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x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Nevada
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26-4298300
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification Number)
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93-B Castilian Dr.
Santa Barbara, California 93117
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(Address of principal executive offices) (Zip Code)
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Description
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Page
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Item 1.
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Financial Statements
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3
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Balance Sheets as of December 31, 2010 (unaudited) and June 30, 2010
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3
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Statements of Operations for the Three Months and Six Months ended December 31, 2010 and 2009 (unaudited)
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4
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Statements of Shareholders’ Equity (Deficit) for the Six Months ended December 31, 2010 and 2009 (unaudited)
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5
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Statements of Cash Flows for the Six Months ended December 31, 2010 and 2009 (unaudited)
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6
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Notes to Financial Statements
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7
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Item 2.
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Management’s Discussion and Analysis and Results of Operations
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9
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Item 3.
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Quantitative and Qualitative Disclosures About Market Risk
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12
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Item 4.
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Controls and Procedures
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12
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Description
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Page
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Item 1.
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Legal Proceedings
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13
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Item 1A.
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Risk Factors
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13
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Item 2.
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Unregistered Sales of Equity Securities and Use of Proceeds
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13
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Item 3.
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Defaults Upon Senior Securities
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13
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Item 4.
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Reserved
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13
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Item 5.
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Other Information
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13
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Item 6.
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Exhibits
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13
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Signatures
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14
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December 31, 2010
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June 30, 2010
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|||||||
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(Unaudited)
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ASSETS
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CURRENT ASSETS
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Cash
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$ | 78,140 | $ | 412,066 | ||||
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Prepaid expenses
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16,833 | 20,021 | ||||||
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TOTAL CURRENT ASSETS
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94,973 | 432,087 | ||||||
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PROPERTY & EQUIPMENT
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Computers and peripherals
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3,211 | 3,211 | ||||||
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Less: accumulated depreciation
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(1,344 | ) | (809 | ) | ||||
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NET PROPERTY AND EQUIPMENT
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1,867 | 2,402 | ||||||
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OTHER ASSETS
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Deposits
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1,688 | 1,688 | ||||||
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Domain, net of amortization $856 and $679, respectively
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4,459 | 4,636 | ||||||
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Patents
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14,727 | 14,727 | ||||||
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TOTAL OTHER ASSETS
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20,874 | 21,051 | ||||||
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TOTAL ASSETS
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$ | 117,714 | $ | 455,540 | ||||
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LIABILITIES AND SHAREHOLDERS' EQUITY
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CURRENT LIABILITIES
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Accounts payable
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$ | 13,062 | $ | 12,310 | ||||
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Accrued expenses
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- | 24,255 | ||||||
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Accrued interest, related party
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- | 556 | ||||||
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TOTAL CURRENT LIABILITIES
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13,062 | 37,121 | ||||||
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SHAREHOLDERS' EQUITY
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Preferred Stock, $0.001 par value;
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5,000,000 authorized preferred shares
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- | - | ||||||
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Common Stock, $0.001 par value;
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500,000,000 authorized common shares
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128,369,000 and 126,369,000 shares issued and outstanding, respectively
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128,369 | 126,369 | ||||||
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Additional Paid in Capital
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1,263,860 | 1,165,860 | ||||||
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Deficit Accumulated during the Development Stage
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(1,287,577 | ) | (873,810 | ) | ||||
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TOTAL SHAREHOLDER'S EQUITY
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104,652 | 418,419 | ||||||
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TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY
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$ | 117,714 | $ | 455,540 | ||||
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From Inception on
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February 18, 2009
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For the Three Months Ended
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For the Six Months Ended
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through
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December 31, 2010
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December 31, 2009
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December 31, 2010
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December 31, 2009
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December 31, 2010
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REVENUE
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$ | - | $ | - | $ | - | $ | - | $ | - | ||||||||||
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OPERATING EXPENSES
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General and administrative expenses
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177,777 | 231,236 | 315,485 | 322,895 | 998,245 | |||||||||||||||
