This is from Dr.D.. Sorry Will
The 20th of August: to be or not to be
« Thread started on: Today at 01:04am »

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So many investors have locked their sites into the 20th of August as being the day of deliverance. Expecting that the O/S will come, the naked short sell position has to be covered, the PPs will have to jump, etc... I'm sure everyone has heard the stories.

These assumptions may be setting many up for a fall. I would like to suggest just for rational thinking that the O/S doesn't have to come, the naked short sell position doesn't have to be covered, and the PPS doesn't have to jump.

Lets project ahead and take a little journey into speculation and possibilities.

First of all the 20th of August is the record date and not the distribution date as far as we know. Therefore no O/S, no PPS jump, No covering of the NSS position which I will explain shortly. If the MM's don't cover the NNS position then what could happen is that every naked short sell position that the MM's have not covered on the UCAD record date, which is actually calculated as "T-3", will be entitled to the UCAD dividend when the distribution date is announced.

In all reality the deadline for the MM's to cover the NSS position and not owe the UCAD dividend to the NSS position is 17 Aug 2004. The "T-3" is the rule set in by the SEC for "record dates" on dividends. They estimate that the longest time permitted for a share transaction to settle is 3 trading days. The T = target date which would be the 20th of Aug 2004. The "-3" is counting back 3 days from the target date = 20th, 19th, 18th, thus making the closing of the 17th of August the last possible opportunity for the dividend to be obtained by CMKX ownership.

If you sell your CMKX position on the 18th of August you still will receive the dividend. I know it may sound crazy but that is how the system works.

In all reality the MM's don't have to cover any NSS position on CMKX as long as they match the dividend payments to the NSS position that is paid by CMKX to the O/S. As long as they match the dividend to the NSS position noone will know what is going on. Whether it is UCAD, GEMM or CIM the NSS covering by the MM's could be in dividend form and not in actual settling the naked short sell position on the CMKX share. Meaning that the dividends would be paid by the MM's, if they can, but they would still owe the naked short share to the investor at some future date and time. With the UCAD shares being restricted a NSS position on UCAD could be a possibility seeing they can't actually be traded for 1 year.

There is the possibility that the MM's could match the dividends, but the dividends themselves should cause the PPS to rise somewhat. Also remember that the dividends could come with restrictions such as a non payment to CMKX restricted share holders thus increasing the UCAD dividend to the shareholders in the TRUE FLOAT, whatever number that is. The details have not OFFICIALLY been released as of yet. What that means is that all CKMX shareholders with restricted shares, mostly insiders, would be withdrawn from receiving the dividend and the remaining shareholders would receive the entire 7.5 million shares.

For instance:
if our entire O/S were say the speculated 483 billion and 400 billlion of these were restricted shares then the dividend could be paid to the remaining 83 billion shares. How would this change the MM's dilemma?

483 billion dividing up 7.5 million UCAD shares would be 15.5 UCAD shares per million of CMKX. So right now the MM's expect to pay 15.5 UCAD shares per million CMKX shares on their entire NSS position of which none would be restricted shares.

If the dividend restricted all restricted shares of CMKX from receiving the dividend then the UCAD shares per million would rise significantly.

83 billion CMKX shares dividing up the 7.5 million UCAD shares would = 90.3 shares of UCAD per million shares of CMKX. IF the MM's had 500 billion in their NSS position then they would owe 45,150,000 UCAD shares to their NSS position. If 400 billion in the NSS position then they would owe 36,120,000 UCAD. If 300 billion they would owe 27,090,000 UCAD. If 200 billion = 18,060,000. If 100 billion = 9,030,000. If 1 billion = 90,300 UCAD. At $6 per share for UCAD only 100 billion NSS position would cost the MM's $54,180,000 dollars. That same money the MM's would have to pay out on 100 billion NSS position dividends could actually buy over 135 billion shares of CMKX at its current price. Why would the MM's pay that kind of money and still owe the NSS position knowing that other divdends are following?

