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   Microcap & Penny StocksAFSI Asia4Sale: When is an IPO not an IPO?


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To: Sir Auric Goldfinger who wrote (2)2/21/2000 3:32:00 PM
From: Sir Auric Goldfinger
   of 13
 
How was AFSI formed? See this Raging Bull post which describes the shell game that got this thing public:

ragingbull.com

"

Lately, the management just made a very clever transaction. Someone starts Internet Venture
Capital in Indonesia then sold IVC shares to foreign investors in Asia and Europe. IVC then
acquired Asia4sale.com Ltd from ZSUN. ZSUN received $5,000,000 from IVC plus 30% of IVC
shares. IVC distributed Asia4sale.com Ltd shares to all IVC shareholders. Therefore, ZSUN
received back 30% of Asia4sale.com Ltd shares. ZSUN called this as a private party had
acquired 70% of Asia4sale.com Ltd., LOL. Someone then started a shell corporation,
Asia4sale.com Inc., in US. Asia4sale.com Inc acquired Asia4sale Ltd. in Asia. Asia4sale.com
Inc. started trading in OTCBB under the ticker symbol AFSI on Feb. 10, 2000. I am interesting
to see who are the mysterious person or persons behind this clever deal.

The most critical issue now is whether SEC will approve the 10sb before May 16, 2000. If not
the stock will be pinksheeted. The liquidity will be a serious problem."

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To: Sir Auric Goldfinger who wrote (3)3/8/2000 4:56:00 PM
From: Sir Auric Goldfinger
   of 13
 
Another RB post from onwhoknows re AFSI formation:
By: onewhoknows
Reply To: 18007 by Orlow Wednesday, 8 Mar 2000 at 1:59 AM EST
Post # of 18028

Orlow it is an interesting question an one I am not 100% sure of. According to the PR biz.yahoo.com there was 9,000,000 restricted shares issued to acquire A4S Hong Kong. The question is what did they actually get for 9,000,000 restricted shares. Ziasun has made no announcement regarding disposing of the remaining 30% that I am aware of.

If we assume 9,000,000 shares were issued and that equals 100% of A4S I would assume Ziasun retains
30% and the people who owned the Indonesian company that bought the 70% received 70% of the issued
shares. If and please note this is only a guess then it would seem that the Indonesian company outlayed
$5,000,000 to buy the 70% and when the US company bought A4S (HK) they received 70% of the
9,000,000 shares or 6,300,000 shares or at todays price worth around $60,000,000

At this point I am just guessing and maybe wrong but then these shares are restricted. I seem to remember
the name change involved a company with 1,000,000 shares. I sort of think that would be the unrestricted
shares but some of them may be restricted so I guess it is small to very small in the form of unrestricted. If I
am right I would expect a pop sometime down the road with a small float.

Note lot of guesses and maybes in this and I will try to get it better. This is intended for my use only and may
be wrong so all are advised to do own DD and not rely on any statements herein.

me

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To: Sir Auric Goldfinger who wrote (4)3/13/2000 3:23:00 PM
From: Sir Auric Goldfinger
   of 13
 
AFSI valuation calcs:

By: frisky
Reply To: 18074 by onewhoknows Friday, 10 Mar 2000 at 6:51 PM EST
Post # of 18078

You cannot judge AFSI's value by its market capitalization. When Asia4sale.com Inc. (AFSI) acquired
Asia4sale.com Ltd., it issued 9,000,000 shares for the assets that ZSUN people valued them at $7.1 million
($5million /.70=$7.14 million) Because AFSI is not a reporting entity yet, I have no idea that how may
shares of AFSI was kept by AFSI?s former shareholders. I don?t know who are them either. However, in
the past, the acquiring companies typically keep 30% of the acquired companies? shares. Therefore, AFSI
might have more than 13 million shares outstanding. AFSI?s market cap could be an astonishing $130
million. With only a few shares traded every day, this figure is very misleading. IMO, the bubble is waiting to
be burst.

This is another clever reverse-merger deal made by ZSUN?s backers, again and again. As long as the supply
of suckers is unlimited, you will see the same kind of deals springing up again and again.

