X0202 4 2004-09-08 0 0001144892 EPIC FINANCIAL CORP EPFL 0001299615 Ray Rodney R 1550 E. SHAW AVENUE STE. 101 FRESNO CA 93710 1 1 1 0 PRESIDENT, CFO, & SECRETARY COMMON STOCK 2004-09-08 4 J 0 2000000 0 A 2592900 D OPTIONS 0.25 2004-09-08 4 J 0 500000 0 A 2005-09-08 2007-09-08 COMMON STOCK 500000 500000 D OPTIONS 0.5 2004-09-08 4 J 0 1000000 0 A 2005-09-08 2007-09-08 COMMON STOCK 1000000 1000000 D OPTIONS 1 2004-09-08 4 J 0 500000 0 A 2005-09-08 2007-09-08 COMMON STOCK 500000 500000 D THE 2,000,000 SHARES OF THE ISSUER'S COMMON STOCK WERE ACQUIRED PURSUANT TO THE TERMS OF THE AMENDED AND RESTATED EMPLOYMENT AGREEMENT BY AND BETWEEN THE ISSUER AND RODNEY R. RAY, DATED SEPTEMBER 8, 2004. THE SUBJECT STOCK IS DEEMED COMPENSATION TO MR. RAY AND THERE WAS NO CASH CONSIDERATION PAID BY MR. RAY. FOR MORE INFORMATION CONCERNING THE AMENDED AND RESTATED EMPLOYMENT AGREEMENT, REFERENCE IS MADE TO EXHIBIT 99 TO THE ISSUER'S CURRENT REPORT ON FORM 8-K, WHICH WAS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 10, 2004. THE OPTIONS CONVERTABLE INTO THE ISSUER'S COMMON STOCK WERE ACQUIRED PURSUANT TO THE TERMS OF THE AMENDED AND RESTATED EMPLOYMENT AGREEMENT BY AND BETWEEN THE ISSUER AND RODNEY R. RAY, DATED SEPTEMBER 8, 2004. THE SUBJECT OPTIONS ARE DEEMED COMPENSATION TO MR. RAY AND THERE WAS NO CASH CONSIDERATION PAID BY MR. RAY. FOR MORE INFORMATION CONCERNING THE AMENDED AND RESTATED EMPLOYMENT AGREEMENT, REFERENCE IS MADE TO EXHIBIT 99 TO THE ISSUER'S CURRENT REPORT ON FORM 8-K, WHICH WAS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 10, 2004. RODNEY R. RAY 2004-09-10