home Mortgage Business & Housing Urban Development ("HUD")
• SEE: SEC Form 10KSB. Date Filed: 05/11/2001

Legal Proceedings: December 1998, two private investors charged Southland Financial, Inc ("Southland") as defendant in a Legal Act before the California Superior Court in Los Angeles. The claim alleges fraud and negligents misreprentation in 1995 by the then directors, officers, employees and the then U.S Mortgage Business, the status of the license from the U.S Department of Housing and Urban Development ("HUD") and the proposed use of investors funds. The only connection to that period is the 1998 purchase of the Corporate Shell of Southland, the prior Mortgage Business. ( SEE: SEC Form 8-k. Date Filed:11/28/2000. Mortgages “Security Interests" & SEE: ITEM 19 "Asset-Backed"

ITEM 8. Southland Financial, Inc., “Acquisition Agreement"
• SEE: SEC Form 8-k. Filing date: 04/05/2000

April 3, 2000 pursuant to an Agreement and Plan of Reorganization (the " Acquisition Agreement"), Southland Financial, Inc. (OTC BB Trading Symbol: SINC (E), a Nevada Corporation acquired all the outstanding shares of common stock of Cactus Multi Media 1, Inc., a Delaware corporation, from shareholders in exchange for 500,000 shares of common stock of Southland (the "Acquisition") As a result Cactus became a wholly owned subsidiary of
Internal Revenue Code of 1986, as amended. At time of Acquisition Cactus Multimedia 1, Inc ("CMI") had no

operations. In connection with the Acquisition the Company entered into a Consulting Agreement with the former majority shareholder of Cactus Multimedia 1, Inc., for one year and paid the former shareholder of CMI $100,000. As a result, CMI became a wholly owned subsidiary of the Company.
• SEE: EXHIBIT C. Press Release. Published 04/04/2000.Southland Financial, Inc.

Resulting from the plan, the current shareholders of Cactus Multimedia 1, Inc. ("CMI") will become shareholders of Southland Financial, Inc. Shareholders of Southland Financial, Inc will retain their stock holdings. *Pursuant to certain provisions of Section 12 of the Exchange Act, Southland Financial, Inc will elect to become the successor issuer. This will cause Southland Financial, Inc to become a fully reporting Company and should permit Southland Financial, Inc ("SFI") to remain on the OTC Bulletin Board.
• Capitalization: Cactus Multimedia 1, Inc, authorized Capital Stock of 100,000,000 shares of Common Stock.$.0001 par value per share, of which 10,000,000 shares are issued and outstanding, and 10,000,000 shares of Preferred Stock. $.0001 par value per share, of which no shares are issued or outstanding. Capitalization: Southland Financial Inc, authorized Capital Stock consists of 100,000,000 shares of Common Stock. $.001 par value per share, of which 15,306,384 shares have been issued and outstanding.

• The Closing & Exchange Agent; The Law Offices of ATLAS PEARLMAN,. PA., 350 East Las Olas Boulevard, Suite 17. Fort Lauderdale, Florida. Shareholder Representative; RS Schmitt, 235 Lincoln Rd, Suite 204, Miami, FL 33139.

• Governing Law: The laws of the State of Florida. Signature page to Agreement and Plan of Reorganization among Cactus, Southland and the Shareholders (" aka Dionne Heilman"): The Shareholders ("aka Dionne Heilman") of Cactus Multimedia 1, Inc., by: RS Schmitt, As Power of Attorney. Cactus Multimedia 1, Inc., by RS Schmitt, President. Southland Financial, Inc., by: David A. Turik, CEO.

• Business Strategy: The objective of Southland Financial, Inc., and its Subsidiary, United Telecom International Ltd (the largest telecom company in China at that time) is to become a network service provider of the Customers Access Network ("CAN") service in Hong Kong.

• The Principle Elements of the Company's business strategy: (a) The Company intends to invest and build a highly reliable and versatile telecommunications network in Hong Kong. (b) Carriers in Hong Kong will lease transmission capacity and lines from the Company on a "pay as you use" principle". (c) The Company will build the infrastructure in partnership with the carriers who are direct customers to the Company. (d) Carriers themselves do not have to invest in building infrastructures.

