IN THE UNITED STATES DISTRICT COURT

FOR THE WESTERN DISTRICT OF OKLAHOMA

SECURITIES AND EXCHANGE COMMISSION,       )                                                                      )                                       Plaintiff,                         )                                                                      )v.                                                                   )                Case No. CIV-00-1375-R                                                                      )BROADBAND WIRELESS INTERNATIONAL         )CORPORATION, a Nevada Corporation;                    )BROADCOM WIRELESS COMMUNICATIONS       )CORPORATION, an Oklahoma Corporation;             )IVAN W. WEBB, and                                                     )DONALD L. KNIGHT,                                                    )                                                                     )                                                   Defendants,                  )                                                                     )and                                                                                     )                                                                     )BLACK GIANT RESOURCES CORPORATION,        )an Oklahoma Corporation;                                            )BROADBAND WIRELESS COMMUNICATIONS    )CORPORATION, an Oklahoma Corporation;             )MEDSCAN TECHNOLOGIES, INC., an Oklahoma     )Corporation;and                                                             )KIMBERLY KNIGHT,                                                     )                                                                                           )                                                   Relief Defendants.        )**FIFTH PRELIMINARY REPORT OF TEMPORARY RECEIVER

     Peter B. Bradford, Temporary Receiver, ("TR") was appointed by this Court on August 11, 2000, pursuant to this Court's Order of that date and was directed to take the actions described in the Order with respect toDefendants Broadband Wireless International Corporation, Broadcom Wireless Communications Corporation, and Relief Defendants Black Giant Resources Corporation, Broadband Wireless Communications Corporation and Medscan Technologies, Inc.   PreliminaryReports of

 

 

 Temporary Receiver were filed herein on September 15, 2000, November 1, 2000,January 4, 2001 and April 6, 2001.  This report will focus on activities of TR sinceApril 6, 2001.

**FINANCIAL INFORMATION**

     Pursuant to the August 11, 2000 Order Appointing the Temporary Receiver, TR and his legal counsel have taken custody and control of Receivership Assets. 

     The Receiver established a bank account at MidFirst Bank, Oklahoma City on August 14, 2000, into which all receipts by TR have been deposited and from which payments authorized by this Court have been made.  As of March14, 2001, the non-interest bearing checking account has a balance of $70,589,73 and the money market account balance is$106,977.03, for a total of $177,566.76.  Current indebtedness totals$48,074.73.  
**BUSINESS ACTIVITIES OF THE RECEIVER**
     Pursuant to the Court's Order permittingBroadband to commence business operations it has engaged Ron Harris of Edmond,Oklahoma as Chief Operating Officer of the company and Mr. John Shawver astechnical assistant to Mr. Harris, as well as Ms. Christella Allen of Austin,Texas as a market consultant to the company in connection with Native Americanmarket opportunities.  

     Through the efforts of Mr. Harris and the Boardof Directors Broadband has entered into agreements with the American Bank &Trust Company of Edmond, Oklahoma and Republic Bank of Norman, Oklahoma toprovide wireless communication services for those banks to and from their branchoffices in Central Oklahoma.  In addition, Broadband has entered into an  

   

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agreement with Banc Leasing.com of McKinney, Texas under which Banc Leasingwill provide and assist Broadband in marketing wireless communication servicesto Banc Leasing's banking clients throughout the United States.  

*Banking Market:*

    Revenues from banking clients are now online, with thebuild-outs in Edmond and Norman, Oklahoma, completed. Several other qualifiedproposals are outstanding and under evaluation. The company expects acontinuation of proposals to be presented, and as well anticipates continuedincrease in interest and sales of between one to four banks per month, for thenext six months, not including any impact from the company's Marketing Agreementwith BancLeasing.com, Inc. customer banks or additional strategic alliances.  

    With the company's successful rollout in Edmond andNorman, Oklahoma, two leading banks in these markets are utilizing the company'swireless communications services to connect multiple users and multiplelocations together.  The company will continue to emphasize its success ineach of these two metropolitan markets, as additional marketing opportunitiesare pursued in the banking industry, and other target markets.  Finally,the company has targeted various communities that are underserved by alternativetechnologies (i.e. DSL, cable, etc.), and will continue to look for possiblesales opportunities in such cities.  

