X0201 4 2003-12-19 0 0000852437 AVATECH SOLUTIONS INC AVSO.ob 0001236160 CLARK GARNETT Y JR 10480 LITTLE PATUXENT PARKWAY COLUMBIA MD 21044 1 0 0 0 Series D Convertible Preferred Stock 2003-12-19 4 P 0 41666 A 2004-04-22 Common Stock 83333 41666 I See Footnote Warrant 0.45 2003-12-19 4 P 0 55555 A 2003-12-24 2004-12-24 Common Stock 55555 55555 I See Footnote 2 for 1 Series D Convertible Preferred Stock may be converted by the holder at any time after April 22, 2004 and will automatically convert or be redeemed upon the happening of certain events. There is no automatic or mandatory conversion or redemption on a fixed date. Each share of Series D Convertible Preferred Stock is purchased for $0.60. Each share is convertible into two shares of Common Stock and is accompanied by a warrant to purchase 1 1/3 shares of common stock for $0.45. 16,666 shares of Series D Preferred Stock and warrants to purchase 22,221 shares of common stock are owned by Citigroup Global Markets Inc. as SEP IRA Custodian for the benefit of Garnett Y. Clark, Jr. SEP IRA. 25,000 shares of Series D Preferred Stock and warrants to purchase 33,333 shares of common stock are owned by Garnett Y. Clark, Jr., Trustee for Citigroup Global Markets Inc. Super Simplified 401(k) Prototype FBO Garnett Y. Clark, Jr. Garnett Y. Clark, Jr. by Beth O. MacLaughlin, Attorney-in-Fact 2003-12-23