Toks, Inc.'s Class A Common Share/Share Price

Currency: There are two types of currency to conduct "purchase" of anything in our society. One is the "paper money" as in "cash" and the other is "paper stock" as in "stock." Forget "bonds" because "bonds" are just "debt" instruments. One can only use "bonds" to raise capital. On the other hand "cash" or "stock" can serve numerous tasks. There's nothing in securities laws that established that an entity must possess assets before filing registratrion statements. Even when an entity is incorporated, such entity receives "stock" certificates and other materials. It's the greatest misconception from the establishment to try to portray the "nonsense" of "asset" issue. Toks, Inc.'s Class A Common share is a "currency" as in stock that will be used to close this transaction.

Price:  Toks, Inc. priced its 20 Class A Common Shares at $5,000 per share when it filed registration statement to go public. Reference to SEC Web siteb at http://www.sec.gov/.

Validation:      Toks, Inc.'s prospectus outlined at the end of the last page of the prospectus and clarify who can purchase the shares or not specifically mentioned that an officer at Toks, Inc. can purchase the shares as well. This includes the founder/chairman of Toks, Inc. According to the 425 Notices filed in October 8, 2001, Toks, Inc. announced that the chairman would purchase all 20 Class A Common Shares making such acquisition in the possession of Toks, Inc. thereby validating the share price at $5,000 per share regardless of SEC 's stop order. Toks, Inc. just realized such loophole because there's nothing in securities laws that says an entity can't purchase its own shares as in stocks. This means whatever the omission and misstatement inside the prospectus, the company can accept without potential litigation from an outsider or investors that purchased the stock.

Registration Statement Not Withdrawn: Toks, Inc. never caved to the pressure from SEC staff members when SEC (the "Commission") in the middle of the process requested Toks, Inc. to withdraw its registration statement. Because Toks, Inc. never withdrew; the company never allowed to meet all the requirements in order to get its registered securities “effective” for sale, and Toks, Inc. today remains a U.S. "public" entity that will become the largest entity in the world and U.S. "publicly" traded after the closing of the proposed exchange tender offers.

SEC Fee: Toks, Inc. was indirectly notified by SEC that the $25 SEC filing fees will be available if Toks, Inc. requested it. Toks, Inc. never requested a refund of the $25 SEC filing fees making the share price legitimate. Getting a refund would have probably invalidated everything the company worked hard for almost 10 years. SEC refuses to declare the 20 shares registered "effective" that's SEC's problem. Toks, Inc. already agreed to be in possession of such shares. Besides, another form of registration statement through "shelf" registration will be required to register additional 160,000,000,000 of Class A common shares at $250 per share in stock that will be issued out to shareholders during the closing of the an all stock tax free proposed exchange tender offers. Anyone can see the stop-order was designed to embarass the company and founder because the founder made all efforts on behalf of the Company to meet all requirements in order for the Commission to declare the securities "effective" for sale. Please note that a securities attorneys was on record to establish the United States Securities and Exchange Commission (the "Commission") has abandoned "stop-order" process 25 years ago. Why the Commission brought it up then was still a "mystery." But it never worked because Toks, Inc. is in possession of that very 20 Class A Common Shares. Actually, it will be just be a simple gesture to require Toks, Inc. to meet all the requirements before the securities were declared “effetive” for sale. Stop-order is a “nuisance” that was introduced by egomaniacs at SEC. If SEC refuses to declare the securities “effective” for sale, then the issuer will comply to make such registered securities declared “effective” for sale. One can see why the process was abandoned. It makes no sense. At the same time a lot of things in life don’t make any sense. Another issue is the company can just buy all those shares itself and file different registration statements to raise capital. Of course, no entity does that because entities are allowed to gain access to capitl markets. And Toks, Inc. is allowed to do the same.

