13:48 AROU Aerogroup, Inc. Common Stock 3/17/2008 12(j) Registration Revoked by SEC **


OTC System Changes - 03/14/2008


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SECURITY ADDITIONS


Updated Symbol Company Name Effective Date OATS
Reportable
Flag Comments
13:48 ACDFA Atel Cash Distribution Fd Unit ltd Partnership Int-VI 3/17/2008 N
13:48 APWIP American Elec Pwr Co Inc Jr Sub Deb 03/01/2063 3/17/2008 Y
13:48 FGEXF First Gold Exploration Inc Common shares (Canada) 3/17/2008 Y
13:48 MBNX MORGAN STANLEY Protected Absolute Return Barrier (Nt Based on Value of S&P 500 Index) 12/31/2009 3/17/2008 Y
13:48 MEFE MORGAN STANLEY Protected Absolute Return Barrier (Nt Based on Value of MSCI EAFE IShares) 12/31/2009 3/17/2008 Y
13:48 MNEX MORGAN STANLEY Plus Based on Value of S&P 500 Index 12/31/2010 3/17/2008 Y
13:48 MPDR MORGAN STANLEY Plus Based on Finl Select Sector (Spdr Fd) 12/31/2010 3/17/2008 Y
13:48 MSQX MORGAN STANLEY Plus Based on Value of NASDAQ 100 Index 12/31/2010 3/17/2008 Y
13:48 WWEB WWEBNET, Inc. Common Stock 3/17/2008 Y
SECURITY DELETIONS
Updated Symbol Company Name Effective Date/Comments
13:48 AROU Aerogroup, Inc. Common Stock 3/17/2008 12(j) Registration Revoked by SEC **
13:48 GSPN Goldspan Resources, Inc. Common Stock 3/17/2008 Added to OTCBB (GSPN)**
13:48 KMNG Kerrisdale Mining Corporation Common Stock 3/17/2008 Added to OTCBB (KMNG)**
NAME/SYMBOL CHANGES
Updated Date Old Symbol Old Name New Symbol New Name Comment
13:48 3/17/2008 CBFJ CB Financial Corporation Common Stock CBFA CB Financial Corporation New Common Stock 1-132 R/S followed by 132-1 F/S **
13:48 3/17/2008 GTAX Gilman & Ciocia, Inc. Common Stock GTAX Gilman Ciocia Inc Common Stock **
13:48 3/17/2008 MRLE Merl Holdings Inc.Com Common Stock RELM Relm Holdings Inc Common Stock **
13:48 3/17/2008 RYFC Royal Acceptance Corp Common Stock GNAS Ganas Corp Common Stock 1-100 R/S **
13:48 3/17/2008 SAQH Spectrum Acquisition Holdings Inc Common Stock SPAH Spectrum Acquisition Holdings Inc New Common Stock 1-20 R/S **
13:48 3/17/2008 SDOI Sand Oil Inc Common Stock SDOL Sand Oil Inc New Common Stock 1-1000 R/S **

http://www.sec.gov/litigation/admin/2008/34-57098-o.pdf

The U.S. Securities and Exchange Commission announced the temporary suspension of trading of the securities of the following twelve issuers, commencing at 9:30 a.m. EST on January 4, 2008 and terminating at 11:59 p.m. EST on January 17, 2008:

Lets see what January 18 brings !!!

Suspension of TradingJan 4, 2008
Pink Sheets News Service

Washington, D.C.—
UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION


SECURITIES EXCHANGE ACT OF 1934
Release No. 57096 / January 4, 2008

SECURITIES AND EXCHANGE COMMISSION SUSPENDS TRADING IN TWELVE ISSUERS BASED ON A LACK OF CURRENT AND ACCURATE INFORMATION

The U.S. Securities and Exchange Commission announced the temporary suspension of trading of the securities of the following twelve issuers, commencing at 9:30 a.m. EST on January 4, 2008 and terminating at 11:59 p.m. EST on January 17, 2008:



