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The First Really Close Call

May 19, 2008
    Everyone started to believe Rob was actually going to pull it off, this time.  Even Ian, who had been m.i.a. for almost a month, returned in the middle of May from his self-imposed exile.  It started with a letter from Scott to Ian.
Ian:
    Regarding the funding for "Go West". Granted the funding process is still underway but, I had a few early questions subject to an eventual funding of the project.  Is there a determination in place on where the funds will be deposited on release - a project account or other placement. And is there an accounting firm, CPA or (existing or yet to filed) company or LLC in the background to shell the funds along with the film project. Perhaps tied to a draw-down account under control of the funders. And, can we forecast a timeline to the above sequence of events once a release is given. Lastly, do we know where the funds would be released - US, Australia, Europe or elsewhere.
    Best, Scott 
Dear Scott,
    We would have an escrow account set up for drawing funds. I would assume it would be in a European bank depending on where the LLC is set up. Do we have an LLC for "Go West" in Australia, Europe, or USA?  Frank, do you have any comments?
    Ian
We don't have any LLC set up for Go West yet. Once the finance is confirmed from Rob and Daniel we have to set up one, I believe it will be in Germany but we need to discuss this with Daniel.
Frank
Frank; 
    Scott, Sandra and I have agreed that Ian Christensen, as the
Production Manager, should also be responsible for the administration of the money. Since 80% of the funding will be coming from this country Rob has expressed the opinion that it should be administered here. Daniel Zuta will draw as much of the money as required to begin and maintain pre-production, production and post-productions, but it must be strictly controlled. 
    Also, the four partners agreed that the entire writers fee would be paid immediately upon availability of funds in its’ entirety; I trust Ian to do this, but as much as I like Daniel Zuta, he is a producer, and he would do everything he could to stall that action and dribble the money out to us in installments. This would not be acceptable.  
    Lost Myths Ink is an LLC registered in California. If Ian wants us to, we can open an account for him at any large bank like the Bank of America and only he would have access to it. Does anyone else have ideas here?
    Debora
    I agree with you, the person or legal entity accepting the loan should be from the States; Ian, his company, Lost Myths or a new LLC. It will probably make a lot of things easier. However, we don't know what the investor wants at this stage so have to wait until we have the concrete offer in hands. We still have nothing from Rob, no comments from Owen on info I sent him.
    Frank
May 20, 2008
Thank you, Frank!
    I spoke to Rob on the phone today; he was a little scattered; something happened to his computer and he lost a bunch of messages from the past two weeks, and your p.o.f. 
    I sent it all again, and he's going to be talking to Owen in the next couple of days. Also, he said he was going to check today where your letter of intent is and also where our acceptance for funding is.
    They were backed-up, but he thought we should have been finished by now. I was expecting to hear from him again toward the end of the day, but perhaps tomorrow morning. I will keep everyone posted.
    Debora
Dear Go West Team;
    Rob Simpson telephoned me this morning. Go West has received conditional approval for funding but there is a glitch...the film fund telephoned him last night and said too many films have been submitted for funding that would be approved, and because not all of them can be funded at this time, the bar has been raised -- instead of assuring 20% of the budget, 25% must be assured in order to receive approval. This means 7.5 million instead of 6.
    Also, because Rob has to telephone everyone involved in order to give each of them a chance to pledge the new amount, he wants a revised letter from Frank's attorney tomorrow. He apologized and said this was a curve ball for him as well, and means a lot of extra work, but he telephoned me first of everyone on his list because we have been in such constant communication recently.
    Frank; is this possible? I know you and Daniel Zuta are planning to raise the actual amount between you. Daniel and Ian both feel the film can be brought in under budget, which would help in the long run, but this is a short-term problem, and this appears to be the only solution. Let me know as soon as possible.
    Sincerely, Debora 
p.s. I am going to ask Rob to send me the details in writing now
    Frank came through with the proof of funds letter the next day, the 21st.
Dear Team,
    Before we receive a letter from Rob's investor we should get ready with a few things so we can speed up the whole process: if the investor accepts the new entity as the borrower then I think a Delaware LLC would be the best solution. It can be organized very quickly; either we buy a shelf company or register a new one. Do you have any suggestions regarding structure and shareholding? 
