UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

~~(Mark one)~~FORM 10-K

~~x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15~~(d)Mark ~~OF THE SECURITIES EXCHANGE ACT OF 1934.~~One)

~~For~~T ~~the Fiscal~~ANNUAL ~~Year~~REPORT ~~Ended~~UNDER ~~December~~SECTION ~~31, 2008~~13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

ORFor the fiscal year ended December 31, 2009

o£ TRANSITION REPORT ~~PURSUANT~~ TOUNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

~~CORPORATE EQUITY~~Commission ~~INVESTMENTS,~~File ~~INC.~~Number 000-53046

SECURITY SOLUTIONS GROUP, INC.

(Formerly CORPORATE EQUITY INVESTMENTS, INC.)

(Exact name of registrant as specified in its charter)

Florida	20-8090735
Nevada		20-8090735
(State or other jurisdiction of	(IRS Employer
(State of incorporation)		(I.R.S. Employer Identification No.)
incorporation of organization)	Identification No.)
3651 Lindell Road, Suite D-150, Las Vegas, NV 89103		702-943-0302
(Address of principal executive offices)		(Registrant’s telephone number, including area code)
Securities registered under Section 12(b) of the Act:
Title of each class registered:	Name of each exchange on which registered:
None	None
Securities registered under Section 12(g) of the Act: Common Stock, Par Value $0.001(Title of class)

5775 Blue Lagoon Drive, Suite 100, Miami, FL		33126
(Address of principal executive offices)		(Zip Code)

Indicate by check mark if the registrant is a well known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes £ No T

~~Issuer's telephone~~Indicate ~~number:~~by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(~~786~~d) ~~888-4567~~ of the Act. Yes £ No T

~~Securities to~~- be1 ~~registered~~- under Section 12(b) of the Act: None

~~Title~~Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of ~~each~~the ~~class~~Securities ~~Name~~Exchange Act of ~~each~~1934 ~~exchange~~during onthe ~~which~~preceding ~~registered~~12 months (or for such shorter period that the registrant was required to file such reports) and, (2) has been subject to such filing requirements for the past 90 days. Yes T No £

~~Securities~~ Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be ~~registered~~submitted ~~under~~and ~~Section~~posted 12pursuant to Rule 405 of Regulation S-T (g)§ 232.405 of this chapter) during the ~~Act:~~preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes £ No £

~~Common~~Indicate ~~Stock~~by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein and, ~~Par~~will ~~Value~~not $be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.~~001~~ ~~Per Share~~T

~~(Title~~Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of ~~class~~ “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

~~Indicate by~~Large ~~check~~accelerated ~~mark~~filer if£ ~~the~~Accelerated ~~registrant~~filer is£ ~~a well~~Non-~~known~~accelerated ~~seasoned~~filer ~~issuer,~~£(Do asnot ~~defined~~check ~~in Rule~~if ~~405~~a ofsmaller ~~the~~reporting ~~Securities~~company) ~~Act.~~Smaller ~~o Yes~~reporting ~~o No~~company T

Indicate by check mark ifwhether the registrant is ~~not~~a ~~required~~shell tocompany ~~file~~(as ~~reports~~defined ~~pursuant~~in ~~to Section~~Rule 1312b-2 ~~or Section 15(d)~~ of the Act). ~~oYes~~Yes o T No £

~~Indicate by~~The ~~check~~outstanding ~~mark~~number ~~whether~~of ~~the~~shares ~~registrant (1) has filed all reports required to be filed by Section 13 or 15(d)~~ of ~~the~~common ~~Securities~~stock ~~Exchange~~as ~~Act~~ of ~~1934~~March ~~during~~31, ~~the preceding~~2010 ~~12 months (or for such shorter period that the registrant~~ was ~~required to file such reports)~~32, ~~and (2) has been subject to such filing requirements for the past 90 days~~720,000. ~~x Yes o No~~

~~Indicate by~~Documents check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference ~~in Part III of this Form 10-K or any amendment to this Form 10-K. x~~: None

~~Indicate by~~- ~~checkmark~~2 ~~whether the registrant is a large accelerated filer, an accelerated filer, a non~~-~~accelerated~~ ~~filer, or a smaller reporting company.~~

~~Large~~PART ~~accelerated filer o Accelerated filer o Non-accelerated filer o Smaller reporting company x~~I

~~Indicate by~~ITEM ~~check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act)~~1. ~~x Yes o No~~BUSINESS.

~~The aggregate~~General ~~market~~Development ~~value~~ of ~~the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold as of March 13, 2008 was $1,500.~~Business

~~The~~ Corporate Equity Investments, Inc. (“CEI”) was incorporated under the laws of the State of Florida on December 22, 2006. On July 30, 2009, the Board of Directors and a majority of the shareholders approved the filing of Articles of Conversion with the Nevada Secretary of State which effectively changed the domicile of CEI from Florida to Nevada and changed the name of the Company from Corporate Equity Investments, Inc. to Security Solutions Group, Inc. (the "Company", ”SSG”, "our", "us" or "we") In conjunction with the incorporation in the State of Nevada, SSG increased its number of authorized shares ~~outstanding~~of common stock from 100,000,000 to 500,000,000. On August 6, 2009, the Board of Directors of the ~~issuer’s~~Company approved an 8 to 1 forward common stock assplit stock to all shareholders of ~~latest practicable~~record ~~date~~on ~~was~~August 46,~~060~~ 2009. All stock transactions noted herein have been adjusted to account for the forward stock split unless otherwise noted. We have been in the developmental stage since inception and have conducted virtually no business operations, other than organizational and administrative activities. We have retained one employee to initiate the development of the Company. We own no real estate or personal property. Our business purpose is to seek the acquisition of, or merger with, an existing company. On April 1, 2009, DMP Holdings, Inc., (“DMP”) acquired 32,312,000 shares of common stock of the Company resulting in DMP owning 99.48% of the outstanding shares of the Company’s common stock and effected a change of control. The Company filed a Current Report on Form 8-K with the United States Securities and Exchange Commission (“SEC”) on April 7, 2009.

~~-1-~~Business of Issuer

~~ITEM 1~~Our discussion of the proposed business under this caption and throughout this Annual Report is purposefully general and is not meant to restrict our virtually unlimited discretion to search for and enter into potential business opportunities. ~~BUSINESS.~~

~~General Development~~Based on proposed business activities, we are a "blank check" company. The U.S. Securities and Exchange Commission (the "SEC") defines such companies as "any development stage company that is issuing a penny stock, within the meaning of ~~Business~~Section 3 (a)(51) of the Securities Exchange Act of 1934, as amended, (the "Exchange Act") and that has no specific business plan or purpose, or has indicated that its business plan is to merge with an unidentified company or companies." Under SEC Rule 12b-2 under the Securities Act of 1933, as amended (the "Securities Act"), we also qualify as a "shell company," because we have no or nominal assets (other than cash) and no or nominal operations. Many states have enacted statutes, rules and regulations limiting the sale of securities of "blank check" companies in their respective jurisdictions. No trading market currently exists for our securities, and Management does not intend to undertake any efforts to cause a market to develop in our securities, either debt or equity, or to register any securities under the Securities Act or state blue sky laws or the regulations there under until we have successfully concluded a business combination. We intend to comply with the periodic reporting requirements of the Exchange Act for so long as we are subject to those requirements.

~~Corporate Equity~~We ~~Investments,~~were ~~Inc.~~organized ~~(the~~as ~~"Company",~~a ~~"our",~~vehicle ~~"us"~~to orinvestigate ~~"we")~~and, ~~was~~if ~~incorporated under~~such ~~the~~investigation ~~laws~~warrants, ofacquire ~~the~~a ~~State~~target ofcompany ~~Florida~~or onbusiness ~~December~~seeking ~~22,~~the ~~2006. We~~perceived ~~have been~~advantages inof ~~the~~being ~~developmental~~a ~~stage~~publicly ~~since~~held ~~inception~~corporation. ~~and~~Our ~~have~~principal ~~conducted~~business ~~virtually~~objective ~~no business~~for ~~operations,~~the ~~other~~next ~~than~~12 ~~organizational~~months and ~~administrative activities. We~~beyond ~~have~~such ~~no full-~~time ~~employees~~will ~~and~~be ~~own~~to noachieve ~~real~~long-term ~~estate~~growth ~~or personal~~potential ~~property. We~~through ~~were~~a ~~formed~~combination aswith a ~~vehicle~~business torather ~~pursue~~than aimmediate, ~~business combination but~~short-term ~~have~~earnings. ~~not entered~~We ~~into~~will anot ~~letter~~restrict ofour ~~intent~~potential ~~concerning any~~candidate target ~~business. Our~~companies ~~business~~to ~~purpose~~any isspecific tobusiness, ~~seek~~industry ~~the~~or ~~acquisition~~geographical oflocation and, or ~~merger with~~thus, anmay ~~existing~~acquire ~~company~~any type of business.

~~Business of~~We ~~Issuer~~have conducted no business operations to date and expect to conduct none in the future, other than our efforts to effectuate a business combination. We, therefore, can be characterized as a "shell"

~~Our discussion~~- of3 ~~the~~- proposed business under this caption and throughout this Registration Statement is purposefully general and is not meant to restrict our virtually unlimited discretion to search for and enter into potential business opportunities.

~~Based~~corporation. ~~on proposed~~As ~~business activities, we are~~ a "~~blank check~~shell" ~~company. The U.S. Securities and Exchange Commission (the "SEC") defines such companies as "any development stage company that is issuing a penny stock~~corporation, ~~within~~we ~~the~~face ~~meaning of~~risks ~~Section~~inherent 3in ~~(a)(51) of~~ the ~~Securities Exchange Act of 1934~~investigation, ~~as amended~~acquisition, ~~(the "Exchange Act") and that has no specific business plan~~ or ~~purpose,~~involvement orin ~~has indicated~~a ~~that~~new ~~its~~ business ~~plan is to merge with an unidentified company or companies~~opportunity.~~" Under~~ ~~SEC Rule 12b-2 under the Securities Act of 1933~~Further, as ~~amended~~ ~~(the~~a "~~Securities~~development ~~Act~~stage"), weor ~~also qualify as a~~ "~~shell~~start-up" company," ~~because~~ we ~~have~~ noface orall ~~nominal~~of ~~assets~~the ~~(other~~unforeseen ~~than~~costs, ~~cash)~~expenses, ~~and no or nominal operations. Many states have enacted statutes~~problems, ~~rules~~ and ~~regulations limiting~~difficulties ~~the~~related ~~sale~~to ofsuch ~~securities of "blank check"~~ companies ~~in their respective jurisdictions. No trading market currently exists for our securities~~, ~~and~~ ~~Management~~including ~~does~~whether ~~not~~we ~~intend~~will tocontinue ~~undertake any efforts~~ to ~~cause~~be a ~~market~~going ~~to develop~~concern inentity ~~our~~for ~~securities, either debt or equity, or to register any securities under~~ the ~~Securities~~foreseeable ~~Act or state blue sky laws or the regulations thereunder until we have successfully concluded a business combination~~future. ~~We intend to comply with the periodic reporting requirements of the Exchange Act for so long as we are subject to those requirements.~~

We ~~were organized~~may asconsider a ~~vehicle~~business towhich ~~investigate~~has ~~and,~~recently ifcommenced ~~such investigation warrants~~operations, ~~acquire~~ is a ~~target~~developing company in need of additional funds for expansion into new products or ~~business~~markets, is seeking ~~the~~to ~~perceived~~develop ~~advantages~~a ofnew ~~being~~product ~~a publicly~~or ~~held~~service, ~~corporation. Our~~or ~~principal~~is an established business ~~objective~~which ~~for~~may ~~the next~~be 12experiencing ~~months~~financial ~~and~~or ~~beyond~~operating ~~such~~difficulties ~~time~~and ~~will~~is bein toneed ~~achieve~~of ~~long-term~~additional ~~growth potential~~capital. ~~through~~In the alternative, a business combination ~~with~~may ainvolve ~~business~~the ~~rather~~acquisition ~~than~~of, ~~immediate~~or merger with, ~~short-term~~ ~~earnings. We~~a ~~will~~company which does not ~~restrict~~need ~~our~~substantial ~~potential~~additional ~~candidate target~~capital, ~~companies~~but which desires to ~~any~~establish ~~specific~~a ~~business~~public trading market for its shares, ~~industry~~while oravoiding, ~~geographical~~among ~~location and~~other things, ~~thus~~the time delays, ~~may~~significant ~~acquire~~expense, ~~any~~and ~~type~~loss of ~~business~~voting control which may occur in a public offering.

We ~~have conducted~~do nonot ~~business~~currently ~~operations~~engage toin ~~date~~any ~~and~~business ~~expect~~activities tothat ~~conduct~~provide ~~none~~cash inflow. ~~the future,~~The ~~other~~costs ~~than~~of ~~our~~investigating ~~efforts~~and toanalyzing ~~effectuate a~~ business ~~combination. We,~~ ~~therefore,~~combinations ~~can~~for bethe ~~characterized~~next as12 amonths ~~"shell" corporation. As~~and abeyond ~~"shell"~~such ~~corporation,~~time wewill ~~face~~be ~~risks~~paid ~~inherent~~with inmoney ~~the investigation, acquisition, or involvement~~ in aour ~~new business opportunity. Further~~treasury, asif ~~a "development stage" or "start-up" company~~any, we ~~face~~with ~~all~~additional ofmoney ~~the~~contributed ~~unforeseen~~by ~~costs,~~our ~~expenses~~stockholders, ~~problems,~~via ~~and~~borrowings ~~difficulties related~~from ~~to such companies, including whether we will continue to be~~ a ~~going concern~~related entity, ~~for~~or ~~the~~another ~~foreseeable future~~source.

