Trustee: This is the 2004 examination of the principal of the debtor of Airdale Press inc., Case # 97-11346-8P7. The Representative for the debtor is present, with counsel. Mr. Buddy Ford. Mr. Campbell, please raise your right hand -- Do you solemnly swear to tell the truth the whole truth, and nothing but the truth. JC: Yes M'am. Trustee: Please state your full name and position relative to the debtor. JC: James Richard Campbell, Publisher. Trustee: As an Officer, Not an Employee. JC: President. Trustee: Please also state your address, your address not the debtor's address. JC: PO Box 91302, Winter Haven, Florida 33838 Trustee: Ok, Thank You. Alright, what I am attempting to do is pick up where we left off at the 341 although we really didn't get a whole lot accomplished that day, because of the commotion and be stuck between five minute hearings. BF: I understand, I got a Transcription. Trustee: Who transcribed it. BF: My secretary did from the tape. BF: There were some excerpts posted on the internet that from some people that were here, and we knew they were inaccurate because they weren't saying the right things, so we, we've confirmed the inaccuracies. Trustee: Just like a Newspaper, you gotta watch what you read cause it ain't everything true that you read. JC: Shouldn't say that to a Journalist. Trustee: Well, that's the way I feel about it. JC: I agree without you. Trustee: Always Consider the Source - OK Let me first just reconfirm some basic information. The Debtor Corporation was formed in 1990, is that Correct? JC: I believe so. Trustee: That's what I have from the last time. JC: We were a sole proprietorship starting in 88. Trustee: You are the sole shareholder of the corporation? JC: No. There's a couple of shares out, I don't even think it comprises but a couple percent. Trustee: A real minority, otherwise it's just you. JC: Yes. (interruption at door & some unrelated conversation) Trustee: There were some other original shareholders, they're no longer shareholders? JC: Right, they've been bought out. They were bought out some time ago. Trustee: OK. The debtor, according to you, ceased operating Approximately, you have August 26, 1996. It's not approximate, its pretty - JC: Well yeah that's the day that everybody kinda bailed. When half of our staff quit after a series of threats. Trustee: OK. Describe for me what the nature of the debtors business was? JC: Ah, Publishing Aviation Periodicals. Trustee: When you say publishing, what is - give me a description of what a publisher does. JC: The collection of, evaluation, research, documentation, and then dissemination of information, via, in this particular case a printed magazine. Trustee: Then the publisher does not print the magazine? JC: No. This is something called colored web work which requires presses that cost millions of dollars, the only way to make those things work is to run them 24 hours a day. Trustee: So there is an outside printing company that would print out. Is that the Graphtek I believe I saw - ? JC: Yes. Yes (BF: In litigation) JC: Yeah, they're big. BF: They're actually the ones that prompted the filings. Trustee: Ok as a Publisher, how does the company make it's money. JC: Subscriptions, advertising, newsstand sales, and incidentals. Also includes things like T-shirts, hats, just whatever comes out. Occasionally we'd make money off thing like reprints, somebody would like a particular article and goes, hey, you made my airplane look good, I need 5000 copies. What will it cost. WE did a fair amount of business - and we did some graphics contracting, here and there, we didn't have much time for it but we did it anyway, just to keep the advertisers happy. Trustee: Just a minute - When the debtor ceased operating, it had employees. Were you also an employee of the corporation. JC: Yes. Trustee: I do see that you have like a $300,000 priority claim. What is that. What is the source of that JC: Over the course of the almost ten years we operated, I only collected salary I think collectively for less than a year, I think it was four or five months of one year and six or seven months of the next. Based on what I've been paid in the past for the same services - Trustee: You mean by other employers? I wasn't sure what you meant. JC: Right, I worked with Challenge, Time, {unintelligible}, Popular Mechanics, Popular Science, and I know what I get for that. I basically took about half of that, and figured that was a reasonable salary for that time period. Trustee: So that was money you didn't get paid but felt like the debtor owed you for services? JC: It's a reasonable fee for a publisher and editor-in-chief, Especially considering the time, plus the fact actually it's less that than cause one of the main responsibilities for actually very cheap what I did was to test fly airplanes, which got to be real interesting at times. Trustee: Now, the corporation told me how it made its money. According to you, tell me if I'm stating this wrong, your position is that the debtor does not own the magazine. JC: Well, the magazine was started as a sole proprietorship, its a title registered by me personally, and published by me personally, and when we went on the newsstand the thing started - Actually the thing started out as a regional publication, wasn't supposed to go national, I really didn't think we had the financial wherewithal or the horsepower, so to speak, to go national and it did. Um, and enjoyed some pretty good early successes. But I never transferred to ownership to the company, and I had been told that specifically for a number of reasons, liability and so forth and so on. Plus, Well, ah, for the stock that I received I did transfer the receivables that were owed to me personally as, Well, you know a sole proprietorship when we started the company. Trustee: I missed that. You transferred receivables that you? JC: I transferred receivables, I never transferred the title. Trustee: But you transferred receivables tot he corporation. JC: Correct. The corporation needed it, it had to operate on something. Trustee: What did the corporation pay for the magazine? JC: Well, it was under license and that was one of the things I worked out, ah, I would have worked out later had we made any money. We did not. There was a point when we were, and we were too busy to really figure that out, and then, ah, and about the time we got into more and more controversial fare, was about he time we started having problems, actual physical assault, all kinds of interference in business, anonymous letters to advertisers, friends, family, you know, so forth and so on. Trustee: So you're saying that the corporation was making this money by publishing this magazine but it didn't pay anything for the magazine or the rights to publish the magazine?. JC: Well, that would have been part of my salary and other things as Well. I Licensed the title to