Receiver Report, October 11, 2001

Schoeppl Law, P.A.
4651 North Federal Highway,
Boca Raton, Florida 33431-5133

TELEPHONE: (561) 394-8301
FACSIMILE: (561) 394-3121


October 11, 2001

Via United States Mail

Re: Securities and Exchange Commission v. Steven R. Schaeffer, AMPG, Inc., American Capital & Equity Corporation, Defendants, and Asset Management & Planning Group, Inc., Bristol Insurance Group, Inc., Steven R. Schaefer & Associates, Inc., Parallex Industries, Inc. and United States Cryobanks of Florida, Inc., Relief Defendants(Case No. 98-343-CIV-ORL-22A (M.D. Fla.))

Dear Investor or Creditor:

As you are aware, I was appointed by the United States District Court for the Middle District of Florida (the "Court") to act as the Receiver for Defendants AMPG, Inc. and American Capital & Equity Corporation ("ACEC") and Relief Defendants Asset Management & Planning Group, Inc. ("Asset Management"), Bristol Insurance Group, Inc. ("Bristol"), and Steven R. Schaefer & Associates, Inc. ("Schaefer & Associates") (collectively, the "Receivership Estate") in the above-referenced case. While I have been in contact with most investors personally or through their counsel, I felt it important to update you on the status of the Receivership Estate as we are approaching winding down the affairs of the same with a view towards making a distribution to aggrieved investors and creditors.

(a) Ohio Key I, Inc. ("Ohio Key") - Approximately $1 million was invested by eleven investors/mortgagees (the "Ohio Key Investors") in promissory notes offered and sold by ACEC in 1997. In late 1998, the Receiver collected proceeds from the sale of certain real property related to the Ohio Key Investors' investment and placed those funds into escrow and eventually disbursed approximately One Million Dollars ($1,000,000.00) in sale proceeds to the Ohio Key Investors. The disbursement to the Ohio Key Investors has resulted in a recovery in full for them on their principal amount of their investments. In addition, after further investigation by the Receiver in 1999, it was determined that a portion of the notes held in ACEC's name in connection with the overall loan program had been sold to several clients of Asset Management in early 1997, a change in ownership which was never reflected on the original promissory note. Thus, the Receiver sought and received Court authorization to disburse an additional $71,636.00 to the Ohio Key Investors.

(b) United States Cryobanks of Florida, Inc. ("Cryobanks") - Prior to the establishment of the Receivership Estate, Cryobanks had an outstanding financial obligation to repay ACEC $650,000.00, plus 10% interest (the "Cryobanks Loan"). In October 1998, the Receiver entered into a proposed settlement agreement with Cryobanks to repay ACEC the full amount of the loan. The Receiver sought and obtained approval from the Court to enter into this proposed settlement agreement, which also provided that, in the event Cryobanks failed to repay the Cryobanks Loan on or before February 1, 1999, a consent final judgment would be entered against Cryobanks for the full amount of the Cryobanks Loan.

In January 1999, the Receiver was informed by Counsel for Cryobanks that Cryobank's had failed to raise enough funds to repay the Cryobanks Loan. As a result, Cryobanks defaulted on the settlement agreement previously approved by the Court. In an effort to further workout the Cryobanks Loan, however, the Receiver provided Cryobanks with a second opportunity to negotiate an alternative settlement proposal with a different company wherein the Receivership Estate would receive $300,000.00 in full satisfaction of the Cryobanks Loan on or before May 1, 1999. On March 9, 1999, the Receivership sought and obtained authorization from the Court on April 19, 1999 to accept such payment in settlement of the Receivership Estate's claims against Cryobanks.

Unfortunately, neither Cryobanks nor the other company paid the $300,000.00 under the second Court-approved settlement. Consequently, on October 18, 1999, the Receiver moved for entry of a Final Judgment against Cryobanks, to which Cryobanks had earlier consented if it defaulted on either of the two settlement agreements between Cryobanks and the Receiver. Accordingly, the Final Judgment of $754,354.88 against Cryobanks was entered by the Court on November 5, 1999.