• The Network: The Company plans to construct and operate state of the art, local telecommunications networks employing the latest SDH Transmission technology with dual ring architectures and centralized Network Management and maintenance.

ITEM 9. Directors, Executive Officers, Promoters And Control Person: Compliance With Section 16(a) Of The Exchange Act
• SEE: EXHIBIT H. Press Release. Published 02/13/2000. Undiscovered Stock! StockZone Message Board.
• SEC: Form 10KSB. Date Filed:05/11/2000.

Larry Smith, age 48 was appointed a Director in November 2000, and serves as Chairman of the Board. He is a founding partner of BADCOCK & BROWN, GERMANY. Badcock & Brown is a U.S Based Global Investment Bank with branches in Munich, London, New York, Paris, Rome, Madrid, Tokyo, San Francisco, Sydney and Shanghai.Mr. Smith was a partner and country head of KPMG'S International Banking Tax Committee before leaving the firm in the mid 1980. He was also a Tax Partner in a prominent Australian Law Firm. Mr. Smith a Chartered Accountant is a corporate advisor and international consultants in structured and project finance. He joined Badcock & Brown's London office in 1995.

Robert Talbot-Stern was appointed a director in March 1999. Since 1987 he has been the President of Talbot-Stern Consulting Group, specializing in legal and management consulting for large Corporations in the US, Europe and Australasia. During the 1990's he has served on White House Committees for Deregulation and competition and for Pacific Rim affairs. He also was a past advisor to the Federal Reserve Bank's Interest Rate Committee as well as serving as a consultant to the International Trade Commission in Washington, DC. , has been a columnist for the Australian Financial Review and business commentator for CNBC-TV. He has worked as a Management and Legal consultant in affiliation with consulting and law firms in Washington (National Academy of Sciences, McKinsey & Co., Herzfeld & Rubin, and Boston Consulting Group). Mr. Talbot-Stern has been a Group Counsel for Unisys, from 1984-1984, and held senior legal and Management positions, including Assistant General Counsel, at Chrysler Corp from 1973-1984

Willie Lo was appointed a director in March 1999 and Treasurer and Secretary in January 2000. Mr. Lo has over 18 years experience in the IT and telecommunications sectors, having held senior technical management positions with CHINA UNICOM, Telstra Limited and Pracom Pty Ltd. Since January 1995 Mr. Lo has been engaged as a consultant for Complus Computers. In addition, from June 1998 to July 1999 he served as the Senior IYT Manager for Pracom
\and from June 1999 to the present year (at that time) has served as the Executive Director for Pacific Communications Research Pty Ltd.

David A. Turik was appointed President, Chief Executive Officer and Director of the Company in February 1999. From July 1998 to February 1999, he was a consultant to the Company. February 1997 to July 1998 he was CEO of CAPITAL ADVANTAGE. Prior to this position Mr. Turik was the Business Development Management positions with Australian publicly listed companies, NetComm Australia Ltd and Telstra Ltd, and AAP Telecommunications Ltd as well as Toronto Stock Exchange listed, TSB International. Mr. Turik has held many private board appointments across a wide range of telecommunications related organizations.

Martin Dougherty was appointed a director in March 1999. For the past 17 years Mr. Dougherty has been Chairman of Dougherty Communications, public affairs consultants specializing in strategic public relations, issue management, telecommunications, government and media relations. This company became a member International Management Group of Ogilvy Public Relations during the 1980's. He resumed private practice as a consultant in 1989.Mr. Dougherty has also held senior executive positions with the John FairFax Group and News Limited, in addition to serving as a director on the boards of the John FairFax Group, Australian Associated Press (AAP) and David Syme Pty. Ltd.

Maurice Fink was appointed as a director in August 2000. He has held many senior executive positions with and external to the telecommunications industry. Between July 1998 and May 2000 he was the CEO and director of APAC Communications Limited and between 1995 and 1998 was the CEO and director of TFM Australia.

