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To: who wrote ()10/6/1999 12:17:00 AM
   of 15
Here's some news directly from USBL

> The USBL's Fort Myers franchise (formerly the Tampa Bay Windjammers,
>which was recently bought by Pierre Narath) has announced that they will
>now be known as the Florida Sea Dragons. The team unveiled the team
>name, logo and mascot (Torch) at a press conference held last week at
>Oakridge Middle School in North Naples.
> Brett Vickers, Team President, sees the kids as his toughest critics
>and felt announcing it at a Middle School would really help to stir up
>some excitement. Vickers answered questions from over 200 students as he
>handed out t-shirts with the new team logo.
> The Florida Sea Dragons were named by Tiffany Norman, an 11-year-old
>from Cape Coral. Her nickname was selected from over 312 that were
> The Sea Dragons logo was designed by Adrenalin Design Group of
>Denver. The same company has designed the logos of the USBL's New Jersey
>Shorecats and Pennsylvania ValleyDawgs. They have also designed the
>logos of the NHL's Colorado Avalanche, the NBA's Denver Nuggets, and
>Major League Soccer's Chicago Fire.
> Next up for the Sea Dragons is the hiring of a Head Coach. Brett
>Vickers hopes to have a coach hired by early October.
> "The League Of Opportunity" is off to another great start during the
>1999-2000 basketball season. 180 USBL graduates have found jobs playing
>overseas in over twenty (20) different countries. The USBL has long been
>a proving ground for players and their professional careers and it seems
>that this year will be no different. In coming weeks, NBA Training Camps
>will open, as well as, the CBA, IBL and IBA seasons. Many other USBL
>veterans will surely be taking part in the action and future newsletters
>will help to detail who is where.
>Shelly Clark Argentina Florida Sharks 1996
>Leon Derricks Argentina Columbus Cagerz 1998
>Marcus Allen Argentina AC Seagulls 1997
>Kelvin Allen Argentina Jacksonville Shooters 1995
>Alonzo Goldston Argentina CT Skyhawks 1997
>Paul Graham Argentina AC Seagulls 1998
>Darryl Hardy Argentina Atlanta Trojans 1998
>Mike Ravizee Argentina Camden Power 1998
>Donzel Rush Argentina TB Windjammers 1997
>Junie Sanders Argentina Brooklyn Kings 1999
>Billy Thomas Argentina Kansas Cagerz 1999
>Ray Tutt Argentina NJ Shorecats 1999
>David Van Dyke Argentina NJ Jammers 1992
>Stacey Williams Argentina Atlanta Trojans 1996
>Lanard Copeland Australia Atlanta Trojans 1991
>Mark Davis Australia Long Island Knights 1987
>Scott Fisher Australia Wildwood Aces 1986
>Ricky Grace Australia Jersey Shore Bucs 1987
>Darnell Mee Australia Daytona Beach Hooters 1993
>Andre Moore Australia Philadelphia Aces 1987
>Sheldon Quarles Australia NH Thunder Loons 1997
>Ricky Robinson Australia Westchester Stallions 1994
>Rob Rose Australia RI Gulls 1987
>David Simmons Australia Westchester Stallions 1994
>Rich McIver Brazil NH Thunder Loons 1997
>Michael Anderson Croatia Philadelphia Spirit 1992
>Pete Patton Croatia Carolina Cardinals 1996
>Andre Foreman Finland Portland Wave 1997
>Nate Green Finland LI Surf 1998
>Clinton Holtz Finland LI Surf 1995
>Carl Howell Finland AC Seagulls 1999
>Mike King Finland NH Thunder Loons 1997
>Steve Rich Finland Treasure Coast Tropics 1996
>Godfrey Thompson Finland CT Skyhawks 1999
>John Tomsich Finland CT Skyhawks 1999
>Quinton Brooks France Columbus Cagerz 1998
>Chris Bruton France Memphis Fire 1995
>Tyrone Davis France PT Mountain Cats 1996
>Ralph Davis France LI Surf 1994
>Derral Dumas France Jacksonville Hooters 1992
>Keith Gatlin France NH Skyhawks 1991
>Rob Hodgson France NJ Shorecats 1999
>Stanley Jackson France Florida Sharks 1995
>Darren Jackson France Jacksonville Shooters 1995
>Mike James France LI Surf 1999
>Jay Larranga France Jacksonville Barracudas 1997
>Larry Lawrence France Springfield Fame 1985
>Derrick Lewis France NH Skyhawks 1991
>Michael Lloyd France AC Seagulls 1999
>Lance Miller France NJ Shorecats 1998
>David Robinson France NJ Shorecats 1999
>Carl Thomas France AC Seagulls 1997
>Reggie Welch France AC Seagulls 1999
>John White France Jack. Barracudas 1996
>Harold Deane Germany WSH Congressionals 1999
>Chuck Evans Germany Florida Sharks 1997
>Keith Gray Germany Raleigh Cougars 1999
>Frankie King Germany Memphis Fire 1995
>Abdul Samsid-Deen Germany Brooklyn Kings 1999
>Fred Williams Germany Atlanta Trojans 1996
>Lee Wilson Germany AC Seagulls 1998
>Chris Jent Greece AC Seagulls 1997
>Dan O'Sullivan Greece Jersey Turnpikes 1995
>Daren Quennan Greece PA ValleyDawgs 1999
>Mike Richmond Greece Philadelphia Aces 1990
>Jimmy Shields Greece PB Stingrays 1992
>Roy Tarpley Greece Miami Tropics 1992
>Maurice Ingram Holland Atlanta Trojans 1998
>Frank Seckar Holland TB Windjammers 1996
>Kevin Thompson Holland WSH Congressionals 1999
>Robert A. Shannon Hungary Atlanta Trojans 1995
>Dwayne Whitfield Hungary Brooklyn Kings 1999
>Purnell Perry Iceland NH Thunder Loons 1999
>Mark Brisker Israel Jacksonville Hooters 1997
>Norris Coleman Israel Jacksonville Hooters 1997
>Dallas Comegys Israel Philadelphia Spirit 1992
>Joe Dawson Israel CT Skyhawks 1985
>Jay Edwards Israel Florida Sharks 1995
>George Gilmore Israel Philadelphia Spirit 1992
>Jermaine Guice Israel TC Tropics 1996
>Derek Hamilton Israel Miami Tropics 1988
>Antwon Harmon Israel Atlanta Trojans 1992
>Lamont Jones Israel Brooklyn Kings 1999
>Damon Patterson Israel Westchester Stallions 1993
>JeRon Roberts Israel Atlanta Trojans 1999
>Jesse Salters Israel Florida Sharks 1996
>Derrick Sharpe Israel TB Windjammers 1996
>Greg Sutton Israel Empire St. Stallions 91
>Adrian Autry Italy LI Surf 1999
>George Banks Italy TB Windjammers 1999
>James Blackwell Italy TB Windjammers 1999
>Joe Blair Italy LI Surf 1998
>Marques Bragg Italy NJ Shorecats 1998
>James Brewer Italy LI Surf 1994
>Myron Brown Italy Portland Wave 1997
>Lonnie Cooper Italy TB Windjammers 1999
>Abdul Fox Italy Camden Power 1998
>Sylvester Gray Italy Florida Sharks 1995
>Artie Griffin Italy Florida Sharks 1997
>Darrin Hancock Italy NJ Shorecats 1998
>Otis Hill Italy AC Seagulls 1999
>Victor Page Italy WSH Congressionals 1998
>M.Ray Richardson Italy Jersey 1987
>Ron Rowan Italy Miami Tropics 1988
>Dwight Stewart Italy AC Seagulls 1999
>Kevin Thompson Italy WSH Congressionals1999
>Robert Conley Lithuania Atlanta Trojans 1999
>Derrick Hayes Poland Camden Power 1998
>Anderson Hunt Poland TC Tropics 1996
>Jeff Stern Poland CT Skyhawks 1995
>John Taylor Poland Jackson Jackals 1995
>Marcus Timmons Poland CT Skyhawks 1995
>John Brown Portugal Atlanta Trojans 1999
>Eric Cuthrell Portugal Carolina Cardinals 1996
>Jon Fedor Portugal Daytona Beach Hooters 93
>Greg Grant Portugal AC Seagulls 1996
>Todd Merritt Portugal TB Sunblasters 1992
>John O'Connell Portugal NH Thunder Loons 1996
>Sherick Simpson Portugal Kansas Cagerz 1999
>Steve Worthy Portugal AC Seagulls 1996
>Darren DeSchryver Slovenia CT Skyhawks 1999
>Danya Abrams Spain AC Seagulls 1997
>Marvin Alexander Spain Memphis Fire 1995
>Malik Evans Spain NH Thunder Loons 1997
>Ken Green Spain Empire State Stallions 1991
>Jonathan Haynes Spain AC Seagulls 1996
>Nate Higgs Spain Raleigh Cougars 1997
>Keith Hill Spain Jersey Turnpikes 1995
>Keith Jennings Spain Jacksonville Hooters 1991
>Thomas Jordan Spain Brooklyn Kings 1992
>Chuck Kornegay Spain Raleigh Cougars 1997
>Jason Maile Spain Portland Wave 1997
>Tony Maroney Spain NH Thunder Loons 1996
>Bob McCann Spain Jersey 1987
>Darryl Middletown Spain Long Island Knights 1987
>Ken Miller Spain NJ Jammers 1992
>Demet. Montgomery Spain Atlanta Trojans 1997
>Danny Moore Spain Kansas Cagerz 1999
>Bryan Sallier Spain Westchester Stallions 1994
>Patrick Savoy Spain Portland Wave 1997
>Brent Scott Spain AC Seagulls 1997
>Mike Smith Spain Atlanta Trojans 1991
>DeLon Turner Spain PB Stingrays 1993
>Andre Turner Spain Miami Tropics 1988
>Glen Whisby Spain Florida Sharks 1996
>Travis Banks Sweden Carolina Cardinals 1996
>Dor. Bennerman Sweden CT Skyhawks 1994
>Eric Coates Sweden LI Surf 1999
>Sher. Wilkerson Sweden Columbus Cagerz 1998
>Rodney Blake Switzerland Philadelphia Spirit 1993
>Jeff Jenkins Switzerland Atlanta Trojans 1999
>Eric Poole Switzerland Long Island Surf 1999
>Darrell Wash. Switzerland M.C. Gamblers 1994
>Sean Green Turkey Pt. Mountain Cats 1996
>Jerome Robinson Turkey Florida Sharks 1995
>Ted Berry United Kingdom Long Island Surf 1994
>Cypheus Bunton United Kingdom TB Windjammers 1999
>Tony Christie United Kingdom WAS Congressionals 1999
>Tony Dorsey United Kingdom Atlanta Trojans 1996
>John Gaines United Kingdom TB Sunblasters 1992
>Roy Hairston United Kingdom Kansas Cagerz 1999
>Al Hamilton United Kingdom Portland Wave 1997
>Phil Handy United Kingdom Florida Sharks 1996
>Larry Johnson United Kingdom AC Seagulls 1999
>Lorenzo Charles Uruguay Raleigh Cougars 1998
>Pete Freeman Uruguay Atlanta Trojans 1999
>Cliff Morgan Uruguay Westchester Kings 1997
>Trelonnie Owens Uruguay Carolina Cardinals 1996
>Kareem Poole Uruguay NJ Shorecats 1999
>Marvin Wilson Uruguay Columbus Cagerz 1998
>Anthony Douglass Venezuela Memphis Fire 1994
>Keith Johnson Venezuela CT Skyhawks 1994
>Nate Johnstone Venezuela Florida Sharks 1996
>Anq. McCollum Venezuela TC Tropics 1996
>Tim Moore Venezuela GC SunDogs 1999
>Dexter Shouse Venezuela Jack. Barracudas 1998
>Marcus Webb Venezuela Atlanta Eagles 1992
>Horatio Webster Venezuela NH Thunder Loons 1998
>Gerald Williams Venezuela Miami Tropics 1992
>Mark Young Venezuela GC SunDogs 1999
> The United States Basketball League, Inc. mourns the passing of
>Daniel T. Meisenheimer, Jr., shareholder and Director.
> Mr. Meisenheimer was an accomplished businessman, entrepreneur and a
>major force in the development of the United States Basketball League,
>Inc. in its formative years. The USBL management, teams and shareholders
>will miss his support, guidance and positive attitude these past 15
> Mr. Daniel T. Meisenheimer, Jr. was the father of the President and
>Commissioner, Daniel T. Meisenheimer, III and father to Richard C.
>Meisenheimer, Vice President and Secretary.
> The void of his presence at Board Meetings, Press Conferences and
>basketball games will never be filled. He was one of a kind, a
>tremendous man with compassion for all and believed in the vision of the
>USBL and for the thousands of players and millions of fans who have come
>to know the USBL.
> We will miss him always and strive to meet all the expectations he
>shared with us.
>Safe Harbor Act Disclaimer: This release may contain forward-looking
>statements that involve risks and uncertainties including, without
>limitation, continued acceptance of the companyûs products and services,
>increased levels of competition, new products and technological changes,
>the Companyûs dependence upon financing, third-party suppliers and
>intellectual property rights, and other risks detailed from time to time
>in the Companyûs federal filings, annual report, offering memorandum or