~~There~~During ~~are no~~the ~~acquisitions,~~next ~~business~~12 ~~combinations~~months, orwe ~~mergers~~anticipate ~~pending~~incurring orcosts ~~which~~related ~~have occurred~~to ~~involving~~filing ~~the~~of ~~Company. Presently,~~Exchange weAct ~~have~~reports noand ~~plans, proposals,~~costs ~~agreements,~~relating ~~understandings~~to orconsummating ~~arrangements~~an ofacquisition. ~~any~~We ~~kind~~believe orwe ~~nature whatsoever~~will be able to ~~acquire~~meet orthese ~~merge~~costs ~~with~~through ~~any~~use ~~specific~~of ~~business~~funds orin ~~company,~~our treasury and ~~we have~~additional ~~not~~amounts, ~~identified~~as ~~any~~necessary, ~~specific~~to ~~business~~be loaned to or ~~company~~invested ~~for~~in ~~investigation~~us ~~and evaluation~~by our stockholders, management or other investors.

~~-2-~~There are no acquisitions, business combinations, or mergers pending or which have occurred involving the Company. Presently, we have no plans, proposals, agreements, understandings or arrangements of any kind or nature whatsoever to acquire or merge with any specific business or company, and we have not identified any specific business or company for investigation and evaluation.

The analysis of new business opportunities will be undertaken by, or under the supervision of, MsMr. ~~Luz~~Phil ~~M. Weigel~~Viggiani, ~~our~~the ~~sole~~Company’s ~~officer and director, and by our shareholder, Charles J~~president. ~~Scimeca.~~ We have unrestricted flexibility in seeking, analyzing and participating in potential business opportunities. In our efforts to analyze potential acquisition targets, we will consider the following kinds of factors:

·• ~~Potential for growth, indicated by new technology, anticipated market expansion or new products;~~

·Potential ~~Competitive~~for ~~position~~growth, asindicated ~~compared~~by tonew ~~other~~technology, ~~firms~~anticipated ofmarket ~~similar~~expansion ~~size~~or ~~and~~new ~~experience within the industry segment as well as within the industry as a whole~~products;

·• ~~Strength and diversity of management, either in place or scheduled for recruitment;~~

·Competitive ~~Capital~~position ~~requirements~~as ~~and~~compared ~~anticipated availability of required funds,~~ to beother ~~provided~~firms byof ~~the~~similar ~~Registrant~~size orand ~~from~~experience ~~operations,~~within ~~through~~ the ~~sale~~industry ofsegment ~~additional~~as ~~securities,~~well ~~through~~as ~~joint~~within ~~ventures~~the orindustry ~~similar~~as ~~arrangements~~a ~~or from other sources~~whole;

~~· The cost of participation by the Registrant as compared to the perceived tangible and intangible values and potentials;~~•

·Strength ~~The~~and ~~extent~~diversity toof ~~which~~management, ~~the~~either ~~business~~in ~~opportunity~~place ~~can~~or bescheduled ~~advanced~~for recruitment;

·• ~~The accessibility of required management expertise, personnel, raw materials, services, professional assistance and other required items; and~~

·Capital ~~Other~~requirements ~~relevant~~and ~~factors.~~anticipated availability of required funds, to be provided by the Registrant or from operations, through the sale of additional securities, through joint ventures or similar arrangements or from other sources;

In applying the foregoing criteria, no one of which will be controlling, management will attempt to analyze all factors and circumstances and make a determination based upon reasonable investigative measures and available data. Potentially available business opportunities may occur in many different industries, and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex. Due to our limited capital available for investigation, we may not discover or adequately evaluate adverse facts about the opportunity to be acquired.•

~~We anticipate~~The ~~that~~cost weof ~~will~~participation ~~locate~~by ~~and make contact with target businesses primarily through~~ the ~~reputation~~Registrant ~~and~~as ~~efforts~~compared ~~of our shareholder, Charles J. Scimeca., who intends~~ to ~~meet~~the ~~personally~~perceived ~~with~~tangible ~~existing management~~ and ~~key~~intangible ~~personnel,~~values ~~visit~~ and ~~inspect~~ material facilities, assets, products and services belonging to such prospects, or undertake such reasonable investigation as it deems appropriate. Mr. Scimeca has a network of business contacts, and we anticipate that prospective target businesses will be referred to us through this network of contacts. potentials;

~~In connection~~• with our evaluation of a prospective target business, our sole officer and director and our other shareholder, anticipate that they will conduct a due diligence review which will encompass, among other things, meetings with incumbent management and inspection of facilities, as well as review of financial or other information which will be made available to us. The time and costs required to select and evaluate a target business, including conducting a due diligence review, negotiating relevant agreements and preparing requisite documents for filing pursuant to applicable Federal securities laws, state blue sky laws, foreign securities laws, if any, and corporation laws cannot presently be ascertained with any degree of certainty.

~~-3-~~The extent to which the business opportunity can be advanced;

It is anticipated that the investigation of specific business opportunities and the negotiation, drafting and execution of relevant agreements, disclosure documents and other instruments will require substantial management time and attention and substantial cost for accountants, attorneys and others. If a decision is made not to participate in a specific business opportunity, the costs theretofore incurred in the related investigation would not be recoverable and may reduce the amount of capital available to otherwise complete a business combination or for the resulting entity to utilize. Furthermore, even if an agreement is reached for the participation in a specific business opportunity, the failure to consummate that transaction may result in a loss to us of the related costs incurred.•

~~We presently~~The ~~have~~accessibility noof ~~employees~~required ~~apart from our~~ management~~. We~~ ~~expect~~expertise, ~~no significant~~personnel, ~~changes~~raw inmaterials, ~~the~~services, ~~number~~professional ofassistance ~~our~~and ~~employees~~ other ~~than~~required ~~such~~items; ~~changes, if any, incident to a business combination.~~and

~~Our officer~~• and sole director is engaged in outside business activities and anticipates that she will devote to our business very limited time until the acquisition of a successful business opportunity has been identified. However, our sole officer and director will devote such time as she deems reasonably necessary to carry out the business and affairs of the Company, including, with the anticipated assistance of Mr. Scimeca, the evaluation of potential target businesses and the negotiation of a business combination, and, as a result, the amount of time devoted to our business and affairs may vary significantly depending upon, among other things, whether we have identified a target business or are engaged in active negotiations of a business combination.

~~Although we~~Other ~~are~~relevant currently issuing shares of common stock to finance our administrative expenses, we will, in all likelihood, issue a substantial number of additional securities in connection with the consummation of a business combinationfactors. To the extent that such additional securities are issued, dilution to the interests of our shareholders will inevitably occur. Additionally, if a substantial number of shares of common stock are issued in connection with the consummation of a business combination, a change in our control will occur which will also likely affect, among other things, our ability to utilize net operating loss carry forwards, if any.

~~Any~~In ~~such change~~applying ~~in control will likely result in~~ the ~~resignation~~foregoing orcriteria, ~~removal~~no one of ~~our~~which ~~sole officer~~will ~~and~~be ~~director. If~~controlling, ~~there~~management iswill aattempt ~~change~~to inanalyze ~~the~~all ~~person~~factors ~~serving~~and ~~as sole~~circumstances ~~officer~~ and ~~director,~~make noa ~~assurance~~determination ~~can~~based beupon ~~given~~reasonable asinvestigative tomeasures ~~the~~and ~~experience~~available ~~or qualifications of our new management~~data. ~~Our~~ ~~sole~~Potentially ~~officer~~available ~~and director considers it likely that in order to consummate a~~ business ~~combination,~~opportunities amay ~~change in control will ultimately~~ occur; ~~therefore, she anticipates offering not less than a controlling interest to a target business~~ in ~~order~~many todifferent ~~effectuate a business combination. This will require the consent of Mr. Scimeca to achieve.~~

~~Our~~- ~~sole officer~~4 ~~and~~- director may actively negotiate for or otherwise consent to the disposition of any portion of her common stock as a condition to or in connection with a business combination. Therefore, it is possible that the terms of any business combination will provide for the sale of all or any portion of the shares of common stock owned beneficially by our sole officer and director. If we have additional shareholders at the time a business combination is effected, it is possible that none of our other shareholders other than our current majority shareholders will be afforded the right to sell their shares of common stock in connection with a business combination pursuant to the same terms that our current shareholders will be provided.

~~There~~industries, ~~are currently~~and noat ~~limitations~~various ~~relating~~stages toof ~~our~~development, ~~ability~~all ~~to borrow funds to increase the amount~~ of ~~capital~~which ~~available~~will tomake ~~us to effect a business combination or otherwise finance our operations or~~ the ~~operations~~task of ~~the~~comparative ~~target business. However,~~investigation ~~our limited resources~~ and ~~lack~~analysis of ~~operating history~~such ~~could~~business ~~make~~opportunities itextremely difficult ~~for~~and uscomplex. Due to ~~borrow additional funds from other sources. The amount and nature of any borrowings by us will depend on numerous considerations, including~~ our limited capital ~~requirements,~~available ~~potential~~for ~~lenders' evaluation of our ability to meet debt service on borrowings and the then prevailing conditions in the financial markets~~investigation, aswe ~~well~~may ~~as general economic conditions. We do~~ not ~~have~~discover ~~any arrangements with any bank~~ or ~~financial~~ ~~institution~~adequately toevaluate secure additional financing and there can be no assurance that such arrangements, if required or otherwise sought, would be available on terms commercially acceptable or otherwise in our best interests. Our inability to borrow funds required to effect or facilitate a business combination, or to provide funds for an additional infusion of capital into a target business, may have a material adverse ~~effect on~~facts ~~our~~about ~~financial condition and future prospects, including~~ the ~~ability~~opportunity to ~~effect a business combination. To the extent that debt financing ultimately proves to~~ be available, any borrowings may subject us to various risks traditionally associated with indebtedness, including the risks of interest rate fluctuations and insufficiency of cash flow to pay principal and interestacquired. ~~Furthermore,~~ ~~a target business may have already incurred debt financing and, therefore, all the risks inherent thereto.~~

~~-4-~~We anticipate that we will locate and make contact with target businesses primarily through our reputation and a network of business contacts.

IfIn ~~our securities~~connection ~~are~~with ~~issued~~our asevaluation ~~part~~ of ana ~~acquisition,~~prospective ~~such~~target ~~securities~~business, ~~are~~our ~~required~~board ~~to be~~of ~~issued~~directors ~~either~~and inprimary ~~reliance~~shareholder, ~~upon~~anticipate ~~exemptions~~that ~~from~~they ~~registration~~will ~~under~~conduct ~~applicable Federal~~a ordue ~~state~~diligence ~~securities~~review ~~laws~~which orwill ~~registered~~encompass, ~~for~~among ~~public distribution. We~~other ~~intend~~things, tomeetings ~~primarily~~with ~~target~~incumbent ~~only~~management ~~those~~and ~~companies where~~inspection anof ~~exemption~~facilities, ~~from~~as ~~registration~~well ~~would~~as bereview ~~available; however, since the structure~~ of ~~the~~financial ~~business~~or ~~combination~~other ~~has~~information ~~yet~~which towill be ~~determined, no assurances can be~~ made ~~that~~available ~~we will be able~~ to ~~rely on such exemptions~~us. ~~Registration~~ ofThe ~~securities~~time ~~typically~~and ~~requires significant~~ costs, ~~and~~required ~~time~~to ~~delays~~select ~~are typically encountered. In addition, the issuance of additional securities~~ and ~~their~~evaluate ~~potential~~a ~~sale~~target inbusiness, ~~any~~including ~~trading~~conducting ~~market which~~a ~~might~~due ~~develop~~diligence ~~in our common stock~~review, ofnegotiating ~~which~~relevant ~~there~~agreements isand ~~presently~~preparing norequisite ~~trading market~~documents ~~and~~for nofiling ~~assurances~~pursuant ~~can~~to beapplicable ~~given~~Federal ~~that~~securities ~~one will develop~~laws, ~~could~~state ~~depress~~blue ~~the price~~sky oflaws, ~~our~~foreign ~~common~~securities ~~stock~~laws, inif any ~~market which may develop in our common stock. Further~~, ~~such~~and ~~issuance~~corporation oflaws ~~additional~~cannot ~~securities~~presently ~~would~~be ~~result in~~ascertained awith ~~decrease~~any indegree ~~the percentage ownership~~ of ~~our shareholders~~certainty.