    The letter we are waiting for will just confirm the investor's willingness to finance 75%. I believe they will not release money before we come with the 25% first. It will take Daniel 2 months until he can put the money together in Germany. Maybe we should think about other options. One is Owen if he's able to find the balance quickly. Deb, can you find out if he is in the position to secure the remaining 25% once the letter is issued? If yes, how long it will take? 
    I will talk to some banks here and in Europe. Ian, can your bank finance the balance?
    Frank
Dear Team,
Ian will handle the LLC and coordinate the distribution and overseeing of the funds. The four partners of the script will receive their share of the writer's fee of $125,000 each as soon as Ian receives the funds; Daniel will draw what is needed for pre-production to start. We will also own 1/2 point each on the back end; that will be dealt with later. Ian will be paid his fee or salary as he requires; he and Daniel will coordinate the remainder of the needs for the production. Ian is planning to be in Europe and Australia for the filming schedule. 
    We must be ready to provide our part of the budget by the time Ian receives word that the 75% is available to us; Ian told me he thought it would be easy enough to arrange for the remainder through a European bank; I know Daniel is planning to repay the bank, at least partially, through funds he is going to raise in Europe, but the initial money to match the 75% must be available when the 30-day windows closes or we will lose it to another company. There is a huge amount of competition for that fund just now, that's why the percentage was raised. 
    I will write to Owen tonight. Ian, please communicate with both Frank and myself with any suggestions; Frank, you talk to Daniel and see what can be done in that direction.
    Cheers, Debora
Hello Owen;
    We have been conditionally approved for 75% funding for GO WEST, YOU IDIOT! The budget is 30 million U.S. We will have final word tomorrow or Monday; if we are approved, we have 30 days from approval to have the 25% available in the LLC account through the Production Manager, Ian Christensen. Frank Cmero and the Line Producer (Daniel Zuta of Zuta Productions) are working on a possible European source loan, but we're not sure about the timeline.
    Once we have final approval in writing, could Rushlight provide the remaining 25% within the 30-day window?  Michael Currie already has the Budget and Business Plan.
    Thank you for your consideration, Debora
Hey Deborah;
    That's fantastic news! There may be a private investor I could go to, one that an associate of mine should be getting me in touch with in the next few days. I'll keep you closely posted on this possible resource.
    Though Cinema Solutions, the bridge loan financier that I work closely with, could provide 25% for any film with funds that can be participated into a partnered funding account, they may need longer than 30 days to have funds turned around. Considering that it is only 25%, let me make an inquiry into them to see what they can do within this time frame.
    Who are the funds being provided by, and in what format (cash/equity, loan and minor equity from a multi-purpose funding source like Patriot Advisors, Cinetic Media and the like?)Let's see what we can bring to the table.
Owen
    Frank wanted to get out of the fish farming business and into
the film financing arena.  He was hoping that Rob would sign a contract with him and us to get a fee for people Frank introduced to him.  The first possibility was an Australian producer named James Colmer at Destiny Pictures.
May 27, 2008
Dear Owen; 
We have been approved for 75% funding for GO WEST, YOU IDIOT! Rob Simpson is hoping to have the Letter of Intent by Thursday, when I will be talking to him again, or if not then by Friday.
    If you can get us the 25% within the 30-day window (from when we receive the LOI, of course, not now!) then we're hoping to do THE DANGER CLUB the same way.  Talk soon!
    Sincerely, Debora
    Hi Debora,
Fantastic news! Would you be open to swinging a call with 
yourself, Rob and I to go over possible completion funding 
options for the remaining 25%?  If so, name a time and I'll
be on the call.
    Also, Mike sent me the budget and Executive Summary for GO WEST, YOU IDIOT, but I could not open the Executive Summary for some
reason (could just be my computer playing hard to get). Any way you could send me the Exec Summary and possibly script? I love 
reading scripts, even for the heck of it, though I always keep my post on the financing side of things and let the creative producers
do what they do best (and make decisions around script, cast, production planning and the like).
    Thanks for the update Deborah. Look forward to talking with you soon about any possible collaborations with this and other projects.
    Owen
    June 2, 2008
    Still waiting.  So I wrote to Rob on the 2nd of June.