In March 2000, the Receiver interviewed the President and Chief Executive Officer of Cryobanks and obtained, among other things, financial statements, bank records, general ledgers, and tax returns of Cryobanks to determine the then-existing financial condition of Cryobanks and Cryobanks' ability to pay the outstanding Judgment against it. The financial information provided by Cryobanks made clear that it lacked sufficient assets to pay the Judgment owed to ACEC or any meaningful portion thereof. In addition, the Receiver concluded that were he to attempt to collect on the Judgment, Cryobanks would file for bankruptcy protection, likely precluding any recovery whatsoever by the Receivership Estate.

Based upon these considerations, on April 17, 2000, the Receivership requested and received on May 24, 2000 the Court's authorization to accept a third-party offer of payment of the sum of $30,000.00 in full satisfaction of Cryobanks' Judgment. These funds were thereafter placed into the Receivership Estate for eventual disbursement pursuant to Court order.

(c) Parallex Industries, Inc. ("Parallex") - Prior to the establishment of the Receivership Estate, Parallex was financially obligated to repay ACEC approximately $600,000.00, plus interest (the "Parallex Loan"). During the early course of the Receivership Estate, the Receiver identified certain property belonging to ACEC, consisting of, among other things, certain patents originally developed by Parallex relating to construction materials and applications used in the field of restoration and preservation of concrete, masonry and stone structures (the "Parallex Patents"). The Parallex Loan was secured by various personal and intangible property, including the Parallex Patents. Parallax defaulted on the Parallax Loan, and as a result, the Parallax Patents and other property became the property of ACEC. The Receiver eventually liquidated the non-patent assets of Parallax which comprised the collateral for the Parallax Loan for $10,850.00. The Parallex Patents were not included in the liquidation at that time, because the Receiver believed that it was prudent to have an expert first determine the potential value of the Parallex Patents prior to their liquidation. An engineering expert eventually submitted a report to the Receiver in which he concluded that the Parallex Patents had an indeterminate value due to their lack of testing and studied use in the marketplace. After receiving a number of bids for the Parallax Patents, on September 1, 1999, the Receiver received a bid of $11,000.00 from Surf International, Inc. Thereafter, on September 16, 1999, the Receivership sought and obtained approval from the Court to liquidate the Parallax Patents for $11,000.00. While the Receiver has confirmed and established proof of Parallex's overall liability to the Receivership Estate in excess of $600,000.00, due to Parallex's defunct and insolvent status, it now appears that, aside from the liquidation of Parallax assets that has already gone forward, no further sums can be collected from Parallex. All of the funds received from the liquidation of the Parallax Patents and other property have been placed into the Receivership Estate for an eventual disbursement pursuant to Court order.

(d) Steven R. Schaefer ("Schaefer") - Schaefer has made an initial payment of Seventeen Thousand Six Hundred Thirty Five Dollars and Five Cents ($17,635.05) to the Receivership Estate from the sale of a parcel of real property in North Carolina. In addition, Schaefer cooperated with the Receiver in helping to secure the Court-authorized disbursement of $156,636.00 to certain Ohio Key Investors, as described above. In addition, after substantial amount of negotiation with Schaefer, he and his wife agreed to imposition of a $75,000.00 third mortgage on his home. Schaefer's home was sold and the Receiver received $65, 894.52 in satisfaction of this mortgage. Furthermore, on or about January 26, 1999, the Securities and Exchange Commission issued an Order against Schaefer and AMPG, under which Schaefer is permanently barred from associating with any broker, dealer, municipal securities dealer, investment company or investment advisor.

(e) Dale E. Veitch ("Veitch") - In July 1998, Veitch, a former Vice President of Asset Management, entered into a Court-approved settlement agreement with the Receiver in the amount of Fifty Thousand Dollars ($50,000.00). While Veitch made an initial payment of $40,000.00 toward the settlement, he defaulted on the settlement agreement by failing to pay the remaining $10,000.00 to the Receiver. On January 4, 1999, the Receiver ultimately negotiated a payoff schedule with Veitch, wherein Veitch agreed to and did in fact complete payment of the settlement of his outstanding loans. All of the funds received from Veitch have been placed into the Receivership Estate for an eventual disbursement pursuant to Court order.