~~Due~~It ~~to our~~is ~~small~~anticipated ~~size~~that ~~and~~the ~~limited~~investigation ~~amount~~ of ~~capital,~~specific ~~our~~business ~~ability~~opportunities toand ~~raise~~the ~~additional capital~~negotiation, ifdrafting and ~~when~~execution ~~needed,~~of ~~could~~relevant beagreements, ~~constrained. Until~~disclosure ~~such~~documents ~~time~~and ~~as any~~other ~~enterprise,~~instruments ~~product~~will orrequire ~~service~~substantial ~~which~~management wetime ~~acquire~~and ~~generates~~attention ~~revenues sufficient~~and tosubstantial ~~cover~~cost ~~operating~~for ~~costs~~accountants, itattorneys isand ~~conceivable~~others. ~~that~~If wea ~~could~~decision ~~find ourselves~~is made not to participate in a ~~situation~~specific ~~where~~business weopportunity, ~~need~~the ~~additional~~costs ~~funds~~theretofore incurred in ~~order~~the torelated ~~continue~~investigation ~~our operations.~~would ~~This~~not ~~need~~be ~~could~~recoverable ~~arise~~and atmay areduce ~~time~~the ~~when~~amount weof ~~are~~capital ~~unable~~available to ~~borrow~~otherwise ~~funds and~~complete ~~when~~a ~~market~~business ~~acceptance~~combination or for the ~~sale~~resulting ofentity ~~additional~~to ~~shares~~utilize. ofFurthermore, ~~our~~even ~~common~~if ~~stock does~~an ~~not~~agreement ~~exist. See~~is ~~Item~~reached 7for the participation in a specific business opportunity, ~~"Management's~~the ~~Discussion~~failure ~~and~~to ~~Analysis~~consummate ~~of Financial~~that ~~Condition~~transaction ~~and~~may ~~Results~~result in a loss to us of ~~Operations~~the related costs incurred."

We ~~have neither~~presently the present intention, nor does the present potential exist for us, to consummate a business combination with a target business in which our sole officer and director or her affiliates or associates, directly or indirectly, have ~~a pecuniary interest, although~~ no ~~existing~~employees ~~corporate~~apart ~~policies would prevent this~~ from ~~occurring. Although~~our ~~there are no current plans to do so, we may engage the services of professional firms that specialize in finding business acquisitions and pay a finder's fee or other compensation~~management. ~~Since~~We ~~we have~~expect no ~~current~~significant ~~plans~~changes ~~to utilize any outside consultants or advisors to assist~~ in ~~a business combination, no policies have been adopted regarding use of such consultants or advisors,~~ the ~~criteria~~number ~~to be used in selecting such consultants or advisors, the services to be provided, the term~~ of ~~service, or regarding the total amount of fees that may be paid. However, because of~~ our ~~limited~~ ~~resources,~~employees itother isthan ~~likely that any~~ such fee we agree to pay would be paid in cash and/or shares of our common stock. In no event will we pay a finder's fee or commission to any officer or director or to any entity with which they are affiliated for such service. Moreoverchanges, ~~in no event shall we issue any of our securities to any of our officers, directors, or promoters,~~ if any, orincident ~~any of their respective affiliates or associates, in connection with activities designed~~ to ~~locate~~ a ~~target~~ business combination.

~~Investment~~ Our president is engaged in outside business activities and anticipates that he will devote to our business very limited time until the acquisition of a successful business opportunity has been identified. However, our president will devote such time as he deems reasonably necessary to carry out the business and affairs of the Company, ~~Act~~including, the evaluation of potential target businesses and ~~Other~~the ~~Regulation~~negotiation of a business combination, and, as a result, the amount of time devoted to our business and affairs may vary significantly depending upon, among other things, whether we have identified a target business or are engaged in active negotiations of a business combination.

WeAlthough ~~may participate~~we are currently issuing shares of common stock to finance our administrative expenses, we will, in all likelihood, issue a ~~business~~substantial ~~combination~~number byof ~~purchasing,~~additional ~~trading~~securities orin ~~selling~~connection with the ~~securities~~ consummation of ~~such~~a ~~target~~ business combination. We doTo ~~not,~~the ~~however~~extent that such additional securities are issued, ~~intend~~dilution to ~~engage~~ ~~primarily~~the ininterests ~~such~~of ~~activities~~our shareholders will inevitably occur. ~~Specifically~~ Additionally, weif ~~intend~~a ~~to conduct~~substantial number of shares of common stock are issued in connection with the consummation of a business combination, a change in our ~~activities~~control sowill asoccur which will also likely affect, among other things, our ability to ~~avoid~~utilize ~~being~~net ~~classified~~operating asloss ancarry ~~"investment company"~~forwards, ~~under~~if any. Any such change in control will likely result in the ~~Investment~~resignation ~~Company~~or ~~Act~~removal of ~~1940~~our president. If there is a change in the person serving as president, no assurance can be given as ~~amended~~to (the ~~"Investment Act"),~~experience ~~and~~or qualifications of our new management. Our president considers it likely that in order to consummate a business combination, a change in control will ultimately occur; therefore, he anticipates offering not less than a controlling interest to ~~avoid~~a ~~application~~target ofbusiness ~~the~~in ~~costly~~order ~~and~~to ~~restrictive registration~~effectuate ~~and~~a ~~other~~business ~~provisions~~combination. This will require the consent of the ~~Investment~~majority ~~Act~~shareholder, ~~and~~DMP, ~~the~~to ~~regulations promulgated thereunder~~achieve.

~~We will not enter into any business combination until the target business has obtained the requisite audited financial statements required to be included in a report on Form 8~~-K to5 ~~be filed by us with the SEC pursuant to the requirements of Form 8~~-K, ~~the Exchange Act, and the applicable rules and regulations thereunder.~~

~~No assurances~~Our ~~are~~majority ~~given~~shareholder ~~that~~and ~~subsequent~~parties torelated ~~such~~thereto amay ~~business~~actively ~~combination~~negotiate ~~that~~for ~~a trading~~or ~~market~~otherwise inconsent ~~our~~to ~~securities~~the ~~will~~disposition ~~develop,~~of ~~or,~~any ifportion ~~such~~of atheir ~~trading~~common ~~market~~stock ~~is developed,~~as ~~that~~a itcondition ~~can~~to beor ~~maintained~~in connection with ~~liquidity. We~~a ~~presently have~~business ~~100~~combination. Therefore,~~000,000~~ ~~shares~~it ofis ~~common~~possible ~~stock~~that ~~authorized,~~the ~~and~~terms ~~5,000,000~~of ~~shares~~any ~~of preferred~~business ~~stock~~combination ~~authorized,~~will ofprovide ~~which~~for ~~4,060,000~~the ~~shares~~sale of ~~common~~all ~~stock~~or ~~are currently~~any ~~issued~~portion ~~and outstanding. None~~ of ~~these~~the ~~outstanding~~ shares ~~have~~ ~~been~~of ~~registered~~common ~~under~~stock ~~the~~owned ~~Securities~~beneficially ~~Act,~~by ~~and~~our ~~all~~president. ofIf ~~which~~we ~~are~~have ~~deemed~~additional toshareholders ~~be "restricted~~at ~~securities",~~the astime ~~that~~a ~~term~~business combination is ~~defined~~effected, ~~under~~it ~~Rule~~is ~~144~~possible ~~promulgated under~~that ~~the~~none ~~Securities~~of ~~Act,~~our ~~because~~other ~~such~~shareholders ~~shares~~other ~~were~~than ~~issued~~our incurrent amajority ~~private~~shareholders ~~placement transaction~~will tobe ~~"accredited~~afforded ~~investors"~~the ~~not~~right ~~involving~~to asell ~~public offering. These~~their shares ~~may~~ ~~not~~of becommon ~~resold~~stock ~~under~~in ~~Rule~~connection ~~144~~with ~~unless and~~a ~~until the Company has acquired an operating~~ business ~~and~~combination ~~has~~pursuant ~~met~~to the ~~holding period~~same ~~requirements~~terms ofthat ~~Rule~~our ~~144~~current orshareholders ~~has~~will ~~registered~~be ~~these shares for resale~~provided.

~~-5-~~There are currently no limitations relating to our ability to borrow funds to increase the amount of capital available to us to effect a business combination or otherwise finance our operations or the operations of the target business. However, our limited resources and lack of operating history could make it difficult for us to borrow additional funds from other sources. The amount and nature of any borrowings by us will depend on numerous considerations, including our capital requirements, potential lenders' evaluation of our ability to meet debt service on borrowings and the then prevailing conditions in the financial markets, as well as general economic conditions. We do not have any arrangements with any bank or financial institution to secure additional financing and there can be no assurance that such arrangements, if required or otherwise sought, would be available on terms commercially acceptable or otherwise in our best interests. Our inability to borrow funds required to effect or facilitate a business combination, or to provide funds for an additional infusion of capital into a target business, may have a material adverse effect on our financial condition and future prospects, including the ability to effect a business combination. To the extent that debt financing ultimately proves to be available, any borrowings may subject us to various risks traditionally associated with indebtedness, including the risks of interest rate fluctuations and insufficiency of cash flow to pay principal and interest. Furthermore, a target business may have already incurred debt financing and, therefore, all the risks inherent thereto.

WeIf ~~cannot estimate~~our ~~the~~securities ~~time~~are ~~that~~issued itas ~~will~~part ~~take~~of an acquisition, such securities are required to ~~effectuate~~be aissued ~~business combination~~either in reliance upon exemptions from registration under applicable Federal or state securities laws or registered for public distribution. It ~~could~~We beintend ~~time~~to ~~consuming~~primarily target only those companies where an exemption from registration would be available; ~~possibly~~however, insince ~~excess~~the structure of ~~many months~~the orbusiness ~~years.~~combination ~~Additionally~~has yet to be determined, no ~~assurance~~assurances can be made that we will be able to ~~effectuate~~ arely ~~business~~on ~~combination~~such onexemptions. ~~favorable~~Registration ~~terms,~~of ~~or,~~securities iftypically ~~such~~requires asignificant ~~business combination~~costs, ~~can~~and betime ~~effected~~delays atare ~~all~~typically encountered. We ~~might~~In ~~identify~~addition, the issuance of additional securities and ~~effectuate a~~their ~~business~~potential ~~combination~~sale ~~with~~in aany ~~target~~trading ~~business~~market which ~~proves~~might todevelop bein ~~unsuccessful for~~our ~~any~~common ~~number~~stock, of ~~reasons,~~which ~~many~~there ofis ~~which~~presently ~~are~~no ~~due~~trading tomarket ~~the~~and ~~fact~~no assurances can be given that one will develop, could depress the ~~target business~~price isof ~~not~~our ~~identified~~common atstock ~~this~~in ~~time. If~~any ~~this~~market ~~occurs~~which may develop in our common stock. Further, ~~the~~such ~~Company and~~issuance ~~its~~of ~~shareholders~~additional ~~might~~securities ~~not~~would ~~realize~~result ~~any~~in ~~type~~a decrease in the percentage ownership of ~~profit~~our shareholders.

~~No assurances~~Due ~~can~~to our small size and limited amount of capital, our ability to raise additional capital, if and when needed, could be ~~given~~constrained. ~~that~~Until such time as any enterprise, product or service which we ~~will~~acquire begenerates ~~able~~revenues sufficient to ~~enter~~cover ~~into~~operating costs, it is conceivable that we could find ourselves in a ~~business combination,~~situation aswhere we need additional funds in order to ~~the~~continue ~~terms~~our ofoperations. This need could arise at a ~~business~~time ~~combination,~~when orwe asare unable to borrow funds and when market acceptance for the ~~nature~~sale of ~~the~~ ~~target~~additional ~~company~~shares of our common stock does not exist. See Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations."

~~Form~~ We have neither the present intention, nor does the present potential exist for us, to consummate a business combination with a target business in which our president or his affiliates or associates, directly or indirectly, have a pecuniary interest, although no existing corporate policies would prevent this from occurring. Although there are no current plans to do so, we may engage the services of ~~Acquisition~~professional firms that specialize in finding business acquisitions and pay a finder's fee or other compensation. Since we

~~The manner~~- in6 ~~which we~~- participate in an opportunity will depend upon the nature of the opportunity, the respective needs and desires of our company and the promoters of the opportunity, and the relative negotiating strength of our company and such promoters.

Ashave no current plans to utilize any outside consultants or advisors to assist in a ~~general~~ ~~rule~~business combination, ~~federal~~no ~~and~~policies ~~state~~have ~~tax~~been ~~laws~~adopted ~~and~~regarding ~~regulations~~use ~~have~~of asuch ~~significant impact~~consultants ~~upon~~or advisors, the ~~structuring~~criteria to be used in selecting such consultants or advisors, the services to be provided, the term of ~~business~~service, ~~combinations. We~~or ~~will evaluate~~regarding the ~~possible~~total ~~tax~~amount ~~consequences~~of fees that may be paid. However, because of our limited resources, it is likely that any ~~prospective~~such ~~business~~fee ~~combination~~ we agree to pay would be paid in cash and/or ~~will~~shares ~~endeavor~~of toour ~~structure~~common stock. In no event will we pay a ~~business~~finder's ~~combination~~fee soor ascommission to ~~achieve~~any ~~the~~officer ~~most favorable~~or ~~tax~~director ~~treatment~~or ~~for~~to ~~us,~~any ~~the~~entity ~~target~~with ~~business~~which ~~and~~they ~~their~~are ~~respective stockholders~~affiliated for such service. ~~There~~ ~~can~~Moreover, bein no ~~assurance~~event ~~that~~shall ~~the~~we ~~Internal~~issue ~~Revenue Service~~any orof ~~relevant~~our ~~state~~securities ~~tax~~to ~~authorities~~any ~~will~~of ~~ultimately~~our ~~assent~~officers, todirectors, ~~our~~or ~~proposed tax~~promoters, ~~treatment~~if any, or any of their respective affiliates or associates, in connection with activities designed to locate a ~~particular~~target business ~~combination~~.