The uniformed foreign investors who participated in IVC deal received 9 restricted shares of AFSI for each
share of Asia4sale.com Ltd. (9 million shares of AFSI/1 million shares of Asia4sale.com Ltd.) Although the
shares are restricted for one year, they may be happy to see their $7.14 per share investment is now
ballooned to $90 on paper. Of course, we don?t know what will happen by Feb. 10, 2001. We don?t know
whether the liquidity will be a problem.

ZSUN has received the sure profit of $5,000,000 and probably 2.7 million restricted shares of AFSI. It ain?t
too bad.

Does this clever deal change the fundamentals of Asia4sale.com? Not at all, AFSI is still a money-losing
business. However, ZSUN may be able to brush away Asia4sale.com?s heavy losses out of its book, if the
percentage of ownership in AFSI is less than 20%. The reason is that the equity method of accounting will
not apply anymore. The EPS can be significantly dressed up. ZSUN may value the investment in AFSI as
either a trading or an available-for-sale security at a fair market price of $27 million.Their balance sheet
suddenly looks very nice.

We will all find out when ZSUN announces the 4th quarter of 1999 EPS and 1st quarter of 2000 EPS.
These people are really "smart."

ragingbull.com

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To: Sir Auric Goldfinger who wrote (5)3/24/2000 11:56:00 AM
From: Sir Auric Goldfinger
   of 13
 
Who are these accts and what else have they been involved in?: "ROBISON, HILL & CO., A PROFESSIONAL CORPORATION, Certified Public Accountants INDEPENDENT AUDITOR'S REPORT, AFSI

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To: Sir Auric Goldfinger who wrote (6)4/28/2000 5:51:00 PM
From: StockDung
   of 13
 
ASIA 4 SALE COM INC Form: NT 10-K Filing Date: 3/31/2000 Filing Index

TYPE: NT 10-K
SEQUENCE: 1
DESCRIPTION: 10-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 12b-25

Commission File Number 0-27611

NOTIFICATION OF LATE FILING

(CHECK ONE): /X/Form 10-K / /Form 20-F / /Form 11-K / /Form 10-Q / /Form N-SAR

For Period Ended: December 31, 1999
--------------------------------------------
/ / Transition Report on Form 10-K
/ / Transition Report on Form 20-F
/ / Transition Report on Form 11-K
/ / Transition Report on Form 10-Q
/ / Transition Report on Form N-SAR
For the Transition Period Ended:
------------------------------
-------------------------------------------------------------------------------
READ INSTRUCTION (ON BACK PAGE) BEFORE PREPARING FORM. PLEASE PRINT OR TYPE.
NOTHING IN THIS FORM SHALL BE CONSTRUED TO IMPLY THAT THE COMMISSION HAS
VERIFIED ANY INFORMATION CONTAINED HEREIN.
-------------------------------------------------------------------------------

If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:

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

PART I -- REGISTRANT INFORMATION
Asia 4 Sale.Com, Inc.
-------------------------------------------------------------------------------
Full Name of Registrant
H&L Investments, Incorporated
-------------------------------------------------------------------------------
Former Name if Applicable
3838 Camino Del Rio N., Suite 333
-------------------------------------------------------------------------------
Address of Principal Executive Office (Street and Number)
San Diego, California 92108
-------------------------------------------------------------------------------
City, State and Zip Code

PART II -- RULES 12b-25(b) AND (c)

If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate)

(a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
(b) The subject annual report, semi-annual report, transition report
on Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof,
/X/ will be filed on or before the fifteenth calendar day following
the prescribed due date; or the subject quarterly report of
transition report on Form 10-Q, or portion thereof will be filed
on or before the fifth calendar day following the prescribed due
date; and
(c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.

PART III -- NARRATIVE

State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period. (Attach extra sheets if needed).

The Registrant is unable to file timely the Form 10-KSB due to the
Registrant's inability to obtain and complete its review of certain financial
information relating to its foreign subsidiary to be included in the Form
10-KSB.

PART IV -- OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to this
notification
Carmine J. Bua, III (619) 280-8000
---------------------------------- ----------------- ----------------------
(Name) (Area Code) (Telephone Number)

(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period
that the registrant was required to file such report(s) been filed? If
answer is no, identify report(s). /X/ Yes / / No

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

(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be reflected
by the earnings statements to be included in the subject report or
portion thereof? / / Yes /X/ No

If so, attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.