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To: who wrote (5)10/10/1999 1:12:00 AM
   of 15
*** USBL NEWS ***

Here's a copy of an email announcing USBL news that was recently sent out to our mailing list. Note in the middle of this PR, they say that the financials will be ready soon, that's good news.

OK DDInvestor Members. USBL has decided to make efforts to let the investment community learn more about it. Here's a PR announcing the hiring of a high powered marketing firm that will assist the league in that regard. I expect that this will be a stepping stone towards greater
interest in USBL stock and therefore increased trading volume.


October 6, 1999


Milford, CT, Oct. 6, 1999. The United Basketball League (OTC:BB - USBL)
has completed another successful season of play and is pleased to announce
that 1999 produced the most successful year in the history of the league,
a year that produced profitability along with greater public interest as
evidenced by the fact that visits to increased by over 30%
vs. 1998 and set an all-time record of 1,000,000 hits. The outlook for
the year 2000 and beyond remains exciting as the league expects to expand
the number of teams while maintaining profitability. With the 2000 season
approaching the new millenium and our 15th season the USBL has retained
Madison & Wall to implement a marketing campaign designed to increase the
exposure of the league as a public entity, introduce new franchise
opportunities and help increase the visibility and awareness of the USBL
with the use of radio, internet advertising and print ads.

The USBL audit is now being prepared for the past year and will soon be
submitted so that the USBL will become a reporting company.

The USBL provides great entertainment at affordable prices, complimented
by the fact that it provides interested investors with the opportunity to
become part of the growing professional basketball league. The USBL
invites you to join the ever-growing list of interested investors and
receive frequent e-mail updates. Please visit our exciting USBL web site
( and e-mail us your address. For more information call
1-800-THE-USBL or Madison & Wall @ 1-877-774-2500.

This release may contain forward-looking statements that involve risks and
uncertainties including, without limitation, continued acceptance of the
company's products and services, increased levels of competition, new
products and technological changes, the Company's dependence upon
financing, third-party suppliers and intellectual property rights, and
other risks detailed from time tot time in the company's federal filings,
annual report, offering memorandum or prospectus.