the company - it was operating with my permission. Trustee: How did, or why did, I should say, in your magazines why did you list the debtor as the owner of the magazine in the Statement of Ownership? JC: It doesn't - if you read it carefully it says, as a matter of fact, if you let me read it off there, Trustee: I'll tell you what I read, then you can tell me what it means. US Aviator is Published monthly and in keeping with scheduled special events. All Contents are copyrighted with all rights reserved and are the property of the Airedale Press. JC: Published Contents. Once a magazine is published it becomes the property of the publisher. No question about it. The company as the wherewithal has taken the expense and so forth and so on and publishes the magazine. Once that magazine is published, using Airedale funds, and so forth, it becomes the property of Airedale. Trustee: And I'd guess recently, you have that same language with Aeromedia? I'm assuming Aeromedia is now the - JC: Aeromedia USA, M'am. Trustee: It's says Aeromedia, Inc. JC: Yeah, that was improperly put in there. Francisco did not understand that you had to put the USA in there. Trustee: So what's the name of the corporation. Tell me the full name of the corporation. JC: Aeromedia, USA, INC. Kurt Keith did all the paperwork on that. Trustee: And it is incorporated in Florida? JC: Correct, and is also operating under license to me. As far as the title goes. Trustee: Operating, ah the corporation? JC: Yes, the corporation doesn't own US Aviator. Still operating it under license. Trustee: OK you are the sole shareholder of the corporation? JC: Right. Trustee: Do you happen to have any copies of your documentation? I've been looking for Aeromedia Inc. in the public records, and I can't find it. JC: It's awfully new. We have it cause matter of fact we're still waiting to get our taxpayer ID number cause we've got this money set aside for 941 and there's no place to send it. Trustee: So you're just now incorporating. JC: Well it had been done a while ago - they played some games with paperwork and Kurt had to call about this and that but it's been done. Trustee: Kurt? JC: Kurt is the accountant. Kurt Keith. But it was done some time ago. For one reason or another we didn't get most of it back until fairly recently. We had some stuff that got mixed up in the mail but he went and found it. Trustee: So despite this statement you're also saying that AEROMEDIA doesn't own the magazine. JC: No. To be very truthful, it's not abnormal from a liability standpoint for publishers not to own magazines. Trustee: So you are the owner of U.S. Aviator? JC: Personally Yes. Trustee: And always have been? JC: Since it started out when I left California in I guess it was 88. Something like that. Trustee: Was Airedale Press Doing Business as U.S. Aviator? JC: I don't understand the question. Trustee: Did you register the fictitious name US Aviator? I'll tell you why, the bank statements say "Airedale Press, dba US Aviator". JC: It was authorized to accept money for US Aviator while it was operating under license, I was told that was the way to do that - I was told that by the banker. and My accountant. Trustee, So you are saying US Aviator Is not a - JC: I'm Sorry, I don't understand the language - Trustee: Did you register a fictitious name? As US Aviator. JC: I don't know that we registered it. Trustee: I'm just asking these questions, I'm not insinuating the answers to the questions. JC: No, my problem is that I don't understand the nuance, and one of the things I've learned is Trustee: Well, I'm concerned you are using a lot of the nuance, so I'm Like what is going - JC & Trustee: {unintelligible} JC: Well I'm just doing what I'm told. I've been reading. There are a lot of publishers resources all over about what to do and what not to do and I've read every thing between heaven and earth about this and that, and one will often disagree with the next one you'll read. Trustee: Sounds like a legal publication, then,. Ok, let me ask you, so we can get straight, the documents. Let me tell you what I haven't been able to find. In those boxes so far. On the bank statements, I have up to I think it was July or August of 96. Going forward I don't have them and according to your schedules the account was open up to the time of filing, just a minimal balance though. JC: Well, we're having a tough time finding the rest of this. We had dug all that up for the IRS when we went in to make arrangements to see what we were going to do about the 941s, and I don't know that we got it all back but Mrs Brandt was the one that we dealt with, we dropped all that on her desk and I don't know that we got it back. So you have through June of 96. Trustee: Actually I'm thinking its through July of 96. So it this last year. BF: If we have to, I guess we'll order those from the bank. JC: Because at that point all we were pretty much doing was paying bills or trying to. Despite what was asserted there wasn't a whole lot coming in. Trustee: What I'll do, I'll narrow down a refined list if I need anything. This may be in those boxes, I couldn't find it, you may know a file name or something, your list of subscribers when you ceased operating. JC: Ma'm I have not provided that. That doesn't even, that is one thing to be held under the UCC filing by a bank and that is what I am paying for personally as Well, as that has not been provided and I've confirmed that with Mr Ford. Trustee: Mr. Ford Will you explain, I'm not sure what he's saying about the UCC filing. Collateral on a Loan? BF: I think what he is saying is that the first thing, to my understanding, is that Airedale Press, inc. does not have a proprietary interest in the subscribers. They basically were licensed to do certain things on behalf of Mr. Campbells ownership of the magazine so the subscribers are not property of the estate, not property of Airedale Press Inc. If they were, they would be secured and would be property, collateral to Citrus and Chemical Bank, because it says equipment, aircraft, and accessions, - contracts, etc. my understanding is the position that we will propound will be that they are not property of the debtor estate. Trustee: Who owns them? Is that again you personally? JC: Yeah, I do, Certainly it would be now. Cause I Guaranteed that bank loan personally, and am paying on it personally. Trustee: So you provided that list as part of your collateral on the loan? JC: Well, it's one of the things that's attached under that filing. Actually, from what I can see, they attach everything. Trustee: Well, the actually I'm not sure, if its a UCC filing, that would be public record, JC: There it is. BF: No the actual list. She's talking about - Trustee: No, I mean the actual list. JC: I would never, ever let that list be out publicly Trustee: Because it has value? JC: Well, not that it has much value right