SCOR (Small Company Offering Registration)

State Regulated Funding Methods without Registration

NASAA revised the Form U–7, Disclosure Document on September 28, 1999. The revised Form U–7 has not been adopted by the Securities and Exchange Commission for use as the disclosure document in connection with Regulation A. If an issuer intends to qualify for an offering of securities under SEC Regulation A using Model A as the disclosure document, an issuer may be required to use Form U–7, Small Corporate Offering Registration, adopted April 29, 1989.

The SCOR Form is not available for use in connection with every type of securities offering. The Form was designed for use by companies seeking to raise capital through a public offering of securities exempt from registration with the U.S. Securities and Exchange Commission (SEC) under SEC Regulation A, Rule 504 of SEC Regulation D ("Rule 504"), or Section 3(a)(11) of the Securities Act of 1933. An issuer's completed SCOR Form will become the main disclosure document for offerings being registered in all states accepting SCOR. A company offering its securities under SEC Regulation A should check with the SEC to determine whether the SCOR Form may be used as the disclosure document.

The SCOR Form does not have Items that cover all types of industries and businesses. If the Items in the SCOR Form do not cover all the important areas of disclosure about an issuer's company or its business, an issuer may find it necessary to add material disclosure to Item 117, Other Material Factors.

(http://www.nasaa.org/industry___regulatory_resources/corporation_finance/535.cfm)