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Delaware
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76-0307819
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(State
or Other Jurisdiction of
Incorporation
or Organization)
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(I.R.S
Employer Identification No.)
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Large
accelerated filer
¨
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Accelerated
filer
¨
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Non-
accelerated filer
¨
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Small
reporting company
x
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Page
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||
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FINANCIAL
INFORMATION
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Item
1.
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Financial
Statements (Unaudited)
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Condensed
Consolidated Balance Sheets
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1
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Condensed
Consolidated Statements of Operations
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2
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Condensed
Consolidated Statements of Cash Flows
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3
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Notes
to Interim Condensed Consolidated Financial Statements
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4
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Item
2.
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Management's
Discussion and Analysis of Financial Condition and Results of
Operations
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8
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Item
4.
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Controls
and Procedures
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12
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OTHER
INFORMATION
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12
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Item
1.
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Legal
Proceedings
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12
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Item
2.
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Unregistered
Sales of Equity Securities and Use of Proceeds
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12
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Item
3.
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Defaults
Upon Senior Securities
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12
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Item
4.
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Submission
of Matters to a Vote of Security Holders
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12
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Item
5.
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Other
Information
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12
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Item
6.
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Exhibits
|
13
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Signatures
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14
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SEPTEMBER 30, 2010
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DECEMBER 31,
2009
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|||||||
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(UNAUDITED)
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(AUDITED)
|
|||||||
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ASSETS
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||||||||
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CURRENT
ASSETS:
|
||||||||
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Cash
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$ | 457,463 | $ | 55,509 | ||||
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Prepaid
expenses
|
15,000 | - | ||||||
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Other
receivable
|
- | 850,000 | ||||||
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Total
current assets
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472,463 | 905,509 | ||||||
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TOTAL
ASSETS
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$ | 472,463 | $ | 905,509 | ||||
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LIABILITIES
AND STOCKHOLDERS' EQUITY
|
||||||||
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CURRENT
LIABILITIES:
|
||||||||
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Accounts
payable and accrued liabilities
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$ | 171,020 | $ | 452,483 | ||||
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Total
current liabilities
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171,020 | 452,483 | ||||||
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Total
liabilities
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171,020 | 452,483 | ||||||
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COMMITMENTS
AND CONTINGENCIES
|
||||||||
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STOCKHOLDERS'
EQUITY :
|
||||||||
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Common
Stock, $.001 par value, authorized shares 200,000,000, 97,053,044 shares
issued and outstanding
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97,053 | 97,053 | ||||||
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Additional
paid-in capital
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38,243,128 | 38,243,128 | ||||||
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Accumulated
deficit
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(38,038,738 | ) | (37,887,155 | ) | ||||
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Total
stockholders' equity
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301,443 | 453,026 | ||||||
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TOTAL
LIABILITIES AND STOCKHOLDERS' EQUITY
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$ | 472,463 | $ | 905,509 | ||||
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Three Months
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Three Months
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Nine Months
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Nine Months
|
|||||||||||||
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Ended
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Ended
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Ended
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Ended
|
|||||||||||||
|
September 30, 2010
|
September 30, 2009
|
September 30, 2010
|
September 30, 2010
|
|||||||||||||
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REVENUES
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$ | - | $ | - | $ | - | $ | - | ||||||||
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OPERATING
EXPENSES:
|
||||||||||||||||
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Selling,
general and administrative expenses (includes share based compensation of
$0, $888, $0 and $132,966)
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45,483 | 85,202 | 151,583 | 709,724 | ||||||||||||
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Total
operating expenses
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45,483 | 85,202 | 151,583 | 709,724 | ||||||||||||
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Loss
from operations
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(45,483 | ) | (85,202 | ) | (151,583 | ) | (709,724 | ) | ||||||||
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OTHER
INCOME / (EXPENSE):
|
||||||||||||||||
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Amortization
of debt discounts
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- | - | - | (91,862 | ) | |||||||||||
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Amortization
of debt issuance costs
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- | - | - | (47,630 | ) | |||||||||||
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Other
income
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- | 160,000 | - | 160,000 | ||||||||||||
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Interest
