...... Conversation about accusations/questions (Taped recorded by Gerald Biby and included in Grievance files at the University of Nebraska.  Company names, except Corn Card's were deleted,  Corn Card's name used by permission)

Darrell Nelson:  I want to start off Gerald with some of the parameters that we are going to deal with here today. We have everything from suspicions of you over stepping your authority in certain negotiations to a suspicion of criminal activity okay. And now I'm trying to be serious about this, what we talk about today is really important that we try to resolve these issues and keep this as minimal as we possibly can. So what I need you to do is give me really straight answers to the questions, if you think you can. And obliviously if you think you are putting yourself in jeopardy you need to tell me that and then we will by-pass that.

There are and I have to tell you that Helmuth has forwarded all the materials on this case to Dick Wood. The general counsel of the university and Dick is the one who is coming to some of the conclusions based upon timing and things that were done. That are concerning to us and we need to make sure that we understand everything from your perspective and the timing and when you did things so your are not jeopardized or treated unfairly in this whole thing.

Gerald: Can I just ask a really quick question? You said that Don forwarded materials to Dick, what materials?

Darrell:  There is all the stuff as provided by Gerald as part of the Corn Card International ??????????? activity. And that's what and of course, Dick Wood had to have that for the current legal action that Corn Card has against the university. So that's the whole thing. So Dale and I have met with Dick Wood and he had advised us on what we need to do. As you know we had a discussion with Milford last Friday and it was important that we understand things from Milford's perspective before we talked to you about these issues. But there are a whole series of things that we really need to know.

Darrell: One of these relates to conflict of interest and whether or not you have either an investment in Corn Card, or stock options in Corn Card.

Gerald: I have no investments. I have not stock options, period. Simply, end of the story. I have no investments, no stock options in any project that I have ever worked on here at the university and I signed I've signed the university disclosure statement to that effect and that is just the way it is.

Darrell: Well that's good. That's good to know, because that is one of the things that Dick Wood was very concerned about if you had a proprietary interest in Corn Card. And based upon what you are looking at, so that resolves that questions.

The next question is equally as significant, but it revolves around the letter you wrote on January 16. 1998 to Bill Brown in which you make certain assertions about the university's position on issues. It is our understanding that, that letter was then used by Bill Brown to obtain financing for Corn Card International. Is that correct?

Gerald: I don't know what he did with the letter. I had prior to the letter, there had been a agreement drawn that had been drawn up by the university, by Turan for licensing the financial card technology to ??????????? and ???????????. Over the Christmas holidays I delivered that particular document, that Turan drew up and they decided at that particular point in time they did not want to did not want to license the technology because they were looking at anti-static properties for cards and it was as a result of that, that the conversation ultimately took place with Turan and ultimately led to the letter because ??????????? and ??????????? made the representation that Corn Card was already doing things with card and that they were looking for anti-static properties in cards and not making financial cards and our material was not able to be anti-static they had no interest in it and therefore the prior oral commitment that we had made to them, oral commitment I'd made to them, that they had the opportunity to have a financial card license, they said we don't want it any more, Corn Card is working on it, as far as we're concerned they can have it.

At this point in time there was a discussion with me was that they would be willing to allow Corn Card to I have that for them to get back the $25,000 that they had invested in looking at financial cards. Ultimately, they decided for one reason or another that was not what they wanted, I Turan about the availability of it about the time we were some having meetings with Susan Wharton and then that led to the generation of that particular letter. Because now the only restriction, at that time for Corn Card having financial cards in North America had been an oral commitment with ??????????? and ???????????.

Darrell: Let me just tell you the reason for the question. Apparently on January 16^th or there abouts, or shortly thereafter, Bill Brown used the letter your letter to gain financing for Corn Card International. Dick Wood is suggesting that there was some circumstantial evidences that there was collusion between you and Bill to get this letter prepared so that Bill could get his money his money that he needed to operate and that's an assertion that someone could make, you've explained why that's probably not the case.

Milford: Can I ask a questions on that. Did Dick do that strictly on the basis of the letter, of has he had conversations with Bill, or with somebody else?

Darrell: He has had no conversations with Bill. It's all in this, we have all this stuff here. What they did was try to put a chronology things together based upon all these messages.

Milford: Then he is just trying to make sure that he understand the situation.