USBL has retained for a 6 month period to assist it in
becoming more widely known to the investment community. For its efforts, will receive 10,000 options to purchase USBL stock .

We also urge you to read our full disclaimer as provided on our web site

########################################################## LLC, its officers, members, representatives and/or
employees are not, nor do they claim to be registered investment advisers
or broker/dealers. LLC does not guarantee the completeness
accuracy or timing of news, information or opinions found herein. LLC will not be held liable for any loss directly or
indirectly incurred by anyone relying on any information obtained from
this site. This includes, but is not limited to any loss caused in whole
or part by reliance on the content, expression of opinions or
interpretation of news, events, financial information.

Full Disclaimer is at:

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To: who wrote ()10/26/1999 10:24:00 PM
   of 15
Television plans...

The USBL is making plans for the 2000 season which will include broadcasts of "The USBL Game of the Week" along with a potential half hour weekly anthology show. Each of these productions will be geared to increase fan awareness, showcase the USBL, improve name recognition and develop more revenue for the USBL and its teams.

The past decade, television has been viewed as advertising for the League, but the Company never developed an all encompassing marketing campaign. In the 2000 season, television will be used as the marketing engine to drive the USBL to greater heights.

...The USBL is currently looking at opportunities to broadcast USBL games through the World Wide Web and its web site (




USBL has retained for a 6 month period to assist it in becoming more widely known to the investment community. For its efforts, will receive 10,000 options to purchase USBL stock .

We also urge you to read our full disclaimer as provided on our web site at:

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To: who wrote ()12/11/1999 1:16:00 AM
   of 15

I spoke w/Dan Meisenheimer, the CEO and Commissioner of the USBL to ask some questions about the company that I thought might be of interest to shareholders. I hope that most of you find his comments worthwhile:

1. How long before the audited financials get filed? Will they show a profit?

We had anticipated that the audit would be in the hands of the public by now. However, due to a death in my immediate family, I put it on the back burner for a couple of months. At this point, all work by the auditors is complete. I expect to have the final results in my hands within a week or two and the form 10 to be filed with SEC during January. And yes, I do expect that the company will show a small profit, probably in the area of a couple of cents.

2. How many teams are currently set to open the upcoming season?

There are currently 11 teams ready to start the season next year. At this time it is likely that one team from last year, the NH Thunderloons, will not be active for the season. We are currently in communication with other potential owners that could be interested in assuming control of this established franchise.

3. Any new teams on the horizon?

We are in serious discussion with 3 other potential franchisees. We have been talking with a group in the Bahamas, one in the Bronx, NY, and one in Dodge City, Kansas. We are confident that we will be successful with at least the Bahamas franchise and are very encouraged by talks with all three.

4. Has the franchise fee increased for the current season?

No. At this point in time, we felt it best to leave the fee at $300,000. We expect to increase it to about $350k - $400k for the 2001 season.

5. Have any NBA teams ever expressed an interest in a USBL franchise?

In the past, we have had discussions with an NBA team that was interested in owning a franchise, but that never came to fruition.

6. Is it possible to use the USBL to establish a ?minor league? system similar to that utilized by Major League Baseball?

There has been much discussion on this very topic. The USBL is in constant dialogue, probably on at least a monthly basis, with management of the CBA and the IBL. Discussions center on ways to enhance the status of all three independent leagues. While enactment of a minor league system, similar to that heavily relied on by Major League Baseball is not currently imminent, all of us agree that it is an idea worth considering. We?d need the NBA to ?buy in? in order for it to be successfully implemented.

Where we have been successful with regard to being a ?farm? to the NBA is with referees. The USBL, CBA and IBL are all considered very positive stepping stones to an NBA career for officials.

7. Do any former USBL players own any of the current franchises? Have any of those players been contacted?

While there aren?t currently any former USBL players that own one of our franchises, we recognize it as a viable opportunity for some of our former players. We have been in contact with some of them in this regard. Hopefully they will recognize that ownership in a USBL team will allow them to give others the same chance to showcase their talents that they had as well as the potential to profit as the value of their franchise increases. Several have expressed an interest. Don?t be surprised if that happens in the near future.

8. What type of promotions can we expect from USBL before the new season starts, that investors might not be aware of?

Most USBL promotions will take place in towns where our teams are located at the discretion of our franchisees. Advance planning for the upcoming season would dictate that these start in the January/February time frame. Investors not living in these areas may not be aware of these events.

9. How many USBL players made NBA lineups this season? Have any of them made an impact on their teams?

There are several. For a complete list check out our site at Certainly Daryl Armstrong, point guard for the Magic, who spent 3 years with us has made a significant impact on his team as has Adrian Griffin, last years Most Valuable player. Adrian is currently leading the Celtics in minutes played per game. I find it particularly interesting to see a guy go from our league to a vital starter in the NBA. I think it shows the caliber of play our fans have grown accustomed to.

10. How many USBL games will be televised this year? And how much revenue is derived from this?

Not all USBL teams will have their games televised. About half our teams will have five or six games available for public broadcast. Most of these games are shown in local markets. Any revenue derived is kept mainly by the franchise. ICN will televise the ?USBL Game of the Week? in a national broadcast. While USBL will receive these revenues, the actual amount remains to be seen.

11. When does the season start and end in the year 2000?

While the exact dates are not set in stone, the season should run from approximately 5/1/2000 to 7/15/2000. The exact schedule should be ready sometime in January.

12. Many investors feel that the limited float available in USBL stock (estimated to be around 400,000) is one of the things holding it back. Do you see this as an issue? If so, how do you plan on addressing it?

The small float in USBL is not as bad a thing as some investors make it out to be. The low volume does not phase management; we don?t want daytraders involved with USBL stock. While the volume has been low, it should be noted that over the past several months, the price has held up very well. One could suggest that the low volume shows that few people are buying. I?d counter that it also shows that few are selling.

If you reviewed the investor lists thata I get, I think you?d find that this is because most of our stockholders including management are here for the long-term. Because the price has held so well, it will only take a nibble to cause the price to rise. Management has no plans to increase the float unless the price was to move up. At that time its possible we would consider a stock split. One thing that is being given serious consideration is a stock dividend. Something in the range of 5 or 10% is possible for sometime next year.

Fans and investors are continuing to discover us. Hits on our website have doubled over the same time last year. Most recently, I?ve notice a huge increase in requests for information by investors. (self serving editorial comment: We?d like to think that this fact is a direct result of the hard work put in by

Investors should realize that USBL is not a short-term play. We feel that investors will be handsomely rewarded if our long-term plan of 60 teams across the country is realized. We?re looking at a plan that could take from 3 ? 8 years to realize, but would most certainly lead to a strong valuation of their company.

One last comment. I would be happy to discuss USBL with anyone. Feel free to call me or send an email to Note that has a special email address for USBL questions. Feel free to send questions to them at

Again...I hope you all found this to be as interesting as I did.



DISCLAIMER is not a registered investment advisor. Please read our full disclaimer at:

USBL has retained LLC for a period of six months to assist it in becoming more widely known to the investment community. See the full disclaimer at:

To receive updates from DDInvestor on USBL as well as our other profiled companies, sign up for our mailing list at:

View a full profile on USBL at our site:

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To: who wrote ()1/20/2000 12:14:00 AM
   of 15
*** USBL NEWS *** New team announced today

Here's the PR we sent out to our on Wednesday.

Hello DDMembers:

One of our clients, The United Basketball League (otc:bb USBL) announced the signing of a new team in Dodge City, Kansas. Here's the full news report.

January 19, 2000 Public Relations Director
203-878-8109 FAX
Web Site:


MILFORD, CT - The United States Basketball League (USBL) announced today at a press conference at the Dodge City Civic Center in Dodge City,
Kansas that the USBL will be bringing an expansion franchise to the area for the 2000 season. The new franchise, which is owned by Dodge City Basketball Inc., will complement the existing Kansas Cagerz who play in
Salina, Kansas.