ITEM 10. Published Press Releases. Hedging Transactions, pertaining to Southland Financial, Inc., Stock

Published May 7, 1999. Sydney, Australia. Business Wire. Southland Financial, Inc., (OTCBB: SINC) entered into an agreement with INTERNATIONAL INVESTMENT GROUP "DELTA BAY” GROUP LIMITED, (BUI). For a total investment of US$47.5 Million in the event that Delta Bay exercises warrants. The equity investment was accomplished pursuant to a private offering exempt from Registration Requirements of the United States Securities Act of 1933 as amended. All of such securities are "Restricted Securities" within the meaning of such act and therefore all such securities may not be offered or sold in the United States, or to or for the benefit or account of any United States Person, unless registered under such act., The warrants issued and sold in this transaction may not be exercised in the United States or to or for the benefit or account of any United States Person unless the shares of common stock to be received upon exercise pursuant to an available exemption from such registration requirements. This investment is the first step for the Company towards the development of an expected 300 million + U.S. dollar overall investment, in a wholesale telecommunications infrastructure project, planned for Hong Kong.
• SEE: EXHIBIT C. Press Release. Published 05/07/1999. Southland Signs Contract with Delta Bay Group Ltd.

ITEM 11. Published Press Releases pertaining to Southland Financial, Inc

Published 08/11/1999. New York. Business Wire. Southland Financial, Inc., (OTCBB:SINC) announces agreement with Mr. Doyal Bryant, President of SUNTECHNOLOGY SOLUTIONS, LLC ("Sun") and Mr. James J. Cahill, partner at MFR CAPITAL PARTNERS ( a New York City - based merchant banking firm specializing in Global communications and Connectivity Opportunities to raise $300 million for the build out of a Fiber Optic Network in Hong Kong. Sun also confirmed a $4 Million Dollar Trust with their International Bank for the benefit of Southland securing the Top Express / Welcome Fiber ducting contract.
• SEE: EXHIBIT C. Press Release. Published 11/11/1999. Southland Financial, Sun Technology Solutions Announces Financial Advisory Support of MFR Capital Partners, LLC.

Published 11/04/1999. Sydney, Australia. Business Wire. External FTNS License. Southland Financial, Inc., (OTCBB:SINC) and its Subsidiary, UNITED TELECOM International Ltd (the largest telecom company in China at that time) , in conjunction with Hong Kong landing rights for the PROJECT OXYGEN NETWORK, have submitted an application for a cable-based External Fixed Telecommunications Network Services license, (External FTNS) in Hong Kong. At origination, Southland owns forty percent of UNITED TELECOM and upon the finalization of project financing Southland and its financiers hold the rights to obtain up to 90% of UNITED TELECOM.
• SEE: EXHIBIT C. Press Release. Published 11/04/1999. Southland Financial Corporate Update.

Published 02/13/2000.Overseas Europe. Holds the landing rights to PROJECT OXYGEN in Hong Kong. A $14 Billion global Marine Cable Company. One of the Biggest Fiberoptic projects in the world, connecting 76 Countries and dwarfs any other line slated for coming into Hong Kong.
• SEE: EXHIBIT C. Press Release. Published 02/13/2000. Undiscovered Stock! StockZone Message Board.

Published 02/13/2000. MACQUARIE BANK LIMITED OF AUSTRALIA to advise Southland Financial, Inc., (OTCBB:SINC) to establish $200 Million for a international telecommunications gateway link into Hong Kong and to advise on the arrangement of funding for the Company's core project with Top Express Engineering Limited, (TEEL) but also for Southland's Subsidiary, UTIs' External FTNS business.
• SEE: EXHIBIT C. Press Release. Published 02/13/2000. Undiscovered Stock! StockZone Message Board.

Published 02/13/2000.Overseas Europe. Agreement with Top Express Engineering Limited (TEEL) which is expected to be worth $300 Million in the next five years.
• SEE: EXHIBIT C. Press Release. Published 02/13/2000. Undiscovered Stock! StockZone Message Board.

