Exhibit 10.11
MEMORANDUM TO COMPANY & BOARD
OF DIRECTORS
Date:
December 2, 2004
To:
Board of
Directors:
Ken R. LeSuer
Michael S. Mathews
Hugh A. Menown
John Pimentel
John D. Schiller,
Jr.
Thomas E. Hardisty
J. Chris Boswell
From:
Prentis B. Tomlinson,
Jr.
Re:
Letter of
Resignation
Gentlemen:
I am pleased that John Schiller has agreed to
join Particle Drilling Technologies Inc. (Company) as President and
Chief Executive Officer, and that Ken R. LeSuer has agreed to serve
as Company as Non-Executive Chairman. In connection with this
event, this letter will serve as my formal notice of resignation as
President, Chief Executive Officer and Chairman of Particle
Drilling Technologies, Inc. and termination of my Employment
Contract dated effective June 1, 2003; subject, however, to a
severance arrangement to be approved by you as follows:
•
I would like the Nominating
Committee of the Board of Directors to consider authorizing the
formation of an Executive Committee that will meet each
month. Such committee would initially be composed of the
Chief Executive Officer of the Company, the Chief Financial Officer
of the Company, the Non-Executive Chairman of the Board of
Directors of the Company and myself;
•
I will continue to consult and
advise the Company on legal matters relating to the current lawsuit
between Company, ProDril Services Distribution Company and Mr. Hal
Curlett, et al, for a period of time reasonably necessary to bring
those matters to a final resolution, or until su