Gerald: You should realize that during this entire period of time I was periodically meeting with Bill and I know that I think at least once that I met with some investors in Central City and specifically looked at the product and looked at the stuff that we were doing from the university's point of view. That's been my only involvement with the investors. Don Helmuth asked me back in December or January how much money everybody had involved, based upon what I have heard, somewhere between $250,000 and $300,000 and that's as close as I have been to any of the investor part. I'm not involved with that.

Darrell: I'm glad to hear that. Because that is a serious, you know that could be, that's the criminal activity part that I talked about. If you had a conspiracy with Bill to produce a document that in fact was not true and Turan believes that there were a number of assertions in there that are not correct. That, that's defrauding investors about the scope of the Corn Card International activity and that's the concern of Dick Wood.

Gerald: What I put in the letter is what was my understanding that I had from Turan. Turan later on, if fact, was setting in one of these chairs here in January, he even acknowledged his discussions with Bill Brown about extending the license agreement and doing financial cards. That was acknowledged in e-mail and that back and forth between the university and them. After this particular event took place and I don't know specifically what they did before it took place or whatever, but I know that Bill Brown had been wanting to get the financial cards for quite some period of time. I'm disappointed to here this.

Darrell: Well let me just, he is what Turan said about the letter of January 16^th. "The university had not decided to file the PCT at that time on the technology. No price quote had been given by our patent firm on the cost of the PCT filing." And you quoted in the letter to Bill it would cost $4,700 -$5,200. "The university had not been billed on the work for the patent, yet contrary to Mr. Biby's assertion that the university had already invested $6,000 plus, in the original patent application. Mr. Biby asserts that he had received verbal confirmation that the license could be extended, and yet no such assertion was made by an university official. In the fourth paragraph Mr. Biby states that certain rights were to be held by another company, yet no other license agreement was every signed regarding the technology and further for CCI obtain these rights they will need to pay $25,000. Also no agreement was forwarded by the university of to any third party as Mr. Biby asserts in the fourth sentence.

Gerald: That's an out and out lie! I've got a copy of the miserable agreement in my office and I will subpoena the people in South Dakota to testify to this. I'm just getting fed-up with being lied about on this cotton-picken thing. All I am trying to do is technology to do something for us and I've got e-mail sir that will verify just about everything that you just said there is that it is incorrect or wrong. I've got telephone logs.

Darrell: That's good, I mean these are the things I am trying to find out. That's why we're having this conversation.

Gerald: Somebody down there is trying to cover their butte at my expense and probable Dr. Hanna's expense.

Darrell: That could be, I don't know. I'm just trying to sort out the truth. I don't know anything about the details of what your relationship was with Turan and the arrangements you had with Turan. We don't know.

Milford: I can help but inject at the particular point in time on interaction and working relationship was as good as you could ever hope for. I mean everything was great at that time, from my perspective anyway.

Darrell: The derivative of the letter of January 16^th 1998 was e-mail that Bill Brown sent in which he used your letter as his assertion that we expanded the territory and definition of cards. In other words the licensing agreement of Corn Card International. Is it your view that the Corn Card International licensing agreement has been expanded?

Gerald: That's what I was told before I wrote the letter. I had no reason to expect otherwise. All my dealing sir, for two and a half years, up until this thing blew up in December it had been totally and exclusively with Turan Odabasi. With the exception of one meeting maybe in May, about a year ago when we went down to done to his office (D. Helmuth's) and talked about loosefill packaging, I have never talked or spoken to Don Helmuth until, he finally, after this thing blew up in December started calling me on the telephone. Everything has always been with Turan. And so I have not reason the suspect that what he tell me, are not the way things are.

Darrell: Oh course Helmuth would say that the licensing agreement with Corn Card International was never changed from the original one that signed by Helmuth and Bill Brown on behalf of Corn Card International. It was never an official written change of any sort. Of course we are now in litigation with Bill Brown on that exact point.

Milford: So you mean we have not paper work in place?

Darrell: There are no contract with Bill Brown that expanded it. There was apparently a draft e-mail sent by Turan to Bill Brown is this potential contract language ok, and it was never responded to by Bill Brown.

Milford: So that could be part of the misunderstanding, that Bill assumed that, that was in place, when Turan was just asking for some input from him.