Good Morning, Rob;
    I don't want to be a nag, because I know you have a lot of people on your back regarding the current funding process and the length of time it is taking, but...isn't this taking a lot longer than originally anticipated? Has this occurred in this way for you before? We submitted the revised p.o.f. letter for GO WEST, YOU IDIOT! on May 27th, and received a communication from you the same night that you had submitted it to Marc and Janice. It has now been a week-and-a-half and we haven't received written approval for funding.
    What's going on? Obviously we're not the only ones in this situation, but like everyone else involved, we have a lot of people waiting to get to the next step.
    Sincerely, Debora
    The same day Rob sent me two documents from another funding company called Structured Capital Group (sound familiar?  The ceo of both SCG and our old nemesis SFG was a man named Basim ?).  Apparently he decided that SFG were too feeble to actually handle film funding and started another company, called SCG, to do just film funding.  The name of the man who contacted Rob was Michael Clarner, and he was the Executive Vice President.
    Another new start?  With people who had been such a disappointment before, even if only peripherally?  I spoke to Rob on the telephone that day, and then wrote to Frank with new information.
Hi, Frank; 
    This is just something Rob has sent to us for information. I spoke to him today and nothing's wrong, except it looks like Go West will be the only film we have that can be financed by this particular company -- that includes the ones you sent him from Destiny Pictures. These people are very religious and will only finance movies that would qualify for pg or pg13 ratings -- amazingly enough, Go West fits into this category. So a lot of the projects that were already approved were thrown out by the people at the top; however, this means we have gone to the front of the list, because you got our new letter in so quickly and because a lot of the others didn't fit their narrow parameters. 
    We're still waiting for the letter of approval, Rob is hoping to have it tomorrow; but he's scrambling overall because this means a whole bunch of people have been thrown out and he thought they had already been approved.  Go West will be the only film we have that can be funded through this company; he wanted us to have the information he sent us today because The Danger Club and probably your films from Destiny Pictures will go to this Michael Clarner who is interviewed in the article in the first attachment.     On a personal note, we aren't going to be in a position to do
much if required over the next month or so. As you know, I moved in Tom and Sand in order to help them get their house ready so we can get a place together, but the film money is taking too long -- we're going to have to go to court in order to try to get more time here, but even with Sandra being disabled it doesn't look good, and we're not sure what we're going to do, since all this delay in the money is keeping us from finding another place. We're doing the best we can; just wanted to give everyone a head's up.
    I'll know more tomorrow; Rob is going to contact me first thing in the morning.
    Debora
    Tom and Sandra had also now legally lost their house; that happened when I moved in with them.  We thought we would have to find another place to live sometime during the spring of 2008, but at their first court hearing no one showed up in court from the mortgage company, so the case was dismissed and they would be filing again.  That was strange, we thought, but Tom was getting a lot of work through the limousine company, so we hung on in the house, and that spring we managed to get Tom’s office (originally the garage) cleaned out of garbage and useless old junk.  We were spending hours a day on this project, making two trips a week to the dump and two to charity shops to donate what could be salvaged.
Dear Team,
    It looks like we are in a much better position now. Once we receive the LOI we should be able to get the balance relatively quickly. Daniel called me yesterday, he's back in the office. He said he will talk with his bank, but also he has some private investor in London. It is important that we receive the LOI ASAP because we are all at the edge. 
    I am sorry to hear about you and Sand. Hope at least they don't have to move and the film money comes soon. We are also close to disaster. We exhausted our last resources and if the film money doesn't come quickly we might be in pretty deep shit. I am pushing the sale of a block of land we had in Slovakia for the fish project. It is a never-ending story because every time we have a buyer something happens and we start from square 1 again. The bank in Slovakia should approve the loan for the buyer this week. I don't know how real this is because it's been dragging on for months now, but if some money comes from the sale I would be more then happy to help you. 
    I will keep in touch and let you know if the bank is ready to proceed with the loan.
    Cheers, Frank
June 3, 2008
Hi, all; 
    I just spoke to Rob, and he said that out of 15 films submitted to the Chicago funders, GO WEST is one of the three that weren't tossed out for rating reasons. But he's still waiting for the letters of approval, and he got annoyed enough with Marc and Janice that he sent his whole slate up to New York to Michael Clarner -- but this is just as a backup. 