~~It is~~Since ~~likely~~the ~~that~~effective wedate ~~will~~of ~~acquire~~ our ~~participation~~registration instatement aon ~~business~~Form ~~opportunity through~~10-SB12G, ~~the~~as ~~issuance~~amended, ofwe ~~our~~have ~~own~~had ~~stock~~preliminary contact or ~~other~~discussions ~~securities~~with representatives of ~~our company. Although~~several ~~the~~entities ~~terms~~regarding ofa ~~any~~possible ~~such~~business ~~transaction~~combination ~~cannot~~with ~~be predicted,~~us. Any ittarget ~~should~~business ~~be noted~~ that inis ~~certain~~selected ~~circumstances~~may ~~the~~be ~~criteria~~a ~~for determining~~financially ~~whether~~unstable company or ~~not~~ an ~~acquisition~~entity isin aits ~~so-called~~early ~~"tax~~stages ~~free" reorganization under Section 368(a)(1)~~ of ~~the~~development ~~Internal~~or ~~Revenue Code of 1986~~growth, ~~as amended~~including ~~(the~~entities ~~"Code"),~~without ~~depends~~established ~~upon~~records ~~whether the owners~~ of ~~the~~sales ~~acquired business own 80%~~ or ~~more~~earnings. ofIn ~~the~~that ~~voting~~event, ~~stock~~we ofwill ~~the~~be ~~surviving~~subject ~~entity. If a transaction were structured~~ to ~~take~~numerous ~~advantage~~risks ofinherent ~~these~~in ~~provisions~~the ~~rather~~business ~~than other~~and ~~"tax~~operations ~~free"~~of ~~provisions~~financially ~~provided~~unstable ~~under~~and ~~the~~early ~~Code,~~stage ~~all~~or ~~prior~~potential ~~stockholders would~~emerging ingrowth ~~such~~companies. ~~circumstances~~In ~~retain~~addition, ~~20%~~we ormay ~~less~~effect ofa ~~the~~business ~~total~~combination ~~issued~~with ~~and outstanding~~an ~~shares. Under~~entity ~~other~~in ~~circumstances,~~an ~~depending~~industry ~~upon~~characterized ~~the relative~~by ~~negotiating~~a ~~strength~~high level of ~~the~~risk, ~~parties~~and, ~~prior~~although ~~stockholders~~our ~~may~~management ~~retain substantially~~will ~~less~~endeavor ~~than~~to ~~20%~~evaluate of the ~~total~~risks ~~issued~~inherent ~~and~~in ~~outstanding~~a ~~shares~~particular oftarget ~~the surviving~~business, ~~entity. This~~there ~~could~~can ~~result~~be inno ~~substantial~~assurance ~~additional dilution~~that towe ~~the~~will ~~equity~~properly ofascertain ~~those~~or ~~who~~assess ~~were~~all ~~stockholders~~significant ~~of our company prior to such reorganization~~risks.

ToInvestment ~~the extent~~Company ~~the~~Act Internal Revenue Service or any relevant state tax authorities ultimately prevail in recharacterizing the tax treatment of a business combination, there may be adverse tax consequences to us, the target business and ~~their~~Other respective stockholders. Tax considerations, as well as other relevant factors, will be evaluated in determining the precise structure of a particular business combination, which could be effected through various forms of a merger, consolidation or stock or asset acquisition.Regulation

~~Our present~~We ~~stockholders~~may ~~will~~participate ~~likely~~in ~~not~~a ~~have~~business ~~control~~combination ofby apurchasing, ~~majority~~trading ofor selling the ~~voting shares~~securities ~~following~~of asuch ~~reorganization~~target ~~transaction~~business. As ~~part~~We ofdo not, however, intend to engage primarily in such ~~a transaction~~activities. Specifically, ~~all~~we orintend ato ~~majority~~conduct our activities so as to avoid being classified as an "investment company" under the Investment Company Act of ~~our~~1940, ~~directors~~as ~~may~~amended ~~resign~~(the "Investment Act"), and, ~~new~~therefore, ~~directors~~to ~~may be~~avoid ~~appointed~~application ~~without~~of ~~any~~the ~~vote~~costly byand ~~stockholders~~restrictive registration and other provisions of the Investment Act, and the regulations promulgated there under.

We will not enter into any business combination until the target business has obtained the requisite audited financial statements required to be included in a report on Form 8-6K to be filed by us with the SEC pursuant to the requirements of Form 8-K, the Exchange Act, and the applicable rules and regulations there under.

InNo ~~the case~~assurances ofare angiven ~~acquisition,~~that ~~the~~subsequent ~~transaction~~to ~~may~~such bea ~~accomplished~~business ~~upon~~combination ~~the~~that ~~sole determination~~a oftrading ~~management~~market ~~without~~in ~~any~~our ~~vote~~securities will develop, or, ~~approval~~if bysuch ~~stockholders~~a trading market is developed, ~~other than~~that ~~our~~it ~~current~~can ~~stockholders~~be maintained with liquidity. In ~~the~~We ~~case~~presently ofhave a500,000,000 ~~statutory~~shares ~~merger~~of ~~or consolidation~~common ~~directly~~stock ~~involving~~authorized ~~our~~of ~~company~~which 32,720,000 itshares ~~will~~are ~~likely~~currently beissued ~~necessary~~and ~~to call~~outstanding. aNone ~~stockholders'~~of ~~meeting~~these ~~and~~outstanding ~~obtain~~shares ~~the~~have ~~approval~~been ofregistered under the ~~holders~~Securities ofAct, ~~a majority~~and all of which are deemed to be "restricted securities", as that term is defined under Rule 144 promulgated under the ~~outstanding~~Securities Act, because such shares~~. The~~ ~~necessity~~were issued in a private placement transaction to ~~obtain~~"accredited ~~such stockholder~~investors" ~~approval~~not ~~may~~involving ~~result~~a inpublic ~~delay~~offering. ~~and~~These ~~additional~~shares ~~expense~~may innot ~~the consummation~~be ofresold ~~any~~under ~~proposed~~Rule ~~transaction~~144 unless and ~~will~~until ~~also~~the ~~give~~Company ~~rise~~has toacquired ~~certain appraisal~~an ~~rights~~operating tobusiness ~~dissenting~~and ~~stockholders. Most~~has ~~likely,~~met ~~management will~~the ~~seek~~holding toperiod ~~structure~~requirements ~~any~~of ~~such~~Rule ~~transaction~~144 soor ashas ~~not~~registered tothese ~~require~~shares ~~stockholder approval~~for resale.

~~Voluntary Exchange~~We ~~Act~~cannot ~~Registration~~estimate the time that it will take to effectuate a business combination. It could be time consuming; possibly in excess of many months or years. Additionally, no assurance can be made that we will be able to effectuate a business combination on favorable terms, or, if such a business combination can be effected at all. We might identify and effectuate a business combination with a target business which proves to be unsuccessful for any number of reasons, many of which are due to the fact that the target business is not identified at this time. If this occurs, the Company and its shareholders might not realize any type of profit.

We- ~~have voluntarily~~7 ~~become~~- ~~a reporting company under the Exchange Act, but we are under no obligation to do so pursuant to the requirements of the Exchange Act.~~

~~ITEM 1A. RISK~~No ~~FACTORS~~assurances can be given that we will be able to enter into a business combination, as to the terms of a business combination, or as to the nature of the target company.

~~Not Applicable.~~Form of Acquisition

~~ITEM 1B. UNRESOLVED~~The ~~STAFF~~manner ~~COMMENTS~~in which we participate in an opportunity will depend upon the nature of the opportunity, the respective needs and desires of our company and the promoters of the opportunity, and the relative negotiating strength of our company and such promoters.

~~Not Applicable~~As a general rule, federal and state tax laws and regulations have a significant impact upon the structuring of business combinations. We will evaluate the possible tax consequences of any prospective business combination and will endeavor to structure a business combination so as to achieve the most favorable tax treatment for us, the target business and their respective stockholders. There can be no assurance that the Internal Revenue Service or relevant state tax authorities will ultimately assent to our proposed tax treatment of a particular business combination.

~~ITEM 2~~It is likely that we will acquire our participation in a business opportunity through the issuance of our own stock or other securities of our company. ~~DESCRIPTION~~ OFAlthough ~~PROPERTY~~the terms of any such transaction cannot be predicted, it should be noted that in certain circumstances the criteria for determining whether or not an acquisition is a so-called "tax free" reorganization under Section 368(a)(1) of the Internal Revenue Code of 1986, as amended (the "Code"), depends upon whether the owners of the acquired business own 80% or more of the voting stock of the surviving entity. If a transaction were structured to take advantage of these provisions rather than other "tax free" provisions provided under the Code, all prior stockholders would in such circumstances retain 20% or less of the total issued and outstanding shares. Under other circumstances, depending upon the relative negotiating strength of the parties, prior stockholders may retain substantially less than 20% of the total issued and outstanding shares of the surviving entity. This could result in substantial additional dilution to the equity of those who were stockholders of our company prior to such reorganization.

~~The registered~~To ~~office~~the ~~and~~extent ~~sole location of~~ the ~~Company~~Internal isRevenue ~~5775~~Service ~~Blue~~or ~~Lagoon~~any ~~Drive, Suite~~relevant ~~100,~~state ~~Miami,~~tax ~~Florida~~authorities ~~33126. This~~ultimately ~~location~~prevail isin recharacterizing the ~~same~~tax ~~address where~~treatment ~~our~~of ~~legal~~a ~~counsel~~business ~~and~~combination, ~~our~~there ~~director~~may ~~maintain~~be ~~their~~adverse ~~offices. This office~~tax ~~space~~consequences ~~is provided~~ to us, ~~rent-free. We~~the ~~believe~~target ~~these~~business ~~facilities are~~and ~~adequate~~their torespective ~~serve~~stockholders. ~~our~~Tax ~~needs~~considerations, ~~until~~as ~~such~~well ~~time~~ as aother ~~business~~relevant ~~combination~~factors, ~~if any,~~will ~~occurs. We~~be ~~expect~~evaluated toin bedetermining ~~able~~the toprecise ~~utilize~~structure ~~these~~of ~~facilities,~~a ~~free of~~particular ~~charge~~business combination, ~~until~~which ~~such~~could ~~time~~be aseffected athrough ~~business~~various ~~combination,~~forms ifof ~~any~~a merger, ~~occurs~~ consolidation or stock or asset acquisition.

~~ITEM 3~~Our present stockholders will likely not have control of a majority of the voting shares following a reorganization transaction. ~~LEGAL~~ ~~PROCEEDINGS~~As part of such a transaction, all or a majority of our directors may resign and new directors may be appointed without any vote by stockholders.

~~Presently~~In the case of an acquisition, ~~there~~ ~~are~~the notransaction ~~legal~~may ~~proceedings~~be toaccomplished ~~which~~upon wethe ~~are~~sole adetermination ~~party~~of management without any vote or approval by stockholders, ~~and~~other wethan doour ~~not~~current ~~know~~stockholders. In the case of ~~any~~ ~~legal~~a ~~proceedings~~statutory ~~threatened~~merger or ~~contemplated~~consolidation ~~against~~directly usinvolving our company, it will likely be necessary to call a stockholders' meeting and obtain the approval of the holders of a majority of the outstanding shares.

~~ITEM 4~~The necessity to obtain such stockholder approval may result in delay and additional expense in the consummation of any proposed transaction and will also give rise to certain appraisal rights to dissenting stockholders. ~~SUBMISSION~~ OFMost ~~MATTERS~~likely, TOmanagement Awill ~~VOTE~~seek OFto ~~SECURITIES HOLDERS~~structure any such transaction so as not to require stockholder approval.

~~None.~~- 8 -

~~-7-~~Voluntary Exchange Act Registration

~~PART II~~We have voluntarily become a reporting company under the Exchange Act, but we are under no obligation to do so pursuant to the requirements of the Exchange Act.

ITEM 5 1A. ~~MARKET~~ ~~FOR~~RISK ~~REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES~~FACTORS.

~~Market Information~~Investing in our common stock is highly speculative and involves a high degree of risk. Any potential investor should carefully consider the risks and uncertainties described below before purchasing any shares of our common stock. The risks described below are those we currently believe may materially affect us. If any of them occur, our business, financial condition, operating results or cash flow could be materially harmed. As a result, the trading price of our stock could decline, and you might lose all or part of your investment. Our business, financial condition and operating results, or the value of any investment you make in the stock of our Company, or both, could be adversely affected by any of the factors listed and described below. These risks and uncertainties, however, are not the only ones that we face. Additional risks and uncertainties not currently known to us, or that we currently think are immaterial, may also impair our business operations or the value of your investment.

