X0201 4 2003-07-22 0 0001069778 FLEXXTECH CORP NWIS 0001232584 LEIGHTON DOUGLAS 1 1 1 0 Secretary common 2003-07-30 4 J 0 100000 0 A 1600000 D July 2003 101 Convertible Debenture 0 2003-07-22 4 P 0 0 0 A 2004-07-22 2008-07-22 Common 15000 275000 I see footnote (3) July 2003 102 Convertible Debenture 0 2003-07-23 4 P 0 0 0 A 2004-07-23 2008-07-23 common 95000 275000 I see footnote (3) Shares issued as director compensation. The Debenture is convertible into common shares priced at the lower of 75% of the lowest closing bid of the common stock in the 15 trading days prior to conversion or 100% of the average closing bid prices of the common stock for the 15 trading days prior to Closing. Dutchess Private Equities Fund, LP purchased the Debenture. Mr. Leighton is a managing member of Dutchess Capital Management, LLC which acts as general partner to Dutchess Private Equities Fund, LP. /s/ Douglas Leighton 2003-08-04