Darrell: My understanding, Turan, based upon your request was carrying out some preliminary discussions with Bill about expanding the scope of the license and it never came to fruition because Bill did not respond to some draft language and so forth.

Darrell: The next thing is some e-mail that you had with Bill Brown is September in which you are giving advice to Bill about business operations of Corn Card International. Do you remember those?

Gerald: If you read me something, maybe I would.

Darrell: "My advice is that, added it up and sell Corn Card to ??????????? if yes, and if no it could be a long road for you, take the money and run. I have talked to Turan and he agrees, is that accurate.

Gerald: Yes, and I have a copy of an e-mail from Turan when he told me that dated September 3^rd. This was before the September 15^th first meeting with ???????????. Because this all go started, sir, as a result of a meeting between Turan Odabasi, Walter O'Farrell and I the last week in August, prior to our first meeting with ???????????, down in Turan's office when we started talking about this whole thing with ??????????? and what was going on. It was the mutual conclusion that the best thing to do, since they were a billion dollar company and Corn Card was a small company, that the best way they could probably survive the strategic alliance, that was what they were talking about at this time, was to in fact see if ??????????? just wanted to buy them out. That's what happened, that's what predicated the e-mail to Bill Brown at the time. At that point in time, ??????????? was looking for a strategic alliance and it was not until in November, or later that they was looking for an assignment of the license or something else out of it, because I send them an e-mail asking them exactly what was the form of the transaction that they were trying to do, in order the nail done what was going on.

Darrell: On the 22^nd of September you sent an e-mail to Christian Lerchie indicating that the university will expand the licensing agreement to world wide in a strategic alliances with ???????????, if ??????????? acquires Corn Card and that the royalties will remain unchanged for current and future intellectual property. Do you feel you had the authority to make these assertions on behalf of the university.

Gerald: I was not aware that we wasn't making them on the side of the university, because we had already talked in January, February and March on the license being expanded and I had no reason to believe that in fact had not already taken place and I just said what I thought was true at the time.

Darrell: When you talked about royalty payments?

Gerald: In the licensing agreement the university's royalty position with Corn Card was 15 cents a kilo and if the contract would be assigned to ??????????? it would still be 15 cents a kilo.

Darrell: But we would be giving them a lot more than we gave Corn Card, right? A lot more intellectual property? Corn Card had a very restrictive territory and restricted use in their license.

Milford: No, ??????????? was trying to get access to what we assumed Corn Card had in the expanded use beyond....

Gerald: See, the product that we had for Corn Card does not meet ISO 9001 and 9002 standards and a far as ??????????? was concerned it is totally worthless. That's what the initial $350,000 research agreement with ??????????? was to invent a new resin. The thing that they were concerned about with Corn Card was that with the Corn Card license that was in place, this would preclude them from probably being able to ever sell products in the United States and to get a Corn Card's Mazin trade name, later on it was my understanding.

Darrell: Gerald the crux of these questions, and what this discussion concerns, is that people feel that you are negoiting intellectual property rights which is completely outside the scope of your employment. That is what the problem is.

Gerald: I think this is a definitional questions that Dr. Hanna and I have talked about. IAPC does research, in the past, up until two and a half or three years ago we would write of a contract with somebody that would go down to be approved through Turans office and that. We would write up a contract about what we would do a $35,000 research project for them and that was it. About two and a half years ago or three years ago, Dr. Hanna and I talked this through, that since there maybe some intellectual property going through, and if this goes commercial that there is some type of residual payment that will be made to the university and the IAPC. And in that particular context I have always just viewed that as being a residual payment on the original research. Dr. Helmuth's office I've now discovered he views these continuing payments as licensing fees or royalties, because that is how they ultimately wrote them in their agreements.

The practical matter sir, all the discussions that we have had with ?????????????????? and all the others that we have done agreements with an residual payment with, they all go done to Dr. Helmuth's office via Turan and they review it and do what they want with it. We have just been the catalyst for identifying the research opportunity and trying to put a mechanism in place that as a result of that research opportunity, the university had an opportunity to share in the potential profitability of the project. In some projects, like the creatine project, nothing has came of it. Some small payments are now coming in from the ????????????????????????? project from ????????????????. That is all that I have ever viewed the amounts paid as, never as a technology licensing project. I have just viewed it as extending the research agreement so that instead of having a fixed flat fee, it was a variable fee so that if the product went commercial the university would participate.