ABC Dispensing Technologies, Inc. (n/k/a Ka Wang Holding, Inc.) (KWGI)



Accent Color Sciences, Inc. (ACLR)



Access Tradeone.com, Inc. (ACST)



ActFit.com, Inc. (n/k/a Telum International, Inc.) (TLMIF)



Addison-Davis Diagnostics, Inc. (ADSD)



Aden Enterprises, Inc. (ADEN)



AdPads, Inc. (APAD)



Advanced Products Group, Inc. (n/k/a Cloudtech Sensors, Inc.) (CLDH)



Advanced Recycling Sciences, Inc. (ARYC)



Advanced Systems International, Inc. (ADSN)



Aero Group, Inc. (AROU)



Alford Refrigerated Warehouses, Inc. (ALFO)




The Commission temporarily suspended trading in the securities of these issuers due to a lack of current and accurate information about the companies because they have failed to file certain periodic reports with the Commission. This order was entered pursuant to Section 12(k) of the Securities Exchange Act of 1934 (Exchange Act).

The Commission cautions brokers, dealers, shareholders and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information and any information subsequently issued by these companies.

Brokers and dealers should be alert to the fact that, pursuant to Exchange Act Rule 15c2-11, at the termination of the trading suspensions, no quotation may be entered relating to the securities of the subject companies unless and until the broker or dealer has strictly complied with all of the provisions of the rule. If any broker or dealer is uncertain as to what is required by the rule, it should refrain from entering quotations relating to the securities of these companies that have been subject to a trading suspension until such time as it has familiarized itself with the rule and is certain that all of its provisions have been met. Any broker or dealer with questions regarding the rule should contact the staff
of the Securities and Exchange Commission in Washington, DC at (202) 551-5720. If any broker or dealer enters any quotation which is in violation of the rule, the Commission will consider the need for prompt enforcement action.

If any broker, dealer or other person has any information which may relate to this matter, they should immediately communicate it to the Delinquent Filings Branch of the Division of Enforcement at (202) 551-5466, or by e-mail at DelinquentFilings@sec.gov.

VOL;On the Moveeeeeeeee

Alrighty. I've only got a bit in this so I'll wait for the next pop.

hey there, amohedas, i am out as of a long time ago.....

brikk, Dream, you guys still holding this?

Looks like a low volume sell-off, but interest has died.

Any predictions on this stock?

Here's the numbers
http://secfilings.nasdaq.com/filingFrameset.asp?FileName=0001144204%2D06%2D053937%2Etxt&FilePath...

Thank you dream

indeed. january is the month AROU will hit those afterburners. lol

Not bad for slowest week of the year. :)

nice trading today! AROU looks to be making its way toward fmv..! :)

You're thinking of a buyout. This is a bit different. The entity (AROU) will still exist as a shell. As for how long the shares are restricted, I don't know.

TADF bought the assets and took over the debt of AROU which is now a shell with no debt and 15M shares of TADF.

Your calculation for what this is worth to AROU is correct as long as the O/S # still stands. That's why most here are going to hold out for a much higher PPS.

The PPS for AROU is crazy at this level imo.

If TADF paid 42,720,930 usd for the company, and there is 76,887,000 o/s that would make each share worth .55 usd, which would be paid to it's shareholders, correct?
Or am I missing something here.
If we own shares in a company that has been aquired for a certain amount, that amount has to be disbursed to it's shareholder's, right?
We may only have to wait till the restriction is up.
Does anyone know how long the restriction is for, or the divi shares of TADF which would be 1 TADF for every 2 AROU, right?
Any one tell me if I am crazy, or thinking correctly.

thank you, skeen. merry christmas! :)

Thanx Brikk, I was mistakenly viewing the transaction as a merger. It will be interesting to follow developments then, on this clean shell, AROU.


Merry Christmas, my friend!
Skeen

my understanding is that AROU isn't engaged in that business anymore. it has been, in effect, bought out by TADF. it's also not clear to me at this point if TADF will continue the same business model as AROU.

i have bought AROU for its value as a shell. from what i'm reading in various filings and PRs it appears AROU's business wasn't profitable. TADF took over their assets and paid with shares, also agreeing to pay off all of AROU's debt. what we are left with, as AROU shareholders, is a debt free company ready for a r/m.