now, but whenever one of our readers has been identified as a reader they've been harassed and terrorized by persons adverse to our interests. And we're very concerned - Trustee: Have you ever sold the names on your list JC: I never have. I made that commitment to my readers and stayed with it. I've never sold a list. Trustee: Did you ever buy names for a mailing list. JC: No. Trustee, How do you get you subscribers? JC: Off of newsstand, word of mouth, we do at some point intend to go looking at that but to be very truthful, the thing we've been doing was to work on the product let it try to sell itself. The fact is that it's on the newsstand somebody sees it, they buy it they clip the coupon mail it in and they're a subscriber. And word of mouth, that's always worked extremely Well. Trustee: So you wouldn't go to one of the other nationally known - JC: They would never give it to me. Trustee: Not for Free. JC: No no, they wouldn't sell it to me. No one in their right mind would - .under any circumstances. Trustee: Advertising contracts, I am assuming, Well you did say that was a source of income. JC: Keep in mind that some of those are no longer valid. Well first of all. Whatever we did thereafter we either renewed placed new contracts with as Aeromedia, More important, a lot of those contracts were interfered with were dispensed with after Mr. Pucillo sent out faxes and letters to each of the advertisers making a number of claims which I do not believe are totally based in fact. But a lot of them, created some severe problems including some cancellation of some large ones. As a matter of fact one of the largest contracts in there bailed after dealing with Mr. Pucillo. Trustee: So the people that were advertising with US Aviator, when they were being published by the debtor some of those same people are still advertising and some are not. JC: Some are, but those have all be arrangements made separately, and a matter of fact, I had, in the past, let somebody else handle the advertising, not with a much smaller and tighter operation I have been handling it myself, and while it's a lot of work, what it has done is allow me to be more in touch with some of these people. We've done surprisingly Well, under the circumstances but only through the personal approach. Trustee: You obviously, because you attached to the schedules, had people that owed you money for advertising contracts when you ceased operating. Have you tried to collect any of those moneys? JC: An incredible amount of money. We have tried Oh, we tried desperately. Trustee: Since you've ceased JC: Well, no, up until to a point before the filing we had just gotten to a point of giving up, each people who - the big ones that just decided they weren't they weren't going to pay their bills, had been contacted anonymously or by persons claiming to be various folks claiming various things, Well, just anything they could do to screw us up. We had a lot of anonymous mailings that went out some of my advertisers were deliberately threatened, Dick Wagner was threatened, Avid Aircraft was threatened, As a matter of fact this was from a fellow that had decked me at an airshow a couple of years ago after defrauding a number of people of several hundred thousand dollars. He's got a criminal record do they are pretty concerned about the guy. But these people were interfered with every way they could and unfortunately with a few of them it was an excuse not to pay their bill. Trustee: And so you just kind of wrote em off. JC: Well, we didn't write em off. we kept trying. Trustee: Are those people listed in here, that you are referring to? JC: Everything there is there. Period. That's every dollar. this is silly. The sad part is, if you add up all the dollars we were profitable, if we could collect it, but the outside interference and the outside terrorism made it impossible to do business under those circumstances. Trustee: Of any of the people that owed the debtor money, are any of them active advertisers in Aeromedia now? JC: No. Trustee: They are all new advertisers? JC: I wouldn't let on anybody to advertise that wasn't paying their bills. WE carried a few folks for a while, you know, gimme me a break, gimmee a hand kind of thing, then all of a sudden they get these anonymous letters saying hey, you don't have to pay your bills cause of this thing, or did you know that Jim Campbell simultaneously worked for the CIA and the KGB - honest this stuff really went in the mail and so forth and so on, so you shouldn't pay your bills, or in the case of Mr. Brady calling various people and threatening them, or Richard Reilly's interference with various other people - it got pretty extensive. Trustee: When was the last issue published by US Aviator. JC: Oct. 1996 Calendar Date. and you have copies of it, because we only actually have two physical copies in our possession we're required to have those for postal auditing purposes. Trustee: Is that the August, Sept 97 JC: No no. Trustee: I don't have a copy, oh, is that what you have photocopied, oh I did see that. JC: We literally only have two copies. The Last printer we had had made some pretty severe errors with the last two issues, one was incomplete mailings, and the other was sending the September issue the day after they sent to OCTOBER issue. And as a result we had a number of complaints, we had to fill a number of subscriber requests for magazines, and it finally got down toe the point where we had two left & we had to keep those. Trustee: And this I asked for last time and I still haven't gotten, the address of the storage facility containing your equipment and supplies. JC: That's been submitted. Trustee: Where is it? JC: Mr Ford. BF: Didn't that go over to you? I thought that went over to you? Trustee: No I don't have that. JC: Keep in mind that storage facility contains a number of items that are not Airedale. Trustee: Ok, who else is in there. Whose stuff is in there. JC: My stuff personally, and some stuff owned by my book company. Trustee: What Kind of Stuff does it have that does belong to Airedale. JC: Um, A good question. Some back issues, there's an old Well not old, but a PMT Camera, something that you shoot a composite image with, for our purposes, shoot film, or shoot it though a screen to give it the screen image that's required of r graphics publishing, Um, probably some old tables and chairs and stuff like that. Trustee: It's not the equipment that is secured by Citrus and Chemical. JC: No. Trustee: OK JC: to be very truthful, I don't know if there is anything that isn't secure but this is of negligible value. BF: It probably would be secured, under their blanket lien, Trustee: Probably BF: So you're welcome to take it, I guess, Trustee: I don't necessarily want it, I'm just inquiring here, What's happened with the equipment that CITRUS and CHEMICAL has a security interest in. JC: It's, well, it's still where it is. Trustee: Are you using it. JC: No. To be very truthful, It's going to be sold to satisfy part of the loan, One, it's out of date. Two the way the technology in the printing industry has progresses, it make no sense doing it the way we used to do it, going direct to film is no longer an acceptable solution when you can have the printer going direct to plate through PDF profiling, and we've got a pretty considerable bank loan that need to be paid off on this. Trustee: Did you already? JC: I haven't sold anything yet. I haven't moved a thing. Trustee: Are you personally liable in this? JC: Correct. Trustee: Because my point was, why wouldn't you just give it back to them? Trustee: That was something else, I think you gave me some loan information from Citrus and Chemical. Not the loan documents. Just some Statements showing what the loans were. I really had asked you for financial statements for yourself and for Airedale Press. Were those ever submitted to? JC: I've never been asked for a financial statement. Trustee: Yeah, It was in a letter that Citrus wrote to you, I don't know if you responded to it or not. JC: Well I asked Kurt about financial statements, he said he hadn't done any financial statements, all he had were tax returns. Those are what's submitted, that's the last time I talked to Kurt about that. But I haven't done a financial statement, per se, because, first of all, it's a joke, I don't take much out of the company, I've been trying to keep this thing alive, BF: I thin the question was, the way I understood it, has there been any financial statements for Airedale Press, the debtor, been given to the bank within the past two years. Trustee: I was also asking personally because I guess you had personally guaranteed. This is what it boils down to, what my question was getting to. JC: I don't Know. We've been working with them for ten years, and its gotten to be fairly informal, they're aware that no matter what I'm not gonna leave em hanging, Trustee: All I need is the financial statements that you did personally. With Airedale. JC: Look, the only thing I've got is tax returns. I'm sure they've seen our receivables statement, and our payables statement and other things of that nature. Our receivables statement is very impressive if you don't look at the aging factor. Then it's not so impressive. Trustee: Did you enter into any contract to sell the debtor or any of its assets within the last two years? JC: We investigated that. To be very truthful, we had two people talk to us, one who turned out to be quite disingenuous, Trustee: You mean they weren't really interested in buying? JC: Well, I don't know what their true intentions were, All I know is that they got to a point where everybody though they had an agreement and then nobody did what they said they were supposed to do, and two months later I get copies of letters to the United States Postal inspector claiming that we'd fired all of our employees, that we had no intention of ever publishing a magazine again, that I've sold all of my assets that I've told everybody that all I'm going to do is collect subscriptions for magazines that I have no intention to produce but that's so I don't know what's happening. Trustee: The Question Was JC: I don't know, I think I was dealing with a nut. I don't know what his intentions were. And to be very truthful - Trustee: Were there signed contracts, or not? JC: I don't know how to answer that. Trustee: Are we talking about one , or more than one. JC: We got to a pretty strong talking phase at the time, The only reason I was willing to entertain that was to see if taking the magazine and its associated harassment out of my life was something that would have aided in trying to save my marriage, and that wasn't going to happen, or it did not, anyway, but we found out that the persons we were negotiating with were not dealing in good faith at all. Not the slightest. As a matter of fact, I'm not sure one of them is even in his right mind. Trustee: And what were the, from your perspective, obviously there was a difference of opinion, but from your perspective what was being sold and for how much? JC: It was a lot of different things. It was equipment, it was title - Trustee: I didn't hear the second thing JC: Title. Trustee: Title to? JC: Title to publish, rights and so forth to previously published materials, the rights to use various things, there was a non- compete which was pretty strong, and then my services, and so forth and so on in getting the thing set up. %these people had no idea what they were getting into, that became obvious into it, and on top of it, it became pretty obvious to me they were not dealing in good faith. Trustee: What were the financial terms that you were - JC: Ma'm, with all due respect, they were all over. That was one of the things that got pretty weird - it started one place, and it kept getting lower and lower and lower Trustee: Well, I understand there were negotiations and such, but JC: No, we had stuff where he would put stuff in writing and it would change the next day. About facts, I don't know. It was all very crazy and it got to the point where the attorney who was dealing with us said, this guys a nut - a direct quote. Trustee: How much were you asking for the business? or whatever the items were you were selling. JC: All the items and so forth, depending on what the deal of the day was, somewhere between 155 and 200. and to be very truthful there were a lot of other things that went beyond that, and went back and forth, but it also would have required a pretty strong participation on my part. and something that was very obvious was one, there was no way this person had the expertise to do it, and two this person was not dealing in good faith, and three, I can't deal with a space cadet. Trustee: Ok, one of the items that you mention you were selling, besides equipment, although from what I understand there really wasn't much equipment, was the rights to publish. Would you describe that, what do you mean, the right to publish US Aviator, or other magazines. JC: Well, that's another thing that would be sold under the circumstances. Trustee: Why would JC, Well, my biggest concern was that my readers get a magazine. Well, I had two competing concerns, one I was desperately trying to save a marriage that was really not doing Well, my wife had been threatened continuously for quite some time and it was not having a good effect, and two, I have these incredible thousands of people who really believe in who I am and what I do and the attitude of the magazine, I think we've been uniquely identified with that title and that group. I wanted to make sure they were taken care of, that they got what they paid for. and as a matter of fact, the reason Aeromedia was set up was because three things became obvious, one that anybody I talked