I understand as I'm sure most do that if the PPS began to rise because of the MM's covering their NSSP that the cost to actually cover the CMKX NSS position the MM's hold could possibly be higher than this initial calculation, but you can see the point. The question would have to be asked why the MM's are going to pay a UCAD dividend to CMKXers on the NSS position when they could possibly use that same money to cover those same NSS positions?

A logical answer would be that they are not going to pay the UCAD dividend because it only makes sense to cover the entire position for the same money. If they don't cover then this should tell us that the NSS position is extremely high possibly into the trillions and that it would be more beneficial for them to pay the UCAD dividend and try to make investors believe that there is no NSS position therefore no cover coming and the MM's would hope to shake 100 billion or more shares loose after the UCAD dividend. If the MM's pay the UCAD dividend to the NSS position then the PPS stays low through the dividend, say .0004 or .0005, and many that had believed for the 20th being a MM buster could lose faith and sell. Then immediately following the UCAD we have the CIM dividend that the MM's could also naked short sell since their is no market at this time for CIM. Once again holding down the PPs and shaking the CMKX investor tree and trying to recover more 100's of billions of naked short shares from CMKX investors.

By this time they have saved billions of dollars and recovered 100's of billions of their NSS position. The PPS could still be low, .0004 or .0005, or possibly even falling by now. The next dividend isn't due until Oct and the MM's will have 4 to 6 more weeks to work their magic and buy frustrated driven CMKX investors out at fractions of a penny.

Until we have an official distribution date and the pro rata data then we will not know for sure the O/S. This could be Oct 2004 when the GEMM dividend is scheduled for distribution. As I pointed out the UCAD dividend could be paid and or possibly naked short sold by the MM's seeing that there is a one year restriction being placed on the dividend. I understand that there is not enough UCAD in the float for the MM's to cover, but that is not full proof for a NSSP cover.

I'm not saying this is going to happen and I am not hoping that this happens, byut I am saying it is a possibility and we need to make ourselves ready and not become delusional over a party announcement at the end of October in Vegas. I agree that is a little encouragement for investors to hold in with CMKX, but many replies are they aren't going anywhere unless the PPS is up by then. Those which say such things are not thinking long with CMKX or they simply can't afford the trip.

The question I think needs to be asked si if you are ready to stand the test? The scenario I presented could happen! Would you sell if the PPs is still .0004 or .0005 into the first week of Septmeber? 2 dividends are past and no significant rise in the PPS, no O/S, no apparent cover by the MM's, and we have the MM's by the short hairs and no one knows it. Many could be turning on Urban and D. Roger Glenn by this time thinking that the NSS position was all B/S and dilution has been going on all the time.

How strong are you? Do you think you have looked at all of the angles? Will you stay long on CMKX no matter what?

Personally I believe that Urban and D. Roger Glenn are way ahead of the game and they will keep the dividends coming and eventually a cash dividend to squeeze the bejeezus out of the MM's. And then another cash dividend and another if that is what it takes. Where will the money come from? We may already have it or we could raise it in a flash with all of the claims and potential that CMKX has.

So many are looking for this great rush to come on the PPS because of the cover being forced on the MM's, but remember they are not without resource. The PPS has been stalled for weeks and many are chomping at the bits already. Others not chomping are expecting a great rise in the PPS when the cover comes and what if they don't see the cover in the next 6 to 8 weeks? What then?

What if no O/S, no rise in the PPS, and no evident covering taking place in the 4 to 8 weeks? Where would you be?

The foundation of our position needs to be in the mining potential of CMKX and not a quick buck through a MM covering. It would be nice, but if you think you can make it happen with a few dividends, think again. if we have a low NSS position then we will see a cover in my opinion. But if it is huge as most predict that it is, then you had better hold on and get rooted in your position by the true potential of the company and you will stay in through the MM cover and through the CMKX mining discoveries and recoveries because that is where the long term dollars will be.

This is just my opinion and I ask that you treat it as such.

Success is ours if we keep the faith!