-------------------------------------------------------------------------------
Asia 4 Sale.Com, Inc.
---------------------------------------------------
(Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.

Date March 30, 2000 By /s/ Carmine J. Bua, III
--------------------------------------- ----------------------------
Carmine J. Bua, III
Secretary

INSTRUCTION: The form may be signed by an executive officer of the registrant
or by any other duly authorized representative. The name and title of the
person signing the form shall be typed or printed beneath the signature. If
the statement is signed on behalf of the registrant by an authorized
representative (other than an executive officer), evidence of the
representative's authority to sign on behalf of the registrant shall be filed
with the form.

____________________________________ATTENTION__________________________________

INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL
VIOLATIONS (SEE 18 U.S.C. 1001).
_______________________________________________________________________________

GENERAL INSTRUCTIONS

1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General
Rules and Regulations under the Securities Exchange Act of 1934.

2. One signed original and four conformed copies of this form and amendments
thereto must be completed and filed with the Securities and Exchange
Commission, Washington, D.C. 20549, in accordance with Rule O-3 of the
General Rules and Regulations under the Act. The information contained in
or filed with the form will be made a matter of public record in the
Commission files.

3. A manually signed copy of the form and amendments thereto shall be filed
with each national securities exchange on which any class of securities of
the registrant is registered.

4. Amendments to the notifications must also be filed on form 12b-25 but need
not restate information that has been correctly furnished. The form shall
be clearly identified as an amended notification.

5. ELECTRONIC FILERS. This form shall not be used by electronic filers unable
to timely file a report solely due to electronic difficulties. Filers unable
to submit a report within the time period prescribed due to difficulties in
electronic filing should comply with either Rule 201 or Rule 202 of
Regulation S-T (Section 232.201 or Section 232.202 of this chapter) or apply
for an adjustment in filing date pursuant to Rule 13(b) of Regulation S-T
(Section 232.13(b) of this chapter).


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To: Sir Auric Goldfinger who wrote (5)4/28/2000 5:52:00 PM
From: StockDung
   of 13
 
AFSIE - ASIA 4 SALE.COM INC
Exchange: OTCBB
Delay: at least 15 minutes
Last Price: 9 at 13:47 EDT
Change: Unchanged (0.00%)
High: 9
Low: 9 at 13:47 EDT
Open: 9
Previous Close: 9 on 4/27
Volume: 5,400
Currency Units: US Dollar

Confirm all data with your broker or financial advisor before trading.

Data by: S&P ComStock

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To: Sir Auric Goldfinger who wrote (4)4/28/2000 8:09:00 PM
From: StockDung
   of 13
 
its amazing what you can find from asia4sales/H&L investment/Powertech/NETMEASURE TECHNOLOGY INC phone number (520) 577-1516 which showed up in asia4sale.com inc SEC filing. Glad I didn't ask Jeeves!!

NETMEASURE TECHNOLOGY INC filed this 10SB12G/A on 04/06/2000

On January 13, 1999, the SEC announced the temporary, ten-day suspension,
pursuant to Section 12(k) of the Securities Exchange Act of 1934, of over the
counter trading of the securities of Powertech, commencing at 9:30 a.m. on
January 14, 1999 and terminating at 11:59 p.m. on January 28, 1999, because of
questions raised about the accuracy and adequacy of publicly disseminated
information concerning, among other things, contracts entered into by the
issuer.

The SEC also is conducting a private investigation involving the Company
pursuant to a formal order entered on January 26, 1999, styled In the Matter of
PTC Group, Inc. (NY-6515). To the registrant's knowledge, the investigation is
continuing.