Hello Brikk. Why would the military not use already established government and private contractors with MIGS and such to train military pilots rather then outsourcing with a new company like AROU? Is this a situation where shareholders will have to wait to be rewarded for an existing military contract for theses services to expire and come up for bid, or does Aerogroup already hold contracts? If I am missing something in a previous post, please forgive me. Thanks.

Merry Christmas
Skeen

Thanks- Hope you are as well.

Just want to post yesterdays news on this board since it wasn't posted here.

Tactical Air Defense Services Completes Asset Purchase Agreement With AeroGroup, Inc.

FRIDAY, DECEMBER 22, 2006 10:03 AM
- PrimeNewswire

GRAYSON, Texas, Dec 22, 2006 (PrimeNewswire via COMTEX) -- Tactical Air Defense Services, Inc. (TADF) today announced that the Company has completed an acquisition of all of the assets of AeroGroup Incorporated (Pink Sheets:AROU) pursuant to the Asset Purchase Agreement entered into in July of 2006.

In consideration for the assets acquired, the Company issued 14,989,800 shares of restricted common stock to AeroGroup Incorporated, and assumed approximately $9 million of AeroGroup's convertible indebtedness as well as other obligations, including military and non-military aviation contracts.

The Company's management intends to use the assets acquired to fulfill certain of the government contracts and to provide aviation support to the U.S. Military and other allied nations.

Commenting on the acquisition, Charles Searock, President of Tactical Air Defense Services, stated, "This acquisition represents a significant milestone for Tactical Air Defense Services. We are very optimistic that with the assets and experienced management and skilled personnel that we have assembled, we are positioning ourselves to provide world-class commercial tactical aviation training services."

The assets acquired by the Company include:




-- Two MiG 29 fighter jet aircraft, which are located in the Ukraine
and are being prepared to be shipped to the United States;

-- Four Singer Link tactical jet simulators located at the Company's
facility at the Grayson County Airport;

-- Assignments of copyrights to a specialized F-16 Fighter Aircraft
training course syllabus;

-- Assignments of provisional applications for utility patents filed
relating to methods of operational training uses of fighter
aircraft by civilian corporations;

-- Assignment of a Federal Aviation Administration issued license as
an Aircraft Dealer;

-- Rights as assignee, under three subcontracts and a direct contract,
to provide combat, primary and other flight training, as well as
training research, to military personnel of the U.S. Armed Forces
and to the armed forces of certain NATO aligned countries;

-- Assignment of a sublease of facilities at the Grayson County
Airport in Grayson, Texas, including aircraft hangars, land and
office space;

-- Assignment of an option to enter into an exclusive agreement to
lease IL-78 tanker aircraft.



A complete copy of the description of the acquisition along with financial statements of the Company, can be found in the Company's 8-K/A filed with the Securities & Exchange Commission on December 21, 2006.

Safe Harbor Statement

This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Act of 1934 that are based upon current expectations or beliefs, as well as a number of assumptions about future events. Although we believe that the expectations and assumptions upon which they are based are reasonable, we can give no assurance that such expectations and assumptions will prove to have been correct. Some of these uncertainties, include, without limitation, the company's ability to perform under existing contracts or to procure future contracts. The reader is cautioned not to put undue reliance on these forward-looking statements, as these statements are subject to numerous factors and uncertainties, including without limitation, successful implementation of our business strategy and competition, any of which may cause actual results to differ materially from those described in the statements. We undertake no obligation and do not intend to update, revise or otherwise publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of any unanticipated events. Although we believe that our expectations are based on reasonable assumptions, we can give no assurance that our expectations will materialize. Many factors could cause actual results to differ materially from our forward-looking statements.

This news release was distributed by PrimeNewswire, www.primenewswire.com

SOURCE: Tactical Air Defense Services, Inc.