Dr.D

------------------
kjs69

(QUOTE form 15-12G 7/22/2003)

Commission File Number 000-30551

Casavant Mining Kimberlite International, Inc.
(Exact name of registrant as specified in its charter)
1481 West Warm, Springs Road, Suite 133, Las Vegas, NV 89014(702)946-6747
(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)

Common Stock, $.0001 par value
(Title of each class of securities covered by this Form)

None
(Titles of all other classes of securities for which a duty to file reports
under section 13(a) or 15(d) remains)

Please place an X in the box(es) to designate the appropriate rule provisions(s)relied upon to terminate or suspend the duty to file reports:

Rule 12g-4(a)(1)(i) [X]
Rule 12h-3(b)(1)(i) [ ]

Rule 12g-4(a)(1)(ii) [ ]
Rule 12h-3(b)(1)(ii) [ ]

Rule 12g-4(a)(2)(i) [ ]
Rule 12h-3(b)(2)(i) [ ]

Rule 12g-4(a)(2)(ii) [ ]
Rule 12h-3(b)(2)(ii) [ ]

Rule 15d-6 [ ]

Approximate number of holders of record as of the certification or notice date:
300

Pursuant to the requirements of the Securities Exchange Act of 1934, Casavant Mining Kimberlite International, Inc. has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person.

Date: 07/17/03
By:/s/ Urban Casavant
Urban Casavant, President

(QUOTE) SEC Form 15-12G 7/22/2003

I USUALLY JUST IGNORE ANYBODY WHO STARTS GOING ON AND ON ABOUT EVIL MM'S

DO YOUR OWN DD AND TAKE RESPONSIBILITY FOR YOUR OWN ACTIONS

Far to many rumors and speculative assumptions and distortions out there to draw any accurate conclusions. Facts are not disclosed by the company when they easily could be.

What facts there are do not suggest a favorable conclusion and qualitative DD is impossible to accomplish with what is there at the moment.

It probably won't be long before one of the CMKX proponents will try to convince others that Urban Casavant walks on water. LOL Really though, it does appear to have become a cult!

Trillions? I very much doubt it. Just more speculation and exaggeration.

But, I have made a few good picks...oh yea

(QUOTE)- from form 8-K filed 7/21/04 (excerpted for convenience of reading)

U. S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 23, 2004

U.S. Canadian Minerals, Inc.

ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.

The Company purchased 5% of all current and future claim holdings and mineral interests of CMKM Diamonds in exchange for 7.5 million shares of common stock of U. S. Canadian. In addition, the Company acquired an option to purchase an additional 10% of such interests for $15,000,000.

The Claims are located mostly in Sasketchewan Canada.

Seller:
CMKM Diamonds, Inc.

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

Urban Casavant, President
Buyer:
U.S. Canadian Minerals, Inc.

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

Rendal Williams, CEO
OPTION TO PURCHASE

1. In consideration of the sum of $10 in hand paid and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, CMKM Diamonds, Inc. (hereinafter called the Seller), who covenants to be the owner of (as defined herein) hereby for the Seller and the Sellers heirs, executors, administrators, successors and assigns, offers and agrees to sell and convey to U. S. Canadian Minerals, Inc. (hereinafter called the Buyer), and hereby grants to the said Buyer the first option and right of refusal to purchase, under the conditions hereinafter provided, 10% of all current and future claim holdings and mineral interests of CMKM in exchange for $1,500,000.00 USD per 1% interest in aid claims. Such interest may be purchased in one transaction or in a total of up to 10 transactions with no less than 1% being purchased per transaction. This option to purchase shall be good for a period of up to 1 year from the date of the execution of this Agreement. The title to said claims is to be conveyed free and clear of all liens and/or encumbrances.

(QUOTE)

52.5 million US$in UCAD (@ 7$/share) stock for 5% of CMKM--that would value CMKM at 1.05 Billion US$-- not bad.....
the option detracts from that somewhat tho....
the option would revalue the deal....
52.5 million plus 15 million=67.5 million US$ for 15% of CMKX's claims-----this cuts the value of CMKX's claims to 450 million US$--still not bad.......

i know there is a lot more DD to do so relax guys... i ain't gonna do it all at once and i am posting it as i do it so don't start telling me i missed something in a rude way--in fact please point out what i am overlooking, so i can add it in...
let's stick to FACTS in this thread OK?????

