PROXY — DRAFT #1 (00011269) PROXY STATEMENT~DRAFT #3 (REDLINED)~5-25-08 (00011217)All:

Attached is a redlined revision of the Proxy Statement for one final review.  By my calculations, it needs to be in the mail no later than May 29.  Please note the following:

1.      Section B(3):   I have named Ellen as the sole proxy holder.

2.      Section B(4):   I need to know how many shares are outstanding.  Is there some issue with the number of shares outstanding?  If so, we need to discuss that and make sure we are notifying all shareholders or that we understand what shareholders, if any, are unknown or missing.  Have any events occurred affecting share ownership since May 1?  If so, we might want to make a later record date.

3.      The form of the Proxy is attached.  This will be on pink paper so it will stand out and the form will also be attached as Exhibit B.

4.      Please provide me with the mailing address for Pat Szabo.  Can she be at the re-scheduled meeting?  Has she confirmed the tax statements of the Proxy (Section F)?  With respect to the tax consequences, enough of these transactions have occurred such that Pat should be able to talk with other accountants to determine what, if any, action has been taken by the IRS with respect to such settlements.

5.      Section B(10):  Have you decided on the estimated expenses?   By way of example, Shuyak estimated $1,500 for informational meetings of shareholders, and $775 as printing and mailing costs.  Do they have more shareholders?  This estimates should be adequate unless you have substantially more shareholders?

6.      Section H:  Please provide the mailing and physical address for the corporation.

7.      Section I(4):  This contains the language the Richard wanted added to the Settlement Agreement.  My only concern is that the AJV is likely to get a copy of this Proxy Statement and I wonder if it is acceptable that the possible transaction is disclosed to the AJV.

8.      Has someone (Richard?) adequately reviewed the Road Use Agreement and the Log Transfer Agreement?

I will be looking over the Settlement Agreement now and will provide questions/comments to Bruce Edwards.  I will send you all a copy of the e-mail correspondence with Bruce.

Please call with any questions or comments.  I think this Proxy Statement is in nearly final form — hope you agree.