to would not have published the US Aviator these people had bought, two, once I got over the emotional trauma of what had happened to my marriage and other aspects of my personal life that this is what I do, what I'm proud of, and there's is a need for it so I went on and did it, and three, was just the overall sense of obligation, this has gotta be done. Trustee: After Airdale Press ceased operating on August 26, 1996, did Airedale receive any more income?. JC: There was some subscription income, there were some bills paid to us, we also sold books through there, but money went to Kindred, a different company. Kindred paid for its ads in the magazine. Trustee: And the income and expenses that were paid for Airedale, after they cease operating, they went through Citrus and CHEMICAL Bank so that should show up in those statement? JC: Correct. What I did, I paid things like the Office Depot bill and the phone bill, and the people who were trying to keep it going at the time while we figured out what the hell we were going to do. Trustee: Were any funds transferred to Kindred from Airedale? JC: Only for books that were sold when people called in. Trustee: Kindred was publishing the book? Refresh my memory. Kindred was you and your wife? JC: Yes. Trustee: Corporation? JC: Well actually, it was my wife, period. Airedale was mine, Kindred was hers, sometime after she left, we got a note that basically gave up all rights in Kindred, it was actually sent to a friend of mine who is a lawyer in Bartow, and was subsequently sent to me. Trustee: Kindred still operates, or not? JC: Kindred still operates. Trustee: And it just publishes the book? JC: Well, actually, I should rephrase that. Kindred was a Missouri corporation when Vicki Owned it, we're moving it to a Florida corporation, just because it makes no sense having a Missouri corporation n Florida, it was a Missouri corporation because Vicki's father had business interests and people that she knew and could count on to handle arrangements. Trustee: So now you are the only owner of Kindred Press. Kindred Spirit press. JC: Mm Mm. Trustee: Did Kindred Spirit ever publish US Aviator, or just, I think your told me one time, sportplane something. JC: Just Sportplane. Its getting ready to do a couple of other things, though. Kindred at various times loaned a lot of money to Airedale, that's never been paid back. Well, I shouldn't say all, but it's a lot of money. Kindred kept Airedale alive for a fair amount of time during the worst part of the attacks when our advertisers were getting clobbered and we weren't getting the money from the advertisers. Trustee: Airedale owed Kindred? JC: Big Time. Trustee: Are they one of the creditors here? JC: Ahh, I sent all the paperwork. I don't know where it is. BF: I think they are, yeah. JC: Its pretty significant. Matter of fact, to be truthful, the only times that Kindred got what it was owed was when books came in directly and it would just go over there, as a matter of fact, If you add it all up, well, it'd be considerable what Airedale owes Kindred. Trustee: When Airedale ceased operating in August, when was the next magazine published and by who? JC: It wasn't. Trustee: US Aviator was being published again? JC: Not at that point. There was no staff to do it with. Trustee: Well, that's what I'm asking you. I know there was a gap, possibly, but then there was a later edition of US Aviator. JC: Yeah, but that did not occur until August of this Year. Trustee: August of 97. So for a year, US Aviator wasn't published. BF: I think that's {unintelligible} a good point, that during this hiatus there was never really any transfer of funds from one to this new entity, and Mr. Campbell was just trying to figure out Well, should I try to publish or should I let it all die, should I go forward? JC: To be very truthful, Kindred paid the bills to move, paid the bills to do phones, paid the bills for a lot of things. BF: There was no consideration, for a corporate standpoint, if you want to take it a set further, what was the value of, in, say July 97 of Airedale Press inc? I think that's the key, I think I know where you're coming from, as of this prior time to the time of the new publication, what was the value of Airedale Press, Inc. And I think that's is answered by Mr. Keith as Zero. Trustee: Well what do you have from Keith. BF: Its just basically CPA says the book value of Airedale Press Inc. Trustee: I haven't seen what your referring to. BF: No no, just we're talking to and referring to the CPA. Trustee: Let me recap to make sure I understand. Airedale was pretty much dormant from August 26, 96, JC: As a publishing enterprise, yes. We were, ah, to be very truthful, I spent about three months as a total zombie, because of what happened with my wife, I mean I waited 38 years to get married, a late bloomer here, and when she left, we know there were problems and she was dealing with a lot of stress from this, from the harassment, from some other aspects of her personal - BF: I would rather you not get into that, the rambling, because I know that's important to you but just try to answer the questions. JC: OK, we were trying to decide what to do, and the over a per of time it became obvious that one, there was a very strong desire, there was seven thousand and some odd letters from readers saying hey, we believe in who you are and what you do and so forth and go get em, and on top of that it became obvious that we were the only ones that really could do what we had been doing or wanted to do what we had been doing the way we had sold it to our readers. It took a fair amount of time to get our ducks in a row, and move. We stripped down to the brass tacks. I mean I work with three people where I used to work with a dozen. Yes, its bi monthly, but boy, it's a tough schedule. Trustee: What was your circulation, would you estimate, when Airedale ceased operating. JC: Somewhere in the thirties. Trustee: Does that, because I'm not familiar with the publishing industry, does that include your newsstand and subscription - JC: That {unintelligible} is an average. Keep in mind that not everything that you send out actually gets sold. You have a percentage of newsstand, and so forth. {noise} Sorry about that. I know your looking at this from one side and I'm looking at it as something totally different. Trustee: On your IRS debts that you have listed on your schedules, are those 941 taxes? JC: Yes. Income taxes we are very clear on, 941s the last couple which were signed for with the exception of one because she had left a couple of days before signing, were all done by my wife and the business manager, and for some the funds were not properly deposited or deposited at all, worse, the appropriate paperwork filings were made 15 days late, and we don't know why. I believe I'll have to get a word in with my wife to find out about that, and