U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-QSB

(Mark One)

[X] Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of
1934
For the quarterly period ended March 31, 2004

[ ] Transition Report under Section 13 or 15(d) of the Exchange Act For the

Transition Period from ________ to ___________
Commission File Number: 0-25523

U.S. CANADIAN MINERALS, INC.
(Exact Name of Registrant as Specified in its Charter)

NEVADA 33-0843633
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)

4955 South Durango Drive, Ste. 216 89113
Las Vegas, NV
(Address of principal executive offices) (Zip Code)

Registrant's Phone: (702) 990-3672

BARRINGTON FOODS INTERNATIONAL, INC.
3960 Howard Hughes Parkway, 5th Floor, Las Vegas, Nevada 89109
(Former name, former address and former fiscal
year, if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act of 1934 during the past 12 months (or such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes [X] No [ ]

As of May 18, 2004, the issuer had 7,770,745 shares of common stock issued and outstanding.
.....

Stockholders' equity
Preferred stock - Series A; $0.001 par value; 1,000,000 shares
authorized; 7,900 shares issued and outstanding 18
Preferred stock - Series B; $0.001 par value; 1,000,000 shares
authorized; 140,000 shares issued and outstanding 140
Common stock; $0.001 par value; 100,000,000 shares
authorized; 7,610,078 shares issued and outstanding 7,610
Additional paid-in capital 24,507,750
Accumulated deficit (18,345,462)
-------------
Total stockholders' equity 6,170,056
-------------

Total liabilities and stockholders' equity $ 6,905,124

daclyyay[pb50!b20][vc60][iUp14,3,3!La12,26,9]&pref=G]http://stockcharts.com/def/servlet/SC.web?c=UCAD,uu[w,a]daclyyay[p b50!b20][vc60][iUp14,3,3!La12,26,9]&pref=G

UCAD isn't even 9 months old.....HMMMM

PLAN OF OPERATION

On January 2, 2004, the Company changed its name from Barrington Foods International, Inc. to U.S. Canadian Minerals, Inc. This marked a material, significant and fundamental change in the Company's business, and future plans. The Company abandoned the business plan it tried to implement since 2001, that focused on marketing and selling a variety of soy based food products and other consumer goods to developing nations. In its place, the Company decided to pursue the mining development business, focusing on (1) acquiring rights to land where precious and semi precious minerals and rocks were believed to exist; acquiring the necessary equipment and know how to operate the mines; and, selling the ore for profit; and, (2) expanding its mining business into other mining related ventures that included acquiring and operating existing smelting and milling operations.

Each of the ventures discussed below must be read in conjunction with the following section regarding risk factors associated with mining for precious minerals and gemstones

(QUOTE)

Item 2. CHANGES IN SECURITIES.

Common stock - In January 2004, the Company approved a 125-to-1 reverse stock split of its common stock. Accordingly, the accompanying financial statements have been retroactively adjusted from inception.

In January 2004, the Company issued 13,209 shares of its common stock to an officer and a shareholder in satisfaction of an outstanding liabilities from 2003 totaling $323,612.

In January 2004, the Company issued 250,964 shares of its common stock to an officer and a shareholder for services totaling $336,821.

In January 2004, the Company issued 22,970 shares of its common stock to various parties for services totaling $57,410.

In January 2004, the Company issued 5,000,000 shares of its common stock related to a joint venture agreement as discussed in Note 3, totaling $6,900,000.

In January 2004, the Company issued 460,000 shares of its common stock as a result of the conversion of 4,600 shares preferred stock.

In February 2004, the Company issued 1,000,000 shares of its common stock as a result of the conversion of 10,000 shares preferred stock.

In February 2004, the Company issued 9,312 shares of its common stock to various parties for services totaling $30,256.

In March 2004, the Company issued 408,474 shares of its common stock various parties for services totaling $2,901,166.