    In addition to the company's core broadband wirelessservice offerings of bWAN (network-to-network), bBAK (wirelessredundancy/backup) and bWEB (Internet access), the company is evaluating theresale of additional services, such as long distance.  Accordingly, thecompany is evaluating various related voice-enabling services, in addition toits core offerings.  

   

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*Native American Market:*

    The company continues to recognize the potential forbusiness development in this business sector and has developed collateralmaterials and processes necessary to deliver qualified proposals to any nationprovided we obtain site surveys and/or campus maps. The company believes thisbusiness sector will provide between $5,000 and $10,000 per month in recurringrevenues initially upon each reservation build-out prior to subscriber baseexpansion through the L.L.C. participation. The company is forecasting two (2)completed sales per month over the next ninety days from this segment, with atleast $105,000 in installation revenues.  

    The company has presented a comprehensive proposaldocument to the Northern Cheyenne Nation, which is expected to be ratified inearly June by the Tribal Council as recommended by the TelecommunicationsCommittee.  Furthermore, Ms. Cristal Allen, Tribal Liaison for the company,has proposals working for various tribes of the Pomo, Arapaho, and Navajonations.  

    In addition, our economic development initiates for theNorthern Cheyenne Nation provide for their workforce to install and implementthe company's solutions (as subcontracted labor) in the reservations in afive-state area around Montana. The company believes momentous events areunfolding in these communities, wherein we provide the technical solutions, andprovide the necessary tools (training) to assist the tribes in developing theirown technical support and installation staff. These communities are technologyand job deprived, and we have garnered much attention to bring a cost-effective,communications infrastructure and jobs to these underserved markets. We expectto install and implement at least one  

   

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 wireless, reservation-network per month, of the similar size andmagnitude as that proposed to the Northern Cheyenne Nation. AITEC (the AmericanIndian-owned contractor with whom we have developed a strategic relationshipwith) is prepared for this "run-rate" and we are both anxious tocapitalize on our efforts.  

    The company has recently participated in the NIBA (NativeIndian Business Association) conference in Albuquerque, N.M.; and continues toreceive and prioritize new opportunities along with the existing qualifiedprospects we are currently working with.  

*Strategic Alliances:*

    The company remains involved in discussions with severalcompanies regarding the development of strategic alliances. While no definitiveagreement has been finalized, if successful the company anticipates theseagreements will provide synergistic marketing advantage, additional services,and funding for the company to continue with its aggressive business plan.  

*Actions of the Board of Directors*:  

    The Board of Directors of Broadband have adopted tworesolutions of interest to the Court and investors and shareholders. On April 9,2001 the Board of Directors adopted a resolution that BBAN would consider allclaims of persons who claim to have purchased stock of BBAN, but did not receivestock or received less stock than they paid for, occurring after July 1,1999.  This date is consistent with a corporate resolution entered into byBlack Giant Oil Co. ("BGOC") for the purpose of changing the name ofBroadband Wireless International Corporation with control surrendered to DonKnight and other persons.  The Receiver's counsel is pursuing those claimscurrently and that process will continue.  

   

   

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    On May 3, 2001, the Board resolved that the13,000,000 shares of BBAN stock which was surrendered by Broadcom WirelessCommunications Corporation, a Don Knight company, was available for transfer tounidentified shareholders upon receipt of proof of consideration paid toBroadcom for such shares. Each claim by an unidentified shareholder will beconsidered on its own merits and must satisfy legal standards before any stockcan be transferred.  

**SETTLEMENT ACTIVITIES**

    Since Receiver's last report, he has enteredinto a settlement agreement with Broadband's former president, Ivan Webb ofCisco, Texas under which Mr. Webb has transferred cash and assets with a totalvalue in excess of $350,000.00.  Mr. Webb has also agreed to cooperate withthe Receiver in providing any required information concerning other Defendants.  
**FUTURE ACTIVITIES**
     The Receiver is continuing to pursue lawsuits against third parties.  Specifically, there are actions pending in this Court against Don Dickson, a former shareholder and officer of Broadcom and against Curtis Wilson,a former officer, director and shareholder of Broadband and related companies.  Status conferences have been held in those actions with the federal judges assigned to those cases and it is anticipated that those cases will be resolved by the Summer of2001.  

    The Receiver has filed a Motion to Cancel an additional15,575,222 shares of BBAN stock which Motion will be decided by Judge Russell onMay 30, 2001.  A copy of the Notice of Hearing listing the shares to becanceled is attached.  At the hearing, Judge Russell has agreed to considerpossible proposals for resolving the Receivership which could result inreorganization of BBAN after resolving contingent claims of investors andshareholders.  