I have never viewed this as technology transfer. I am not taking something that someone else has invented or anything else. We are doing specific, targeted research, requested by a specific company, for a specific purpose and because there is always the possibility that if we were to charge them full professor rates for R&D we would never do any jobs. So, when the budget is determined, we go through and determine what we can afford to do it for and if these people become financial successful the university would share in the profits. The people come to us with the ideas.  We just not trying to sell something that someone else invented and I guess, if that is what the difficulty is my view of the of research agreement and these bonus payments on the end are being described and called technology transfer, then I am totally guilty. But I have never viewed it as that, people come to us with project like this.

Some of the projects like ??????????? the university even let them patent the technology in their own name, but the university would still get back a 5% royalty. We only did $2,500 worth of work with them, but we have a 5% override on their gross income and now it looks like the U.S. Navy may adopt it on a project. And that sir has always been my view on these particular agreements. They have always went down to that office to be signed off on or approved. On ????????????????????, we had one amount in it and they ultimately changed it to a lower amount. It's not that they haven't changed that is the past. We submit research agreements, I am not doing technology transfer. I am doing research agreements where we retain some intellectual property bonus for what ever we have put into it.

Darrell: Dale do you want to want to indicate how this in normally done?
 

Dale: Most of our contracts, all of the contracts are reviewed at Dr. Helmuth's office before the time they are entered into. I don't know that if each one of these that was the case:

Gerald: It was sir, everyone of them.

Dale: If that was the case we don't have a problem with them.

Darrell: Most of our contracts would have a the statement, there are several models, one of the statement that the university would retain the intellectual property and the company would have the right of first refusal. That would be one model. Another model is the one you describe were we define during the contract the intellectual property rights and what percent we have and if do to commercialization what kinds of royalties are made. The last model (implying IAPC) is not the typical model.

Gerald: The agreement that we are using sir we got from them. We got it from them. I don't know how I am doing technology transfer. I'm doing a research agreement, its going down to them, they are the one that are deciding whether or not this is something they want to participate in. I am just offering something to them. And that is where I find it confusing. We are trying to do research out here, I'm not trying to do anything other than that, to help companies.

Darrell: Well, I think that is what you are supposed to do. No one disagrees with that including Don Helmuth. He thinks that the work you do and identifying needs and making contact on contracts for research is fine. And he encourages you to continued doing that sort of thing. Where he get concerned where you start negotiating directly with companies on royalties payments licensing fees, whether we are going to patent or not patent.

Milford: But our position has always been that discussions with the likes of ???????????, you know discussions are generally open and negotiated with Helmuth's office. Who owns the patents, who pays for them all those things came up the day the meeting is an option. So a proposal is made by the company and we submit it to Turan.

Gerald: Look at ???????????. They said they would do $100,000 for a phase I study and $250,000 for phase II. I told them that $250,000 was not enough that we may need up to $350,000 for the phase II study. Then they grumble and say okey and I remind them of the intellectual property component in this and that at the present time Corn Card pays 15 cents a kilo for it. And that is how the information is developed and sent down to Turan in the past and they make a determination of what it is. Like in the case of ???????????????? they decided what we proposed was too high and wrote it down. And so, it still a question of semantics, I negociate the best possible agreement we can do. We give them the jumping off point.

Darrell: Gerald do you remember a letter of December 11^th 1998 to ??????????? In which you say the University of Nebraska agrees to license the world wide rights to ??????????? for the manufacture and sales of cards, based upon trade secrets. You are acting on behalf the university.

Gerald: That letter was generated to try and find out what it was that they were expecting from us (the IAPC and university). That is why that letter was sent out to Chris Sozzi. Because I could not identify whether they were trying to do a deal with Corn Card or they were trying to down a deal like this with us. And if you visit with ??????????? they elected to never respond to the letter and instead e-mailed a contract. A contract that I repeated told them had to be drawn up by the University of Nebraska.

Darrell: There are several other things in this letter. You sign it as Gerald D. Biby, Technology Transfer Coordinator, University of Nebraska. Are you the technology transfer coordinator for the University of Nebraska?

Gerald: I am for the Industrial Agricultural Products Center.

Darrell: That is not what you say. This is where, this is a serious problem. What you have done legally, is committed the world wide rights to ???????????.

Gerald: But they never accepted the letter sir. They never responded.