(QUOTE)

looking into this deeper.....
the total of these shares issued in Jan, Feb and March is 7.1 million.....

i guess i'll see if i can find out who got that 5 million shares in Jan 2004.....

looks like it went to Nevada Minerals Inc.

(QUOTE)
1. Name and Address of Reporting Person *
NEVADA MINERALS INC
2. Date of Event Requiring Statement (MM/DD/YYYY)
1/20/2004
3. Issuer Name and Ticker or Trading Symbol
U S CANADIAN MINERALS INC [ucad]

(Last) (First) (Middle)
9087 FAWN GROVE DRIVE
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director __ X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)

(Street)
LAS VEGAS, NV 89147

(City) (State) (Zip) 5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)
_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4) 2. Amount of Securities Beneficially Owned
(Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Shares 5000000 D
Preferred Series A 4850 D
Preferred Series A 10000 I Affiliated ownership with another corporate shareholder

(QUOTE)

i can't find a symbol for Nevada Minerals....
or Magic Cristals LLC, another shareholder

(QUOTE)
THE JOINT VENTURE WITH NEVADA MINERALS, INC./SASKATCHEWAN PROPERTY

On January 20, 2004, the Company entered into a formal joint venture agreement with Nevada Minerals, Inc. to develop up to 500,000 acres of potential Kimberlite Mineral property located on the east and northwest sides of fort a la Corne, Prince Albert, Province of Saskatchewan, Canada. Kimberlite and Kimberlite pipes are the raw materials from which diamonds may be extracted. The joint venture operates under the name "NevCan." The joint venture has a term that expires on January 20, 2005. By the terms of the joint venture contract, the Company has the rights to twenty percent of the revenues from mining operations at the site. As consideration for entering into the joint venture, the Company paid to Nevada Minerals, Inc. five million shares of restricted common stock. For its part, Nevada Minerals, Inc. tendered its rights to develop the 500,000 acres at the fort a la Corne, Prince Albert site. No on site mining development of this property presently exists and no preliminary testing has occurred. All prospective mining operations on this land are contingent on a number of preliminary tests being successfully completed, as discussed above.

(QUOTE)

i hope that there is an extension clause in that deal, cause it says it expires next Jan and they haven't got any mining going on or even any preliminary testing- it takes years to go from raw land to a cash producing mine...

(QUOTE)
By the terms of the joint venture contract, the Company has the rights to twenty percent of the revenues from mining operations at the site.
(QUOTE)

if it truly expires on Jan 20, 05 then nothing will come of it which means the 5 million shares were not buying anything.....
i may be wrong, i tend to take what i read literally, maybe they forgot to include the extension of the contract here...i'll look and see if i can find it ...

1. Name and Address of Reporting Person *
IB 2000 INC
2. Date of Event Requiring Statement (MM/DD/YYYY)
1/20/2004
3. Issuer Name and Ticker or Trading Symbol
U S CANADIAN MINERALS INC [UCAD]

(Last) (First) (Middle)
9087 FAWN GROVE DRIVE
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director __ X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)

(Street)
LAS VEGAS, NV 89147

(City) (State) (Zip) 5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)
_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4) 2. Amount of Securities Beneficially Owned
(Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Preferred Series A 10000 D
Preferred Series A 4850 I Affiliated ownership with another corporate shareholder
Common Shares 5000000 I Affiliated ownership with another corporate shareholder

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)

FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
OMB APPROVAL
OMB Number: 3235-0104
Expires: January 31, 2005
Estimated average burden
hours per response... 0.5

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person *
MAGIC CRISTALS LLC
2. Date of Event Requiring Statement (MM/DD/YYYY)
1/20/2004
3. Issuer Name and Ticker or Trading Symbol
U S CANADIAN MINERALS INC [UCAD]

(Last) (First) (Middle)
2799 E TROPICANA, STE M 459
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director __ X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)

(Street)
LAS VEGAS, NV 89121

(City) (State) (Zip) 5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)
_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4) 2. Amount of Securities Beneficially Owned
(Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Shares 450000 D
Preferred Series A 3000 I Managing Member owns.