Published 02/13/2000.Overseas Europe. Southland Financial Technologies include. (a) Video on Demand (VOD). (b) Music on Demand (MOD). (c)MP3 Technology. (d) MPMAN. (e) Home Shopping and Home Banking. (f) Videoconferencing (g) Videostreaping. (h) Telemedicine-Interactive Network Games. (i) Internet/Fast Access Products.
Published 01/16/2000. Southland Financial Inc, highlights. (a) Through the Acquisition of Belair the Company owns 3% interest in CHINA UNICOM (second largest telecom Company in China) and the option to increase this to an 18% stake in the IPO of China Unicom. (b) Owns China Unicom stock worth $360 Million of China Unicom shares. (c) Owns the only Fiber Optic Cable Making Factories in China. (d) 49% interest of Chinese Webtv.
• SEE: EXHIBIT C. Press Release. Published 01/16/2000. Investology

ITEM 12. CCF Sturbridge Henaxin Corporation Ltd ("CCF StarBridge").
• SEC: SEC Form 8-K. Filing date: 04/05/2000

On July 24, 2000 the Company acquired a 45% interest in CCF StarBridge Henaxin Corporation Ltd ("CCF StarBridge") after receiving final approval from China's Ministry of Trade and Economic Co-operation ("MOFTEC"). In exchange for 2,000,000 shares of common stock of the company. In addition, the Company issued 1,000,000 shares of Common Stock to a third party who provided consultations, introduction and intermediary services in connection with this transaction. The Sino-Foreign Joint Venture, CCF StarBridge was formed to develop Internet, Intranet and e-commerce business in China and is network systems integration and applications development business and also the holder of a National ISP License in China.

CCF StarBridge was established by China Changfeng and specializes in large-scale systems integration and software development covering computer network projects, premises distribution systems, production monitoring and control systems and security monitoring systems.

The CCF StarBridge Joint Venture is governed by Five-member board, chaired by Mr. Guoxiang Wang, the President and Chairman of the Board of China Changfeng and two other board members from China.

ITEM 13. China Chang ("CCF")
• SEE: Exhibit ____. GlobalSecurity.org, May 29, 2005. China Chang ("CCF"), Weapons of Mass Destruction (WMD)

China Chang ("CCF"), one of Chinas largest corporations of Beijing, controlled by the China Government. The China Chang ("CCF") second Academy was founded in 1957 with headquarters located on Yongding Road, in the western suburbs of Beijing. It is responsible for design of aerospace vehicles and large-scale system engineering. Initially its primary responsibility was the development or surface-to-air craft missile systems, through more recent activities have included submarine-launched missiles. Also known as the Chang Feng Mechanics and electronics. Technology Academy, space-related activities include tracking instrumentation, ground equipment and test facilities with expertise in optical, mechanical, electronic and acoustic technologies.

ITEM 14. Ali Wei Information Technology Corporation Ltd (“Ali Wei").
• SEE: SEC Form 8-K. Filing date: 11/28/2000

Acquisition or Disposition: On November 12, 2000, the Company acquired all the outstanding shares of common stock of Gold Phoenix Associates Limited (“Gold Phoenix") in exchange for an aggregate of 13,800,000 shares of common stock of the Company. As a result Gold Phoenix became became a Wholly Owned subsidiary of the Company. The sole material asset of Gold Phoenix is a joint venture interest in Ali Wei Information Technology Corporation Ltd (“Ali Wei"), a Sino-Foreign Joint Venture Company in China that is owned 60% by Gold Phoenix and Forty percent (40%) by China Changfeng ("CCF"), one of the research institutes of the China National Space Administration which is under the control of the State Council of China. Ali Wei was formed to develop a health card registration and management system ("HCRM System") in China for those individuals working in the food industry.