   

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    An SEC Annual 10-K report will be timely filed by BBAN byJune 29, 2001 for the fiscal year ending March 31, 2001.  Audited financialstatements will be included which are to be prepared by Clyde Bailey, C.P.A. whohas prepared the corporation's financials and tax returns for the past year.  
**THE OTHER RECEIVERSHIP DEFENDANTS AND RELIEF DEFENDANTS**
     Co-Defendant Don Knight is still absent from this jurisdiction and is believed to be in Costa Rica.  The SEC has conducted depositions of Kimberly Knight and Don Dixon concerning their knowledge of Broadbandactivities.   

   The Receiver intends to seek corporate dissolution ofBroadcom Wireless Communications Corporation, Black Giant Resources Corporationand Medscan Technologies, Inc. because those Oklahoma corporations have noassets, no business activities and were abandoned by their former management.  **RECOMMENDATION**
     The Board of Directors and TemporaryReceiver believe that present and prospective business opportunities for BBANjustify continuing operations and the Receivership for the near term.  TheBoard of Directors and Temporary Receiver intend to submit to the Court a planfor reorganization of the company in the near future.

Dated this 15th day of May, 2001.

 

                                                                                                                       /s/Peter B.Bradford                                                                                                                                                                             PETER B. BRADFORD, OBA #1044                                                                                        Conner & Winters, P.C.                                                                                                                   One Leadership Square                                                                                                                   211 N. Robinson, Ste. 1750                                                                                                                   Oklahoma City, Oklahoma 73102                                                                                                                   (405) 272-5711                                                                                                                   (405) 232-2695 Facsimile**                                                                                       TEMPORARY RECEIVER FOR                                                                                                                     BROADBAND WIRELESS                                                                                                                     INTERNATIONAL CORPORATION, ET AL
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** ****CERTIFICATE OF SERVICE

    On this 15th day of May, 2001, a true and correct copy of the above and foregoing document was mailed to the following counsel of record:

Harold R. Loftin, Jr.801 Cherry Street, Suite 1900Fort Worth, Texas 76102Richard Hewitt104 Houston Street, Ste. DRoanoke, Texas 76262

                                                                                           /s/  PeterB.Bradford                                                                                                                                         Peter B. Bradford
 

 

 

 

 

 

 

 

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NOTICE TO CERTAIN SHAREHOLDERSOF BROADBAND WIRELESS INTERNATIONAL CORPORATION (BBAN)

    Be advised that a Court hearing will be heldon Wednesday, May 30, 2001 at 9:00 a.m. C.D.T. at the courtroom of Judge DavidRussell, Room 3309, United States Courthouse, 200 N.W. 4th Street, OklahomaCity, Oklahoma, concerning the application of Peter Bradford, Receiver for BBAN,to cancel the common stock of BBAN listed in the names of the followingentities:

**ASSETS**
Don L. Knight3,975,500Jonathan Alexander Knight100,000Wesley Bounds Knight100,000.Don L. Knight as Custodian of Devin Lee Knight100,000Kimberly Knight50,000Black Giant Resources1,900,000Medscan Technologies, Inc.100,222                            Sub-Total6,325,222Hardin County Investment & Development5,000,000                             2nd      Sub-Total11,325,222Global Access New Millenium, Inc.1,000,000Daniel Pellegrin (also for Global Access)250,000ASF, Ltd.2,000,000Atlantik International1,000,000                                    Total15,575,222
    The Receiver is requesting that the Court approvecancellation of the above listed stock for the reasons that such stock wasunlawfully issued or was not paid for by the listed shareholder.  Anyshareholder listed above may appear at such hearing and present evidence why thelisted stocks should not be canceled from the books of Broadband WirelessInternational Corporation.

    Failure of any listed shareholder to appear and presentevidence showing his right to be listed as a shareholder of BBAN could result incancellation of such stock.

    Parties may contact the Receiver, Peter B. Bradford at 211North Robinson, Suite 1700, Oklahoma City, Oklahoma 73102, telephone (405)272-5722.

 

                                                                                    /s/Peter B.Bradford                                                                                                                        PeterB. Bradford, Receiver                                                                                  BroadbandWireless International Corporation                                                                                 Dated:May 14, 2001

 

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