and bank charges
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- | - | - | (36,270 | ) | |||||||||||
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Total
other income/ (expense)
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- | 160,000 | - | (15,762 | ) | |||||||||||
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Income
(loss) before provision for income taxes
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(45,483 | ) | 74,798 | (151,583 | ) | (725,486 | ) | |||||||||
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Provision
for income taxes
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- | 120,000 | - | 120,000 | ||||||||||||
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LOSS
FROM CONTINUING OPERATIONS
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(45,483 | ) | (45,202 | ) | (151,583 | ) | (845,486 | ) | ||||||||
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DISCONTINUED
OPERATIONS:
|
||||||||||||||||
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Gain
from disposal of discontinued operations
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770,608 | 770,608 | ||||||||||||||
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Income
from discontinued operations
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- | 165,977 | - | 346,001 | ||||||||||||
| - | 936,585 | - | 1,116,609 | |||||||||||||
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NET
INCOME (LOSS)
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$ | (45,483 | ) | $ | 891,383 | $ | (151,583 | ) | $ | 271,123 | ||||||
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Net
loss from continuing operations per common share, basic and
diluted
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$ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.01 | ) | ||||
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Net
income from discontinued operations per common share, basic and
diluted
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$ | 0.00 | $ | 0.01 | $ | 0.00 | $ | 0.01 | ||||||||
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Net
income (loss) per common share, basic and diluted
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$ | (0.00 | ) | $ | 0.01 | $ | (0.00 | ) | $ | 0.00 | ||||||
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Weighted
average number of shares outstanding, basic and diluted
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97,053,044 | 97,053,044 | 97,053,044 | 97,053,044 | ||||||||||||
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Nine Months
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Nine Months
|
|||||||
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Ended
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Ended
|
|||||||
|
September 30,
2010
|
September 30, 2009
|
|||||||
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OPERATING ACTIVITIES
|
||||||||
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Net
income (loss)
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$ | (151,583 | ) | $ | 271,123 | |||
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Income
from discontinued operations
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- | (1,116,609 | ) | |||||
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Adjustments
to reconcile net loss to net cash provided by (used
in) operating activities:
|
||||||||
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Share
based compensation
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- | 132,966 | ||||||
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Amortization
of debt discounts
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- | 91,862 | ||||||
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Amortization
of debt issuance costs
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- | 47,630 | ||||||
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Loss
on disposal of property and equipment
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- | 17,346 | ||||||
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Changes
in operating assets and liabilities:
|
||||||||
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Trade
accounts receivable
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18,584 | |||||||
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Other
receivables
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850,000 | - | ||||||
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Prepaid
expenses and other current assets
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(15,000 | ) | (109,300 | ) | ||||
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Accounts
payable and accrued liabilities
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(281,463 | ) | (525,947 | ) | ||||
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Accrued
compensation
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- | (198,000 | ) | |||||
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Net
cash provided by (used in) continuing operations
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401,954 | (1,370,345 | ) | |||||
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Net
cash provided by discontinued operations
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- | 292,002 | ||||||
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Net
cash provided by (used in) operating activities
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401,954 | (1,078,343 | ) | |||||
|
INVESTING
ACTIVITIES
|
||||||||
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Net
cash used by discontinued operations
|
- | - | ||||||
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Net
cash used in investing activities
|
- | - | ||||||
|
FINANCING
ACTIVITIES
|
||||||||
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Proceeds
from issuance of Secured Convertible Promissory Note
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- | 5,000,000 | ||||||
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Repayment
of short term borrowings
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- | (950,000 | ) | |||||
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Repayment
of convertible debenture
|
- | (1,500,000 | ) | |||||
|
Repayment
of revolving note, net
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- | (1,419,263 | ) | |||||
|
Debt
issuance costs
|
- | (47,630 | ) | |||||
|
Net
cash provided by financing activities
|
- | 1,083,107 | ||||||
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Net
increase in cash
|
401,954 | 4,764 | ||||||
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Cash
at beginning of period
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55,509 | 74 | ||||||
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Cash
at end of period
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$ | 457,463 | $ | 4,838 | ||||
|
Supplemental
cash flow information:
|
||||||||
|
Cash
paid for interest
|
||||||||
|
Continuing
operations
|
$ | - | $ | 57,000 | ||||
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Discontinued
operations
|
$ | - | $ | 13,000 | ||||
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Income
taxes paid
|
$ | 131,000 | $ | - | ||||
|
Discontinued
operations were as follows:
|
Three
Months
|
Nine
Months
|
||||||
|
Ended
|
Ended
|
|||||||
|
September
30,
2009
|
September
30,
2009
|
|||||||
|
Revenues
|
$
|
2,468,394
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$
|
11,482,220
|
||||
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Direct
employee compensation and consultant expenses
|
1,854,743
|
8,709,186
|
||||||
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Selling,
general and administrative expenses
|
519,295
|
2,253,452
|
||||||
|
Depreciation
and amortization
|
38,976
|
160,323
|
||||||
|
Interest
expenses
|
(110,597
|
)
|
13,258
|
|||||
|
(Loss)
income from discontinued operations
|
$
|
165,977
|
$
|
346,001
|
||||
|
Exercise
|
|||||||||
|
Price
|
Expiration
|
||||||||
|
Laurus
Warrants
|
554,282
|
$
|
0.001
|
None
|
|||||
|
2007
Short Term Financing
|
390,000
|
$
|
0.01
|
November
2010
|
|||||
|
Investment
advisor’s services
|
312,500
|
$
|
0.82
|
June
2011
|
|||||
|
1,256,782
|
|||||||||
|
Date:
November 4, 2010
|
By:
|
/s/ Fahad
Syed
|
|
Name:
Fahad Syed
|
||
|
Title:
Chairman and Chief Executive Officer
|
||
|
By:
|
/s/ Vasan
Thatham
|
|
|
Name:
Vasan Thatham
|
||
|
Title:
Principal Financial Officer and Vice
President
|
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 |
|---|