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Research and development
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57,269 | 38,331 | 95,799 | 65,750 | 282,014 | |||||||||||||||
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Depreciation and amortization
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356 | 366 | 712 | 454 | 2,200 | |||||||||||||||
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TOTAL OPERATING EXPENSES
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235,402 | 269,933 | 411,996 | 389,099 | 1,282,459 | |||||||||||||||
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LOSS FROM OPERATIONS BEFORE OTHER EXPENSES
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(235,402 | ) | (269,933 | ) | (411,996 | ) | (389,099 | ) | (1,282,459 | ) | ||||||||||
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OTHER EXPENSES
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Penalties
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(40 | ) | - | (40 | ) | - | (40 | ) | ||||||||||||
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Interest expense
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(131 | ) | (2,755 | ) | (131 | ) | (2,755 | ) | (3,478 | ) | ||||||||||
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TOTAL OTHER EXPENSES
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(171 | ) | (2,755 | ) | (171 | ) | (2,755 | ) | (3,518 | ) | ||||||||||
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LOSS BEFORE PROVISION FOR INCOME TAXES
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(235,573 | ) | (272,688 | ) | (412,167 | ) | (391,854 | ) | (1,285,977 | ) | ||||||||||
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Provision for income taxes
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(1,600 | ) | - | (1,600 | ) | - | (1,600 | ) | ||||||||||||
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NET LOSS
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$ | (237,173 | ) | $ | (272,688 | ) | $ | (413,767 | ) | $ | (391,854 | ) | $ | (1,287,577 | ) | |||||
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BASIC AND DILUTED LOSS PER SHARE
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$ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | ||||||||
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WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING
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BASIC AND DILUTED
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126,629,870 | 117,080,736 | 126,499,435 | 115,303,668 | ||||||||||||||||
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Deficit
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Accumulated
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Additional
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during the
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Preferred stock
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Common stock
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Paid-in
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Development
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Shares
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Amount
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Shares
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Amount
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Capital
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Stage
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Total
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Balance at June 30, 2010
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- | $ | - | 126,369,000 | $ | 126,369 | $ | 1,165,860 | $ | (873,810 | ) | $ | 418,419 | |||||||||||||||
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Issuance of common stock in
December 2010 (cash)
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(2,000,000 shares issued at $0.05 per share) (unaudited)
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- | - | 2,000,000 | 2,000 | 98,000 | - | 100,000 | |||||||||||||||||||||
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Net loss for the six months ended December 31, 2010 (unaudited)
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- | - | - | - | - | (413,767 | ) | (413,767 | ) | |||||||||||||||||||
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Balance at December 31, 2010 (unaudited)
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- | $ | - | 128,369,000 | $ | 128,369 | $ | 1,263,860 | $ | (1,287,577 | ) | $ | 104,652 | |||||||||||||||
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From Inception on
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February 18, 2009
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For the Six Months Ended
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through
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December 31, 2010
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December 31, 2009
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December 31, 2010
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CASH FLOWS FROM OPERATING ACTIVITIES:
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Net loss
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$ | (413,767 | ) | $ | (391,854 | ) | $ | (1,287,577 | ) | |||
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Adjustment to reconcile net loss to net cash
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used in operating activities
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Depreciation & amortization expense
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712 | 454 | 2,200 | |||||||||
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Common stock issued for services
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- | - | 152,080 | |||||||||
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Change in Assets and Liabilities:
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(Increase) Decrease in:
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Prepaid expenses
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3,188 | - | (16,833 | ) | ||||||||
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Deposits
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- | (3,375 | ) | (1,688 | ) | |||||||
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Increase (Decrease) in:
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Accounts payable
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752 | 5,310 | 13,062 | |||||||||
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Accrued expenses
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(24,811 | ) | 180,382 | - | ||||||||
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NET CASH USED IN OPERATING ACTIVITIES
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(433,926 | ) | (209,083 | ) | (1,138,756 | ) | ||||||
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NET CASH FLOWS FROM INVESTING ACTIVITIES:
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Purchase of fixed assets
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- | (3,211 | ) | (3,211 | ) | |||||||
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Purchase of intangible assets
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- | - | (20,042 | ) | ||||||||
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NET CASH USED IN INVESTING ACTIVITIES
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- | (3,211 | ) | (23,253 | ) | |||||||
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NET CASH FLOWS FROM FINANCING ACTIVITIES:
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Proceeds from note payable, related party
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- | 110,000 | 154,553 | |||||||||
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Payment of notes payable, related party
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- | (154,553 | ) | (154,553 | ) | |||||||
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Proceeds from issuance of common stock
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100,000 | 785,150 | 1,240,149 | |||||||||
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NET CASH PROVIDED BY FINANCING ACTIVITIES
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100,000 | 740,597 | 1,240,149 | |||||||||
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NET INCREASE/(DECREASE) IN CASH
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(333,926 | ) | 528,303 | 78,140 | ||||||||
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CASH, BEGINNING OF PERIOD
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412,066 | 3,657 | - | |||||||||
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CASH, END OF PERIOD
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$ | 78,140 | $ | 531,960 | $ | 78,140 | ||||||
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SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
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Interest paid
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$ | 131 | $ | 2,755 | $ | 3,479 | ||||||
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Taxes paid
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$ | - | $ | - | $ | - | ||||||
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Management reviewed accounting pronouncements issued during the six months ended December 31, 2010, and no pronouncements were adopted during the period.
