Appendix E
Statement Regarding Absence of Creditors
1.	Sale of Business Assets
We make this statement in connection with the sale by Gregory J. Caton and Cathryn E. Caton, (hereinafter “Sellers”) of Lumen Foods, of the assets of the business known as Lumen Foods, a wholly owned d/b/a of Herbologics, Ltd.
2.	No Security Interests
The assets that Seller is transferring to Buyer today by a Bill of Sale are free of all security interests and other liens and encumbrances, except for the security interest granted today by Buyer to Seller and the mortgage note to Capital One (loan number
11000-8888846), which is itself being paid off as of this Closing date.
3.	No Creditors
Seller has paid all debts and liabilities of Seller's business. There are now no debts or liabilities of Herbologics, Ltd. or Lumen Foods that affect Seller's assets or the right of Seller to transfer the assets to Buyer.
4.	No Claims
There are no claims or liens either disputed or undisputed against Seller, Seller's assets, or the Seller’s sole shareholder, Cathryn E. Caton, that affect Seller's assets or the right of Seller to transfer the assets to Buyer.
5.	Indemnification
If, contrary to Clauses 2, 3, or 4 of this Statement there are any security interests or other liens, debts, liabilities, or claims that affect the assets, Seller will immediately remove the encumbrances or liens; pay the debts, liabilities, or claims; and indemnify, defend, hold harmless, and protect Buyer from any loss or liability arising out of such security interest, lien, debt, liability, or claim.
Signed and agreed to this ______ day of _______________ , 2006, in Lake Charles, Louisiana.
Seller:

_____________________________
Cathryn E. Caton
President & CEO 
  (and sole shareholder)
Herbologics, Ltd.
409 Scott Street
Lake Charles, LA  70601

Certificate of Acknowledgment of Notary Public
State of Louisiana      			)
	) ss
Parish of Calcasieu			)
On ____________, __________, before me, _____________________, a notary public in and for said state, personally appeared Cathryn E. Caton,  personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument, and acknowledged to me that he or she executed the same in his or her authorized capacity and that by his or her signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument.

WITNESS my hand and official seal.
___________________________________
Notary Public for the State of ___________
My commission expires __________
[NOTARY SEAL]