~~Our common~~Risks ~~stock~~Related has not been registered with the SEC or any state securities agency or authority. No public trading market presently exists for our shares of common stock, and there are no present plans, proposals, arrangements or understandings with any person with regard to ~~the development of any trading market in any of~~ our securities. No assurances can be made that a trading market for our common stock will ever develop. No shares of common stock have been registered for resale under the blue sky laws of any state. The holders of shares of common stock, and persons who may desire to purchase shares of common stock in any trading market that might develop in the future, should be aware that there may be significant state blue sky law restrictions upon the ability of shareholders to sell their shares and of purchasers to purchase the shares of common stock. Some jurisdictions may not allow the trading or resale of blind pool or "blank-check" securities under any circumstances. Accordingly, shareholders should consider the secondary market for our securities to be an extremely limited market for the resale of our securities, until such time that a trading market for our shares of common stock has developed, if any.Business

~~The~~OUR ~~SEC is~~BUSINESS ofIS ~~the~~DIFFICULT ~~opinion~~TO ~~that~~EVALUATE ~~Rule~~BECAUSE ~~504~~WE ofHAVE ~~Regulation~~NO D,OPERATING ~~which exempts from Securities Act registration limited offerings and sales of securities not exceeding $1,000,000, is not available to blank check companies~~HISTORY.

~~None~~As ~~of our~~we ~~shares~~have ofno ~~common~~operating ~~stock~~history ~~are~~or ~~presently~~revenue ~~subject~~and toonly ~~outstanding~~minimal ~~options~~assets, ~~or warrants~~there tois ~~purchase,~~a orrisk ~~securities~~that ~~convertible~~we ~~into~~will ~~our~~be ~~common equity. There~~unable ~~are sixteen~~to ~~(16)~~consummate ~~shareholders~~a ofbusiness ~~our~~combination. ~~common~~We ~~stock holding~~have ~~beneficial~~had ~~control~~no ofrecent aoperating ~~total~~history ofnor ~~6,090,000~~any ~~shares. All~~revenues ~~of these~~or ~~shares~~earnings ~~are~~from ~~"restricted~~operations ~~securities",~~since asinception. ~~that~~We ~~term~~have isno ~~defined~~significant ~~under~~assets ~~Rule~~or ~~144 promulgated~~financial ~~under~~resources. ~~the~~We ~~Securities Act~~will, in ~~that~~all ~~such~~likelihood, ~~shares~~sustain ~~were~~operating ~~issued~~expenses inwithout ~~a private~~corresponding ~~transaction~~revenues, ~~not~~at ~~involving~~least auntil ~~public~~the ~~offering~~consummation inof ~~accordance~~a ~~with~~business ~~the exemptions~~combination. ~~from~~This ~~registration~~may ~~afforded~~result byin ~~Section~~our ~~4(2)~~incurring ofa ~~the~~net ~~Securities Act. These~~operating ~~shares may~~loss ~~not~~that bewill ~~resold~~increase ~~under~~continuously ~~Rule~~until ~~144~~we ~~unless~~can ~~and until~~consummate ~~the~~a ~~Company~~business ~~has~~combination ~~acquired~~with ana ~~operating~~profitable business ~~and~~opportunity. ~~has~~We ~~met~~cannot ~~the~~assure ~~holding period~~you ~~requirements~~that ofwe ~~Rule~~can ~~144~~identify ora ~~has~~suitable ~~registered~~business ~~these~~opportunity ~~shares~~and ~~for resale~~consummate a business combination.

~~Neither the~~THERE ~~Company,~~IS ~~our~~COMPETITION ~~sole~~FOR ~~officer~~THOSE ~~and~~PRIVATE ~~director,~~COMPANIES ~~nor~~SUITABLE ~~our~~FOR ~~shareholders~~A ~~have,~~MERGER atTRANSACTION ~~the present~~OF ~~time,~~THE ~~any~~TYPE ~~plans,~~CONTEMPLATED ~~proposals,~~BY ~~arrangements, understandings or intention of selling any unissued or outstanding shares of common stock in the public market subsequent to a business combination~~MANAGEMENT. Nevertheless, in the event that substantial amounts of common stock are sold in the public market subsequent to a business combination, such sales may adversely affect the price for the sale of the Company's equity securities in any trading market which may develop, if at all. No prediction can be made as to the effect, if any, that market sales of restricted shares of common stock or the availability of such shares for sale will have on the market prices prevailing from time to time, if any.

We ~~presently~~ ~~serve~~are asin ~~our~~a ~~own~~highly ~~transfer~~competitive ~~agent~~market for a small number of business opportunities which could reduce the likelihood of consummating a successful business combination. We are and ~~registrar~~will continue to be an insignificant participant in the business of seeking mergers with, joint ventures with, and acquisitions of, small private and public entities. A large number of established and well-financed entities, including small public companies and venture capital firms, are active in mergers and acquisitions of companies that may be desirable target candidates for us. Nearly all these entities have significantly greater financial resources, technical expertise and managerial capabilities than we do; consequently, we will be at a competitive disadvantage in identifying possible business opportunities and successfully completing a business combination. These competitive factors may reduce the likelihood of our ~~common stock~~identifying and consummating a successful business combination.

~~Dividends~~- 9 -

WeWE ~~have not~~HAVE ~~paid~~YET ~~any~~TO ~~dividends~~EARN onREVENUE ~~our~~FROM ~~common~~OUR ~~stock~~OPERATIONS ~~to date and do not presently intend to pay cash dividends prior to the consummation of a business combination. The payment of cash dividends in the future~~AND, ifBECAUSE ~~any, will~~OUR beABILITY ~~contingent~~TO ~~upon~~SUSTAIN ~~our~~OUR ~~revenues~~OPERATIONS ~~and~~IS ~~earnings,~~DEPENDENT ifON ~~any,~~OUR ~~capital~~ABILITY ~~requirements, and~~TO ~~general~~RAISE financial condition subsequent to the consummation of a business combination. The payment of any dividends subsequent to a business combination will be within the discretion of our then existing board of directors. It is the present intention of our sole director to retain all earningsFINANCING, ifOUR ~~any,~~ACCOUNTANTS ~~for~~BELIEVE ~~use~~THAT inTHERE ~~our~~IS ~~business~~SUBSTANTIAL ~~operations,~~DOUBT ~~and,~~ABOUT ~~accordingly,~~OUR ~~the board~~ABILITY ofTO ~~directors~~CONTINUE ~~does~~AS ~~not~~A ~~anticipate~~GOING ~~paying any cash dividends in the foreseeable future~~CONCERN.

~~-8-~~We have incurred net losses of $117,893 for the period from our inception on December 22, 2006 to December 31, 2009, and have no revenues to date. Our future is dependent upon our ability to obtain financing or find a company suitable to merge with or acquire. These factors raise substantial doubt that we will be able to continue as a going concern. LBB & Associates Ltd., LLP, Certified Public Accountants, our independent auditors, have raised substantial doubt about our ability to continue as a going concern given our accumulated losses. This opinion could materially limit our ability to raise additional funds by issuing new debt or equity securities or otherwise. If we fail to raise sufficient capital, we will not be able to complete our business plan. As a result we may have to liquidate our business and you may lose your investment. You should consider our auditor's comments when determining if an investment in the Company is suitable.

~~Recent Sales~~ FUTURE ofSUCCESS ~~Unregistered~~IS ~~Securities~~HIGHLY DEPENDENT ON THE ABILITY OF MANAGEMENT TO LOCATE AND ATTRACT A SUITABLE ACQUISITION.

The ~~following~~ ~~sets~~nature ~~forth~~of ~~information~~our ~~relating~~operations tois ~~all~~highly ~~previous~~speculative ~~sales~~and there is a consequent risk of loss of your investment. The success of our ~~common stock,~~plan ~~which~~of ~~sales~~operation ~~were~~will ~~not~~depend ~~registered~~to ~~under~~a great extent on the ~~Securities~~operations, ~~Act. As~~financial condition and management of the ~~date~~ ofidentified ~~this~~business ~~report,~~opportunity. weWhile ~~have~~management ~~twelve~~intends to seek business combination(12s) ~~shareholders~~with ~~and~~entities 4having established operating histories,~~060~~ we cannot assure you that we will be successful in locating candidates meeting that criterion. In the event we complete a business combination,~~000~~ ~~shares~~the success of ~~common~~ ~~stock~~our ~~issued~~operations may be dependent upon management of the successor firm or venture partner firm and ~~outstanding~~numerous other factors beyond our control.

~~In connection~~While ~~with~~seeking ~~our~~a ~~organization~~business ~~on December 22~~combination, ~~2006,~~management ~~2,000,000~~anticipates ~~shares~~devoting ~~of restricted~~no ~~common~~more ~~stock~~than ~~were~~a ~~issued~~few tohours ~~Waterford~~per ~~Capital~~week ~~Group, Inc. in exchange for $2,000.00 in cash. Charles J. Scimeca subscribed~~ to ~~another~~our ~~2,000,000 shares~~company's ofaffairs ~~restricted common stock~~ in ~~exchange for $2,000~~total.00 inOur ~~cash,~~director onhas ~~July~~not ~~31, 2007. On~~entered ~~January~~into 6,a 7,written ~~12,~~employment ~~and~~agreement ~~16,~~with ~~2008,~~us ~~we issued 60,000 shares of restricted common stock to six accredited~~ and ~~sophisticated~~is ~~investors~~not ~~in transactions~~expected ~~exempt from registration under the Securities Act, pursuant~~ to ~~Section~~ ~~4(2)~~do ofso ~~the Securities Act and/or Rule 506. In each of the Regulation D transactions conducted~~ in ~~January 2008,~~ the ~~offering~~foreseeable ~~price was $0~~future.~~025~~ ~~USD~~This ~~per~~limited ~~share.~~commitment ~~Thus,~~may weadversely ~~issued~~impact ~~60,000~~our ~~shares~~ability ~~of common stock~~ to ~~six accredited~~identify and ~~sophisticated~~consummate ~~investors~~a ~~for~~successful ~~$1,500~~business ~~in transactions exempt from registration~~combination.

OnLIMITED ~~or about~~ABILITY ~~April~~TO 1,EVALUATE ~~2008,~~TARGET ~~Waterford~~BUSINESS’ Capital Group, Inc. gifted 200,000 shares to one other entity but retained voting control of the shares until the Company makes a business acquisition. On or about April 1, 2008, Waterford Capital Group, Inc. also gifted 300,000 shares to the family of Ms. Weigel, but Waterford Capital Group, Inc. retained beneficial ownership of these shares until they are sold or until the respective owners reach the age of majority.MANAGEMENT

~~The purchasers~~While ~~listed~~our ~~above~~ability ~~represented~~to ~~their~~successfully ~~intention~~effect toa ~~acquire~~business ~~the~~combination ~~securities for~~will ~~investment~~be ~~purposes~~dependent ~~and~~upon ~~their~~certain ~~understanding~~key ~~that~~personnel, the ~~securities~~future ~~were~~role ~~not issued~~of ~~pursuant~~such topersonnel ain ~~registration~~the ~~statement~~target ~~under~~business ~~the~~cannot ~~Securities Act. A~~presently ~~legend~~be ~~was~~stated ~~placed~~with onany ~~the~~certainty. ~~stock~~There ~~certificates~~can ~~stating~~be no assurance that ~~the securities~~our ~~have~~president ~~not~~will ~~been~~remain ~~registered~~associated ~~under~~in ~~the~~any ~~Securities~~operational ~~Act~~capacity ~~and~~with ~~cannot~~us following a business combination. Moreover, there can be ~~sold or~~no ~~otherwise~~assurances ~~transferred~~that ~~without~~our anpresident ~~effective~~will ~~registration~~have any experience or anknowledge ~~exemption therefrom. The~~relating ~~purchasers~~to ~~represented~~the ~~that~~operations ~~they~~of ~~are~~the ~~accredited~~particular ~~and sophisticated~~target ~~investors~~business. ~~and~~Furthermore, ~~that~~although we intend to scrutinize the ~~shares~~management ~~were~~team ~~not~~of ~~offered~~a toprospective ~~them~~target bybusiness ~~any means~~in connection with evaluating the desirability of ~~general~~effecting ~~solicitation~~a orbusiness ~~general~~combination ~~advertising.~~with Wesuch ~~issued~~target 60business,~~000~~ ~~shares~~there can be no assurances that our assessment of ~~common~~ ~~stock~~such tomanagement ~~six accredited~~team ~~investors~~will ~~for~~prove $1to be correct,~~500~~ inespecially ~~transactions~~since ~~exempt from~~our ~~registration~~president ~~pursuant~~is tonot ~~Section~~a ~~4(2)~~professional ofbusiness ~~the~~analyst. ~~Securities~~See ~~Act~~Item ~~and~~10, ~~Regulation D~~"Directors, ~~Rule~~Executive ~~506~~Officers and Corporate Governance."

WeAccordingly, ~~have never~~we ~~utilized~~may anbe ~~underwriter~~completely ~~for~~dependent anon ~~offering~~the ability of ~~our~~the ~~securities,~~management ~~and~~team ~~there~~of ~~were no~~the ~~underwriting~~target ~~discounts~~business orwho ~~commissions~~are ~~involved~~unidentifiable inas ~~any~~ of ~~our~~the ~~securities transactions~~date hereof. ~~Other~~ ~~than~~In ~~the~~addition, ~~securities~~there ~~described~~can ~~above,~~be weno assurances that such future management team will have ~~not issued~~the necessary skills, qualifications or ~~sold~~abilities ~~any~~to ~~securities~~manage a public company. We may also seek to recruit additional managers to supplement the incumbent management

~~No securities~~- ~~have~~10 ~~been~~- issued for services, and no services were performed by any purchaser as consideration for the shares issued. Neither we nor any person acting on our behalf offered or sold the securities by means of any form of general solicitation or general advertising.