In China, every individual engaged in the Food or Food-related Industry must obtain a Health Card registered at “Health Stations" located throughout China and under the direction of the Ministry of Health. The HCRM System is designed to provide a computerized system for the registration and data storage process to workers in the Food Industry utilizing a smart card system consisting of a credit-card size plastic card with an imbedded computer chip.

Stock Purchase Agreement: Dated October 30, 2000 between Gold Phoenix, Willie Lo, Yennie yan and Michael Yan by and among Southland Financial, Inc., a Nevada Corporation ( the "Buyer"), Gold Phoenix Associates Limited, a British Virgin Islands company ( the "Target"), Yennie Yan, Michael Yan, and Willie Lo ( collectively the "Sellers"). The Buyer and the Sellers are referred to collectively herein as the (" Parties")

(a) The Sellers each own one -third (1/3rd) and in the aggregate own all the outstanding Target Shares. The Target owns a 60% interest in Ali Wei, a sino-foreign Joint Venture Company ('Ali Wei") in the People's Republic of China ("PRC"). This Agreement contemplates a Transaction in which the Buyer will purchase from the Sellers and the Sellers will sell to the Buyer, all of the outstanding Target Shares in return for thirteen Million Eight Hundred Thousand (13,800,000) shares of Common Stock,$0.01 per share par value of Buyer ("Buyer's Shares")

(b) Prior to The Acquisition, Registrant had 25,594,426 Shares of Common Stock issued and outstanding. Following the Acquisition, it had 39,394,426 shares issued and outstanding. The 13,800,000 Shares of Registrant were issued to the three Shareholders in equal amounts of 4, 600, 00 shares.

(e) Investment: The Seller understands that the Buyers Shares have not been, and will not be registered under the Securities Act, or under any state securities laws, and are being offered and sold in reliance upon Federal and State exemptions for transactions not involving any public offering.
(f) The Closing: Shall take place through the office of Riddell Williams P.S., Suite 4500, 1001 4th Avenue Plaza, Seattle, Washington 98154-1065.

(g) Governing Law: The Agreement shall be governed by and construed in accordance with the domestic laws of the State of Washington. Submission to Jurisdiction: Each Parties submits to the Jurisdiction of any State or Federal Court sitting in Seattle, Washington.

(h)The (" Process Agent"). Each Party appoints CT Systems, Seattle Washington

(i) Notices: The Sellers; Mr. Willie Lo, 10th Floor, World Trust Building, 50 Stanely Street, Central, Hong Kong. Ms. Yennie Yan, 1910 Wayson Commercial Building, 28 Connaught Road West, Hong Kong. Mr. Michael Yan, 1910 Wayson Commercial Building, 28 Connaught Road West, Hong Kong. It To Target; Gold Phoenix Associates Limited, 10th Floor, World Trust Building, 50 Stanley Street, Central, Hong Kong. To The Buyers; Southland Financial, Inc., Suite 2, 25 Prospect Street Box Hill, Victoria 3128, Australia.

(j) In Beijing, Ali Wei leases on office at Block C, No 18 Chung Vue Commercial Complex, 42 Fu Ching Road, Haidian District, Beijing 100036 China. The Company also maintains a representative office at 140 Broadway, Level 46, New York, NY 10005.

(k) Investment Banking: The Buyer will perform investment banking on behalf of Target and its subsidiaries including but not limited to, assisting in locating, analyzing, negotiating, advising on equity capital, debt financing, bridge loans, merger candidates, acquisition candidates, divestiture opportunities, spin-off opportunities, strategic alliances or partnerships.

(l) Definitions: "Applicable Rate" means the corporate base rate of interest publicly announced from time to time by BANK OF AMERICA.

(m) Definitions: “Employee Benefit Plan” means any (a) deferred Compensation or retirement plan or arrangement (b) Fringe Benefit or other retirement, bonus, or incentive plan or program. (c) Section (4) of the Disclosure Schedule identifies: Employee Benefits. Each such Employee Benefit Plan (and each related Trust, insurance contract, or fund) complies in form and in operation in all respects with applicable Laws.