On hand at the Press Conference were Daniel T. Meisenheimer, III (President and Commissioner of the USBL), Jim Coffin (Team President) and Tom Nelson (Team General Manager). Members of the ownership group were
also present and they included Jim Lewis, Greg Goff, Pat George, Kent Smoll, Dr. Kelly Henrichs, Dr. Kelly Cohoon, George Henrichs, Rodger Davis, Michael Stevens, Michael Morrison, Carolyn Banning and Rick Redd. The franchise will run a "name the team contest" to allow a local fan the
opportunity to name the team.

Jim Coffin will serve as President of the new franchise and had this to say regarding the expansion franchise, "The goal of the USBL is to
provide first-class entertainment in a family atmosphere with the same type of feel of an NBA game, but at an affordable price. I think the primary motivation for bringing a team to Dodge City was entertainment."

"We are extremely excited to bring a USBL franchise to Dodge City," said Daniel T. Meisenheimer, III, Commissioner for the USBL. "We had tremendous success with our inaugural year in Salina, Kansas last season
and it is my belief that we will have some of the same results here in Dodge City. The obvious rivalry that will result between the two cities should be very healthy for both franchises and the USBL. The combination
of the Ownership Group and the Dodge City/Ford County Development Corporation have worked hard
to make sure that this franchise is a staple in their community. There is no doubt that their efforts will pay off in 2000."

The expansion franchise will draft players at the 2000 USBL Draft, which will be held on April 11th. Dodge City will play a 30-game regular season followed by the League's Championship tournament. The season will
begin on April 21st. Dodge City will tip-off their home schedule on April 25th. Dodge City will join the Kansas Cagerz, Florida Sea Dragons, Gulf Coast Sun Dogs and an expansion franchise in Enid, Oklahoma to make-up the
Southern Division. The Northern Division will consist of the Atlantic City Seagulls, Long Island Surf, Brooklyn Kings, New Jersey Shorecats, Pennsylvania ValleyDawgs and Washington Congressionals.

"This is great for everyone," said Tom Nelson, General Manager for the new expansion franchise. "This is going to put Dodge City on the map as one of the smallest professional sports towns in the country."

Since 1985 the USBL has sent 123 players on to the NBA. Among the number of Alumni are Avery Johnson, Muggsy Bogues, Anthony Mason, Chris Childs, Charlie Ward, Mario Elie, Adrian Griffin and Darrell Armstrong.

Although there are other publicly traded sports teams such as the Boston Celtics (NYSE: BOS) and Ascent Entertainment (NASDAQ: GOAL) owners of the Denver Nuggets and Colorado Avalanche, the USBL is the first and
only publicly traded Sports League allowing fans to become owners (OTCBB:USBL).


Ownership: Dodge City Basketball, Inc.

Address: 501 W. Spruce Street
Dodge City, KS 67801

Phone/Fax #'s: 316-227-9501/316-338-8734 FAX

Web Site:

President/Part Owner: Jim Coffin

Ownership Members: Jim Lewis, Greg Goff, Pat George, Michael
Morrison, Kent Smoll, Dr. Kelly Henrichs, Dr. Kelly Cohoon, George
Henrichs, Rodger Davis, Michael Stevens, Carolyn Banning and Rick Reed.

General Manager: Tom Nelson

Arena: Dodge City Civic Center (2,500)

Team Name: Contest to be held to determine team nickname


DISCLAIMER - USBL is not a registered investment advisor. Please read our full disclaimer at:

USBL has retained LLC for a period of six months to assist it in becoming more widely known to the investment community. See the full disclaimer at:

For its efforts LLC will receive an option to purchase 10,000 shares of USBL stock at $1.25 for a period of 9 months.

To receive updates from DDInvestor on USBL as well as our other profiled companies, sign up for our mailing list at:

View a full profile on USBL at our site:

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To: who wrote ()1/24/2000 11:57:00 PM
   of 15
Once again...*** USBL NEWS ***

Here's a copy of the message we sent to our mailing list.

Hello DDMembers:

One of our clients, The United States Basketball League (otc:bb USBL)came
out with news today announcint their fan selected "ALL-15 Team". I'm sure you'll reconginze many names on their list, many of whom went on to have successful careers after moving up to the NBA. Here's the text of their

January 24, 2000 Public Relations Director
203-878-8109 FAX
Web Site:


MILFORD, CT - The United States Basketball League (USBL) unveiled the members of its "All-15 Team" today, after fans voted on the team via the League web site at The USBL began play in 1985 and has had
many tremendous players over the past 15 years. In celebration of its 15th Anniversary the USBL asked its fans to vote for a USBL "All-15 Team".

Christopher Berotti and Steve Hunt were randomly selected contestants, who will be awarded USBL prize packages.

The results of the "USBL All-15 Team" follow:

Michael Adams (5'8", Guard, Boston College) Adams played in 35 games for the Springfield Fame in 1985 and 1986. Over that span of games, Adams averaged 20 points, 3.5 rebounds and 8.3 assists. In 1985, Adams was a
member of both the "All-USBL Rookie Team" and the "All-USBL Second Team". In 1986 he was named to the "All-USBL Defensive Team".

Darrell Armstrong (5'10", Guard, Fayetteville State) Armstrong played in the USBL from 1992-1994 for the Atlanta Trojans. During those three seasons Armstrong was named to the "All-USBL First Team" twice and the
"All-USBL Second Team" once. Armstrong is first in all-time steals with 259 and sixth in assists with 491. Over the three-year period, Armstrong averaged 21.9 points, 4.9 rebounds, 6.2 assists and 3.3 steals.

Manute Bol (7'7", Center, Bridgeport) Bol helped to get the "League of Opportunity" started in 1985. He twice had games where he had 18 blocked shots. Bol also had another game where he was able to pull down 28
rebounds. In 25 games for the Rhode Island Gulls, Bol tallied averages of 14.2 points, 14.2 rebounds, and 11.2 blocks. Bol was an "All-USBL First Team" and "All-USBL Defensive Team" member.

Muggsy Bouges (5'4", Guard, Wake Forest) Bogues played for the Rhode Island Gulls in 1987. In playing for the Gulls, Bogues was able to garner "Rookie of the Year" honors and was named to the "All-USBL First Team". Bogues played in 23 games and averaged 22.3 points, 3.8 rebounds, 8.4
assists and 3.5 steals. He ranked first and third in steals and assists, respectively, amongst the League-Leaders.

Lloyd Daniels (6'4", Guard) Daniels was playground legend from New York City. He flourished in the USBL when he played for the Miami Tropics in 1991 and the Long Island Surf in 1992. Over a 37-game span, Daniels
averaged 18.6 points, 5.8 rebounds and 5.6 assists. In 1992, Daniels was named to the "All-USBL Second Team".

Richard Dumas (6'7", Forward, Oklahoma State) Dumas played in the USBL in 1992 and returned this past season with the New Hampshire Thunder Loons. In 33 games, Dumas has averaged 27.9 points and 7.7 rebounds. During the
1992 season, Dumas was named to the "All-USBL First Team" and the "All-USBL Defensive Team". During that same season, Dumas was second in the League in scoring and fifth among League rebounders.

Dennis Edwards (6'6", Forward, Fort Hays State) Edwards is what is known in the basketball world as a scorer. In 24 USBL games, Edwards has averaged 29.5 points and 3.9 rebounds. During the 1997 season, Edwards averaged 32.8 points and 4.2 rebounds. This productive effort helped him
to capture "USBL Player of the Year" honors. He also was a member of the "All-USBL First Team".