ASIA 4 SALE COM INC
Form: 10-12G Filing Date: 10/20/1999
freeedgar.com
H&L INVESTMENTS, INCORPORATED.
(Exact name of small business issuer in its charter)
NEVADA
(State or other jurisdiction of incorporation or organization) 77-0438927
(I.R.S. Employer Identification No.) 9160 East Deer Trail
Tucson, Arizona 85710
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(520) 577-1516

otcbb.com

DailyListDate|Type|NewSymbol|OldSymbol|NewName|OldName|EffDate|Comments|Notes|CoPhone 12/08/1998|A||VCBC||Valley Community Bank (CA)|12/08/1998|||(925)

787-5700 12/08/1998|A||PTCD||Powertech Inc (NV)|12/08/1998|||(520) 577-1516

12/08/1998|A||AXRD**||A.X.R. Development Corporation Inc|12/08/1998|||(801) 942-0555 12/08/1998|AA||ESVS**||Enhanced Services Company Inc|12/08/1998||| 12/08/1998|A||YESS**||YES! Entertainment Corporation|12/08/1998||| 12/08/1998|AA||AUWS||Auto Wholesale Specialists Inc|12/08/1998||| 12/08/1998|AA||BDAU||Big Daddy's Auto Sales Inc|12/08/1998||| 12/08/1998|AA||GLFNW||Mchenery Metals Golf Corporation Wts A|12/08/1998||| 12/08/1998|AA||IICL||Internet International Communications Ltd|12/08/1998||| 12/08/1998|AA||ANYX||Anyox Resources Inc|12/08/1998||| 12/08/1998|S2|NCLS|AMGV**|Nucleus Inc (1-10 R/S & N/C)|American General Ventures Inc|12/09/1998||| 12/08/1998|S2|IAHMD|IAHM**|International American Homes Inc New (1-3 R/S)|International American Homes Inc|12/09/1998||| 12/08/1998|D||MXIG||Maxi Group Inc|12/08/1998|Failure to comply with 15c2-11|| 12/08/1998|S2|FOTG|AJBC**|Image-Photo Systems Inc|AJA Merchant Banking Corporation|12/09/1998||| 12/08/1998|D||LFAY**||Leslie Fay Inc|12/08/1998|Listed Nasdaq|| 12/08/1998|S2|DTOX|SWNV**|Cita Biomedical Inc|Southwestern Environmental Corporation|12/09/1998||| 12/08/1998|S2|AIRG|AIRGD**|Airtech International Group Inc|Airtech International Group Inc New|12/09/1998|||

library.northernlight.com
Title: /C O R R E C T I O N -- POWERTECH, INC./ IN SFW124, POWERTECH, INC. ANNOUNCES NAME CHANGE OF ITS SUBSIDIARY, MOVED ON JANUARY 26, 2000, WE are advised by the company that the first paragraph, first line, should have read "Powertech, Inc. (OTC: PTCD) ("Powertech")," rather than "Powertech, Inc. (NWTI: PWE.V) ("Powertech")," as incorrectly transmitted by PR Newswire. Complete, corrected text follows: Powertech Inc. Announces Name Change of Its Subsidiary

Summary: VANCOUVER, British Columbia, Jan 26, 2000 /PRNewswire via COMTEX/ -- Powertech, Inc. (OTC: PTCD) ("Powertech"), a Nevada corporation, today announced that it has changed the name of its wholly owned operating subsidiary, NETSentry Technology Inc., to NetMeasure Technology (Canada) Inc.

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To: StockDung who wrote (9)5/1/2000 12:17:00 PM
From: Sir Auric Goldfinger
   of 13
 
The illustrious WHALE securites seems to have jumped inot the ASFI MM fray:

"A S F I U S ASTA FUNDING INC page 1 of 1
Time Mmkr Size B I D A S K Size Mmkr Time
10:39 INCA 18 5¬ 5? 1 SLKC 10:38
10:38 PGON 5 5 5? 1 PGON 10:38
8:53 ISLD 5 4? 7 1 WHAL 8:00
10:38 SLKC 1 3« 7ó 20 ISLD 8:53
8:00 WHAL 1 3

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To: StockDung who wrote (9)6/21/2000 11:13:00 AM
From: Sir Auric Goldfinger
   of 13
 
By: frisky Reply To: None Tuesday, 20 Jun 2000 at 10:32 PM EDT Post # of 22903

In the first quarter of 2000, AFSI had a revenue of $60,446 and a loss of $138,702. Sale was about the same as the
last quarter but the loss increased by $130,000. Because 10,800,000 shares were issued and outstanding, the loss
was diluted to be less than a penny.