Darrell: But they could, they have a legal right. Suppose we decide not to license to ???????????. Suppose that we decided we wanted to license to ???????????. Now we have got serious problems, you have made a legal binding agreement signing as the technology transfer coordinator for the university of Nebraska, which you are not, for which you are not and for which you do not have the authority to sign licenses. This is the kind of thing that Dick Wood is very concerned about, this sort of thing.

Gerald: If I could take it back I would, but that is just what I did. I can't deny it. It was never meant to be that it was in the context of trying to get ??????????? to commitment to if they was was wanting an assignment, or do you want to buy the license, is this what the transaction, is this what you want from the University of Nebraska. They never responded. They ultimately e-mailed a copy of an agreement up to Bill Brown, which I got a copy of that I e-mailed down to Dr. Helmuth's office.

Darrell: And that is what started the whole controversy.

Gerald: Right.

Milford: I guess that I would just like to make a comment to Darrel too. Not in defense of the letter, but I guess in the defense of Gerald, you know, I cannot help but believe, I can understand if would raise the ire of someone being presented that way. But if there was anything underhanded meant or intended by it I'm puzzled by why it would be included in one of his files.

Darrell: And you recall, that is one of the questions I asked you the other day. What was Gerald's intent on a number of these things. And you responded to promote the activities of the Industrial Agricultural Products Center. Which is precise what, he does not have any subversive intent. It is just that we really with the way the Regents Bylaws are structured we have got to be very very careful in the words we use and the documents we sign because there are very few people that have the right, I could never sign a letter like this, because I don't have the right to make those kind or promises or assertions to a company. Helmuth is concerned that you have over stepped your bounds, Dick Wood is concerned that you have over stepped you bounds on this, they would like to see some kind of agreement on what you can and cannot do. And they would like you to have a good working relationship with Helmuth's office, with Turan and Walter O'Farrell and people of that sort.

Gerald: They don't return phone calls. I called both Turan and Dr. Helmuth both in October and November at least four times each and said this ??????????? things is heading a direction that I need to talk to someone, I need to talk to someone. I called Dr. Helmuth's office 4 times in November and never go a response. I had nothing to do but to continue going forward with the way we did it with Corn Card is the way were doing it now. Nobody talks to me. The only time Dr. Helmuth talked to me in December, even though I called him repeatedly, wasn't until right before the Christmas break and he got word from Corn Card that they were thinking about suing him. Then he finally called me up. You know sir, if people don't talk to me, they don't talk to me. I've got e-mails down at their office now both Turn and Helmuth's about the??????????? issue and ??????????? of ???????????. Because people are interested in licensing it, that go all the way back to February that still have not been answered. Now what can we do? I have another client, the loosefill packaging thing that the Corn Board funded, we got the phase I funding on it and they get ready to submit the phase II funding on it, they call Helmuth's office between 10 and 12 times between September and December 1998 and he never returned their calls. So their phase II USDA SBIR was not submitted in January because they could not license the technology from the university because no one would call them back. I realize that he has his job and I've got my job. I've tried to be open and above board on everything I've done with everyone here and I was just trying to find out what was going on with ??????????? with the letter. That's all I can say. I don't know if Dr. Helmuth mentioned to you that on December 7^th by certified mail, Corn Card sent a letter to him requesting that their license be cancelled with the university of Nebraska. Well, he never responded to that, well at least up until the time I was not to talk any more with Corn Card. Their was another certified letter, sent to Dr. Helmuth on the 17^th of December, asking to assign the agreement. If there are faults in this, there is enough to go around to everyone and I am willing to take more than my share.

Darrell: Okey, when you work with Turan, do you work with him by e-mail, by telephone, by meeting? I would say, from my perspective.

Gerald: By all three.

Milford: For a long time they were meeting weekly, face to face. But now that hasn't been the case. It is almost like Turan had a gage order.

Darrell: That was the case with???????????, and we could not move any paper until we knew where we were. Regarding intellectually property rights with ???????????. That's now been resolved and we should be able to move ahead on these other areas. Let me ask you another question. We meet on January 18^th on this issue. Did either of you know that their was a serious problem with ???????????.