Adrian Griffin (6'5", Guard/Forward, Seton Hall) Griffin was one of the big reasons that the Atlantic City Seagulls won the USBL Championship in 1998 and 1999. In 1999 he was named both "USBL Player of the Year" and
"Championship Game MVP". He was also named "Championship Game MVP" in 1998. In his 49 games, Griffin averaged 21.4 points, 7.3 rebounds and 3.9 assists.

Avery Johnson (6'0", Guard, Southern) Johnson played for the Palm Beach Stingrays in 1988. While with the Stingrays, Johnson was named to the All-USBL Rookie Team. In 1988, Johnson was fifth in the League in assists
with seven a game and he was second in steals with 2.4 per game.

Mike Lloyd (6'2", Guard, Syracuse) In each of his three seasons in the USBL, Lloyd has led his team to the USBL Championship Game. Twice he has helped them to garner the Trophy. In his rookie season in 1996, Lloyd was
named "USBL Rookie of the Year". In 1998 and 1999, Lloyd was named to the "All-USBL First Team". Over his three-year stint, Lloyd has averaged 22.7 points and 3.5 rebounds.

Anthony Mason (6'7", Forward, Tennessee State) Mason played for the Long Island Surf in 1991. He was a USBL stalwart. After that season, in which he was named to the All-USBL First Team, Mason joined the NBA's New York
Knicks. Mason still holds claim to the record of 28 rebounds in one USBL game. Mason averaged 27.8 points and 11.2 rebounds.

Charles Smith (6'2", Guard, Georgetown) Smith led the Florida Sharks to back-to-back Championships in 1995 and 1996. In both Championship Games, Smith was named Game MVP. Smith was also named "Player of the Year" in
1995. He made the "All-USBL First Team" in 1995. Smith was also a member of the USBL's "All-Defensive Team" in both 1995 and 1996.

John Strickland (6'7", Forward, Hawaii-Pacific) Strickland has played in the USBL from 1995-1999. Over the last five seasons Strickland has been one of the more dominating USBL performers. In 1995, Strickland was named
to the "All USBL Rookie Team". He has also been named to the "All-USBL First team". Strickland led the Surf to two Championship Games in 1997 and 1998. He averaged 22.3 points, 8.1 rebounds and 2.6 assists.

Roy Tarpley (6'9", Center, Michigan) Tarpley played in 16 games for the Miami Tropics in 1992. During those 16 games, Tarpley torched the League with a 32.2 points per game average and 17.0 rebounds. Roy Tarpley led the
League in scoring and rebounding that season and it helped him to win the "USBL Player of the Year" Award.

John "Hot Rod" Williams (6'11", Center, Tulane) Williams was a big part of the USBL's early history. In 1995 and 1996, Williams played in 36 games and averaged 22.2 points and 10.1 rebounds. Williams was also a member of
the "All-USBL First Team" in both 1985 and 1986. In 1985, Williams was named "Co-USBL Player of the Year" when he averaged 23.1 points per game and 9.3 rebounds.

The USBL recently announced new franchises to begin play in Dodge City, Kansas and Enid, Oklahoma for the 2000 Season. Dodge City and Oklahoma will join the Florida Sea Dragons, Gulf Coast Sun Dogs and Kansas Cagerz to make up the Southern Division. The Northern Division will
consist of the Atlantic City Seagulls, Brooklyn Kings, Long Island Surf, New Jersey Shorecats, Pennsylvania ValleyDawgs and the Washington Congressionals. The 15th Anniversary Season will tip-off on April 21st.

Since 1985 the USBL has sent 123 players on to the NBA. Among the number of Alumni are Avery Johnson, Muggsy Bogues, Anthony Mason, Chris Childs, Charlie Ward, Mario Elie, Adrian Griffin and Darrell Armstrong.

Although there are other publicly traded sports teams such as the Boston Celtics (NYSE: BOS) and Ascent Entertainment (NASDAQ: GOAL) owners of the Denver Nuggets and Colorado Avalanche, the USBL is the first and
only publicly traded Sports League allowing fans to become owners (OTCBB: USBL).



DISCLAIMER - USBL is not a registered investment advisor. Please read our full disclaimer at:

USBL has retained LLC for a period of six months to assist it in becoming more widely known to the investment community. See the full disclaimer at:

For its efforts LLC will receive an option to purchase 10,000 shares of USBL stock at $1.25 for a period of 9 months.

To receive updates from DDInvestor on USBL as well as our other profiled companies, sign up for our mailing list at:

View a full profile on USBL at our site:

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To: who wrote (9)11/7/2000 12:39:13 PM
From: Joe Copia
   of 15
USBL to be off pinks in ~ 3 weeks:

Washington, D.C. 20549

Form 10-SB 12B/A
Amendment No. 2

Under Section 12(b) or (g) or the Securities Exchange Act of 1934


(Name of Small Business Issuer in its charter)

Delaware 06-1120072
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization

46 Quirk Road, Milford, Connecticut 06460
----------------------------------- -----
(Address of principal executive offices) (Zip Code)

Issuer's telephone number: (203) 877-9508

Securities to be registered under Section 12(b) of the Act:

Title of each class Name of each exchange on which
to be so registered each class is to be registered

----------------------- ----------------------------

Securities to be registered under Section 12(g) of the Act:

Common Stock $.01 par value per share

(Title of class)


Prospective investors as well as Shareholders should be aware that an investment in USBL
involves a high degree of risk. Accordingly, you are urged to carefully consider the following Risk
Factors as well as all of the other information contained in this Registration Statement and the
information contained in the Financial Statements and the notes thereto.

Forward Looking Statements

When used in this Registration Statement, the words "may", "will", "expect", "anticipate", "estimate"
and "intend" and similar expressions are intended to identify forward looking statement within the
meaning of Section 21 E of the Securities Exchange Act of 1934 regarding events, conditions, and
financial trends that may affect our future plan of operations, business strategy, operating results
and financial position. Prospective investors are forewarned and cautioned that any forward
looking statements are not guarantees of future performance and are subject to risks and
uncertainties and that actual results may differ materially from those included within any such
forward looking statements.

Our Operating History Does Not Reflect Profitable Operations

Our operating history does not reflect a history of profitable operations. Since our inception we
have been attempting to develop the League. Our operations have not been profitable and unless
and until we can increase the sale of franchises and at the same time attract franchisees who are
able or willing to incur start-up costs to develop their respective franchises, we may continue to
operate at a loss. There can be no assurance that we will be successful.

We May Not Be Able to Continue as a Going Concern

Because of our historically poor revenues and earnings, our auditors have for at least the last four
years qualified their opinions and expressed their concern as to our ability to continue to operate as
a going concern. Shareholders and prospective shareholders should weigh this factor carefully in
considering the merits of our company as an investment vehicle.

We Have Not Been Able to Realize the Full Sales Value of a Franchise

Generally speaking, we have not been able to collect what we perceive to be true value for a
franchise because of the League's overall poor performance. As such we have sold franchises for
less than we believe the true value to be and additionally have extended terms for payment as an
additional inducement to the franchisees to purchase the franchise. As a result, our revenues have
been affected and will continue to be affected until such time as we are able to realize the full value
for franchises.

We Have Not Established Adequate Guidelines in Connection with the Sale of Franchises

Historically in our dealings with prospective franchisees and in our desire to sell franchises, we did
not establish adequate guidelines to insure that prospective franchisees have sufficient capital to
properly finance a franchise and to be able to absorb losses until such time as the franchise would
become profitable. Starting with the 1999 season, we have established rigorous standards to
ensure the viability of the franchise over the long term; however, there is still no assurance that in
view of our historical dealings we will be able to attract qualified franchisees.

We Have Been Dependent on Loans and Revenues from Affiliates to Sustain Our Operations

Because our revenues from third parties have been insufficient to sustain our operations, we have
been historically dependent on revenues, loans and advances from the Meisenheimer family to
assist in financing. If members of the Meisenheimer family elected not to continue to advance loans
to us, our operations could be drastically impaired.

