2000 - January 24th –
Petition to Court in Santa Barbara
From Dewey and Todd to Judge Anderle
Case No. 233136 transferred to Case No. 222675
Charges of conspiracy
2000 – July – Letter to Creditors
sent because of nonpayment of support by Franklin.
(see letter)
2000 - August 4 – Tried to exercise
100 of my shares. Was told I could not do so.
(see letter)
2000 – December 20th –
Deposition of CRAIG FRANKLIN , taken at 9:10 a. m., Wednesday,
20 December 2000, at 1430 Chapala Street, Santa Barbara, California, before
Mark McClure, C.S.R. 12203, Certified Shorthand Reporter in and for the State
of California.
Present: Todd Porter, counsel for
Melinda Pillsbury-Foster, Jacqueline Misho, counsel for Craig Franklin.
From page 10 of the document:
“THE WITNESS: Let me read the title
of it, please.
I am producing a document entitled
“Green Hills Software., 1996, Employment Agreement Stock-Option Plan, and
Stockholders Agreement.” There are 15 pages to the agreement, and three pages
appended to it, one page of which is the stock-option exercise form, and two
pages of which are entitled, “Certificate.”
BY MR. PORTER:
Q. What you produced – does it
include a copy of your signature which you just provided to me and I will have
marked as Respondent's 5?
(Respondent's Exhibit No. 5 was
marked for identification, a copy which is attached hereto.)
THE WITNESS: There is no signature
on the document that I produced.
BY MR. PORTER:
Q. Did you produce a copy of the
document which contains your signature?
A. No, I did not.
Q. Am I going to get a copy of that
today?
MS. MISHO: We don't have that
document. If you read the trial transcripts and the depo transcripts you would
know that we are not in possession of that document. We never have been.
MR. PORTER: Have you made any
attempts to retrieve that document?
MS. MISHO: Do you mean as in a
thorough search and enquiry with respect to all of the things in his possession
and in the possession of his attorneys, accountant, employees and agents?
MR. PORTER: Including Green Hills
Software, the company that he is the vice president of.
MS. MISHO: That's not his employee,
his attorney, his agent or his accountant.
BY MR. PORTER:
Q. Mr. Franklin, did you keep a copy
of the document which you signed? In other words, the page that you signed? Did
you keep a copy of that?
MR. PORTER: The page of this 9 –when
he signed the stock-option agreement in 1996, the one referred to in Mr.
Speich's memorandum, I'm asking whether or not he kept a copy of what he
signed.
THE WITNESS: By “a copy,” do you
mean a Xerox copy?
BY MR. PORTER:
Q. Yes, a Xerox copy or a photocopy.
Yes?
A. No.
Q. Who did you hand that agreement
to?
A. My best recollection is that I
handed it to Dan O'Dowd.
Q. Do you recall when you handed it
to Dan O'Dowd, approximately?
A. Not at this moment.
Q. What is your best memory of what
was contained – strike that.
You drafted the amendment?
A. I did.
Q. Did you draft it on a home
computer?
A. I drafted it on a computer at
Green Hills Software.
Q. Okay. Do you have a copy of that
amendment?
A. I have just testified the answer
to that question.
Q. No, I don't think that you did. I
think I asked you whether or not you had kept a photocopy of your signature
page.
My question to you now is whether or
not you have a copy of the amendment that you prepared?
A. I don't know.
(There follows a long and tiresome
attempt to avoid producing the draft revision of the Stock-Option Agreement
written by Craig Franklin. Eventually Franklin says,)
THE WITNESS: The Amendment, to the
best of my recollection, dealt with the issue of how to arrive – excuse me – of
describing a process, or a formula, for computing a number of stock options
that I would eventually be allowed to exercise. And the – this is as I
understand it –other employees were going to be subject to a formula that said
take your annual salary –let's say $70,000 a year. All right, you get 70,000
shares. They vest over a period of time, according to certain rules and so on,
and the option exercise price is a dollar.
I thought my long years of service
to the company should be taken into account, so the amendment had one section
or paragraph or sentence that used the same formulas as other people's – take
my annual salary, and so on – and then it has another section which said that
my previous years of service would be taken into account somehow.
I mean, I don't remember the exact
wording, but my intention there was that – that they be taken into the – into
account. This is in effect a proposal from me to Green Hills. That's pretty
much all I remember.”
2001 – February 22nd –
Transcript from Deposition of MORGAN PILLSBURY, taken Santa
Barbara, CA by Consolidated Reporters Network. 50 pages. (excerpt from page 30
of document.)
Text:
“A Well, when we started talking
again I told her everything. I told her about what Craig had done, how he lied
to protect stock during the divorce, how he changed the stock options around.
And I don't think she believed me, so I made a recording of it.
Q And the reason you made a
recording of it is because your mother would not believe you because of lies you
told in the past?
A Uh-huh.
Q What lies had you told in the
past?
A Too many to name.”
The law suit for (1)Battery,
(2)Fraud (Active Concealment), (3) Conspiracy to commit Fraud, (4) Declaratory
Relief, was filed in Santa Barbara by Todd A. Porter, SB # 48993 in
2001 – March 30th -
Settlement Agreement signed between Pillsbury-Foster, Green Hills Software,
Daniel O'Dowd, and Craig Franklin.
2003 - August 18th -
23 PM1:18:23 PM Pacific Daylight Time – Email from Todd Porter to Laura Dewey
regarding falsification of income by Craig Franklin.
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