ZA Consulting Inc.
Investors & Public Relations
(212) 505-5976
PressReleases@Za-Consulting.net


(C) Copyright 2006 PrimeNewswire, Inc. All rights reserved.

hey, nice to see you here, vz! :) hope you're having a nice break.

I agree, and will add if it stays this cheap.

Yup. We know what it's worth so I will hold until the PPS is at least somewhat reasonable. Maybe peel 1/4 off over .10 for a start.

sweeeet..! :) AROU is so cheap here it's crazy. and if it's an incredibly undervalued shell now, just imagine what it will be worth when they complete a merger. a very nice play here, dream.

TADF chart:

looks ready to rally, and when it does AROU only gets more valuable.

Exactly but mark daniels is with TADF also.

Here is a very good example of what AROU should be doing now that the deal with TADF is complete.

ICTN owns 32M shares of RLTR. Look how the charts match up. This is what should be happening now with TADF and AROU but first AROU has to catch up in value.

its sounding like TADF will simply take over the operations of AROU at their florida facility and mark daniels, if he's not with TADF, will have a shell with no debt and plenty of $$$ in TADF shares.

if my understanding of the deal is correct, it's a win-win situation for both parties. TADF gets these assets for shares instead of cash, and daniels gets his debt paid off and is set up with a nice chunk of TADF to toss on the AROU balance sheet. would you agree?

I don't think Mark Daniels is out of the picture of AROU even though he is with TADF now. I left a message with Mark a while back and haven't got a call back. I will continue trying to see I see if he is still associated with AROU and if so, does he have any recent plans for the shell.

dream, are they shopping this as a r/m now? is former AROU management out of the picture and is this shell is just being run by a custodian at this point? tia.

AROU is under the radar still. that will change soon enough, and then we'll see it hitting its fair market value.

Ya. It's just mind boggling that AROU is at these prices. The deal is finalized so there's no reason that I can see that AROU shouldn't be at least trading over a dime. That's still ridiculasly cheap.

A debt free shell with current holding value of TADF of over $37 million dollars. Worth almost .50/shr for AROU right now.

Talk about a nice shell. The leverage of these holdings could do wonders for a R/M.

In a perfect work 'lmao' AROU would be at about .48 and would follow TADFs movements to the T.

2 of these ain't cheap. that's $5.6M right there:

http://www.fas.org/nuke/guide/russia/airdef/mig-29.htm

from reading between the lines on the 8k it seems like TADF is about to go on a shopping spree, and the more they acquire, the better AROU makes out.

sounds interesting...I'll take a look at that. Thanks for the info.

Assets Acquired


The AeroGroup Assets to be acquired by the Company include:
· Two MiG 29 “Fulcrum” fighter aircraft, which were recently appraised at $2,800,000 each (pre-modification);

· Four Singer Link tactical jet simulators, and related equipment, recently appraised at $285,000 each (pre-modification);

· Assignments of copyrights to a specialized F-16 Fighter Aircraft training course syllabus, specially created by AeroGroup in training pilots to use this aircraft’s Flight Control Navigation Panel;

· Assignments of Provisional applications for “utility” patents filed relating to methods of operational training uses of fighter aircraft by civilian corporations of these type of military aircraft for training of military personnel, specifically F-16, Pat. Pend. 60805870; Kfir, Pat. Pend. 60805885; A-4 Skyhawk, Pat Pend. 60805877; and MiG 29, Pat Pend. 60805888;

· Rights as assignee under various contracts and sub contracts to provide combat, primary and other flight training as well as training research, in the F-16 and various other types of aircraft to military personnel of the US Armed Forces and to the armed forces of certain NATO aligned companies (the “Training Contracts”); and

· Assignment of leases relating to hangers and facilities currently occupied by AeroGroup at the Grayson County Airport in Grayson, Texas.



It is intended that the AeroGroup Assets will be used by the Company in connection with training military pilots in both “basic flight training” and for “combat flight training”. The Company will focus on use of the MiG’s and other training assets to provide U.S. and NATO military pilots with a “real life” opportunity to train against threat-type aircraft, the performance and flight characteristics of which are superior in some respects to those of U.S. and NATO fighter aircraft.