Milford: We knew their was a problem, but we did not know what it was. It seemed like it would come and it would go. One day they would say if you sign this agreement new agreement we would give you PLA. Of course we would not sign the new agreement. Then a month later there would be someone different we would be talking too and PLA would be available. This was always people like ??????????? there was never any legal suggestion until Walter got involved. I can't remember.

Gerald: On October 28^th we had an e-mail from Walter O'Farrell and their was a copy of an e-mail from Corn Card when ??????????? refused to sell PLA to Corn Card because of something the university had done. Back in August of September we Milford tried to call a person to find out what was going on. This was on information from a Jeri Smith that call us in June or July to sell us PLA, from Dow. Then a few days later said she could not sell us any PLA now.

Milford: You know there had been a suggestion that there was some problem, but nobody quoted chapter and verse.

Darrell: Another issue was that sometime in 1998 that Walter O'Farrell was asked to help with marketing the PLA licenses and then for some reason you asked him not to do that anymore.

Gerald: That can be really easily identified. First in July of last year we got the we the $35,000 from the Corn Board to start looking at financial cards and smart cards in North America. And he volunteered to try and help identify a North American company that would be interested in doing that. So I provided him with some information on ??????????? and ???????????. They were the two major one that I wanted to work with. I had contacted ??????????? and they were not interested in working with us on the project and I had made a preliminary contact through the advertising agency for ???????????.

What was starting to happen there, he was trying, in our perception, was that he was trying to sell the technology and I was just looking for a strategic partner that was willing to put their name on the project with us and we went forward to look at the feasibility of development of smart cards as that was specifically focused at smart cards. We (I) asked him not to do that but then, betweening at the end of August he was involved with Turan and I with the discussions regarding ??????????? and again at the end of September things were happening with ??????????? and was aware that, that was going along. I had given both of them lots of information about ??????????? at that time. And that's the how and the why it got started, I'm not quiet sure what Walter ultimately did or did not do in the context of the PLA.

Darrell: He said he was asked not do that any more. And then apparently Gerald sent a letter to Don on January 11^th 1999 indicating that no one had tried to help you with the marketing licensing offer.

Gerald: That was with ??????????? sir! That was with ???????????, no one would help with the reference to the fact that no one would return my phone calls in October and November that I was making and just leaving us to handout there to dry.

Darrell: Plenty of blame to go around here. I don't know whether I, Dale do you have any any questions that you want to ask?

Dale: One thing that I want to go back to, Very early in the conversation you talked about the third party possible agreement in reference, is that one that was developed with Turan?

Gerald: Oh yes, oh yes, I have the e-mail which with Turan's name on it and he e-mailed the copy back to me, or he indicated the recommended changes needed in the standard contract that we had, I don't recall but e-mail exists on that there is no question about it.

Dale: That is ????????????

Gerald: Yes, it would have been working with ???????????. One of the things is when they print credit card with the magnetic stripe, on them, the plastic generates tremendous amounts of static electricity and they stick together, and as soon as they do the numbers get out of sequence. And they put talc on them and that clouds the sensors when it goes through, so they were looking at the possibility of having a static free credit card, so that when it was printed all of these things would not happen. All of that idea was developed between conversation with a company called??????????? also in Minneapolis - St. Paul also confirmed that. ??????????? by the way I think, is now owned 30% by ???????????. A footnote there, ??????????? the head of ??????????? owns 30% of??????????? now. I don't know that he did or did not own part of ??????????? back when this started 3 or 4 years ago now.

Darrell: I found the letter from Bill Brown to Helmuth and that's when he is saying to Helmuth, "...request that our license agreement with the University of Nebraska be amended to allow the assignment of a portion of our license to ???????????. Corn Card International will continue to market printable plastics, under its license with the University of Nebraska. Only the card portion of the license will be assigned." Of course Don contends that there was no card portion of the license. That's what, where a big part of the law suit.

Gerald: The phone card part of the license, which has always been identified very specifically, as having a right to phone cards, there is a phone card portion. There may not be a financial card portion.

Darrell: Debit card.

Gerald: Those types of cards. I regret that you time is constrained today because I am more than happy to continue this conversation at another time and now knowing what the conversation is about I am more than happy to provide you with the e-mail and other documentation that I have that I believe identifies. This is why I wrote you the letter in February sir, This things seemed to go, it was talking on a life of its own and that there was information that was not uniformly available. I gave Don Helmuth 970 pages of information, back in the first week in March. I did it with the very specific intent and purpose, that whoever had a change to look through that would be able to identify what was going on and the significant of what was going on and how this has turned out to be a lot more that what it really needed to be.