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3.
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CAPITAL STOCK
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During the six months ended December 31, 2010, the Company issued 2,000,000 shares of common stock at a price of $0.05 per share for cash of $100,000. During the six months ended December 31, 2009, the Company issued 7,851,500 shares of common stock at a price of $0.10 per share for cash of $785,150.
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4.
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SUBSEQUENT EVENTS
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Management has evaluated subsequent events according to the requirements of ASC TOPIC 855, and has determined there are no subsequent events to be reported.
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Exhibit No.
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Description
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3.1
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Articles of Incorporation of HyperSolar, Inc. filed with the Nevada Secretary of State on February 18, 2009. (incorporated by reference to the Company’s registration on Form S-1 filed with the Securities and Exchange Commission on February 5, 2010)
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3.2
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Articles of Amendment of Articles of Incorporation of HyperSolar, Inc. filed with the Nevada Secretary of State on September 11, 2009. (incorporated by reference to the Company’s registration on Form S-1 filed with the Securities and Exchange Commission on February 5, 2010)
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3.4
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Bylaws of HyperSolar, Inc. (incorporated by reference to the Company’s registration on Form S-1 filed with the Securities and Exchange Commission on February 5, 2010)
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5.1
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Opinion of Sichenzia Ross Friedman Ference LLP. (Incorporated by reference to the Company’s registration on Form S-1 filed with the Securities and Exchange Commission on March 25, 2010)
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10.1
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Form of Subscription Agreement dated as of September 21, 2010. (incorporated by reference to the Company’s registration on Form S-1 filed with the Securities and Exchange Commission on February 5, 2010)
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10.2
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Form of Subscription Agreement dated as of April 10, 2009 (Incorporated by reference to the Company’s registration on Form S-1 filed with the Securities and Exchange Commission on March 25, 2010)
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10.3
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Form of Subscription Agreement dated as of April 17, 2009 ( Incorporated by reference to the Company’s registration on Form S-1 filed with the Securities and Exchange Commission on March 25, 2010)
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10.4
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Offer of Employment to Timothy Young dated August 13, 2009 (Incorporated by reference to the Company’s registration on Form S-1 filed with the Securities and Exchange Commission on March 25, 2010)
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10.5
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Offer of Employment to Dr. Ronald Petkie dated August 13, 2009 (Incorporated by reference to the Company’s registration on Form S-1 filed with the Securities and Exchange Commission on March 25, 2010)
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10.6
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Consulting Agreement between Hypersolar, Inc. and Dr. Ronald Petkie dated as of March 9, 2009 (Incorporated by reference to the Company’s registration on Form S-1 filed with the Securities and Exchange Commission on March 25, 2010)
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10.7
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Consulting Agreement between Hypersolar, Inc. and Nadir Dagli dated as of March 1, 2009 (Incorporated by reference to the Company’s registration on Form S-1 filed with the Securities and Exchange Commission on March 25, 2010)
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10.8
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Invention Transfer dated as of June 10, 2009 (Incorporated by reference to the Company’s registration on Form S-1 filed with the Securities and Exchange Commission on March 25, 2010)
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10.9
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Form of Promissory Note issued during the period commencing June 30, 2009 through October 15, 2009 (Incorporated by reference to the Company’s registration on Form S-1 filed with the Securities and Exchange Commission on March 25, 2010)
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31.1*
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Certification of the Chief Executive Officer and Chief Financial Officer of Hypersolar, Inc., pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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32.1*
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Certification of the Chief Executive Officer and Chief Financial Officer of Hypersolar, Inc., furnished pursuant to Section 1350 of Chapter 63 of 18 U.S.C. as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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HYPERSOLAR, INC
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February 14, 2011
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By:
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/s/ Timothy Young
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Chief Executive Officer and Acting Chief Financial Officer (Principal Executive Officer and Principal Financial and Accounting Officer)
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No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
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| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
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No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
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