(o) Definitions: “GAAP" means with respect to Target, the Hong Kong generally accepted accounting principles as in effect from time to time and with respect to Ali Wei; the PEOPLE REPUBLIC OF CHINA ("PRC") generally accepted accounting policies as in effect from time to time.

(p) Definitions: "Security Interest" means any MORTGAGE, pledge, lien, encumbrance, charge, or other security interest, other than (a) mechanic's materialmen's (b) liens for Taxes not yet due (c) Purchase money liens and liens securing rental payment under capital lease arrangements

ITEM 15. Change the name of the Company from Southland Financial, Inc., to StarBridge Global, Inc. Certificate of Amendment to Articles of Incorporation.
• SEE: SEC Form 8-K. Filing date: 11/28/2000

Submission of Matters to Vote of Security Holders: November 13, 2000, acting pursuant to Nevada revised Statutes Section 78.320 ( Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock) , adopted a corporate resolution which amended the Company Articles of Incorporation to: (i) Change the name of the Company from Southland Financial Inc, to StarBridge Global Inc. (ii) Increase the authorized capital of the Company to 200,000,000 Shares of Common Stock, par value $0.001., for a total capital of Two Hundred Thousand Dollars ($200,000.00)."

The name change marked the approximate $U.S. 18 Million Acquisition of Gold Phoenix and Associates. It gives StarBridge Global Inc., a 60 percent share in a Joint Venture to provide Smart Cards to 240 Million people in China's food and food -related industries. The project is proceeding in conjunction with China's Ministry of Health and Joint Venture Partner Ali Wei Information Technology Corporation Limited.
• SEE: EXHIBIT H. New York -Business Wire. Date Published 12.07.2000. " Banker is New Chairman of StarBridge Global"

ITEM 16. Form 144 Filing. Insider & Restricted Shareholder. Martin Dougherty: Acquisition (Non Open Market), 10/20/2000

Form 144 Filings- Martin Dougherty: Declared Holdings. Insider & restricted shareholder transactions reported over the last two years. Company-Starbridge Global, Inc., OTC BB: STBR.OB. Relationship-Director. Date-10/20/2000. Shares-1,000,000. Transaction: Acquisition (Non Open Market) at $1.22 per share. (Value of $1,220,000)
• SEE: EXHIBIT G. Yahoo Finance. Print date: 06/24/2004

ITEM 17. Form 144 Filing. Insider & Restricted Shareholder transactions reported. Dionne L. Heilman. 10/25/2001

Form 144 Filings- Dionne L. Heilman: Declared Holdings. Insider & restricted shareholder transactions reported over the last two years. Cactus New Media 1, Inc., OTC BB: CUWDE.OB. Relationship-Unspecified Relations. Ownership-not reported. Date -10/25/2001. Shares-540,000. Transaction: Planned Sale
• SEE: EXHIBIT G. Yahoo Finance. Print date: 06/24/2002
ITEM 18. Constructive Notice. New Securities Issues. Southcorp Finance Ltd $125 Australian Dollars of Bonds. Published 07/31/2001

Wall Street Journal, Published July 31, 2001. Southcorp Finance Ltd - $125 Million Australian Dollar of Bonds via joint lead managers ANZ Investment Bank and Westpac Institutional Bank. Maturity: Five years; pricing date; July 31, 2001; Spread: 86-88 basis points above swap; dept ratings: triple -8-plus(S&P)
• SEE: EXHIBIT H. Photocopy of the Wall Street Journal, New Securities Issues July 31, 2001.

ITEM 19. Constructive Notice. New Securities Issues. Atlas Securitization. Asset-Backed. Published 10/15/2001

Wall Street Journal, Published October 15, 2001. Atlas Securitization SA-Offered Two Billion Euros of Asset-Backed Securities in two tranches. Tranche one: one billion euros at 18 basis points above six-month European Interbank offered rate due Jan, 31, 2005, at par, via BNP Parbas, Deutsche Bank, EFG Eurobank Ergasias and National Bank of Greece. Fees weren't disclosed. Tranche two: one billioneuros at 21 basis points above six-month Euribor due Jan, 31, 2007, at par, via BNP Paribas, Deutshe Bank, EFG Eurobank Ergasias, and National Bank of Greece. Fee weren't disclosed.
• SEE: EXHIBIT H. Photocopy of the Wall Street Journal, New Securities Issues October 15, 2001.