I find out about that in the middle of this month. Of course there's a fair amount of that I'm on the hook for personally and I'm struggling to pay those. AS we speak. Trustee: Are those your Responsible Person type taxes. JC: Well, yes it would have been me and my wife but I have taken it upon myself personally - I don't want to bother Vicki any more. Or at all. They hadn't up to that time. They indicated they could and I asked them not to. Trustee: Where did - a lot of your creditors are listed at a dollar? JC: Well, to be very truthful, its a computer printout. We're finding a lot of those aren't even valid. They were there, and I don't understand that much about the accounting program - I just did a quick run and there's some stuff on there that quite frankly, isn't even real. I've looked at a few of them after the fact and go, wait a second. You know I've gotten some data back from Mr. Ford, saying heres an Amoco statement, and I said, hey wait a second, that's me personally, and more important, that's paid off. For instance, our phone bill, is a mess. I got into a real interesting conflict about phone bill but it was paid. Unfortunately they also got one of the notices so that created some problems. And there are some items of there that show debts when they're paid off, but the computer records were not taken care of in a timely manner. I'm finding out that our last office manager was a bit behind. Trustee: So these were payables that you had on your computer records but that you did not owe them anything at the time - JC: It is Quickbooks, we just did a dump it just show that at some time this is somebody we paid money to. But it was better to include them in there than having to pay to include them afterwards Trustee: This was the Graphtec, now that's the lawsuit? JC: Yes, Its drastically inflated. That amount is not correct. Trustee: Oh, you dispute what they are saying you owe. JC: Yes. Trustee: is that a personal liability too, or is that strictly corporate. JC: Corporate. Matter of fact, they did damage to us as Well. That is a potential item for contention. Trustee: You have three or four potential lawsuits - try to give me a little description, I don't need to know all the details, just let me know what - not all the factual history behind it but the basis of the lawsuit - You know where you have possible lawsuit against Chuck Slucarzyk ,and CGS Aviation - JC: These were he people who conducted the harassment and disinformation campaign, pretty strongly. one of these people actually assaulted, one of these - Trustee: Ok. What are you suing them for, or what do you think you could sue them for. JC: Oh Gosh, they're the ones who were sending out thing to my advertisers, they were the people who were interfering with the corporation publishing things to the internet that were not true. Trustee: So, some kind of business interference? BF: Tortuous interferences. JC: It's pretty extraordinary, and in one particular case it's unbelievable. Trustee: What about Happy Miles, AKA John Anthony Mihalo JC: Yes, very definitely. As a matter of fact, Mr. Mihalo is - Trustee: What type of lawsuit, though? JC: Harassment, oh gosh. If Threatening to kill you and your advertisers is good enough. Mr. Mihalo has his own problems though. Trustee: What about R.B Brady and {unintelligible} JC: Same person, same thing. Trustee: Are these all arising out of these same acts that you JC: These are manufacturers who we did stories on saying look, something is wrong, or somebody got killed, or they've taken money and not delivered, and these people decided that rather than dealing with us otherwise it was better to threaten, harass, and intimidate. Trustee: What about Richard Riley? JC: Same Thing. They have this little club of theirs, its really very intriguing. Three is gonna be a pretty strong civil litigation here shortly. Trustee: Do you have personal claims against them? JC: Personal and professional claims, yes. Trustee: Keep in mind these aren't yours anymore - JC: The Airedale part, yes. But they're going to be some pretty strong personal claims. Getting decked I think is a pretty strong personal aspect. BF: Who is your attorney again. JC: Robert Clater. There may be some additional representation help us out with that, we've had some people come forward. Trustee: The attorney for these suits? JC: Personal. Trustee: There are no suits filed here, is that right. JC: Not at this point. BF: This attorney is investigating and determining whether or not the claims have merit, and when he has determined that we'll determine what value they have, if any. Trustee: What was his name again. JC: Robert Clater. Trustee: And he is located where? JC: Ah, in Florida. I thin Palm Beach. ah 561 686 9900 Palm Beach International Airport, West Palm Beach, Fl. Trustee: What is the status of the Graphtek lawsuit? Where was it. What point was it to. JC: Well, we've never actually been properly served. It showed up on my doorstep, actually showed up on my neighbor's doorstep, apparently. Trustee: But it was filed, and that's the case number for it apparently. you weren't served? JC: The jurisdiction wouldn't be Illinois anyway, because we had no contracts with them and they pursued us in FLORIDA, it would have to be down here if it actually was to be pursued. Trustee: See, you're getting into that legal stuff you don't know anything about. JC: Ma'm I repeat what I've been told. Trustee: OK how about giving me a couple of minutes to regroup here. Trustee: We are back on the record in the Airedale Press 2004. Did the Debtor ever own any vehicles, automobiles, or JC: No. Well actually, pardon me, let me correct that. We did, and they have been sold. there was a gyroplane, about two years ago, a little kit machine, we flew around a little bit and sold and those assets were put immediately into paying bills. And there was a ultralight quite some time ago , ah, let me see, that was a long time ago, BF: I noticed on the note, it said equipment and aircraft JC: Whatever we had we sold and it went into paying bills. BF: Did they release the lien, Citrus and Chemical? JC: Mike knew what we did with it. And the money went into paying bills so there wasn't any problem as long as he had sufficient assets to cover and I was personally responsible. Trustee: And this was sold like two years ago? JC: The Gyroplane was a bout two years ago. Trustee: What was the other plane, was it a kitplane? JC: An ultralight. It was a long time ago. Trustee: Did the debtor ever own a Mooney? A Mooney Airplane? JC: No. Trustee: Did you own one? JC: I did. Trustee: Must be where that's coming from. Do you still own it? JC: No. Trustee: Recently sold, or it's been a while or what? JC: It's been several months. Its been on the {unintelligible} for quite some time, and really wasn't that interested in selling it but it got to a point where it made no sense