Goal: Examine options of raising funds under the Securities Act of 1933.

Directions: Assume you are the CFO of Phillips/Grinspoon Tech, presently a 20 person firm producing security products relating to mainframe computers. You have borrowed enough money as possible but you now need to raise equity capital. Assume that:

the company is incorporated in MA;

your CEO is located in MA;

80% of your assets are located in MA;

80% of your revenues are from MA sources; and

all of the investors that you are interested in soliciting are from Massachusetts.

What options would you have to raise money under Securities Act of 1933?

Now, assume that your Phillips/Grinspoon Tech was incorporated in the state of Delaware and the investors that your are interested in offering securities to were from a number of different states. There are 10 prospective investors, 6 of whom are very wealthy and could constitute accredited investors, and four of whom dont quite meet that threshold. All of your investors are sophisticated in business matters generally, but only a couple of them understand the computer industry. What other possibilities are there for raising money under the Securities Act of 1933, and what are the costs and benefits with respect to each one?

Your response should be no more than 1000 thoughtful words.