DISTRIBUTION/FINANCING Number of Investors As you know the rules vary from state to state but many states and

some federal exemptions allow up to 35 non-accredited investors for some the smore common exeptions from registration. This assumes that the other requirements for teh exemption (state and federal) are also met. In many situations, accredited investors are not counted for the purpose of the cap on investors. Some federal exemptions have limits on non-accrediteds and other federal exemptions do not have such limits. It is also important to note that a number of states count offers as well as sales and so on offeror must keep track of offers. From Brian at All Channel Films: PPV and VOD - titles that strat with A through F perform better! Henry David Thoreau wrote: In the long run, men hit only what they aim at. Therefore...they had better aim at something high. Lianne Halfon, producer, Mr. Mudd Pictures: If you want investors to take your vision seriously, show them you are serious about how you will spend their money. Blogs for market projections: -make an offer contingent on financing -produce followup call - call the agent -be persistent If you take money from foreign investors, you can! You just have to fill out some additional paperwork. Resources to add Ullmer Scale Warshawski Shaking the Money Tree (for docs/grants) Donaldson Clearances and Copyrights The BUSINESS PLAN is NOT a legal document (maybe start with the disclaimer text??) But you should treat is like one. Dont say anything in it that might get you sued! With regards to COMPS, make sure that even when you reference the articles, that you NEVER really know the whole story (HAPPY TEXAS). So make sure you provide DISCLAIMERS when youre listing this data. BIO: Put your MOST IMPORTANT accomplishments first, then work backwards from there. And DONT RESUME PAD - you can get sued for misrepresenting your bio just as quick as misrepresenting numbers or projections. SYNOPSIS: It should have a beginning, middle, and END. Include the end. The idea is to get people to invest in the film, not get them to come see it. So dont leave anything out. Also, I like the idea of including the ANTICIPATED RATING. Drop the F-bomb more than once, youre an R. MANAGE EXPECTATIONS. Investors are about TRUST - they want to believe you today; believe IN you tomorrow. GETTING IN - Your portfolio of relationships is your most important asset. ! The way

into my office is through someone I trust - Credibility by association Dont let passion get in the way of your focus on business Strategic Relationship Plan Who do you need? ! Relationship Bank - Easier to make a withdrawl when youve made a deposit Mantras What can you do for me? vs. What can I do for you? How can you be an asset? Reciprocity is law of nature. Three investments without expecting anything in return. But if nothing comes back? Getting in: ! Referral Sources - trust - who do you know who has access to these sources ! Sweet Spot - they already know how much theyre going to invest. Referalls have a way to filter these things. ! Seven Ms ! Market - opportunity - what will this project do? Comparables? Homework? ! ! product/comps/forecast ! Magic - what is your secret sauce? why you? why now? ! ! minshare/wallet share? pixie dust - why you? ! ! energy/enthusiasm/excitement - need this in the room, need this on the set, this will be your fuel on the days that suck. They DEEPLY believe in what theyre doing. A strong entrepreneur can overpower. ! Management - whos on you team? ! ! always invest in the jockey, not the horse ! ! we like people who have failed - you often learn more in failture than you do in success ! Money - how much do you have in? How much do you need? how much will it make? ! Milestones - what milestones have you hit so far? which ones are coming up? like chess, think two or three moves ahead - deal with a lot of the what ifs ! Marketing - how are you gonna roll this out? distribution? how do elevate it?

! Momentum - positive inertia powerful - gets people excited. what is behind you that makes you unstoppable. what will make the investor feel like they will miss out if they dont participate. Whats your skin in the game? what do you have in it? family and friends in? Why investors are okay not taking everything or evena majority stake - always want to give entrepreneur a tmotives Journey is as imporatnat as the destination, will increase share of ownership with each passing round, which dilutes the entrepreneur, but the investor says: ! A slice of the watermelon is always bigger than th grape. relationships go bad when there is a mismanagement of expectations youre never too old or to young to be a mentor or have one any person/information who is critical to your sucess, find three independent sorces ot verify, validate, and/or void the person/info. Mark Gill/Film Dept: on his article: Ten years ago, it was mediocrity that was punished. Today, being good will get you punished. You must be very good or great to succeed. Dont make it for so much taht recoupment is impossible vs. Dont make it for so little that you dont end up making the movie you want to make. It often has no value unless it works. - Lynette Howell, producer, Half-Nelson Make sure you raise enough money for both PRODUCTION and DISTRIBUTION. DISTRIBUTION The Holy Grail used to be theatrical - when the goal really should be get the film in front of the most people, the broadest audience, in the most effictient way(s) possible Theatrical = Vanity = Inefficient. The Sundance MYTH: Make it for a million, sell it for 5 million Mark Urman: Democratization of filmmkaing is not a good thing. Its akin to everyone being able to drive without a license. So everyone i sgoing places but there are gonig to be many casualities. You should have to have a license to make a film. Make films to be seen. You will not make money.