having it and we needed it to get Aeromedia going. Trustee: And it was title in your name? JC: Yes. Trustee: Did the debtor pay any of the expenses of upkeep or reconditioning or anything like that? JC: Well, like it would pay for a plane ticket. A Lot of the places I went weren't served by the airlines, and at the same time, when you are going a thousand miles, you are going one way one stop whereas I can make five or six or seven. It was an effective tool at the time. It was used as a platform at times for us to demonstrate equipment, test equipment, procedures, photography, things of that nature. IT got used pretty Well. Trustee: So it was used by the debtor but not owned by the debtor. JC: Correct. Trustee: In turn the debtor paid expenses of operating and upkeep. JC: Uh huhh, some not all. BF: What'd you sell it for. JC: That's personal. I'm sure Pucillo is gonna get a hold of this and I really don't want that. That's a personal item. I'll go off the record on it, but I just, the less Tony gets his hands on the better. Trustee: I get the impression from all - I don't even know if I should bother. This bankruptcy, OK - You filed this bankruptcy. I didn't bring you in here. And in order to accomplish what you have been wanting to accomplish by filing this bankruptcy, you had to jump through certain hoops. The problem is, I feel like in a lot of situations, you've been holding up on things, or taking us to a 2004 when we may have been able to accomplish this in two 341 meetings. So of course, I'm a little alerted by the fact you seem standoffish about answering questions or providing documents so I have to, in order to fulfill my obligation as a trustee, consider whether or not there are any assets in this corporation that you are saying defunct and no longer operating, and so that's why I'm pursuing questions, so I don't like you to think that this was a group effort after you Mr. Campbell personally, because this is actually about this debtor. Now, along with that, if you have caused this debtor to transfer out assets that we believe actually belonged to the debtor, then we're going to question into that, and that is the root of all these questions. It is not to get to you or to make your life a pure hell or any of those things. JC: I understand that. Trustee: So I don't want you to think I'm going out of my way to - If they are, I'm sorry and maybe that's something you should have though of when you filed the bankruptcy. I mean, I'm not sure why you filed the bankruptcy. And if you have a completely separate business now, I mean you're not describing any personal debts, all you're doing is cleaning up an old corporation that's no longer. JC: I understand. There had to be a resolution to a number of items. There are potential assets that could go to paying thee bills. These people are due things, and the only way to protect them under the circumstances was this, cause if this kept up, if Airedale wasn't bankrupt, Tony Pucillo would be suing it. Trustee: So what difference would it make, if anybody sued Airedale? JC: Because Tony Pucillo, in my opinion, is not due a damn cent, pardon my French, whereas there are other people here who are, and if there is gonna be anything out of here for those people, my understanding is that it has to go through this process. I don't like being here. I mean, bankruptcy is a really bad word. No offence to you. Trustee: Well let me ask you this. If you had to sum up this whole corporation, what assets do you think the corporation has? JC: Me. Trustee: But it doesn't own you. JC: I understand that. BF: Receivables. JC: I know that sounds egotistical, but as far as US Aviator goes, that was me. Now as far as what Airedale owns at this point, the receivables that are out there, and we believe that those receivables should go to paying the bills. Frankly, I guess the bank could go after that, but since I'm guaranteeing it I have no problem - BF: If I could interject something on the record, the analysis you made was exactly why we did not go into the Chapter 11, as opposed to doing Chapter 7. It was because the only assets that we perceived to be there was the question of the of the collection of the receivables, which would go towards paying a portion of the debt, although I don't think it would come close to paying all of the debt, so there is really no effective reorganization that we could have done in A Chapter 11. One of the reasons we did the 7 is to try to put a finality, to put a closer to the corporation because he was afraid that some of the creditors as he mentioned was going to continue to pursue and continue to litigate. He had no money to litigate. And then what happens, they get judgements, they set you down every so often for a depositions and dates of execution and it's just a continuing process so we felt like this would be a way to put a closer to it, and if the Trustee can pursue the receivables and build the estate, then that was the purpose of the Chapter 7. We will assist in every effort to try to collect on the receivables. JC: That's exactly what our first conversation was about, because I went in for 11 and this is what he indicated based on the information that we gave him. Trustee: Now, just so you know where I'm coming from, and the creditors are coming from, they want to know that this corporation if it owned any assets, and they went anywhere, they want them back, into this state, to try to liquidate them. And that's what this whole case - and I'll tell you what it boils down to. It boils down to a legal issue as to whether Airedale owned US Aviator or not. Your position is that it doesn't, My position is, I don't know yet. That's why I'm asking these questions. JC: US Aviator was operated as a sole proprietorship, and there has been no transfer. Nor have I been told, should there be. and in fact with Aeromedia, same thing has occurred, and that goes for a number of reasons. One of the biggest is the concept of liability. Trustee: Is there anything that you can think of, that's in black and white, that will justify or support your position that you own it personally, and that's why I was asking for like, the personal financial statement, to the bank, that would have showed up on your side, not on Airedales side. JC: Its very possible that at some point, and I don't know, that under personal assets, that that has been listed. Trustee: What about on your prior year tax return. Would it have shown up in there for any reason? JC: Not that I know of, because at this point it hasn't earned anything. I do what I do because it's because it's what I love to do - it hasn't made me a whole lot of money. Trustee: I can understand that, I'm not trying to beat you out of your last dime. JC: You'd have to stand in a long line at this point. But I believe in what I do and this is what I do in my world, anyway. But the problem here is that, uh, I've