AFSI simply issued 800,000 more shares to pay its bills. In AFSI?s Cash Flow Statement, it showed that it received
$2,000,000 from issuing common stocks. Dividing $2,00,000 by 800,000 yields $2.50. In other words, the smart
people paid $2.50 wholesale price to AFSI directly. The suckers paid $8 to $11 retail price to the market makers.

I estimated that AFSI should have $250,000 sales and $560,000 loss for 2000. LOL, the market capitalization is an
astonishing $110,000,000. Relatively speaking, AFSI is worth much more than INTC, MSFT, CSCO, QCOM or
even overpriced NASDAQ e-commerce companies such as RHAT, AMZN, EBAY or even Koop. RHAT?s
market capitalization to sales ratio is 71; AMZN is 8.2; EBAY is 58.6; Koop is 4.2. However AFSI is 440.

All AFSI?s financial information is from 10ksb and 10q statements filed by the company to SEC on 5/24/2000.

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To: Sir Auric Goldfinger who wrote (11)7/13/2000 12:02:44 PM
From: StockDung
   of 13
 
San Diegan's former shell company takes shot at dot-coms with an acquisition

Don Bauder
July 13, 2000

There are a couple of kinds of shell companies: One is a company that actually launches a business, but is such a mess that it degenerates into a mere shell.

Another is the conventional shell -- sometimes called a blank check or blind pool -- which is a publicly traded company with no business, just waiting to acquire another company that wants to go public through the back door (reverse-merging into the shell), rather than going through an initial public offering.

Controversial San Diegan Troy Flowers has headed both kinds of shells, and a conventional one named after him and his wife became an operating company yesterday.

But first, let's consider Flowers' sad sack shell. In May 1999, the Department of Corporations, which was in the process of shutting down the fast-buck Pacific Cortez Securities brokerage, visited a company that had been headed by Flowers.

It had been named Natural Born Carvers and Carv.com, among other monickers. Pacific Cortez (née La Jolla Capital) had peddled the company's stock without informing clients that Flowers, a stock salesman at the bad-boy brokerage firm, also was chairman of Natural Born Carvers.

The Department of Corporations sent its representatives to Natural Born Carvers' offices and warehouses. They reported that it was a little more than a shell corporation; there did not appear to be any significant business.

But that had not stopped Pacific Cortez from pumping its stock. Flowers eventually rose to become president of Pacific Cortez before it was shuttered.

Natural Born Carvers, or Carv.com, initially made skateboards and the like -- but turned out to be a corporate shell through ineptitude.

But Flowers also has been involved in the blank check or blind pool kind of shell. It is a nonexistent business just waiting for an opportunity.

Troyden Corp., such a shell, was set up by Troy Flowers and Dennese Flowers, his wife. Yesterday, a Vancouver-based e-business named Communicate.com said that it will go public via an acquisition by Troyden, which then will jettison its management and change its name to Communicate.com.

"In this market, it is much harder to raise money for dot-coms," says James King, president of Vancouver's Pacific Capital Markets, which has raised $7.5 million for Communicate.com.

A recent Troyden filing with the Securities and Exchange Commission on June 5 tells the story:

"The company has had no operating history nor any revenues or earnings from operations," the filing says. "The company has little or no tangible resources. The company will, in all likelihood, continue to sustain operating expenses without corresponding revenues, at least until the consummation of a business combination."

There are "disadvantages of a blank-check offering," the filing says, including time delays, federal and state taxes and significant expenses.

The company has no full-time or part-time employees, no capital and no sales, the filing says.

On June 28, Troyden reported that it had moved its headquarters to Vancouver, B.C. Gerry Nel became the new president. The two previous officers, Larry Davis of Lemon Grove and Teresa Gardner of San Diego, dropped out, and cannot be located for comment. Nel says he does not know them.

As a shell, Troyden "is clean," Nel says. "It meets SEC requirements."

Troy Flowers, who now works at Equitrade Securities on Grand Avenue in Pacific Beach, has been out of Troyden for some time: "That is a long time ago," he says.

He and Dennese Flowers had borrowed money from the company, according to the filing.

On June 28, directors split the Troyden stock 30 for 1. The stock had dropped 1.9 percent Friday, 13.7 percent Monday and 1.3 percent Tuesday, before rising 2.3 percent to $7.13 yesterday.

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