Crimes of Persuasion

Schemes, scams, frauds.

Gino Carlucci


March 18, 2003

Vector Holdings Corporation (OTCBB: VCTH) has gone to shell.

The Company, which once envisioned plans to sell gourmet food over the Internet and own luxury hotels in Miami’s South Beach, is looking for a new business to go along with a new president, a new majority shareholder, and plenty of regulatory baggage.

The latest news reflects fundamental changes at Vector. The Company’s old management is out. Apparently, so are the remnants of its previous operations. On March 7, 2003 the Securities and Exchange Commission announced that Alan Weintraub, who served as Vector’s President, Chief Executive Officer, Chief Financial Officer and director, has been barred permanently from serving as an officer or director of any public company.

Weintraub’s demise represents the latest regulatory blow against Vector. On October 15, 2002, the SEC filed charges against Vector, Weintraub and Florida Stock Transfer, Inc. (which was controlled by Weintraub), charging several violations of the federal securities laws.

The SEC complaint alleged that Vector improperly concealed Weintraub’s checkered history of felony convictions and unsatisfied judgments by failing to include that information in its annual report and in a Form S-8 Registration Statement.

According to the SEC, Weintaub profited from these misrepresentations by dumping millions of shares of Vector common stock at a profit. The SEC complaint also alleged that Florida Stock Transfer failed to maintain, or produce, required records relating to Vector. See Vector Holdings Corp. – A Hot Potato.

Weintraub, who consented to the order barring him from serving as an officer or director of a public company, also has accepted SEC Orders prohibiting him from association with a transfer agent and enjoining him from future violations of the securities laws.

With Weintraub on the way out, Vector has decided to move in a different direction. On February 21, 2003 (one day after Weintraub’s officer and director bar became official), a Utah corporation called Diversified Holdings X, Inc., paid $25,000 to acquire control of Vector.

According to a Form 8-K filed by Vector with the SEC on March 7th, in exchange for that payment DHX received 63% of Vector’s outstanding common stock (40,051,430 shares) and 100% of the outstanding preferred stock (1,254,857 shares) from Miami Venture Capital, Inc. and other unnamed parties. Alan Weintraub is the sole officer and director of Miami Venture Capital. See Vector Holdings Corp. - Is This Spud Half-Baked?

DHX is owned and controlled by Richard Surber. Mr. Surber has been involved with several other companies that trade on the Over The Counter Bulletin Board, including Axia Group, Inc. and Kelly’s Coffee Group, Inc.

Although Vector will continue to employee Weintraub for up to eighteen months, he can no longer serve in an executive capacity. The Company’s new President and Secretary is Gino Carlucci, who presumably will begin the search for a new business.

The Form 8-K does not indicate whether Vector continues to operate The Potato Sack, a stuffed potato booth located in a South Florida mall. In any event, it now appears clear that the stuffed potato business will not become the foundation for Vector’s future operations.

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