~~ITEM 6~~team of the target business. ~~SELECTED~~ ~~FINANCIAL~~There ~~DATA~~can be no assurances that we will have the ability to recruit such additional managers, or that such additional managers will have the requisite skill, knowledge or experience necessary or desirable to enhance the incumbent management team.

~~Not Applicable.~~ NO OPPORTUNITY FOR NON-AFFILIATE SHAREHOLDER EVALUATION OR APPROVAL OF BUSINESS COMBINATIONS

~~ITEM 7~~Our non-affiliate shareholders, if any, will, in all likelihood, not receive nor otherwise have the opportunity to evaluate any financial or other information which will be made available to us in connection with selecting a potential business combination until after we have entered into an agreement to effectuate a business combination. ~~MANAGEMENT'S~~ ~~DISCUSSION~~Such ~~AND~~agreement ~~ANALYSIS~~to OFeffectuate ~~FINANCIAL~~a ~~CONDITION~~business ~~AND RESULTS~~combination, OFhowever, ~~OPERATIONS~~will be subject to shareholder approval pursuant to applicable law. As a result, our non-affiliate shareholders, if any, will be almost entirely dependent on the judgment and experience of our president, his advisors, and perhaps also with the judgment of our other shareholder, in connection with the selection and ultimate consummation of a business combination.

WeIn ~~were organized~~addition, asunder aNevada ~~vehicle to investigate and~~law, ifthe ~~such~~form ~~investigation~~of ~~warrants, acquire~~business acombination ~~target~~could ~~company~~have oran ~~business~~impact ~~seeking~~upon the ~~perceived~~availability ~~advantages~~ of ~~being~~dissenters' ~~a publicly~~rights ~~held corporation~~(i. ~~Our~~e., ~~principal business objective for~~ the ~~next~~ 12right ~~months~~to ~~and~~receive ~~beyond~~fair ~~such~~payment ~~time~~with ~~will~~respect be to ~~achieve~~our ~~long-term~~common ~~growth potential~~stock) ~~through~~to ashareholders ~~combination~~disapproving ~~with~~the aproposed business ~~rather than immediate, short-term earnings~~combination. We ~~will~~See ~~not~~Item ~~restrict~~1, ~~our~~"Business ~~potential~~- ~~candidate target~~`Business ~~companies~~of toIssuer'" ~~any~~and ~~specific~~Item ~~business~~13, ~~industry~~"Certain orRelationships ~~geographical location~~ and, ~~thus~~Related Transactions, ~~may~~and ~~acquire~~Director ~~any type of business~~Independence. ~~We have not had any revenues since inception.~~"

~~-9-~~THE COMPANY HAS NO EXISTING AGREEMENT FOR A BUSINESS COMBINATION OR OTHER TRANSACTION.

WeThere ~~may consider~~are ano acquisitions, business ~~which has recently commenced operations~~combinations, isor amergers ~~developing company~~pending inor ~~need~~which ofhave ~~additional~~occurred ~~funds~~involving ~~for~~the ~~expansion~~Company. ~~into~~Presently, ~~new~~we ~~products~~have orno ~~markets~~plans, is ~~seeking~~proposals, toagreements, ~~develop~~understandings aor ~~new~~arrangements ~~product~~of orany ~~service,~~kind or isnature anwhatsoever ~~established~~to ~~business which~~acquire ~~may be experiencing financial~~ or ~~operating~~merge ~~difficulties~~with ~~and~~any isspecific ~~in need of additional capital. In the alternative, a~~ business ~~combination may involve the acquisition of,~~ or ~~merger with~~company, aand ~~company~~we ~~which~~have ~~does~~ not ~~need substantial~~identified ~~additional~~any ~~capital,~~specific ~~but~~business ~~which~~or ~~desires~~company ~~to establish a public trading market~~ for ~~its~~investigation ~~shares, while avoiding, among other things, the time delays, significant expense,~~ and ~~loss of voting control which may occur in a public offering~~evaluation.

WeTHE doTIME ~~not currently~~AND ~~engage~~COST inOF ~~any~~PREPARING ~~business~~A ~~activities~~PRIVATE ~~that~~COMPANY ~~provide~~TO ~~cash flow. The~~BECOME ~~costs~~A ofPUBLIC ~~investigating~~REPORTING ~~and~~COMPANY ~~analyzing~~MAY ~~business~~PRECLUDE ~~combinations for~~US ~~the~~FROM ~~next~~ENTERING 12INTO ~~months~~A ~~and~~MERGER ~~beyond~~OR ~~such~~ACQUISITION ~~time~~WITH ~~will~~THE beMOST ~~paid~~ATTRACTIVE ~~with~~PRIVATE ~~money in our treasury, if any, or with additional money contributed by our stockholders, or another source~~COMPANIES.

~~During the~~Target ~~next~~companies 12that ~~months,~~fail weto ~~anticipate~~comply ~~incurring~~with ~~costs~~SEC ~~related~~reporting torequirements ~~filing~~may delay or preclude acquisition. Sections 13 and 15 (d) of the Exchange Act ~~reports~~require ~~and~~reporting ~~costs~~companies ~~relating~~ to ~~consummating~~provide ancertain ~~acquisition. We believe~~information weabout ~~will~~significant beacquisitions, ~~able~~including tocertified ~~meet~~financial ~~these~~statements ~~costs~~for ~~through~~the ~~use~~company acquired, covering one, two, or three years, depending on the relative size of ~~funds~~the inacquisition. ~~our~~The ~~treasury~~ time and additional ~~amounts,~~costs asthat ~~necessary,~~may to be ~~loaned~~incurred toby orsome ~~invested~~target inentities usto byprepare ~~our stockholders,~~these ~~management~~statements may significantly delay or ~~other~~essentially ~~investors~~preclude consummation of an acquisition. ~~After~~ ~~the~~Otherwise ~~reporting period,~~suitable weacquisition ~~began~~prospects ~~selling~~that ~~common~~do ~~stock~~not have or are unable to ~~raise~~obtain ~~funds~~the required audited statements may be inappropriate for ~~this purpose~~acquisition so long as the reporting requirements of the Exchange Act are applicable.

WeTHE ~~have not~~COMPANY ~~had~~MAY ~~any~~BE ~~preliminary~~SUBJECT ~~contact~~TO orREGULATION ~~discussions~~UNDER ~~with~~THE ~~any~~INVESTMENT ~~representative~~COMPANY ofACT ~~any other~~WHICH ~~entity~~WOULD ~~regarding~~ADVERSELY aAFFECT ~~business~~OUR ~~combination with us~~OPERATIONS. Any target business that is selected may be a financially unstable company or an entity in its early stages of development or growth, including entities without established records of sales or earnings. In that event, we will be subject to numerous risks inherent in the business and operations of financially unstable and early stage or potential emerging growth companies. In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks.

~~Our management~~Although ~~anticipates~~we ~~that~~will itbe subject to the reporting requirements under the Exchange Act, management believes we will ~~likely~~not be ~~able~~subject to ~~effect~~regulation ~~only~~under ~~one~~the ~~business combination~~Investment Company Act, ~~due~~since ~~primarily~~we towill ~~our~~not ~~limited~~be ~~financing,~~engaged ~~and~~in the ~~dilution~~business of ~~interest~~ ~~for~~investing ~~present~~or ~~and~~trading ~~prospective~~in ~~stockholders,~~securities. ~~which~~If iswe ~~likely~~engage toin ~~occur~~business ascombinations a which result ofin our ~~management's~~holding ~~plan~~passive toinvestment ~~offer~~interests in a ~~controlling~~number ~~interest~~of toentities, awe ~~target business~~could inbe ~~order~~subject to ~~achieve~~regulation aunder ~~tax-free~~the ~~reorganization~~Investment Company Act. ~~This~~ ~~lack~~If ~~of diversification~~so, ~~should~~we would be ~~considered~~required ato ~~substantial~~register ~~risk~~as inan ~~investing~~investment incompany ~~us, because~~and itcould ~~will~~be ~~not~~expected ~~permit~~to usincur tosignificant ~~offset~~registration ~~potential~~and ~~losses~~compliance ~~from~~costs. ~~one~~We ~~venture against~~have ~~gains~~obtained ~~from~~no ~~another.~~formal

~~We anticipate~~- ~~that~~11 ~~the~~- selection of a business combination will be complex and extremely risky. Because of general economic conditions, rapid technological advances being made in some industries and shortages of available capital, our management believes that there are numerous firms seeking even the limited additional capital that we will have and/or the perceived benefits of becoming a publicly traded corporation. Such perceived benefits of becoming a publicly traded corporation include, among other things, facilitating or improving the terms on which additional equity financing may be obtained, providing liquidity for the principals of and investors in a business, creating a means for providing incentive stock options or similar benefits to key employees, and offering greater flexibility in structuring acquisitions, joint ventures and the like through the issuance of stock. Potentially available business combinations may occur in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.

~~Liquidity~~ determination from the SEC as to our status under the Investment Company Act and, ~~Capital~~consequently, ~~Resources~~violation of the Investment Company Act could subject us to material adverse consequences.

AsANY ~~of December~~POTENTIAL ~~31,~~ACQUISITION ~~2008,~~OR ~~the~~MERGER ~~Company~~WITH ~~had~~A ~~assets~~FOREIGN ~~equal~~COMPANY toMAY ~~$170~~SUBJECT ~~comprised~~US ~~exclusively~~TO ~~of cash~~ADDITIONAL ~~and cash equivalents~~RISKS. This compares with assets of $1,150, comprised exclusively of cash and cash equivalents, as of December 31, 2007. The Company’s current liabilities as of December 31, 2008 totaled $31,537, comprised of accounts payable and related party loans. This compares to the Company’s current liabilities as of December 31, 2007 of $11,937. The Company can provide no assurance that it can continue to satisfy its cash requirements for at least the next twelve months.

If we enter into a business combination with a foreign concern, we will be subject to risks inherent in business operations outside of the United States. These risks include, for example, currency fluctuations, regulatory problems, punitive tariffs, unstable local tax policies, trade embargoes, risks related to shipment of raw materials and finished goods across national borders and cultural and language differences. Foreign economies may differ favorably or unfavorably from the United States economy in growth of gross national product, rate of inflation, market development, rate of savings, and capital investment, resource self-~~10-~~sufficiency and balance of payments positions, and in other respects.

~~The following~~THE isCOMPANY aMAY ~~summary~~BE ofSUBJECT ~~the~~TO ~~Company's~~CERTAIN ~~cash~~TAX ~~flows~~CONSEQUENCES ~~provided~~IN byA ~~(used~~BUSINESS ~~in) operating~~COMBINATION, ~~investing,~~WHICH ~~and~~MAY ~~financing~~INCREASE ~~activities:~~OUR COST OF ACQUISITION.

							Cumulative Period From December 22, 2006 (Inception) to December 31, 2008
	Year Ended December 31,
	2008			2007
Net cash used in operating activities	$	(19,315	)	$	(14,537	)	$	(33,852	)
Net cash used in investing activities		0			0			0
Net cash provided by financing activities		18,335			13,687			34,022
Net effect on cash	$	(980	)	$	(1,825	)	$	170

We may not be able to structure our acquisition to result in tax-free treatment for the companies or their stockholders, which could deter third parties from entering into certain business combinations with us or result in being taxed on consideration received in a transaction. Currently, a transaction may be structured so as to result in tax-free treatment to both companies, as prescribed by various federal and state tax provisions. We intend to structure any business combination so as to minimize the federal and state tax consequences to both us and the target entity; however, we cannot guarantee that the business combination will meet the statutory requirements of a tax-free reorganization or that the parties will obtain the intended tax-free treatment upon a transfer of stock or assets. A non-qualifying reorganization could result in the imposition of both federal and state taxes that may have an adverse effect on both parties to the transaction.

~~The Company~~OUR ~~has~~BUSINESS ~~nominal~~WILL ~~assets~~HAVE ~~and~~NO ~~has~~REVENUES ~~generated~~UNLESS noAND ~~revenues~~UNTIL ~~since inception. The~~WE ~~Company~~MERGE isWITH ~~also~~OR ~~dependent~~ACQUIRE ~~upon~~AN ~~the~~OPERATING ~~receipt of capital investments or other financing to fund its ongoing operations and to execute its business plan of seeking a combination with a private operating company~~BUSINESS. Recurring expenses, which include accounting, auditing, legal, and administrative expenses, have averaged $1,564 per month since December 22, 2006, are expected to continue for until such time as we execute our business plan to acquire or merge with a private operating company. In addition, the Company is dependent upon its largest shareholders and new investors to provide continued funding and capital resources. If continued funding and capital resources are unavailable at reasonable terms, the Company may not be able to implement its plan of operations.

~~Results of~~We ~~Operations~~are a development stage company and have had no revenues from operations. We may not realize any revenues unless and until we successfully merge with or acquire an operating business.