    He has discussed the situation with Michael and Michael knows we are all in a bit of a rush, here. THE DANGER CLUB will be submitted to him in any case, once GO WEST is funded, and Rob won't be working with the funders in Chicago beyond the films they currently have approved.  Anyway, he's on it...hopefully good news soon.
    Debora
Frank,
    I believe I should know the answer to that within days, yet I do think that if it meets the PG Criteria (which it should), we can expect either a conference call or an LOI relatively soon. Your project was one of the first few I submitted, and I have also delivered other projects, so my sense is that they will look at the entire batch and give me their notification before Friday.  I will, however, call them tomorrow. 
    Thanks, Rob 
Rob;
    I believe this will demonstrate how confused this whole issue has become. We're not certain whether you are referring to 'Investors Chicago' or Michael Clarner in this note you wrote to Frank yesterday; I couldn't really enlighten him tonight, so we're going to leave it all up to you guys tomorrow. 
    There have been too many people involved at this point, so for now we feel it would be best if Frank handled everything having to do with the financing until we are needed again. 
    Deb
Deb, 
    Yes, I agree and I have been keeping Frank in the loop on a regular basis so maybe some of the communications or updates, have fallen through the tracks on your end so I will deal exclusively with Frank and he can update you. 
    Rob 
June 7, 2008: Frank Cmero’s report on the telephone conference with Rob Simpson and Michael Clarner.
Sorry but they stayed a bit longer then anticipated. 
Structured Capital Group provides structured finance for movies to maximum pg13. They use collaterals to reduce investor's risk down to 20% using Standby Letter of Credit, pre-sale, tax credits, distribution agreement... It is a complex process. The collaterals are monetarized and used to finance the projects. 
Because Michael's server was down on Friday he was not able to access Go West prior to the conference call so he had some questions regarding the project. He needs to read the script and he will then tell us if they want to go ahead. 
We need to bring them 15% equity in cash or letter of credit. This shouldn't be a problem, and I will talk with Daniel tomorrow to organize the LOC from his bank or cash from the investor he's got in London. 
What we also need is a distribution agreement and actors attached. The wish list we have so far is OK but it would be better if we can have at least one actor attached; or a well known director. Ian should be in the position to assist with that. 
The funding process takes 60 days since the contracts are in place. I expect it will take another at least 2-3 weeks until we provide all the information he needs and the contracts are executed. So it is not a quick fix. Unfortunately we don't have another option and at this stage SCG is the only hope. The important question also is if Michael likes the script and is ready to go ahead with our project. So there are too many unknown elements at this stage but we have nothing else.
    It would be another couple of years before I would discover that the attaching of ‘a’ list actors had become a non-starter in Hollywood; most actors would be willing to sign a Letter of Intent but it had come to mean nothing because if another movie came along and was funded, they could easily back out of what wasn’t really an agreement.  But all these film funders had decided this was the holy grail of filmmaking, and they wanted it.  The other side of this problem was that it took thousands of man-hours to get scripts to actors, and finding an actor who would actually sign an LOI was a difficult, time-consuming process.  Everyone we had onboard was already working for nothing, and Ian had distanced himself so far from us at that point that we almost never heard from him.  Once every two or three weeks, at most.
June 16, 2008
Dear producer, 
    We currently have a funding source with a vital film financing structure that can fund 100% of your production within 40-60 days. Here are the requirements:$2M budget minimum 
15% available in cash (hard currency, not tax credits or overseas sales) for monetizing 100% financing.  PG or PG-13 Rated unless it is very soft as in basic nudity but no sexual violence or cursing in dialogue.  Synopsis, script, attachments, distribution (optional).  If this criteria suits your situation, we will submit your project for evaluation and get back to you within a week upon approval to set up a conference call. 
    For more information, please sign and fax back the attached
mutual non-disclosure agreement to 954-208-8249.  If you have any questions, you may contact Robert Simpson 
    Best regards, Bill Hicks
    Once more on the merry-go-round – even though Michael Clarner was evaluating us for inclusion in the SCG roster, we decided to go ahead with this new opportunity.
