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|
Nevada
|
0-11596
|
95-3506403
|
|
(State
or other jurisdiction of incorporation)
|
(Commission
file number)
|
(IRS
Employer Identification No.)
|
|
2101
Vista Pkwy. Ste. 292
|
|
|
West
Palm Beach, FL 33411
|
33411
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
|
Large
accelerated filer
|
¨
|
Accelerated
filer
|
¨
|
|
Non-accelerated
filer
|
¨
|
Smaller
reporting company
|
x
|
|
Year
2008
|
High
|
Low
|
||||||
|
|
||||||||
|
First
Quarter
|
- | - | ||||||
|
Second
Quarter
|
4.00 | 0.60 | ||||||
|
Third
Quarter
|
0.60 | 0.60 | ||||||
|
Fourth
Quarter
|
0.60 | 0.60 | ||||||
|
Year
2009
|
High
|
Low
|
||||||
|
First
Quarter
|
0.60 | 0.60 | ||||||
|
Second
Quarter
|
0.60 | 0.60 | ||||||
|
Third
Quarter
|
0.60 | 0.60 | ||||||
|
Fourth
Quarter
|
0.60 | 0.60 | ||||||
|
Report of
Independent Registered Public Accounting Firm
|
F-2 |
|
Balance
Sheet
|
F-3 |
|
Statements of
Operations
|
F-4 |
|
Statements of
Stockholders’ Equity
|
F-5
|
|
Statements of
Cash Flows
|
F-6 |
| Notes to Financial Statement | F-7 |
|
2009
|
2008
|
|||||||
|
ASSETS
|
||||||||
|
CURRENT
ASSETS
|
||||||||
|
Cash
and equivalents
|
$ | 333 | $ | 0 | ||||
|
Promissory
note receivable
|
0 | 0 | ||||||
|
Total
current assets
|
333 | 0 | ||||||
|
PROPERTY
AND EQUIPMENT
|
||||||||
|
Equipment
|
0 | 0 | ||||||
|
Less:
Accumulated depreciation
|
0 | 0 | ||||||
|
Net
property and equipment
|
0 | 0 | ||||||
|
OTHER
ASSETS
|
||||||||
|
Deposits
|
0 | 0 | ||||||
|
Total
other assets
|
0 | 0 | ||||||
|
Total
Assets
|
$ | 333 | $ | 0 | ||||
|
LIABILITIES
AND STOCKHOLDERS’ EQUITY
|
||||||||
|
CURRENT
LIABILITIES
|
||||||||
|
Accounts
Payable and accrued liabilities
|
$ | 2,747 | $ | 0 | ||||
|
Accrued
interest payable
|
107,215 | 76,574 | ||||||
|
Total
current liabilities
|
109,962 | 76,574 | ||||||
|
Line
of credit payable
|
313,210 | 298,052 | ||||||
|
Total
long-term liabilities
|
313,210 | 298,052 | ||||||
|
Total
liabilities
|
423,172 | 374,626 | ||||||
|
STOCKHOLDERS’
EQUITY
|
||||||||
|
Preferred
stock, $0.0001 par value, 25,000,000 shares authorized,
0
issued and outstanding
|
0 | 0 | ||||||
|
Common
stock, $0.0001, authorized 300,000,000 shares; 25,104,818
issued
and outstanding
|
2,510 | 2,510 | ||||||
|
Additional
paid in capital in excess of par
|
14,139,858 | 14,139,858 | ||||||
|
Deficit
accumulated during the development stage
|
(14,565,207 | ) | (14,516,994 | ) | ||||
|
Total
stockholders’ equity
|
(422,839 | ) | (374,626 | ) | ||||
|
Total
Liabilities and Stockholders’ Equity
|
$ | 333 | $ | 0 | ||||
|
2009
|
2008
|
From
October 1, 2003 (inception) through September 30, 2009
|
||||||||||
|
REVENUES
|
$ | 0 | $ | 0 | $ | 0 | ||||||
|
OPERATING
EXPENSES:
|
||||||||||||
|
General
and administrative expenses
|
8,572 | 9,230 | 321,624 | |||||||||
|
Professional
fees
|
9,000 | 9,000 | 44,000 | |||||||||
|
Total
expenses
|
17,572 | 18,230 | 365,624 | |||||||||
|
Interest
expense
|
30,641 | 26,384 | 95,900 | |||||||||
|
Net
income (loss)
|
$ | (48,213 | ) | $ | (44,614 | ) | $ | (461,524 | ) | |||
|
Income
(loss) per weighted average common share
|
$ | (0.01 | ) | $ | (0.01 | ) | ||||||
|
Number
of weighted average common shares outstanding
|
25,104,818 | 25,104,818 | ||||||||||
|
Number
of Common
Shares
|
Common
Stock
|
Add’tl
Paid
in
Capital
in
Excess
of
Par
|
Deficit
Accumulated
During
the
Development
Stage
|
Total
Stockholders’
Equity
(Deficit)
|
||||||||||||||||
|
INCEPTION BALANCE,
Sept
30, 2002
|
2,343,180 | $ | 234 | $ | 11,399,832 | $ | (9,226,896 | ) | $ | 2,173,170 | ||||||||||
|
Shares
issued to settle debt
|
3,117,125 | 312 | 2,691,990 | 0 | 2,692,302 | |||||||||||||||
|
Net
loss
|
0 | 0 | 0 | (4,865,472 | ) | (4,865,472 | ) | |||||||||||||
|
BALANCE,
September 30,
2003
|
5,460,305 | 546 | 14,091,822 | (14,092,368 | ) | 0 | ||||||||||||||