Glass, they just do not want to hear any objective information. As they all have said in one form or another, "if it isn't positive about CMKX and insiders, don't post it and get off the thread".

Every time I posted information there, I got the same reactions you got...no matter how accurate and meaningful.

I don't mind rattling their cages every now and then. On the one hand, I would like to see them all make money with CMKX. On the other, I would like to see them all lose everything they have put into CMKX. Sadly, I think the latter is what will happen.

(QUOTE)

UPDATE: CMKM DIAMONDS, INC. (Pink Sheets: CMKX) - CONCENTRIC CIRCLES
August 10, 2004
If complicated, convoluted relationships could be transformed into diamonds, CMKM Diamonds, Inc. (Pink Sheets: CMKX), would have a wealth of revenues. The Company has recently announced a series of agreements with several other entities that turn out to have intertwining relationships and players.

The CMKM-U.S. Canadian Nexus

As we noted previously, last month the Company announced that it would sell 5% of its mineral claims to U.S. Canadian Minerals, Inc. (OTCBB: UCAD) in exchange for 7.5 million shares of U.S. Canadian stock. Update: CMKM Diamonds, Inc. - Sharing Shares.

This seemed like a windfall for CMKM and a monumental gamble for U.S. Canadian, whose stock was trading at approximately $4.80 per share at the time. That market price also was puzzling considering U.S. Canadian's precarious financial situation. As of March 31, 2004, U.S. Canadian had $408 in cash, no current revenues, and concerns about its ability to continue as a going concern.

While CMKM was about to enjoy a significant payday - $36 million - U.S. Canadian appeared to be buying the proverbial pig in a poke. The value of CMKM's claims remains purely speculative. CMKM has yet to disclose any meaningful revenues or disclose the discovery of marketable diamonds.

Since CMKM stopped filing public reports with the SEC in July 2003, there has been a dearth of verifiable information about the Company's operations and financial condition. Instead, "news" about CMKM has been fueled by vague press releases, tout sheets from promoters, and chatter on Internet Message Boards.

The agreement with U.S. Canadian also afforded CMKM the possibility of another boon. U.S. Canadian was given a one year option to acquire an additional 10% of CMKM's mineral claims for $15 million in cash. In view of U.S. Canadian's financial woes this seemed unlikely to occur within the short one year period. Unlikely, however, did not translate into impossible.

It took just nine days. On July 27th, CMKM announced that it had received $3 million from U.S. Canadian, representing a partial exercise of the option. CMKM did not say where U.S. Canadian obtained those funds. Neither did U.S. Canadian, which issued its own press release disclosing the $3 million investment.

Many of U.S. Canadian's public shareholders may be wondering why their Company, hard-pressed for cash to fund operations and carrying cumulative losses of more than $18 million, would divert such a large chunk of cash to a seemingly speculative venture spearheaded by another company. At least one large shareholder, however, must have been quite pleased - CMKM.

Indeed, CMKM may now be U.S. Canadian's largest shareholder, with 7.5 million common shares issued by virtue of the July 2004 agreement. As of March 31, 2004, approximately 7.6 million shares of U.S. Canadian common stock had been issued and outstanding. Assuming U.S. Canadian did not issue additional shares between the end of March and July, CMKM now owns almost 50% of the U.S. Canadian common stock.

That fact casts a new light on the U.S. Canadian-CMKM relationship. And, as we discovered, there are other threads connecting CMKM, U.S. Canadian, and a small group of related companies.

Enter, Nevada Minerals

On July 26, 2004, CMKM announced that it had agreed to acquire a 60% interest in 500,000 acres of "potential Kimberlite mineral property in Saskatchewan, Canada" from Nevada Minerals Inc., a private Nevada corporation. In consideration for that interest, Nevada Minerals would receive 75 billion restricted shares of CMKM stock.

The transaction was complicated since not all of those shares would be coming directly from CMKM. Instead, CMKM would issue 35 billion shares to Nevada Minerals, and the balance, 40 billion shares, would be contributed by CMKM's CEO, Urban Casavant.