Stock Split:     Toks, Inc.'s correspondence in December 2001to United States Securities and Exchange Commission (the "Commission") outlined the stock split. The stock split  is 20-For-1 at $250 per share. The purpose of the 20-For-1 stock split is because Toks, Inc. realized that it would do no justice to the shareholders of any publicly traded Toks, Inc. proposed to acquire if the $5,000 per share stock is used to close an all stock tax free proposed exchange tender offers. By using the $250 stock split price, Toks, Inc. decided to just be generous to issue 1- for-1. Meaning 1 common share tendered by a shareholder will receive 1 Class A common share from Toks, Inc. The shareholders own these entities and they deserve any type of premium. Besides, all target entities trade at different prices, it will be prudent for shareholders and investors to own a currency that will be uniform in price to trade with.

Dividends:  Toks, Inc. will pay dividends on all outstanding Class Acommon shares issued out to shareholders. Plus the annual 40% stake of the holding compnay that wil be in billions. See "Dividend" title page on the this Web site.

Assets:  Three assets: 1) Toks, Inc.'s first  "asset" are plain "20 Class A Common Shares" at $5,000 per share with a 20-For-1 split at $250 per share that will be registered and issued out to the shareholders of all acquired entities; 2) Toks, Inc.'s second "asset(s)" are the operations of acquired entities that will be renamed. For example General Motors Corporation will be renamed "Toks Auto Company," or the bankrupt Delphi, which Toks, Inc. filed with SEC to rescue will be renamed "Toks Auto Parts," or Warner Brothers will be renamed "Toks Pictures" or "Toks Entertainment," or AT&T will be renamed "Toks Telecommunication" with "Local" and "Long Distance" inscribed into the main name, or Vodafone which will be renamed "Toks Mobile International." Most operations will be renamed. This approach will give Toks, Inc. all its "assets" through name changed. Please note that not all operations will be renamed, like NBC--such name will remain; 3) Toks, Inc.'s third "asset" is the "vision." Everyone knows that without a "vision" no amount of money can make a successful company. "Vision" is an "asset" and Toks, Inc.'s possess the biggest "vision" of all time. A "vision" to turn a small entity with no assets to a $3,000,000,000,000 or more in annual revenues to become the largest in the world. This UNIVERSE started with nothing, a total darkness and we all know what the DIVINE did after the world was created. Nothing is impossible when one sets its goal right. The goal here is right.   

Shelf Registration: Toks, Inc.'s asset(s) is the "luxury" to conduct "shelf" registration through the registration of both "equity" and "debt" securities as in "stocks" and "bonds" that will be used to conduct acquisitions and raise capital as in corporate bonds. Actually, Toks, Inc. will only allocate to sell enough bonds to raise cash and at the same time to use debt securities as in corporate bonds/notes to redeem outstanding debts of acquired entities when required.  Debts are assets and assuming all the outstanding debts of any acquired entity makes Toks, Inc.'s assets through the debts legitimate. When an entity assume the debts of an entity, one becomes the legal owner of such entity thus allowing the revenues of such entity and assets that can be sold to pay off the debts and its interests.

How To Retrieve Company Data from SEC: Go to the Webs site at http://www.sec.gov/; Click on “Search For Company Filings” under the head title “Filings & Forms” of SEC’s home page; Click on “Companies & Other Fliers under “General-Purpose Searches”; Type company’s name “Toks” (without quotation marks) inside the box for “Company Name” OR just type the “CIK” number 0001158135 inside the box for “CIK.” All filings will be displayed. Click on SB-2/A that says 110 KB (Amend) for all the information of Toks in “Head Form” which will display certain information that will include “Company Data” where one will find all the information filed with SEC and about Toks, Inc. Please note that the address of Toks, Inc. on the form on the Web site of SEC when papers or documents were filed was old because Toks, Inc. relocated to Hawaii. But now, Toks, Inc. will be based in New York. The corporate headquarters will be in New York City. Please see title page "Headquaters in NY"