In addition to the training contracts to be acquired, the Company intends on negotiating and developing additional contracts to provide flight training, combat and readiness training and general civilian flight support for U.S. military aircraft in the United States (such as fuel, maintenance and ground support).

http://www.pinksheets.com/quote/print_filings.jsp?url=%2Fredirect.asp%3Ffilename%3D0001144204%252D06...

Some info.

I'm in at a higher price for the record but I think it's worth putting some info. out there for others to look at. Especially at this price.

TADF is planning on taking over AROUs assets and debt in return for approx. 15M shares of TADF

TADF is currently trading @ $2.54 x $2.75

Assuming that AROUs O/S is 77M shares (calculated but the latest AROU filing which is old data)....

Even if TADF dropped down to .50, AROU would hold $7.5M worth of TADF shares which would valuate AROU @ .10/shr.

There will be dilution on TADFs end because of the debt taken from AROU. This is why I'm not using the current price of TADF in the calculation. This is VERY conservative.

Tactical Air Defense Services Enters into Asset Purchase Agreement with AeroGroup, Inc.
THURSDAY, JULY 20, 2006 12:30 PM
- PrimeZone



NEW YORK, Jul 20, 2006 (PRIMEZONE via COMTEX) -- Tactical Air Defense Services, Inc. (TADF) today announced that the Company has entered into an Asset Purchase Agreement with AeroGroup, Inc. wherein Tactical Air Defense ("TADS") has agreed to acquire all assets and assume all liabilities of AeroGroup in exchange for shares of the Company's common stock. The agreement is anticipated to close by the end of August, 2006 and is subject to various closing conditions.

AeroGroup, Inc. is a provider of outsourced military and new pilot training services and support. Under the terms of the Definitive Agreement, TADS will pay AeroGroup 14,989,800 restricted shares of the Company's common stock at the closing in exchange for AeroGroup's assets, which will result in AeroGroup controlling a majority of the Company's voting stock. In all, TADS will assume obligations of AeroGroup's secured and unsecured convertible indebtedness in the aggregate amount of approximately $8.4 million (inclusive of interest on the date hereof) and various warrants to purchase common stock. In aggregate, over 36,506,113 shares of TADS common stock may be issued upon conversion of the assumed indebtedness with an additional 21,566,805 issuable upon exercise of the warrants.

It is intended that the assets acquired from AeroGroup will be used by Tactical Air Defense in connection with providing military pilots with both "basic" and "combat" flight training services. Included as part of the Asset Purchase Agreement, TADS will acquire two MiG 29 Fulcrum fighters valued at $5.6 million and four tactical jet simulators valued at $1.14 million, as well as various patents and existing contracts and subcontracts. Utilizing these aircraft and flight simulators, TADS will focus on providing U.S. and NATO military pilots with a "real life" opportunity to train against threat-type aircraft.

A copy of the Asset Purchase Agreement can be found in the Company's 8-K filed with the Securities & Exchange Commission on July 14, 2006.

Safe Harbor Statement

This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Act of 1934 that are based upon current expectations or beliefs, as well as a number of assumptions about future events. Although we believe that the expectations and assumptions upon which they are based are reasonable, we can give no assurance that such expectations and assumptions will prove to have been correct. The reader is cautioned not to put undue reliance on these forward-looking statements, as these statements are subject to numerous factors and uncertainties, including without limitation, successful implementation of our business strategy and competition, any of which may cause actual results to differ materially from those described in the statements. We undertake no obligation and do not intend to update, revise or otherwise publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of any unanticipated events. Although we believe that our expectations are based on reasonable assumptions, we can give no assurance that our expectations will materialize. Many factors could cause actual results to differ materially from our forward-looking statements.

This news release was distributed by PrimeZone, www.primezone.com

SOURCE: Tactical Air Defense Services, Inc.

ZA Consulting, Inc.
David Zazoff
212-505-5976