The Company claimed that the transaction had been structured in this manner to reduce potential dilution to CMKM shareholders. This sudden concern for dilution is striking. Between late 2003 and March 2004, CMKM increased its authorized common stock from 500 million to 500 billion shares. Update: CMKM Diamonds, Inc. - Less And More. The Company, which does not file public reports with the SEC, has not yet disclosed how many of these shares have been issued. If all, or almost all, of the 500 billion shares have already been doled out, CMKM may have had a second reason for asking Casavant to contribute shares to the Nevada Minerals deal. The Company may simply be running out of authorized stock.

The structure of this transaction might appeal to Casavant in any event. If the property proves profitable, Casavant will receive one half of the net proceeds from mining on the property, up to $62 million.

That payout is disproportionate to Casavant's investment in the venture. CMKM is acquiring a 60% interest in the property, presumably entitling the Company to 60% of the proceeds. Casavant is providing slightly more than half of the shares to be issued to Nevada Minerals - which should equate to a 32% interest in the property and its profits. If he receives 50% of the proceeds, CMKM will be left with just 10% - assuming Casavant's share will be coming from the 60% interest now being acquired.

The July 26th press release took pains to point out that Nevada Minerals was "unrelated to CMKM." It is, however, related to U.S. Canadian - CMKM's business partner.

As CMKM acknowledges, the "potential" kimberlite property in Saskatchewan is being developed by a joint venture between Nevada Minerals Inc. and U.S. Canadian.

The relationship between Nevada Minerals and U.S. Canadian transcends a mere joint venture.

On January 20, 2004, U.S. Canadian entered into a joint venture agreement with Nevada Minerals to develop the Saskatchewan property. Under the terms of that agreement, U.S. Canadian was required to contribute 5 million shares of its restricted common stock to the joint venture. Those shares were valued at $6.9 million on January 20th (based upon the market price of $1.38 for U.S. Canadian shares) and are currently worth $30.5 million (based upon recent market price of approximately $6.10).

In exchange for those shares, U.S. Canadian would receive 20% of the revenues generated from the property - .but there was a significant limitation on U.S. Canadian's ability to realize any revenues. The joint venture expires on January 20, 2005 - which happens to coincide with the one year holding period for the restricted shares issued to Nevada Minerals. Unless the property generates revenues within the next five months, it appears that U.S. Canadian's right to receive 20% of the proceeds will terminate.

And while U.S. Canadian has characterized the 5 million shares issuance as a contribution to the joint venture, as a practical matter it appears that the shares went directly to Nevada Minerals. A Form 3 filed with the SEC by Nevada Minerals on January 30th, identifies Nevada Minerals as the direct owner of 5 million shares of U.S. Canadian common stock and 4,850 shares of U.S. Canadian Series A Preferred stock. Each of the Series A Preferred shares could be converted into 100 shares of common stock.

As a result, Nevada Minerals became U.S. Canadian's largest common shareholder, at least until CMKM came along.

What Dho (you) nau?

There have been other connections between U.S. Canadian and Nevada Minerals. In its January 30th Form 3, Nevada Minerals also acknowledged indirect ownership of an additional 10,000 Series A Preferred shares through its affiliation with another corporate shareholder. Although the Nevada Minerals Form 3 did not identify that other corporate entity, a Second Form 3, filed the same day, revealed that a private Nevada corporation called IB 2000 Inc. owned 10,000 shares of U.S. Canadian Series A Preferred stock convertible into 1 million shares of common stock.

The two Form 3s also revealed the nexus between Nevada Minerals and IB 2000. An individual identified as John E. Dhonau is listed as President of both companies. As we found, Dhonau also had ties to an earlier incarnation of the entity now known as U.S. Canadian. Before it became U.S. Canadian, the company was called EBait, Inc., and described itself as a "fast growing, world-wide food and trading company, with distribution and access to resources and products around the world." On October 29, 2001, EBait filed a Form S-8 registering 600,000 shares of stock, including 100,000 to be sold by John E. Dhonau.