Frankie;
    We're going to be sending the new agreement to Bill tonight. Did you say there is an updated Business Plan that includes Zuta films? If so, shoot it to me when you receive this so I can include it in the package for Bill.
    Second, THE DANGER CLUB also qualifies for PG13. We would like to submit it for funding at the same time; are you willing to pledge the remaining 15% as you did with GO WEST? You can be the Executive Producer on both films, more in the future if we all actually survive to do this, and discuss your fee with Ian Christensen. 
    Owen Kelly can definitely get the remaining funding within this time frame; it was the 30-day window that would be problematical. He's been waiting for word. This doesn't cancel the need for interim funds, but I want to give it every chance...
    Debora
    The following week was mostly taken up by confused communication with Michael Clarner.  THE DANGER CLUB was accepted for funding first, even though GO WEST, YOU IDIOT! Was submitted first.  Frank Cmero’s first inclination was to blame us for this, even though we’d had nothing to do with the evaluation process, and GO WEST actually had more in the way of attachments.  Ian wrote to me to let me know about this, and he was wondering if the budgets and documents could have somehow been switched between the two films.
June 23, 2008
Dear Ian,
    No, I don't think he did confuse it. He got the right amount for the budget -- it could simply be taking longer for Go West due to the amount of the budget. Also, he sent the DC letter to you because you are the Executive Producer. He would send the Go West letter to Frank... 
    Suggest you ask the production company to be changed to Gemstone Pictures; you can explain that you started the company to produce DC. 
    Deb
Dear Frank,
    OK, Scott called me tonight and said the offer for The Danger Club is a very good one, and not to stress because Go West hasn't had an offer yet -- firstly, the budget is more than twice that of DC, and secondly, if SCG has some distribution agreements they may have already shown DC to them. Hopefully this will be resolved in the next couple of days -- see my note to Ian tonight and get back to us as soon as you can... 
    Debora
Ian,
    Scott Ferguson telephoned me tonight. If you accept the offer from SCG, he believes Owen Kelly will provide the remaining 15% -- if Frank is willing to issue an interim letter the way he did before, 15% of the nearly 13 million will be $1,950,000. If you are ready to agree to the deal, we should send the letter to Owen asap.
    Also, Scott believes SCG has some distribution contacts and they may have already shown the script to some. You should discuss it with Michael Clarner.
    Deb
Dear Team,
    They actually own a distribution company as well. We can have them look at distribution. When we spoke, he said that he would support us. I also got the impression that we should find out own distribution deal apart from them, but we can use them as a backup. I will touch base with Michael shortly.
    Ian
Ian, 
    I am talking to a couple of banks regarding SBLC (standard bank line of credit) for both projects. I am also researching the option of leasing the SBLC. This would be probably the way to go because we don't have any collaterals we can offer to the bank for issuing an SBLC. Can you please find out if Owen Kelly is able to arrange SBLC for both projects?  We will see which option works. 
    We should also clarify with Michael who should organize pre-sale and distribution agreements. SCGI have a couple of joint-ventures with distribution companies so I assume they would want to use them to distribute the movies. But it's better to have it confirmed.
    Frank
Debora, 
    Congratulations on your initial approval on Go West and Danger Club. You should have already received a document from the funding source regarding your project. Attached you will find the Vision Angels Producers Agreement which covers the Vision Angels portion. Once we receive that by fax to 954-208-8249, the next step is to arrange a conference call with SCGI to go over the final details and any questions you may have regarding the funding. 
    Of course, you may call or email us any time if there's anything else we can answer for you. We are happy to see your project moving forward to fruition.
    Bill Hicks
Yes, Bill,
    Ian Christensen has received the approval document from SCG and Frank Cmero had a letter from Michael Clarner with some questions regarding a few points -- he has not received an approval document as of today. I am sending your attachment to both of them; I'm not sure if I should be the one signing it, or Ian for Danger Club and Frank for Go West -- but I'll look it over tonight and if I should be signing it, you'll have it in the morning! 
    I believe Ian has already arranged a phone call with Michael Clarner; I think Frank and Daniel Zuta, our Managing Producer for Go West, will be talking to him together. 
    Boys, please let Bill know the plans from this point on...