We Are Dependent on Corporate Sponsorships Which Have Been Negligible

The financial success of the individual franchises is dependent to a large degree on corporate
sponsorship to help defray costs. To date, corporate sponsorship in some cities has been negligible
and as a result, some of the franchises have had to absorb expenses which would otherwise have
been supported by corporate sponsorship. As a result, profits of some of the franchises have been
affected and in many instances some of the franchises have been operating at a small loss. Until
such time as the League can attract meaningful sponsorship, earnings, if any, of the individual
franchises will be impacted.

Our Basketball Season Competes with Other Professional Sporting Events

Our season from May to early July is designed to afford players with the opportunity to showcase
their professional ability to the teams comprising the National Basketball Association ("NBA") and
to be possibly selected to participate in NBA teams' summer camps in the latter part of July and
August. As such, our schedule competes with outdoor sporting events such as baseball, golf and
tennis and our season comes at a time when spectators might normally prefer to be outdoors rather
than indoors in an arena. These factors have had some impact on the League's overall attendance,
although attendance has continued to improve.

We Lack Sufficient Capital to Promote the League

In order for the League to become successful, we have to promote the League. Historically and up
to the present time, we have lacked sufficient capital to develop a national promotion for the
League. Promotion will achieve two objectives: (i) create more fan interest, and (ii) franchise
interest. Until such time that we can properly promote the League we do not anticipate any
significant change in the overall fan interest. While attendance has recently improved, it still only
averages 1300 attendees per game. Additionally, interest in franchises has increased, but without
real promotional efforts, we do not anticipate any significant increase in franchise sales.

The Meisenheimer Family Exercises Significant Control over Us

The Meisenheimer family, consisting of Daniel T. Meisenheimer III, Richard C. Meisenheimer and
Mary Ellen Meisenheimer, and companies they control own approximately 85% of our outstanding
stock and as such control the daily affairs of the business as well as significant corporate actions.
Additionally, the Meisenheimer family controls the Board of Directors and as such shareholders
have little or no influence over the affairs of the Company.

Dependence upon Key Individual

Our success is dependent upon the activities of Daniel T. Meisenheimer III, Chief Executive
Officer. The loss of Mr. Meisenheimer through death, disability or resignation would have a
material and adverse effect on our business.

We Have a Limited Public Market for Our Stock

There are approximately 450,000 shares held by approximately 140 public shareholders and as
such there is a limited public market for our stock. As such, sellers of our stock may have difficulty
in selling their stock. In addition, and until such time as we can list our Common Stock on the
NASDAQ Electronic Bulletin Board, our stock will continue to trade in the over-the- counter
market and this will make it even more difficult for individuals to sell their stock.

Penny Stock Regulation

Broker-dealer practices in connection with transactions in "penny stocks" are regulated by certain
penny stock rules adopted by the SEC. Penny stocks generally are equity securities with a price of
less than $5.00 (other than securities registered on certain national securities exchanges or quoted
on the NASDAQ System). The penny stock rules require a broker-dealer, prior to a transaction in
a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure
document that provides information regarding penny stocks and the nature and level of risks in the
penny stock market. The broker-dealer also must provide the customer with current bid and offer
quotations for the penny stock, the compensation of the broker-dealer and its salesperson must
disclose this fact and the broker-dealer's presumed control over the market, and monthly account
statements showing the market value of each penny stock held in the customer's account. In
addition, broker-dealers who sell such securities to persons other than established customers and
accredited investors, the broker-dealer must make a special written determination that the penny
stock is a suitable investment for the purchaser and receive the purchaser's written agreement to
the transaction. Consequently, these requirements may have the effect of reducing the level of
activity, if any, in the market for the Common Stock.


The United States Basketball League ("USBL", "we" or the "Company") was incorporated in
Delaware in May, 1984 as a wholly-owned subsidiary of Meisenheimer Capital , Inc. ("MCI").
MCI was and is a publicly owned company having made a registered public offering of its
Common Stock in 1984. Since 1984, MCI has been under the control of the Meisenheimer family
consisting of Daniel T. Meisenheimer III, his brother, Richard Meisenheimer, and their father and
mother, Daniel Meisenheimer, Jr. and Mary Ellen Meisenheimer. Daniel Meisenheimer, Jr. died in
September, 1999.

(a) Operations

We were incorporated by MCI for the purpose of developing and managing a professional
basketball league, the United States Basketball League (the "League"). The League was primarily
conceived to provide a vehicle for college graduates interested in going professional with an
opportunity to improve their skills and to showcase their skills in a professional environment and
perhaps be selected by one of the teams comprising the National Basketball Association ("NBA")
to attend summer camp sponsored by that team. Today, players also consist of free agents seeking
to join an NBA team. USBL's season (May through July of each year) was specifically designed to
afford League players with the chance to participate in the various summer camps run by the teams
in the NBA. Since 1984 and up to the present time there have been 125 players from the League
who also have been selected to play for teams in the NBA. Approximately forty-five players each
year are selected to play in the Continental Basketball Association ("CBA"), the official
developmental league of the NBA.

Since the inception of the League, USBL has been engaged in selling franchises and managing the
League. From 1985 and up to the present time, USBL has sold a total of thirty-five active
franchises (teams), a vast majority of which were terminated for non-payment of franchise
obligations. For the 1999 season (ending in August, 1999) we had thirteen active franchises and
two inactive franchises. After the 1999 season, two franchises were canceled for their failure to
meet franchise obligations. For our 2000 season, which began in May, 2000, we had eleven active

As the League is presently constituted, each team within the League maintains an active roster of
twelve players during the season and each team plays thirty games per season. We have playoffs at
the conclusion of the regular season. Under the terms of our Franchise Agreements, each franchise
is limited to a $47,500 salary cap for all players for each season. No player receives more than
$1,000 a week as salary.

Since the inception of the League to the present time, the number of active franchises has fluctuated
from seven to a high for the 1999 season of 13 franchises. The current active franchises, divided
into the Southern, Mid-Atlantic and Northern Divisions, are located in Sarasota, Florida (the Gulf
Coast SunDogs); Dodge City, Kansas (the Dodge City Legend); Enid, Oklahoma (the Oklahoma
Storm); Fort Myers, Florida (the Florida Sea Dragons);Salina, Kansas (the Kansas Cagerz);
Washington, DC (the Washington DC Congressionals); Atlantic City, New Jersey (the Atlantic
City Seagulls);Oyster Bay, New York (the Long Island Surf); Lehigh, Pennsylvania (the
Pennsylvania ValleyDawgs); Ocean, New Jersey (the New Jersey Shorecats); and Brooklyn, New
York (the Brooklyn Kings). In addition, MCI owns two inactive franchises which pay annual
royalty fees.

Since 1984 and up to the present time our franchises have been sold at various prices ranging from
a low of $25,000 to a high of $300,000. The price varies depending on the location of the
franchise and the prior history of the franchise if the particular franchise had previously been active.
Because historically our franchises have not operated profitably, we decided to accept less than
our asking price for new franchises at the time of sale. It is our intention to terminate this practice in
the future. However, each franchisee is required to pay the full sales price over time and in the
event full payment is not made, we reserve the right to cancel the franchise and have done so. At
least twenty-two of the thirty-five total franchises previously sold have been terminated for
non-payment of annual franchises fees and/or the full sales price. The termination of the franchises
has been primarily due to the fact that most of the franchises have not operated profitably and as a
result could not meet their contractual commitments. At the present time only two active franchises
are marginally profitable.