just been following directions and following guidance from a number of sources all along - Airedale, if its receivables can be collected, can pay every bill, even the disputed stuff, Well I shouldn't say that, leaving mine aside and Kindred aside for the time being. Can pay it off easily, probably 2:1. The problem we have is to try and collect those debts. BF: When you look at the aging, we didn't think a Chapter 11 was - Trustee: Yeah, Let me ask you this. JC: We had good contracts, Trustee: And I saw where you had files and files of collection files where you had engaged with collection agencies. Did you ever file any small claims or lawsuits against anyone. JC: Oh gosh, We won every single one of them. As a matter of fact, it's interesting, in one of the early harassment cases, we won a judgement there too, everything was fine. Never collected anything, Well I shouldn't say nothing, but we collected about $5700 out of so many tens of thousands. Trustee: When you say we, who are you talking about, Yourself or Airedale, different hats. JC: That's the editorial we. Just the magazine. Trustee: No I'm serious. Who sued. Did Airedale sue? JC: Airedale sued. Airedale sued in that particular case. I had a personal claim as well because my personal life was getting pretty well messed up but, well, one thing at a time. And quite frankly, from a journalistic standpoint we try to separate our personal lives from our professional, and try not to be part of the story and unfortunately I am the story in a lot of this. Trustee: Just keep in mind that my inquires are centered around the debtor, and I'm not denying that there aren't people out there that don't like you. I know that. I'm just saying, that's not what's driving me, I have the obligation to thoroughly investigate the financial affairs of the debtor. And you can see, as a reasonable person, why I would be asking these questions. JC: Well the thing that probably needs to be put to rest fairly quickly, I talking to Mrs Brandt {who?} Mrs. Brandt an IRS - I haven't made a whole lot of money out of this and as a matter of fact only drew salary for part of two years, and in fact, when I was working for other people I made very good money, that was the better part of ten years ago. I'm on a personal crusade for my part of aviation, trying to keep people from getting cheated and killed and hurt and so forth. It does not pay well right now. It could, some day, the magazine has the capacity to do well, and we'll do well when we put the harassment and the terrorism behind us. And unfortunately, we hoped it was going to go away and it hasn't and that's why we got serious with legal this year. BF: One of the biggest issues looking at is can a purchaser come in and buy this stuff, all rights that the Trustee owns, and what would they buy. JC: Well, I'll tell you what, and call it what you will, arrogance, egotism, whatever, I've got seven or eight thousand letters previous to the August September issue and another four thousand letters since from people who want me to keep writing US Aviator, to keep doing what I've been doing, and the fact of the matter is, and the one thing I've continued to be very clear on once I got over my emotional trauma, is that US Aviator is uniquely me right now. It's not impossible that somebody couldn't come in over a course of years, and do what we've been doing, but nobody could walk in and do this, and I have had people who have talked to me about this publication, and the only way its worth anything to anybody else is with me with it. Trustee: Are you the major contributor, as far as articles and things of that sort. JC: Oh yes. I'm the only one that's qualified to 90% of the test work out there. I'm the only one foolish enough to fly some of this stuff, and more important, the requisite sum of knowledge of what I've done over the years - the book we just did, for instance, there is nothing like it in the entire world. Nobody has flown as many different types of aircraft on this planet besides me. My own little area. Call Chuck Yeager, he'll tell ya. He's no where near that many. BF: Its also my understanding {unintelligible} aware that Airedale press in not associated with the new entity, I think one of the last employees is gone, right. Trustee: I'm not sure what you mean. There are no employees from Airedale - JC: The last one was called a couple of weeks ago, and told I had missed a bunch of hearings, there was a warrant out for my arrest, and I had skipped town. And that you could read it all on the internet right now. Trustee: You guys should quit reading that stuff. JC: Bob Clater reads it for me and tells me what's going on. It's getting crazy. It's getting totally out of hand. Trustee: If I could get from you, about the only thing I'd like to see, are these statements. I have the 95 tax return, there was no 96 tax return. JC: There would have to be one, Well wait a second, I forget, (unintelligible due to papers shuffling) JC: Kirk has everything, and he has worked up a number of things at various times. refer to him and he can tell you what you need to know. BF: The 95 return was closing out August 96. Trustee: Oh it is a fiscal year. JC: From August on all we did was pay bills, and keep a couple of people around to answer phones and sell subscriptions, and yes, we sold subs because we had an intent to publish. And paid our bills, phones, office depot, what we could at Staples, things of that nature. There was a lot of book sales that came in, and uh, US Aviator would get the money on that, and the it would be transferred. BF: I don't think there is a question on that. Trustee: But I do have one more. Does the debtor have any credit cards that should not be in use right now? JC: No. Trustee: You had some personal cards. Trustee: But the company had no credit cards. JC: Well there was a Staples card. Somehow the credit line went from $1500 to $5000 and our office manager ran that to the limit, I don't know how that happened. Trustee: Do you have the card? JC: It entirely possible. That Makes perfect sense. Trustee: Anything that belongs to the debtor I want you to get rid of right now. JC: We had some things a long time ago and they've changed names and this that and the other thing over a period of time. Trustee: Are you still using the Airedale press name for anything. JC: No. Trustee: I did find, I got a copy of something. JC: Well, its on old paperwork, but we cross that out. To be very truthful, we're trying to save some money on a lot of that stuff. Trustee: So you are using old stationary, and stuff like that. But you're not representing yourself as Airedale? JC: Well, even that, most of it is just US Aviator, in fact if you look at advertising contracts, with the exception of one, all of them have just said US Aviator. Trustee: At this time I have no further questions, I'm going to conclude this 2004 exam.