Darrell: Ya, I got a part of those900 pages, I did not get all of them thank God. I got page 911 and page 944.

Gerald: I numbered them because I wanted people to use them. If there was ever any intent on by myself or anybody to try and cause something to happen or to make collusion, I would not have copied everything there. It's just that simple. I gave everything to Dana, I said here is my entire file, I don't have time to do it and we sent Dana over to the copy center, she made all the copies, she delivered the copies to Dr. Helmuth's office. A nice clean simple project. We just want everyone to know what's going on.

I personally believe that there are some other things that are going on that, that with the technology transfer office that is actually has been the result that this whole things is going the direction that it has went. I believe that the technology transfer office made commitment either to ??????????? or someone else for North American financial card rights. Because the initial conversations I had with Dr Helmulth in December he told me and in my e-mail to him on December 17^th, that  he would not do the assignment for Corn Card to ???????????, unless ??????????? signed the $350,000 research agreement first. And I said fine, I will tell ??????????? that it will be a few weeks before this will be done and that is what I did.

Then the next thing I hear well we can't do the assignment because Corn Card does not have the right to the assignment.

Then I heard the well, we can do the deal now because Cargill has an interest.

Then the first of March I'm told that the deal can't go though because Cargill now wants now to retain under this restitution agreement North American rights for financial cards.

Well I find this whole thing really curious about why North America is all of a sudden being carved out and I can only go back to a comment Walter O'Farrell made in our meeting here, and it appears to me that the reason for this is that somebody just did not want ??????????? to have world wide rights. I believe that somebody has made a commitment either, either handshake or whatever with ??????????? of somebody else and that is why a lot of this has happened. I can never prove it but that is what in my heart I feel.

I feel like someone is trying to steal what we were going to develop for ??????????? and sell it to someone here in the United States. I just want to let you know, that sitting over there, getting the information that I get, what my perception is of what may have been the reason why it wasn't done.

I just don't understand why no one wanted to work with ???????????. We found the King Kong of the industry. They probably do more business with the U.S. government probably than any other card company in the United States.  I just don't understand why the whole thing went the way it went.

Darrell: Part of our mission is to enhance economic activity in the State of Nebraska. If we can do that, if we could do something appropriate through a Nebraska company that is where we want to market first.

Gerald: But see the printer for these cards is in New Jersey. ??????????? is going to contract out to a New Jersey company to print them.

Darrell: I understand that, but theoretically the profit comes back to a Nebraska company.

Gerald: And that's why all the projects we do, we try to do with Nebraska companies. But for this you needed the King Kong, the marketing people and that to do it.
 

Darrell: Sure, sure and I think that what it will turn out to be Gerald. I really think in the end. I think we now have the agreement struck with Cargill and we know where we are on intellectually property. I think we have got the deal struck with ??????????? now in accordance with that and we now have the legal right to do some assignments of intellectual property. Which we were never sure of before.

I think and I know that we are trying to resolve the issue with Bill Brown. So Bill Brown comes out of this as not an unhappy citizen of Nebraska, which is one of our goals in this whole thing. But it has not been clean, it has not been without a lot of mess on everybody's perspective, including yours and Milford's. Turan's, Helmuth's and our shop have got caught kind-of in the middle of this whole thing trying to sort what the heck has been going on.

Gerald: And that is why I value you so much to write the letter to you, because somebody had to get in an impartial position to try and sort this whole thing out. Because the only thing we need to know is who we work with down a his office and that they are going to be accessible and things are going to be done timely.

That is all we asked for back in 1995 when we had this little round on being able to communicate and get things done timely. In fact we ultimately later on wrote a letter saying how well things were going with Turan, complementing Dr. Helmuths office. And up until this particular event took place, everything was moving alone extremely well, I regret that it all happened. Fortunately, may be it is good that it did happened because certain things might fall into place. That need to be in place. You tell me to deal with Turan, with Walter O'Farrell, somebody that will communicate with me. We are dealing in an environment with companies that want something done within 5 to 18 months. And typically if you take much more than a month dealing with them its just going to drop dead from its own weight.
 

End of Tape Summary. This is not exactly verbatim. But I have an audio tape.