During the fiscal year ended February 29, 1996 (fiscal 1996), we sold five franchises in a barter
transaction, receiving in exchange 2,000,000 units of negotiable television advertising due bills.
During the first quarter of fiscal 1997, we also entered into an agreement with the same party to
receive an additional 2,000,000 units of negotiable television advertising due bills in exchange for
five additional franchises. The 4,000,000 units of advertising time are with American Independent
Network ("AIN") which employs satellite transmissions to certain affiliated television stations in
approximately 90 cities throughout the United States. Management had originally valued the
advertising due bills received in fiscal 1996 and the first quarter of fiscal 1997 at $500,000. For
Fiscal 1998 the due bills were valued at $684,062. During Fiscal 1999, we acquired 2,000,000
additional units from AIN in exchange for five more franchises. We subsequently concluded that a
more conservative estimate of the cumulative value of the total of all units as of the end of Fiscal
1999 is approximately $484,000. See "Financial Information." We have already used
approximately 300,000 units to broadcast certain selective League games. During fiscal 1999,
USBL did not use any of the units. USBL may use the remainder of the available time to broadcast
our games or, in the alternative, sell off the available television time assuming that USBL can locate
buyers. The barter transaction requires that the 15 franchise teams must be established within ten
years from the date of the transactions. We have no assurance that any of the franchises will ever
be established. In addition, we retain the right to approve or disapprove the ultimate franchisee.
None of the prospective franchisees are currently obligated to pay us any fees.

Under our standard franchise agreements, the term of the franchise is for ten (10) years with a right
to renew for a similar period. In addition to the initial purchase price of the franchises, franchisees
are required to pay an annual royalty fee of $20,000 per year. Currently three of our active
franchises are in arrears in their annual royalty fees: one owes two years of royalties and the other
two are in arrears for one year. We have the right to terminate these franchises for failure to pay
the annual royalty fee, but in an effort to assist the teams have elected not to do so. In addition and
because of our desire to have the League expand, historically, we have from time to time adjusted
annual royalty fees in certain situations where the individual franchise has not been operating

The franchise agreement employed by us also entitles us to receive television revenues on a sharing
basis with the teams in connection with the broadcasting of regional or national games. While we
have broadcasted on a regional basis, we have not received any significant revenues. We are also
entitled to receive a percentage from the sale of team and league merchandise which is directly sold
by us, primarily over the Internet. Revenues earned by us have been negligible. Revenues from the
sale by a team of its own merchandise is retained by the selling team. These sales have contributed
to the individual team's revenues.

The franchises agreements state that we will use our best efforts to obtain sponsorships for each
team and the League. Such sponsorships are generally from local or national corporations. The
sponsorships which for the last few years have been negligible generally take the form of free
basketballs, uniforms, airline tickets and discount accommodations for teams when they travel. The
sponsorships generated by us are shared by all of the teams in the League. The individual teams
comprising the league are also free to seek sponsorship for their own individual franchise. Some of
the teams have been successful in attracting sponsorships in the form of merchandise and cash and
it is these sponsorships that have helped support the ongoing operations of the individual teams.
Other teams have not been successful. The success of obtaining sponsorship is generally a function
of good attendance and good media exposure. In some instances particular franchises cannot
generate any meaningful attendance because of a lack of media exposure.

The Franchise Agreement requires us to provide scheduling of all games and officiating for all
games. We also print a full roster book as well as a weekly newsletter which provides information
regarding the League as well as individual players and their personal statistics.

As previously stated, very few of our franchises have operated profitably. This is primarily due to
the fact that attendance and sponsorship has not been sufficient to sustain a team's expenses. We
estimate that at the current time annual expenses for each team average about $220,000. At the
present time only two franchises are operating profitably. The general lack of marketing by the
League and the teams is primarily due to insufficient capital to properly promote and market the
League, which has resulted in our inability and the individual team's inability to attract any
meaningful sponsorships. As a result, the sale of additional franchises either to maintain a constant
number of franchises or to expand the League has historically proven difficult for USBL.

From the inception of the League, USBL has generally operated at a loss. This has been due to the
poor sale of franchises and the inability of most of the franchises to generate sufficient revenues to
pay their respective annual royalty fees. Because of the poor historical record, USBL has been
dependent on loans from the principals and affiliated companies to defray the cost of operations.
See "Related Transactions." Additionally and because of our poor performance for at least the last
four years, our auditors have rendered qualified opinions based on their concerns as to the ability
to continue as a going concern.

We believe that the current mix of franchises are beginning to realize some increase in sponsorship
and attendance. There has been approximately a 50% increase in attendance for the first half of the
2000 season (late April and the month of May) as compared to the first half of the 1999 season.
This may eventually result in more teams realizing increased gate attendance and corresponding
revenues. This would increase the value of the individual franchises and also the League. As a
consequence we believe this would enable us to sell additional franchises where new teams might
be successful.

(c) Employees

We currently have a staff in excess of 50 people. USBL has four full-time employees consisting of
the chairman and League commissioner, Daniel Meisenheimer III, a director of administration, a
director of public relations and a director of operations. The balance, 46 in number, are employed
as referees and statisticians who are paid on a per game basis. From time to time we have also
used independent contractors for consulting work.

(d) Future Plans of USBL

We have, as an ultimate goal, the establishment of at least forty (40) franchises throughout the
United States, consisting of ten (10) teams in four regional divisions. This would result in regional
play-off games and then a final championship series. We are also attempting to develop a formal
association with the NBA. During fiscal 1998, the NBA selected us to handle a pre-draft camp for
the Korean Basketball League for which we received a nominal fee. At present time, the
Continental Basketball Association (the "CBA"), a league consisting of nine teams, is regarded as
the semi-official minor league of the NBA, and as such, receives financial support from the NBA.
We believe that a formal association with the NBA would enhance the value of the franchises and
attract more significant gate attendance, but to date we have not been able to promote a formal
relationship with the NBA. Likewise, we intend to use some of the television time available to us to
broadcast more games, which we believe might create additional fan interest and possibly serve to
attract additional franchisees. However, given the difficulties encountered by us to date in the sale
of additional franchises, it is doubtful that we will achieve our long-range goals unless we can raise
additional capital to properly promote the League. While gate attendance has been poor
historically, there has been some growth over the past four seasons. For fiscal 1999, there was an
increase in attendance of 16% over fiscal 1998, and fiscal 1998 reflected a 14% increase over
fiscal 1997. More significantly, gate attendance for the first half of the 2000 season is
approximately 50% higher than the corresponding period in the 1999 season. However, there can
be no assurance that the increase in attendance will continue. If gate attendance continues to
increase, this may make it easier to interest third parties to invest in new franchises, but there can
be no assurance that we will be successful.



Six Months Ended August 31, 2000 as Compared to August 31, 1999

Results of Operations

Net revenues for the six months ended August 31, 2000 and 1999 approximated $251,000 and
$150,000, respectively. Approximately $105,000 and $12,000 of the 2000 and 1999 revenues,
respectively, were derived from various related parties. The increase of $101,000 (67%) reflects
higher initial franchise fees resulting from the sale of new franchises.

Operating expenses for the six months ended August 31, 2000 and 1999 approximated $314,000
and $211,000, respectively. The increase of $103,000 is principally attributable to a $90,000
increase in consulting fees, which consists of consulting fees paid to Meisenheimer Capital Inc.
Other operating expenses remained relatively consistent as a result of the Company's efforts to
control costs.

Net income for the six months ended August 31, 2000 and 1999 approximated $93,000 and
$10,000, respectively. The increase reflects the increase in revenues combined with relatively
stable operating costs.

Liquidity and Capital Resources

The Company had a working capital deficit of approximately $290,000 at August 31, 2000.

The Company's statement of cash flows reflects cash provided by operations of approximately
$129,000, consisting principally of net income of $93,000 and an increase in accounts payable and
accrued expenses of $33,000. Net cash used in financing activities approximated $131,000,
consisting of an increase in net amounts due from affiliates of $82,000 and a decrease in
stockholders' loans of $49,000.