~~The Company~~THE ~~has~~COMPANY ~~not~~HAS ~~conducted~~NOT ~~any~~CONDUCTED ~~active~~MARKET ~~operations~~RESEARCH ~~since~~OR ~~inception,~~IDENTIFICATION ~~except~~OF ~~for~~BUSINESS ~~its efforts to locate suitable acquisition candidates. No revenue has been generated by the Company from December 22~~OPPORTUNITIES, ~~2006~~WHICH ~~(Inception)~~MAY toAFFECT ~~December~~OUR ~~31, 2008. It~~ABILITY isTO ~~unlikely~~IDENTIFY ~~the~~A ~~Company~~BUSINESS ~~will~~TO ~~have~~MERGE ~~any~~WITH ~~revenues~~OR ~~unless it is able to effect an acquisition or merger with an operating company, of which there can be no assurance~~ACQUIRE. It is management's assertion that these circumstances may hinder the Company's ability to continue as a going concern. The Company’s plan of operation for the next twelve months shall be to continue its efforts to locate suitable acquisition candidates.

~~For~~We ~~the year~~have ~~ending~~neither ~~December~~conducted ~~31,~~nor ~~2008,~~have ~~the~~others ~~Company~~made ~~had~~available ato ~~net~~us ~~loss~~results of ~~approximately $22,330~~market ~~consisting~~research ofconcerning ~~legal,~~prospective ~~accounting~~business opportunities. Therefore, ~~audit~~we ~~and~~have ~~other~~no ~~professional~~assurances ~~service fees~~that ~~incurred~~market indemand ~~relation~~exists tofor ~~the~~a ~~filing~~merger onor ~~March~~acquisition ~~12,~~as ~~2008~~contemplated ofby ~~the~~us. ~~Company’s annual~~Our ~~report~~management onhas ~~Form~~not ~~10-KSB~~identified ~~for~~any ~~the~~specific ~~fiscal~~business ~~year~~combination ~~ended~~or ~~December~~other 31transaction for formal evaluation by us, ~~2007~~such ~~and~~that ~~the filing~~it ofmay ~~the~~be ~~Company’s~~expected ~~quarterly~~that ~~reports. This~~any ~~compares~~such ~~with~~target business or transaction will present such a ~~net loss~~level of ~~approximately~~risk ~~$15,147~~that ~~for~~conventional ~~the~~private ~~year~~or ~~ending~~public ~~December~~offerings ~~31,~~of ~~2007~~securities ~~comprised mostly~~or ofconventional ~~legal,~~bank ~~accounting,~~financing ~~audit~~will ~~and~~not ~~other~~be ~~professional~~available. ~~service~~There ~~fees~~is ofno ~~$445 incurred~~assurance inthat ~~relation~~we towill ~~the~~be ~~filing~~able ofto ~~the~~acquire ~~Company’s~~a ~~registration~~business ~~statement~~opportunity on ~~Form~~ ~~10-SB12G~~terms ~~filed~~favorable to us. Decisions as to which business opportunity to participate in ~~September~~will ~~2007~~be ~~and~~unilaterally ~~its~~made ~~one~~by ~~amendment~~our management, which may act without the consent, vote or approval of our stockholders.

For the period from December 22, 2006 (Inception) to December 31, 2008, the Company had a net loss of $37,546, comprised mostly of legal, accounting, audit and other professional service fees incurred in relation to the filing of the Company’s registration statement on Form 10-~~SB12G~~ ~~in September~~12 ~~2007 and its one amendment and the filing of the Company’s annual report on Form 10~~-~~KSB~~ ~~and the filing of quarterly reports.~~

~~-11-~~PRESIDENT CONFLICTS OF INTEREST

~~Off-Balance Sheet~~Our ~~Arrangements~~president is not required to commit his full time to our affairs and, accordingly, such person may have a conflict of interest in allocating management time among various business activities. Our president engages in other business activities similar and dissimilar to those we are engaged in without any limitations or restrictions applicable to such activities (see, for example Item 10, "Directors, Executive Officers and Corporate Governance," for a description of our officer and director's other business affiliations). To the extent that our officer and director engages in such other activities, he will have possible conflicts of interest in diverting opportunities to other companies, entities or persons with which he is or may be associated or have an interest, rather than diverting such opportunities to us. As no policy has been established for the resolution of such a conflict, we could be adversely affected should our president choose to place his other business interests before ours. No assurance can be given that such potential conflicts of interest will not cause us to lose potential opportunities. Our president may become aware of investment and business opportunities which may be appropriate for presentation to us as well as the other entities with which they are affiliated. Our president may have conflicts of interest in determining which entity a particular business opportunity should be presented. Accordingly, as a result of multiple business affiliations, our president may have similar legal obligations relating to presenting certain business opportunities to multiple entities. In addition, conflicts of interest may arise in connection with evaluations of a particular business opportunity by the board of directors with respect to the foregoing criteria. There can be no assurances that any of the foregoing conflicts will be resolved in our favor. We may also consider business combinations with entities owned or controlled by persons other than those persons described above. There can be no assurances that any of the foregoing conflicts will be resolved in our favor.

~~The Company~~Our ~~does~~president ~~not~~may ~~have~~actively ~~any~~negotiate ~~off-balance~~for ~~sheet~~or ~~arrangements~~otherwise ~~that~~consent ~~have~~to the disposition of all or ~~are reasonably~~any ~~likely~~portion of his shares of common stock, as a condition to, ~~have~~or in connection, with a ~~current~~business combination. Therefore, it is possible that the terms of any business combination will provide for the sale of all or ~~future~~a ~~effect~~portion onof the shares of common stock held by such shareholder. In the event that such a sale occurs, the Company’'s ~~financial condition~~president intends to approve the business combination pursuant to the Nevada Revised Statute Section 78, ~~changes~~which inwill ~~financial~~have ~~condition~~the effect of removing the transaction from the purview of the control-share acquisition statute promulgated under the Nevada Revised Statutes. Thus, ~~revenues~~it oris ~~expenses~~likely that no other shareholders, ~~results~~if any, will be afforded the right to sell shares of ~~operations~~ common stock in connection with a business combination pursuant to the same terms that our president will be provided. Also, ~~liquidity~~such other shareholders, ~~capital~~if ~~expenditures~~any, orwill ~~capital~~not ~~resources~~be ~~that~~afforded ~~is material~~an opportunity to ~~investors~~approve or consent to the purchase of all or any portion of the shares of common stock being sold by our president. See Item 1, "Business -`Business of Issuer'."

~~Contractual Obligations~~Risks Related to an Investment in Our Securities

AsTHERE ~~a “smaller~~IS ~~reporting~~CURRENTLY ~~company”~~NO asTRADING ~~defined~~MARKET byFOR ~~Item~~OUR 10COMMON ofSTOCK, ~~Regulation~~AND ~~S-K,~~LIQUIDITY ~~the~~OF ~~Company is~~SHARES ~~not~~OF ~~required~~OUR toCOMMON ~~provide~~STOCK ~~this~~IS ~~information~~LIMITED.

~~Risk Factors~~Our shares of common stock are not registered under the securities laws of any state or other jurisdiction, and accordingly there is no public trading market for our common stock. Further, no public trading market is expected to develop in the foreseeable future unless and until we complete a business combination with an operating business. Therefore, outstanding shares of our common stock cannot be offered, sold, pledged or otherwise transferred unless subsequently registered pursuant to, or exempt from registration under, the Securities Act and any other applicable federal or state securities laws or regulations. Compliance with the criteria for securing exemptions under federal securities laws and the securities laws of the various states is extremely complex, especially in respect of those exemptions affording flexibility and the elimination of trading restrictions in respect of securities received in exempt

~~1. OUR BUSINESS~~- IS13 ~~DIFFICULT~~- ~~TO EVALUATE BECAUSE WE HAVE NO OPERATING HISTORY.~~

Astransactions ~~we have no operating history or revenue~~ and ~~only~~subsequently ~~minimal~~disposed ~~assets,~~of there is a risk that we will be unable to consummate a business combination. We have had no recent operating history nor any revenues or earnings from operations since inception. We have no significant assets or financial resources. We will, in all likelihood, sustain operating expenses without ~~corresponding~~registration ~~revenues,~~under ~~at least until~~ the ~~consummation~~Securities ofAct aor ~~business combination. This~~state ~~may~~securities ~~result in our incurring a net operating loss that will increase continuously until we can consummate a business combination with a profitable business opportunity~~laws. ~~We cannot assure you that we can identify a suitable business opportunity and consummate a business combination.~~

~~2. THERE IS~~Penny ~~COMPETITION~~Stock ~~FOR~~Regulations ~~THOSE~~- ~~PRIVATE~~State ~~COMPANIES~~Blue ~~SUITABLE~~Sky ~~FOR~~Restrictions A- ~~MERGER~~Restrictions ~~TRANSACTION~~on ~~OF THE TYPE CONTEMPLATED BY MANAGEMENT~~Marketability.

WeThe ~~are~~SEC in has adopted regulations which generally define a ~~highly~~"penny ~~competitive~~stock" ~~market~~to ~~for~~be any equity security that has a ~~small~~market ~~number~~price of ~~business~~less ~~opportunities~~than ~~which could~~$5.00 ~~reduce~~per ~~the~~share ~~likelihood~~or ofan ~~consummating~~exercise aprice ~~successful~~of ~~business combination. We~~less ~~are~~than ~~and~~$5.00 ~~will~~per ~~continue~~share, subject to becertain anexceptions. ~~insignificant participant~~Our insecurities ~~the~~may ~~business~~be ofcovered ~~seeking~~by ~~mergers~~the ~~with,~~penny ~~joint~~stock ~~ventures with~~rules, ~~and acquisitions~~which ~~of,~~impose ~~small~~additional ~~private~~sales ~~and~~practice ~~public~~requirements ~~entities. A~~on ~~large~~broker-dealers ~~number~~who ~~of established~~sell ~~and~~such ~~well-financed~~securities ~~entities,~~to ~~including~~persons ~~small~~other ~~public~~than ~~companies~~established customers and ~~venture~~ ~~capital~~accredited ~~firms~~investors, which are, ~~active~~generally, ininstitutions ~~mergers~~with ~~and~~assets ~~acquisitions~~in excess of ~~companies~~$5,000,000 ~~that may~~or beindividuals ~~desirable~~with ~~target~~net ~~candidates~~worth ~~for~~in ~~us. Nearly~~excess ~~all~~of ~~these~~$1,000,000 ~~entities have~~or ~~significantly~~annual ~~greater~~income ~~financial~~exceeding ~~resources~~$200,000 ~~technical~~or ~~expertise~~$300,000 ~~and managerial~~jointly ~~capabilities~~with ~~than~~their wespouse. ~~do;~~For ~~consequently~~transactions covered by this rule, wethe ~~will~~broker-dealers bemust atmake a ~~competitive disadvantage~~special insuitability ~~identifying~~determination ~~possible~~for ~~business~~the ~~opportunities~~purchase and ~~successfully completing~~receive athe ~~business~~purchaser's ~~combination~~written agreement of the transaction prior to the sale. ~~These~~ ~~competitive~~Consequently, ~~factors~~the rule may ~~reduce~~ affect the ~~likelihood~~ability of broker-dealers to sell our ~~identifying~~securities and ~~consummating~~also amay ~~successful~~affect ~~business combination~~the ability of any shareholder to sell shares of common stock in the secondary market.

In addition, the SEC has adopted a number of rules to regulate "penny stocks". Such rules include Rules 3a51-1, 15g-1, 15g-2, 15g-3, 15g-4, 15g-5, 15g-6, and 15g-9 under the Exchange Act. ~~FUTURE SUCCESS~~ ISBecause ~~HIGHLY~~our ~~DEPENDENT~~securities ONmay ~~THE~~from ~~ABILITY~~time OFto ~~MANAGEMENT~~time, TOand ~~LOCATE~~at ~~AND~~the ~~ATTRACT~~present ~~A SUITABLE~~time, ~~ACQUISITION~~constitute "penny stocks" within the meaning of these rules, the rules would apply to the Company and to its securities. These rules may further affect the ability of our shareholders to sell their shares in any public market which might develop.