ITEM 20. Cactus Mulitmedia 1 Inc. CIK Number.SEC Reports Consist of: (a) Filing date: 1999/12/23. SEC Form 10SB12G. (b) Filing date: 2000/04/05. SEC Form 8-K. (c) Filing date: 2000/06/20. SEC Form10QSB. (d) Filing date: 2000/11/28. SEC Form 8-K. (e) Filing date: 2001/01/05. SEC Form S-B. (f) Filing date: 2001/05/11. SEC Form 10KSB (g) Filing date: 2001/12/17. SEC Form NT 10-Q. (h) Filing date: 2002-04-30. SEC Form NT10-K.

(a) Filing date: 1999/12/23. Accepted: 1995/09/28. SEC Form 10SB12G: Registration of Securities for Small Business {Section 12(g)}. SEC Accession No: 0001042910-99-001835 (Cactus Multimedia 1, Inc (filer) 0001083941. IRS No: 650907796.State of Incorp: Delaware. File No: 00-28645. Film No: 594249. SIC: 7389. Business Address: Management Inc, 3056727200, 235 Lincoln Road, Suite 204B. Miami Beach, FL 33139. Business Phone: 305-672-7200.

(b) Filing date: 2000/04/05. Accepted: 1995/09/28. SEC Form 8-K: Changes in Control of Registrant ("Acquisition"). SEC Accession No: 0001042910-00-00578. (Southland Financial Inc (filer) 0001083941. IRS No: 650907796. State of Incorp: Delaware. File No: 00-28645. Film No: 594249. SIC: 7389. Business Address: Management Inc, 3056727200, 235 Lincoln Road, Suite 204B, Miami Beach, FL 33139. Business Phone: 305-672-7200.Principal Executive Offices: Suite 2, 25 Prospect Street, Box Hill, VIC 3128 AUSTRALIA. Registrants telephone number: 01161299993884.

(c) Filing date: 2000/06/20. Accepted: 1995/09/28. SEC Form 10QSB: (as last amended in Release No. 33-7505, effective January 1, 1999, 63 F.R. 9632).Optional Form for quarterly and transition reports of small business issuers. SEC Accession No: 0001042910-00-001228. (Southland Financial Inc (filer) 0001033941. IRS No: 650907796. State of Incorp: Nevada. File No: 000-28645. Film No: 657966. SIC: 7389. Business Address: Management Inc, 3056727200, 235 Lincoln Road, Suite 204B, Miami Beach, FL 33139. Business Phone: 305-672-7200.Principal Executive Offices: Suite 2, 25 Prospect Street, Box Hill, VIC 3128 AUSTRALIA. Registrants telephone number: 01161299993884. Registrants IRS No: 94-3346241.

(d) Filing date: 2000/11/28. Accepted: 1995/09/28. SEC Form 8-K: (as last amended in Release No. 33-7505, effective January 1, 1999, 63 F.R. 9632). Acquisition or Disposition of Assets. SEC Accession No: 0000912057-00-051440. (Starbridge Global Inc (filer) 000108394. IRS No: 943346241. State of Incorp: Nevada. File No: 000-28645. Film No: 777856. SIC: 7389. Business Address: Management Inc, 3056727200, 235 Lincoln Road, Suite 204B, Miami Beach, FL 33139. Business Phone: 305-672-7200.Principal Executive Offices: Suite 2, 25 Prospect Street, Box Hill, VIC 3128 AUSTRALIA. Registrants telephone number: 01161299993884.