    ***
June 26, 2008...welcome to the state of confusion
Deb, 
    If VA are going to organize finance for the remaining 15% of Go West (cash or SBLC) then the questions Michael asked should be answered by Bill. Please let me know when you send the contract to Bill, I will then forward to him questions from Michael and ask  Michael to issue the approval letter of GW. 
    I will also talk with Daniel today and let you know if he can organize an SBLC with his bank. It might be faster with VA but will know more later today.
    Frank
Frank, 
    Vision Angels is not arranging the 15%. Vision Angels gets paid for bringing the film to SCG and for bringing us to MC. Therefore the inquiry as to your ability to produce funds as per your LOC makes more sense. So MC is the person you want to give Bill's questions to. 
    Who is going to receive the funds when they are paid out? That person should be signing this contract. We think this must be Ian, since it would be easier for him to comply. Anyway, I will talk to Ian about that tonight; we could sign the contract, but since Ian will be the fund-holder for the money, and the contract says it has to be paid to VC within one business day of receiving it, we have to work that out. 
    Owen Kelly will be providing the last 15% for Rushlight, BUT he has to have the letter of approval from SCG -- like the one Ian got for DC.  We are going to ask Bill about the time period. What if the bank requires a waiting period to be assured that the funds actually exist?
    Sand, Deb and Tom
June 26, 2008
Dear Team, 
I have spoken to Michael. He is sending a LOI for Go West to Frank today. Michael is going to send me the full terms and conditions for Danger Club. We have 2 weeks to execute the agreement from receiving the document. We need to have $2.55 MM ready to go.
We also need to start working on Presales. This needs to be in place before funding. We need to figure out where our money is coming from and real quick!
    Ian
    That last would prove to be our downfall with these so-called ‘film funders’.  They were everywhere in 2008, but we couldn’t find even one of them who had actually funded a film that was ever made.  SCG refused to give out the names of the films they had financed, and Rob, like Larry Withowski was new to the game although as a former producer (of what, we wondered) he did understand the film industry a little better.  But there was always that 15-35% that had to be produced first, before there would be any kind of money forthcoming or even a contract.  
    Unlike SFG, SCGI (notice the similarity; they were both owned by the same Middle Eastern man) did not charge upfront fees that scared off producers.  But that percentage still remained, and it was sizeable.
Dear Ian, 
    I wrote to Owen last night about the remainder of the funds; he told me initially there will be no problem getting them in place in time -- you said his voice mail was full yesterday; I'm hoping he's not on vacation! But in the meantime, should I forward the information to Michael Currie, our original contact at Rushlight? I know time is fleeting, here. 
    As soon as Frank receives the LOI I will send that to Rushlight as well, although I know Frank and Daniel may finance the remainder of Go West at their end -- best to cover all contingencies, right?
    Debora
Hi Frank;
    Very glad to see things picking up. Looking at the LOI from Structured Capital Group for their credit facility, looks like the project will need a minimum 30% discounted balance provided from a pre-sale or super gap through a bundle of uncollateralized territories, with an allowance for a 15% equity pledge to tip the scale in case there is less than 30% pledged from pre-sales or there needs to be more time before any presale funds can become committed or liquid.  
    When speaking to Rob Simpson and Debora a short while back, we came to the understanding that I was dealing mostly with funding sources that could also come in at the majority position provided a minimum equity balance was provided in trust. So I don't have an "angel" so to speak that I can go directly to. We have been dealing with a few sources in the past, all of which are moving forward with a 25% equity trust participation, but we've got them locked up in a deal already that can protect their principal and return a premium. 
    The lending facility I am working closely with goes a bit further than Structured Capital Group's facility by not requiring any pre-sales (though they do prefer them) and being able to protect that equity wedge (15% in case of Structured Capital Group, 25% in case of our facility) by locking it in trust and backing its’ balance plus a small premium via performance bond.
    I'm not sure if I can provide that 15% equity wedge that it looks like you guys will need for your facility. Was Rob able to come up with any straight angels to provide such a link in the chain?
    Owen 
    Need a translation of that?  Bottom line, Rushlight didn’t have any investors with money either; like everyone else in this business they wanted the 25% upfront in order to leverage it into what was needed to complete the budget.  No matter what any of them said or did, that was the reality of the situation – there was no money banked for this fund, it was going to be leveraged from the seed.  That fact would eventually penetrate our consciousness enough to send us in another direction, but not for another year.