(f) ACEC - The Receiver has liquidated, pursuant to prior Court orders, all known personal property owned by ACEC, and has frozen and effected the transfer of all known securities and bank accounts of ACEC. As of August 31, 2001, the total balance in the Receivership Estate for ACEC was $139,589.03.

(g) Asset Management - The Receiver has liquidated, pursuant to prior Court orders, all known personal property owned by Asset Management, and has also frozen and effected the transfer of all known securities and bank accounts for Asset Management. As of August 31, 2001, the total balance in the Receivership Estate for Asset Management was $37,948.69.

(h) Bristol - The Receiver has liquidated, pursuant to prior Court orders, all known personal property owned by Bristol, and has frozen and effected the transfer of all known securities and bank accounts for Bristol. As of August 31, 2001, the balance in the Receivership Estate for Bristol was $20,797.51.

(i) AMPG - The Receiver has liquidated, pursuant to prior Court orders, all known personal property owned by AMPG, and has frozen and effected the transfer of all known securities and bank accounts for AMPG. As of April 1, 2001, the balance in the Receivership Estate for AMPG was $938.14. Additionally, the Receiver negotiated the settlement of an administrative proceeding against AMPG by the Securities and Exchange Commission, which was approved by the Court on November 13, 1998.

The Receiver also authorized the auctioning of a Ford truck and trailer in the possession and control of AMPG, which the Receiver believed to be owned by AMPG. In December 1998, after further investigation, the Receiver was notified that the vehicle and assets in question were actually not the property of AMPG, but rather of another company. The Receiver sought to recover the vehicle from the auctioneer but the vehicle was no longer in the auctioneer's possession. On December 30, 1998, the Receiver therefore requested and received authorization from the Court on January 29, 1999 for payment of $2,500.00 to the other company in and for full restitution of the vehicle.

(j) Claims Administration - Upon completion of all of the duties and services listed above, the Court granted the Receiver's Motion for Order Establishing Claims Procedure and Claims Bar Date (the "Claims Procedure and Bar Date Order"), allowing the Receiver to proceed with the collection and review of investor and creditor claims against the Receivership Entities. The Claims Procedure and Bar Date Order adopted a claims procedure for potential creditors and investors of the Receivership Entities to establish their claims and to obtain a proper distribution of assets of the Receivership Entities. The Claims Procedure and Bar Date Order required the Receiver to determine whether the claims or any portions thereof should be accepted or rejected, and thereafter a final determination by the Court.

Pursuant to the Claims Procedure and Bar Date Order, the Receiver published and sent to potential claimants the Notice of Claim Deadline. All potential creditors and investors who wished to be eligible to receive distributions from the assets of the Receivership Entities were required to complete Proof of Claim forms and to attach copies of all documents upon which they intended to rely. The deadline for filing claims with the Receivership was May 1, 2001 (the "Claims Bar Date"). While the Receiver initially identified a total of approximately 100 investors, employees, and other creditors having potential claims against the assets of the Receivership Entities, the Receiver actually received forty-eight (48) Proofs of Claim with aggregate claims totaling in excess of $1,800,000.00. Based upon collections and assets retained by the Receivership to date, the assets of the Receivership Entities exceed current and projected expenses and will yield a pro rata distribution to qualified investors and creditors.

The Claims Procedure and Bar Date Order further requires the Receiver to file with the Court an accounting of all claims along with an omnibus objection to those claims which the Receiver believes should be rejected. Pursuant to the Claims Procedure and Bar Date Order, the Receiver will soon be submitting to the Court a Verified Accounting of All Claims timely filed prior to the Claims Bar Date and Omnibus Objection to Certain Claims.

Additionally, the Receiver shall, along with the filing of the Verified Accounting and Omnibus Objection, mail to each claimant whose claims have been objected to in whole or in part by the Receiver a letter providing each such claimant with an explanation of the reason or reasons for said objection or objections and that the claimant may be receiving Notice of a hearing date selected by the Court for the claimants' objection to the Receiver's rejection of their claim.

If you have any questions or require further information, please do not hesitate to contact me.

Sincerely,

SCHOEPPL LAW, P.A.

Carl F. Schoeppl, Esq.
As Receiver

CFS/sd