(e) Filing date: 2001/01/05. Accepted: 1995/09/28. SEC Form S-B: Securities to be offered to Employees in Employee Benefit Plans. SEC Accession No: 0000912057-01-000447. ( StarBridge Global Inc (filer) 0001083941. IRS No: 94334641. State of Incorp: Nevada. File No: 333-53330. Film No: 1502990. SIC: 7389. Business Address: Management Inc, 3056727200, 235 Lincoln Road, Suite 204B, Miami Beach, FL 33139. Business Phone: 305-672-7200.Principal Executive Offices: Suite 2, 25 Prospect Street, Box Hill, VIC 3128 AUSTRALIA. Registrants telephone number: 01161299993884.) ( Full Titles of The Plans: Marion V. Larson, Esq., Riddell Williams P.S., Suite 4500, 1001 4th Avenue Plaza, Seattle, WA 98154-1065. Non-Qualified Stock Option Agreements with David Turk, Willie Lo, Maurice Fink, Robert Talbot-Stern and Martin Dougherty, October 20, 2000. Director's Service Agreements with David Turk, Willie Lo, Maurice Fink, Robert Talbot and Martin Dougherty, Oct 20, 22000. Consultancy Contract with Richard A. Pullia of Unit 2, 27 Hodgkinson Street, Clifton Hill, VIC 3068, AUSTRALIA., September 1, 2000. Business Consulting Services Agreement with Rosemary Nguyen of 7602 East Santiago Canyon Road, Orange CA 92869, November 15, 2000. ) (Prepared by MERRILL CORPORATION.)

(f) Filing date: 2001/05/11. Accepted: 1995/09/28. SEC Form 10KSB: Optional Form for annual and transition reports of small business issuers {Section 13 or 15(d), not S-B Item 405}. SEC Accession No: 0000912057-01-514702. (StarBridge Global Inc (filer) 00010843941. IRS No: 943346241. State of Incorp: Nevada. Address: Management Inc, 3056727200, 235 Lincoln Road, Suite 204B, Miami Beach, FL 33139. Business Phone: 305-672-7200.Principal Executive Offices: Suite 2, 25 Prospect Street, Box Hill, VIC 3128 AUSTRALIA. Registrants telephone number: 01161299993884.
(g) Filing date: 2001/12/17. Accepted: 1995/09/28. SEC Form NT 10-Q: Notification of Inability to timely file Form 10-K, 20-F, 11-K, 10-Q, N-Sar. SEC Accession No: 0000912-01-543675. (StarBridge Global Inc (filer) 0001083941. IRS No: 943346241. State of Incorp: Nevada. File No: 000-28645. Film No: 1816017. SIC: 7389. Address: Management Inc, 3056727200, 235 Lincoln Road, Suite 204B, Miami Beach, FL 33139. Business Phone: 305-672-7200. Principal Executive Offices: Suite 2, 25 Prospect Street, Box Hill, VIC 3128 AUSTRALIA. Registrants telephone number: 01161299993884.) (Part III - Narrative: The Company file consolidated Financial Statements that include the accounts of StarBridge Global Inc., its wholly owned subsidiaries, Cactus Multimedia 1, Inc. and Gold Phoenix Associates Limited ("Gold Phoenix"), and its partly owned subsidiary Ali Wei Information Technology Corporation Ltd ("Ali Wei"). Through Gold Phoenix and ALI WEI the Company holds interest in Two Joint Venture Projects in China.

(h) Filing date: 2002/04/30. Accepted: 2002/05/16. SEC Form NT10-K. Notification of inability to timely file Form 10-K 405, 10-k, 10-KSB 405, 10-KSB, 10-K, or 10-KT 405. SEC Accession No: 9999999997-02-028948. (StarBridge Global, Inc. (Filer) 0001083941. IRS No: 943346241. State of Incorp: Nevada. SIC: 7389. Business Address: Suite 2, 25 Prospect Street, Box Hill, VIC 3128 AUSTRALIA. Central Index Key: 0001083941. Former Company Conformed Name: Cactus Multimedia 1, Inc. Date of Name Change: 1999-12-22. Former Company Conformed Name: Southland Financial Inc. Date of Name Change: 2000-04-05. Document Control Number: 02033985, for access to original doc.

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