$AMMJ|4Feb 25, 5:58 PM ET

NATUREWELL INC 4

4 · NATUREWELL INC · Filed Feb 25, 2005

Form 4

Period: 2004-12-21

DirectorPresident / CEO10% Owner

Transactions

Gift
Common Stock
2004-12-21$0.01/sh−300,000$1,500→ 7,612,743 total
Award
Convertible Prefered Stock
2005-02-21$250.00/sh+25$6,250→ 250,075 total
Exercise: $0.01→ Common Stock (625,000 underlying)
Award
Convertible Note
2005-02-21$90000.00/sh+90,000$8,100,000,000→ 440,075 total
Exercise: $0.01Exp: 2010-10-01→ Common Stock (9,000,000 underlying)
Award
Convertible Note
2005-02-21$110000.00/sh+110,000$12,100,000,000→ 580,075 total
Exp: 2010-10-01→ Common Stock (11,000,000 underlying)
Award
Convertible Note
2005-02-21$100000.00/sh+100,000$10,000,000,000→ 350,075 total(indirect: By Financial Acquisition Partners LP)
Exercise: $0.01Exp: 2010-10-01→ Common Stock (10,000,000 underlying)
Award
Convertible Note
2005-02-21$30000.00/sh+30,000$900,000,000→ 470,075 total
Exercise: $0.01Exp: 2010-10-01→ Common Stock (3,000,000 underlying)

Footnotes (9)

[F1]Pursuant to Letter Agreement dated as of 2/21/05, convertible at holder's option at any time 60 days after Company has authorized common stock in an amount great enough to meet conversion rights of all convertible securities outstanding.
[F2]No expiration.
[F3]25 shares issued in exchange for $10,229 of senior secured debt in default.
[F4]Pursuant to Letter Agreement dated as of 2/21/05, convertible at holder's option at any time 60 days after Company has authorized common stock in an amount great enough to meet conversion rights of all convertible securities outstanding, and at Company's option at any time after achieving such increase in authorized common stock.
[F5]Issued in exchange for $163,663 of senior secured debt in default.
[F6]Issued in exchange for $147,297 of senior secured debt in default.
[F7]Issued as payment for $30,000 of services rendered.
[F8]$.01 until 5/15/06, $.005 thereafter, provided that Reporting Person remains in the continuous employ of Company throughout period before reduction of Conversion Price.
[F9]Issued as payment for $110,000 of services rendered.

Documents

1 file