Results of operations

Revenues for the fiscal year ended February 29, 2000 ("Fiscal 00") were $553,021 as compared
to revenues of $806,552 for the fiscal year ended February 28, 1999 ("Fiscal 99"). Revenues from
initial franchise fees decreased $103,754 or 24%, primarily from the lack of sales of franchises.
Continuing franchise fees, however, increased $62,225 or 59% as a result of the increased success
of some of the USBL franchisees. Advertising income amounted to $30,603 in Fiscal 00
compared to advertising revenue of $112,500 in Fiscal 99. The advertising income received in
Fiscal 99 was from a related party.

Operating expenses for Fiscal 00 decreased by approximately $479,000 to $486,000 compared
to $965,000 in Fiscal 1999. In Fiscal 99, management recorded an allowance of $450,000 for the
impairment of its investment in the advertising due bills that have been received in recent years in
exchange for franchises. The slight decrease in the remaining operating expenses of approximately
$29,000 represent management's continued pressure to reduce its operating overhead.

The Company recorded a loss on the impairment of certain investments it has held in common
stocks in the amount of approximately $20,000. This represents management's recognition of a
permanent impairment in the value of these investments.

The net income for Fiscal 00 amounted to $44,888, as compared to net loss of $160,965 for
Fiscal 99. The change from the previous year's loss is primarily attributable to the allowance for the
impairment in the value of the advertising credits amounting to $450,000 in Fiscal 99. This
reduction was partially offset by decreased total revenue of $253,531, in Fiscal 99 as compared to
Fiscal 00.

Liquidity and Capital Resources

The United States Basketball League's working capital deficiency decreased by approximately
$16,000 to $290,000 at February 29, 2000, as compared to $306,000 at February 28, 1999.
This decrease was caused primarily by the decrease in cash of approximately $37,000, the
impairment of its investments of $20,000, the decrease in franchise fees receivable of $15,000, the
decrease in accounts payable and accrued expenses of approximately $84,000 and the net
decrease in amounts due to affiliates and stockholders which amounted to $22,000.

The Company continues to make efforts to resolve its working capital deficiency by seeking
additional equity capital, It is anticipated that there is potential for growth in the USBL.
Management is endeavoring to capitalize on its investment in the advertising credits to expand the
recognition of the USBL and generate advertising income in the future.

The Company's statement of cash flows for Fiscal 00 reflects cash used in operations of
approximately $326, reflecting the net income of $45,000 increased by non-cash losses such as
impairment of the stock investments amounting to $20,000. Net cash amounting to $22,333 was
utilized to reduce loans from stockholders and affiliates. The Company also expended $14,323 to
acquire additional fixed assets.


Results of Operations

Revenues for the fiscal year ended February 28, 1999 ("Fiscal 99") were $806,552 as compared
to revenues of $638,676 for the fiscal year ended February 28, 1998 ("Fiscal 98"). Revenues from
initial franchise fees increased $33,754 or 8 percent, primarily from the sale of a franchise.
Continuing franchise fees increased $20,389 or 24 percent as a result of the increased success of
some of the USBL franchisees. Advertising income amounted to $112,500. There was no
advertising income in Fiscal 98. The advertising income was received from a related party.

Operating expenses for Fiscal 99 increased by approximately $397,000 to $965,000 compared to
$568,000 in Fiscal 1998. Management recorded an allowance of $450,000 for the impairment of
its investment in the advertising due bills that have been received i

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To: who started this subject11/13/2000 1:24:11 PM
From: Joe Copia
   of 15

The USBL has announced plans for the release of a 15th Anniversary
Season collectible trading card set, which is available as a limited edition
over the USBL web site. Produced by Eagle Cards, a division of Eagle
Marketing, this edition of only 5,000 sets will be a cutting edge celebration of
the USBL 2000 season, and will include the "best of the best," as well as a
number of highly-collectible rookie cards.

Shot entirely on location at the 2000 USBL Post-Season Festival in Salina,
Kansas this past July, the photography for this collection captures the energy
and excitement of professional basketball at its finest, and features many of
the best young athletes the sport has to offer.

Aside from players, the set will also feature a number of popular coaches'
cards, including Hall of Famer, Rick Barry, head coach of the Florida Sea
Dragons and Darryl "Chocolate Thunder" Dawkins, head coach of the
Pennsylvania ValleyDawgs.

Share RecommendKeepReplyMark as Last ReadRead Replies (1)

To: Joe Copia who wrote (12)11/13/2000 1:26:55 PM
From: Joe Copia
   of 15

When the NBA opened its Regular Season 22 former USBL players
appeared on Opening Night Rosters. Included in this group were three new
players who made the jump from the USBL to the NBA for the first time.
The addition of the three new players brings the total tally of 128 players to
go from the USBL to the NBA since 1985.

The new USBL alums to appear on NBA Opening Night Rosters are Mark
Blount (New Jersey ShoreCats to the Boston Celtics) and Reggie Slater
(Oklahoma Storm to the Minnesota Timberwolves) both of which played
during the USBL 15th Anniversary Season and Jamal Robinson went to the
Miami Heat after player for the Tampa Bay Windjammers in 1999. A
complete listing of all 22 USBL players to appear on Opening Night Rosters

Mark Blount
Boston Celtics
NJ ShoreCats
Adrian Griffin
Boston Celtics
Seton Hall
A C Seagulls
Mark Strickland
Denver Nuggets
AC Seagulls
Michael Curry
Detroit Pistons
GA Southern
Long Island Surf
Mikki Moore
Detroit Pistons
Atlanta Trojans
Moochie Norris
Houston Rockets
West Florida
Derek Strong
L.A. Clippers
Miami Tropics
Anthony Mason
Miami Heat
Long Island Surf
Miami Heat
Tampa Bay
Darvin Ham
Milwaukee Bucks
Texas Tech
Florida Sharks
Sam Mitchell
Tampa Bay Flash
Reggie Slater
Oklahoma Storm
Kevin Ollie
New Jersey Nets
CT Skyhawks
Chris Childs
New York Knicks
Boise State
Miami Tropics
Charlie Ward
New York Knicks
Florida State
Jax. Hooters
Orlando Magic
Atlanta Trojans
Mario Elie
Phoenix Suns
Miami Tropics
Antonio Harvey
Atlanta Eagles
Avery Johnson
San Antonio
Palm Beach
Emanual Davis
Delaware State
Phil. Aces
Tyrone Bogues
Toronto Raptors
Wake Forest
R.I. Gulls
Damon Jones
PA ValleyDawgs


A USBL display has been created at the Basketball Hall of Fame in
Springfield, Massachusetts. USBL game jerseys and other items are being
showcased as the USBL is celebrating its 15th Anniversary Season. The Hall
of Fame has placed the USBL exhibit on the second floor near the Converse
Theater. The USBL and its memorabilia will be on display for the duration of
the year.

The Basketball Hall of Fame is open to fans of all ages and is a collection of
basketball history, exhibits and interactive games. For those interested in
attending the Hall they can call 413-781-6500/877-4HOOPLA. The
Basketball Hall of Fame is also located online at

"We are very proud that the Basketball Hall of Fame has created a display
for the USBL on its 15th Anniversary," said Daniel T. Meisenheimer, III,
Commissioner of the USBL. "We feel that the USBL has proven over our
fifteen years to be a very important facet of the basketball community and we
are pleased that the Basketball Hall of Fame has recognized that. We are
proud to be associated with the history of basketball at the Basketball Hall of

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To: Joe Copia who wrote (13)11/17/2000 7:47:00 AM
From: Joe Copia
   of 15
USBL earnings next week.

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