EBait's Form S-8 did not state how Dhonau had obtained the shares. Other documents available on the Internet indicate that he has served as a consultant, providing advice, management and financial public relations services to public companies. In October 2002, he entered into an agreement to provide those consulting services to Americabilia.com in exchange for 1,867,000 shares of common stock. Those shares were registered by Americabilia.com on a Form S-8 on November 13, 2002.

Dhonau's ties to the U.S. Canadian team do not seem to end there. Shortly after Dhonau entered into his Consulting Agreement with Americabilia.com, the company became Crystalix Group International, Inc. by virtue of a reverse-merger. According to records filed with the SEC, an individual named John S. Woodward was appointed to the Crystalix Board of Directors in February 2003 and has served as President of Crystalix on at least two occasions.

What does this have to do with U.S. Canadian? The records of the Nevada Secretary of State identify John S. Woodward as the President of U.S. Canadian - although it is not immediately evident when, or for how long, he served in that position. The Nevada Secretary of State's office also shows that both Dhonau and Woodward served as managers or members of Dead Man's Hand, a Nevada Limited Liability Company formed on November 3, 2003.

Aces and eights, anyone?

Juina Dance?

There is one other noteworthy connection between CMKM and U.S. Canadian. On July 29, 2004, CMKM disclosed that it had purchased common stock equivalent to 25% of Juina Mining Corp. (Pink Sheets: GEMM) for $500,000. CMKM also stated that it had been granted an option to purchase an additional 24% of Juina for another $500,000. On August 2nd, CMKM disclosed that it had exercised the option.

Who sold 49% of Juina to CMKM? The press releases did not say. What is the current financial condition of Juina? Unfortunately, Juina, like CMKM, does not file public reports, so that information is not readily available.

CMKM certainly had cash available to fund the acquisition and the option - thanks to the $3 million investment by U.S. Canadian. But, as often seems to be the case when CMKM is involved, there is an interesting twist here - and another close relationship between parties. In early, 2004, U.S. Canadian acquired control of Juina for $200,000.00, obtaining 10 million shares of Juina preferred stock which was convertible into 80 million shares of Juina common stock.

What is the nature of Juina's operations? Juina claims to hold interests in both diamond and gold mining ventures in Brazil. In April 2004, Juina announced that it had acquired Yellow River Mining S.A., which operates the Yellow River Gold Mine in Ecuador. The Company subsequently stated that it had obtained samples of gold ore from the mine. It did not indicate the amount or value of that gold.

None of this may matter to CMKM. On July 28, 2004 - the day before CMKM revealed the Juina acquisition - U.S. Canadian announced that it had obtained Juina's interest in the Yellow River Mine in exchange for 50,000 shares of U.S. Canadian common stock.

The next day, CMKM paid $500,000 for its initial interest in Juina. Has U.S. Canadian now sold its interest in Juina to CMKM? Has CMKM simply recycled a portion of the $3 million received from U.S. Canadian to acquire a stripped down Juina? CMKM did not say from whom it bought the Juina shares.

Dividendums

On August 2nd, CMKM announced that it would be distributing the Juina shares - 222.8 million of them - to its shareholders. This followed an earlier announcement that the Company would distribute the 7.5 million shares received from U.S. Canadian to its shareholders.

But who are those shareholders and how many shares of CMKM do they own? One substantial CMKM shareholder is its CEO, Urban Casavant. Casavant, readers will recall, is contributing 40 billion shares to the Nevada Minerals transaction. The Company has not disclosed, however, how many shares Casavant owned before and after that contribution.

CMKM has indicated that Casavant will not receive the portion of the U.S. Canadian dividend allocable to those 40 billion shares since he has agreed to transfer them - but it is not clear whether he will still receive part of that dividend by virtue of his ownership of other CMKM shares. Like most information emanating from CMKM, the facts are sparse and disclosure is vague.

Suffice it to say that CMKM and U.S. Canadian will not have difficulty finding one another to discuss these sundry transactions. According to available information, CMKM maintains offices at 4955 S. Durango, Las Vegas, Nevada, Suite 214. U.S. Canadian is just a couple of doors away at Suite 216.

Now that is convenient.

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