    There was a telephone conference set for June 27th, and Sandra and I were scheduled to be in on the call as well as Ian and Frank.  The day before the conference, Michael Clarner sent a long, involved document that we barely started comprehending before the conference call.
Hello, Gents; 
    We only got through page four of this thing before we had to call for the conference this morning -- and we were left with Rob and Michael Clarner and no Ian or Frank!!! Talk about floundering around in the deep end -- we did ok, I think; had some discussion about THE DANGER CLUB and about GO WEST; mostly the reason there has been a delay in the GO WEST proceedings was that there had to be some adjustments to the script, and Michael Clarner has made them -- Frank, did he tell you that?
    They're going to try again for Monday; I know it's hard for Frank to do the time frame, but one or both of you REALLY has to be there this time -- I told Michael that Ian was trying to get a conference call with Owen going, and he said the next step will be for him to talk to Owen with Ian (damn, these Celtic names!) about THE DANGER CLUB.  What's happening???
    Debora
    And once again the ugliness surfaced, and reasoning for some of what SCG was doing, including the speed in which they wanted the contract signed.  I received this from Frank Cmero the evening of the conference call.
Dear Team,
    Sorry I couldn't be there yesterday. I don't know anything about changes Michael made to the script. Is it just because he wants the movie to be between 90 & 105 minutes as it is with DC? I will talk to Daniel again on Monday. 
    What we need to do is to formalize our relationship with him and sign some contracts. Also, we will have to supply a stack of documents before he can get something out of his bank. He will talk to them and will send us a list of documents the bank needs to move forward. I have to read the SCGI terms in more details because we can expect the same for GW, but what I noticed are the upfront fees of $60K we need to pay upon execution of agreements with them. Did you talk about this with Michael yesterday?
    Cheers, Frank
Dear Frank, 
    No, Michael hasn't made any changes to the script -- and the movie doesn't have to be between 90 and 105 minutes long; we established that, and he will change it on the agreement. He made changes to the budget because he said there wasn't enough allowed for the contingency and something else...I'm not sure what. 
    You're right, we need to sign contracts with Daniel.  No, we couldn't really discuss any of the financial arrangements with Michael Clarner; Sandra and I don't know enough about that end of it, and Ian wasn't in on the conference, either.  
    I don't know what that means about upfront fees; until the money is delivered to Ian, we have no guarantee that it will be, do we?  We simply can't handle the financial end of this; you, Ian and Daniel have all spoken to Michael Clarner; has this never been addressed?  Also, what happened with your possible interim loan?
    Sincerely, Debora
June 29, 2008
Gentlemen; 
    I just spoke to Scott Ferguson. His take on the upfront fees is that if Michael Clarner has gotten this far, he'll find a way to take the upfront fees out of the payout, but it has to be negotiated.  Are either of you scheduled to talk to him or Owen Kelly tomorrow?  Also, in Ian's letter to me of last Thursday, he said Michael Clarner told him he was sending the initial LOI for GO WEST to Frank that day. Frank, did you ever receive it?
    Have either of you heard from Rob Simpson or Michael Clarner regarding a telephone conference on Monday?  After Friday Sandra and I can't handle this ourselves; we were completely floundering here.
    Blessed Be, Debora
July 8, 2008
Dear Team,
    So it seems as though our worst fear have come to fruition. At this point we are not proceeding with the funding of Go West until we are able to raise 15% equity not collateralized by any tax credits, pre-sales, or distribution. Daniel Zuta will not be able to get the 15% without actors or directors attached to the script as well. Nobody is just going to give us $14.4MM without knowing that their money will be returned. We need attachments to the script and that will cost us money before we can try to get the money. 
    Michael said that he will revisit this opportunity when we get our pieces together. But, as of right now, he is no longer willing to spend time on this project without our 15%. 
    Ian
Deb, 
    We all realized that Go West-You Idiot would not work for various reasons which include using taxes for the 15% which is unacceptable as you need that in hard currency and Daniel said the German Tax Fund requires that you have talent and a director attached. We will be looking at your other project as Ian indicated that they will have the 15%. 
    Thanks, Rob