|
Sale
of stock for cash
|
19,644,513 | 1,964 | 48,036 | 0 | 50,000 | |||||||||||||||
|
Net
loss
|
0 | 0 | 0 | (50,000 | ) | (50,000 | ) | |||||||||||||
|
BALANCE
, September 30,
2004
|
25,104,818 | 2,510 | 14,139,858 | (14,142,368 | ) | 0 | ||||||||||||||
|
Net
loss
|
0 | 0 | 0 | (145,486 | ) | (145,486 | ) | |||||||||||||
|
BALANCE
, September 30,
2005
|
25,104,818 | 2,510 | 14,139,858 | (14,287,854 | ) | (145,486 | ) | |||||||||||||
|
Net
loss
|
0 | 0 | 0 | (80,265 | ) | (80,265 | ) | |||||||||||||
|
BALANCE
, September 30,
2006
|
25,104,818 | 2,510 | 14,139,858 | (14,368,119 | ) | (225,751 | ) | |||||||||||||
|
Net
loss
|
0 | 0 | 0 | (104,261 | ) | (104,261 | ) | |||||||||||||
|
BALANCE,
September 30,
2007
|
25,104,818 | 2,510 | 14,139,858 | (14,472,380 | ) | (330,012 | ) | |||||||||||||
|
Net
loss
|
0 | 0 | 0 | (44,614 | ) | (44,614 | ) | |||||||||||||
|
BALANCE,
September 30,
2008
|
25,104,818 | 2,510 | 14,139,858 | (14,516,994 | ) | (374,626 | ) | |||||||||||||
|
Net
loss
|
0 | 0 | 0 | (48,213 | ) | (48,213 | ) | |||||||||||||
|
ENDING BALANCE,
September 30, 2009
|
25,104,818 | $ | 2,510 | $ | 14,139,858 | $ | (14,565,207 | ) | $ | (422,839 | ) | |||||||||
|
From
October
1, 2003 (Inception)
through
|
||||||||||||
|
2009
|
2008
|
September
30, 2009
|
||||||||||
|
CASH
FLOWS FROM OPERATING ACTIVITIES:
|
||||||||||||
|
Net
loss
|
$ | (48,213 | ) | $ | (44,614 | ) | $ | (461,524 | ) | |||
|
Adjustments
to reconcile net loss to net cash used by operating
activities:
|
||||||||||||
|
Stock
issued for services
|
0 | 0 | 0 | |||||||||
|
Changes
in operating assets and liabilities
|
||||||||||||
|
Incr
(decr) in accounts payable and accrued liabilities
|
2,747 | 0 | 2,747 | |||||||||
|
Increase
(decrease) in accrued interest payable
|
30,641 | 26,384 | 95,900 | |||||||||
|
Net
cash used by operating activities
|
(14,825 | ) | (18,230 | ) | (362,877 | ) | ||||||
|
CASH
FLOWS FROM FINANCING ACTIVITIES:
|
||||||||||||
|
Draw
on line of credit
|
15,158 | 18,230 | 313,210 | |||||||||
|
Proceeds
from issuance of common stock
|
0 | 0 | 50,000 | |||||||||
|
Net
cash provided by financing activities
|
15,158 | 18,230 | 363,210 | |||||||||
|
Net
increase (decrease) in cash
|
333 | 0 | 333 | |||||||||
|
CASH,
beginning of
period
|
0 | 0 | 0 | |||||||||
|
CASH,
end of
period
|
$ | 333 | $ | 0 | $ | 333 | ||||||
| Name | Age | Position(s) with Company | ||
| Jason Smart | 29 | Chief Executive Officer, President, Chief Financial Officer and Director(1) | ||
|
Annual
Compensation
|
Long
Term Compensation
|
Awards
|
Payouts
|
|||||
|
Name
and Principal Position
|
Year
|
Salary
|
Bonus
|
Other
Annual
Compensation
|
Restricted
Stock
Awards
|
Securities
Underlying Options/SARs
|
LTIP
Payouts
Comp.
|
All
Other
|
|
Jason
Smart
|
2009
|
$0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
2008
|
$0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
|
2007
|
$0
|
0 | 0 | 0 | 0 |
0
|
0
|
|
| 2006 | $0 | 0 | 0 | 0 | 0 | 0 | 0 | |
|
Common Stock
Beneficially
Owned
|
|||
|
Name
and Address
|
Title
of Class
|
Number
|
Percent
|
|
National
Business Investors
500
S. Australian Ave., Suite 619
West
Palm Beach, FL 33401
|
Common
|
15,002,718
|
59.8%
|
|
All
Executive Officers and
Directors
as a Group
(One
(1) person)
|
Common
|
0
|
0%
|
|
Audit
Fees
|
Audit-Related
Fees
|
Tax
Fees
|
All
Other Fees
|
|
|
2008
|
$9,000
|
none
|
none
|
none
|
|
2007
|
$9,000
|
none
|
none
|
none
|
| Exhibit No. | Description |
| 31.1 * | Certificate of the Chief Executive Officer and Chief Financial Officer pursuant Section 302 of the Sarbanes-Oxley Act of 2002 |
| 32.1 * | Certificate of the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| Signature | Title |
Date
|
|
| /s/ Jason Smart | CEO, President & Director | January 13, 2010 | |
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|