~~The nature~~Shareholders ofshould ~~our~~be ~~operations~~aware isthat, ~~highly~~according ~~speculative~~to ~~and~~SEC ~~there~~Release ~~is a consequent risk of loss of your investment~~No. ~~The~~ ~~success of our plan of operation will depend to a great extent on the operations~~34-29093, ~~financial condition and management of~~ the ~~identified~~market ~~business~~for ~~opportunity. While~~penny ~~management~~stocks ~~intends~~has ~~to seek~~suffered ~~business combination(s) with entities having established operating histories, we cannot assure you that we will be successful~~ in ~~locating candidates~~recent ~~meeting~~years ~~that~~from ~~criterion. In~~patterns ~~the event we complete a business combination, the success~~ of ~~our~~fraud ~~operations~~and ~~may~~abuse. beSuch ~~dependent~~patterns ~~upon management~~include of the ~~successor firm or venture partner firm and numerous other factors beyond our control.~~following:

~~While seeking~~• a business combination, management anticipates devoting no more than a few hours per week to our company's affairs in total. Our director has not entered into a written employment agreement with us and is not expected to do so in the foreseeable future. This limited commitment may adversely impact our ability to identify and consummate a successful business combination.

control of the market for the security by one or a few broker-~~12-~~dealers that are often related to the promoter or issuer;

~~4. LIMITED ABILITY~~• ~~TO EVALUATE TARGET BUSINESS’ MANAGEMENT~~

~~While~~manipulation ~~our ability~~of toprices ~~successfully~~through ~~effect~~prearranged amatching ~~business combination will be dependent upon certain key personnel, the future role~~ of ~~such~~purchases ~~personnel in the target business cannot presently be stated with any certainty. There can be no assurance that our sole officer~~ and ~~director~~sales ~~will remain associated in any operational capacity with us following a business combination. Moreover, there can be no assurances that our sole officer~~ and ~~director~~false will have any experience or knowledge relating to the operations of the particular target business. Furthermore, although we intend to scrutinize the management team of a prospective target business in connection with evaluating the desirability of effecting a business combination with such target business, there can be no assurances that our assessment of such management team will prove to be correct, especially since our sole officer and ~~director~~misleading ispress ~~not a professional business analyst. See Item 10, "Directors, Executive Officers and Corporate Governance."~~releases;

~~Accordingly, we~~• may be completely dependent on the ability of the management team of the target business who are unidentifiable as of the date hereof. In addition, there can be no assurances that such future management team will have the necessary skills, qualifications or abilities to manage a public company. We may also seek to recruit additional managers to supplement the incumbent management team of the target business. There can be no assurances that we will have the ability to recruit such additional managers, or that such additional managers will have the requisite skill, knowledge or experience necessary or desirable to enhance the incumbent management team.

~~5. NO OPPORTUNITY~~“boiler ~~FOR~~room” ~~NON~~practices involving high-~~AFFILIATE~~pressure ~~SHAREHOLDER~~sales ~~EVALUATION~~tactics ORand ~~APPROVAL~~unrealistic OFprice ~~BUSINESS COMBINATIONS~~projections by inexperienced sales

Our non-affiliate shareholders, if any, will, in all likelihood, not receive nor otherwise have the opportunity to evaluate any financial or other information which will be made available to us in connection with selecting a potential business combination until after we have entered into an agreement to effectuate a business combination. Such agreement to effectuate a business combination, however, will be subject to shareholder approval pursuant to applicable law. As a result, our non-affiliate shareholders, if any, will be almost entirely dependent on the judgment and experience of our sole officer and director, her advisors, and perhaps also with the judgment of our other shareholder, in connection with the selection and ultimate consummation of a business combination. In addition, under Florida law, the form of business combination could have an impact upon the availability of dissenters' rights (i.e., the right to receive fair payment with respect to our common stock) to shareholders disapproving the proposed business combination. See Item 1, "Business - `Business of Issuer'" and Item 13, "Certain Relationships and Related Transactions, and Director Independence."persons;

~~6. THE COMPANY~~• ~~HAS NO EXISTING AGREEMENT FOR A BUSINESS COMBINATION OR OTHER TRANSACTION.~~

~~There are~~excessive noand ~~acquisitions,~~undisclosed ~~business~~bid-ask ~~combinations,~~differentials orand ~~mergers~~markups ~~pending~~by orselling ~~which~~broker-dealers; ~~have occurred~~and ~~involving~~ the ~~Company. Presently,~~wholesale wedumping ~~have~~of nothe ~~plans, proposals,~~same ~~agreements,~~securities ~~understandings~~by orpromoters ~~arrangements~~and ofbroker-dealers ~~any~~after ~~kind~~prices orhave ~~nature whatsoever~~been manipulated to ~~acquire~~a ordesired ~~merge~~level, along with ~~any~~the ~~specific~~resulting ~~business~~inevitable orcollapse ~~company,~~of ~~and~~those ~~we have~~prices ~~not~~and ~~identified~~with ~~any~~consequent ~~specific~~investor ~~business or company for investigation and evaluation~~losses.

7We are aware of the abuses that have occurred historically in the penny stock market. ~~THE TIME~~ ~~AND~~Although ~~COST~~we OFdo ~~PREPARING~~not Aexpect ~~PRIVATE~~to ~~COMPANY~~be TOin ~~BECOME~~a Aposition ~~PUBLIC~~to ~~REPORTING COMPANY~~dictate ~~MAY~~the ~~PRECLUDE~~behavior USof ~~FROM~~the ~~ENTERING~~market ~~INTO~~or Aof ~~MERGER~~broker-dealers ORwho ~~ACQUISITION~~participate ~~WITH~~in ~~THE~~the ~~MOST ATTRACTIVE~~market, ~~PRIVATE~~our ~~COMPANIES~~president will strive within the confines of practical limitations and applicable laws and regulations to prevent the described patterns from being established with respect to our securities.

~~Target companies~~FINANCIAL ~~that~~INDUSTRY ~~fail~~REGULATORY toAUTHORITY ~~comply with SEC reporting requirements may delay or preclude acquisition. Sections 13 and 15~~(dFINRA) ofSALES ~~the~~PRACTICE ~~Exchange~~REQUIREMENTS ~~Act require~~MAY ~~reporting~~ALSO ~~companies~~LIMIT toA ~~provide~~STOCKHOLDER’S ~~certain~~ABILITY ~~information~~TO ~~about~~BUY ~~significant acquisitions,~~AND ~~including~~SELL ~~certified~~OUR ~~financial~~COMMON ~~statements for the company acquired, covering one, two, or three years, depending on the relative size of the acquisition~~STOCK. The time and additional costs that may be incurred by some target entities to prepare these statements may significantly delay or essentially preclude consummation of an acquisition. Otherwise suitable acquisition prospects that do not have or are unable to obtain the required audited statements may be inappropriate for acquisition so long as the reporting requirements of the Exchange Act are applicable.

FINRA has adopted rules that require that in recommending an investment to a customer, a broker-13dealer must have reasonable grounds for believing that the investment is suitable for that customer. Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer’s financial status, tax status, investment objectives and other information. Under interpretations of these rules, FINRA believes that there is a high probability that speculative low priced securities will not be suitable for at least some customers. FINRA

~~8. THE COMPANY~~- ~~MAY~~14 BE- ~~SUBJECT TO REGULATION UNDER THE INVESTMENT COMPANY ACT WHICH WOULD ADVERSELY AFFECT OUR OPERATIONS.~~

~~Although we will be subject to the reporting~~ requirements ~~under~~make ~~the~~it ~~Exchange~~more ~~Act, management~~difficult ~~believes~~for webroker-dealers ~~will not be subject~~ to ~~regulation~~recommend ~~under~~that ~~the~~their ~~Investment Company~~customers ~~Act,~~buy ~~since we will not be engaged in the business of investing or trading in securities. If we engage in business combinations which result in~~ our ~~holding~~common ~~passive investment interests in a number of entities~~stock, ~~we could~~which bemay ~~subject~~limit toyour ~~regulation~~ability ~~under the Investment Company Act. If so, we would be required~~ to ~~register~~buy ~~as an investment company~~ and ~~could~~sell ~~be expected~~our tostock ~~incur significant registration~~ and ~~compliance costs. We~~ have ~~obtained~~an noadverse ~~formal~~effect ~~determination~~on ~~from~~ the ~~SEC~~market asfor to our ~~status under the Investment Company Act and, consequently, violation of the Investment Company Act could subject us to material adverse consequences~~shares.

~~9. ANY POTENTIAL~~WE ~~ACQUISITION~~HAVE ORNEVER ~~MERGER~~PAID ~~WITH~~DIVIDENDS AON ~~FOREIGN~~OUR ~~COMPANY~~COMMON ~~MAY SUBJECT US TO ADDITIONAL RISKS~~STOCK.

IfWe ~~we enter~~have ~~into~~never apaid ~~business~~dividends ~~combination~~on ~~with~~our acommon ~~foreign~~stock ~~concern,~~and wedo ~~will~~not bepresently ~~subject~~intend to ~~risks~~ ~~inherent~~pay inany ~~business~~dividends ~~operations~~in ~~outside of~~ the ~~United States. These~~foreseeable risks include, for example, currency fluctuations, regulatory problems, punitive tariffs, unstable local tax policies, trade embargoes, risks related to shipment of raw materials and finished goods across national borders and cultural and language differencesfuture. ~~Foreign economies~~ ~~may~~We ~~differ~~anticipate ~~favorably~~that orany ~~unfavorably~~funds ~~from~~available ~~the~~for ~~United~~payment ~~States economy in growth~~ of ~~gross~~dividends ~~national~~will ~~product,~~be ~~rate of inflation, market development, rate of savings, and capital investment, resource self~~re-~~sufficiency~~invested ~~and~~into ~~balance~~the ~~of payments~~Company ~~positions,~~to ~~and~~further inits ~~other~~business ~~respects~~strategy.

~~10. THERE IS~~THE ~~CURRENTLY~~COMPANY NOMAY ~~TRADING~~ISSUE ~~MARKET~~MORE ~~FOR~~SHARES ~~OUR~~IN ~~COMMON~~A ~~STOCK,~~MERGER ~~AND~~OR ~~LIQUIDITY~~ACQUISITION, OFWHICH ~~SHARES~~WILL ~~OF OUR~~RESULT ~~COMMON~~IN ~~STOCK~~SUBSTANTIAL ~~IS LIMITED~~DILUTION.

Our ~~shares~~ ofAmended ~~common~~and ~~stock~~Restated ~~are~~Articles ~~not~~of ~~registered~~Incorporation ~~under~~authorize the ~~securities~~issuance ~~laws~~ of ~~any~~a ~~state or~~maximum ~~other~~of ~~jurisdiction~~500,000,000 ~~and~~shares ~~accordingly~~of ~~there is no public trading market for our~~ common stock. ~~Further,~~ noAny ~~public~~merger ~~trading~~or ~~market~~acquisition iseffected ~~expected~~by ~~to develop~~us may result in the ~~foreseeable~~issuance ~~future~~of ~~unless~~additional ~~and~~securities ~~until~~without westockholder ~~complete~~approval aand ~~business combination~~may ~~with~~result anin ~~operating~~substantial ~~business. Therefore,~~dilution ~~outstanding~~in ~~shares~~ the percentage of our common stock ~~cannot~~held beby ~~offered,~~our ~~sold~~then existing stockholders. Moreover, ~~pledged~~the orcommon ~~otherwise~~stock ~~transferred unless~~issued ~~subsequently~~in ~~registered~~any ~~pursuant~~such ~~to,~~merger or ~~exempt~~acquisition ~~from~~transaction ~~registration~~may ~~under, the~~be ~~Securities~~valued ~~Act~~on ~~and~~an ~~any~~arbitrary ~~other~~or ~~applicable~~non-arm's-length ~~federal~~basis orby ~~state~~our ~~securities~~management, ~~laws~~resulting ~~or regulations. Compliance~~in ~~with~~an additional reduction in the ~~criteria~~percentage ~~for~~of ~~securing~~common ~~exemptions under~~stock ~~federal~~held ~~securities~~by ~~laws~~our ~~and~~then ~~the~~existing ~~securities~~stockholders. ~~laws~~Our board of ~~the~~directors ~~various~~has ~~states~~the ~~is extremely~~power ~~complex,~~to ~~especially~~issue inany ~~respect~~or all of ~~those~~such ~~exemptions~~authorized ~~affording flexibility~~but ~~and~~unissued shares without stockholder approval. To the ~~elimination~~extent that additional shares of ~~trading~~common ~~restrictions~~stock are issued in ~~respect~~connection with a business combination or otherwise, dilution to the interests of ~~securities received~~our instockholders ~~exempt~~will ~~transactions~~occur and ~~subsequently~~the ~~disposed~~rights of ~~without registration~~the ~~under~~holders ~~the~~of ~~Securities~~common ~~Act~~stock ormight ~~state~~be ~~securities~~materially ~~laws~~and adversely affected.

~~Penny Stock~~BECAUSE ~~Regulations~~WE -MAY ~~State~~SEEK ~~Blue~~TO ~~Sky~~COMPLETE ~~Restrictions~~A -BUSINESS ~~Restrictions~~COMBINATION ~~on Marketability~~THROUGH A "REVERSE MERGER", FOLLOWING SUCH A TRANSACTION WE MAY NOT BE ABLE TO ATTRACT THE ATTENTION OF MAJOR BROKERAGE FIRMS.

~~The~~Additional ~~SEC has~~risks ~~adopted~~may ~~regulations~~exist ~~which~~since ~~generally~~we ~~define~~will assist a ~~"penny~~privately ~~stock"~~held business to bebecome ~~any~~public ~~equity security~~through ~~that has~~ a ~~market~~"reverse ~~price of less than $5~~merger.00" ~~per~~Securities ~~share~~analysts ~~or an exercise price~~ of ~~less~~major ~~than~~brokerage ~~$5.00~~firms ~~per share, subject to certain exceptions. Our securities~~ may benot ~~covered~~provide bycoverage ~~the~~of ~~penny~~us ~~stock~~since ~~rules, which~~there ~~impose~~is ~~additional~~no ~~sales~~incentive ~~practice~~to ~~requirements~~brokerage onfirms ~~broker-dealers who sell such securities~~ to ~~persons~~recommend other than established customers and accredited investors, which are, generally, institutions with assets in excess of $5,000,000 or individuals with net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. For transactions covered by this rule, the ~~broker-dealers must make a special suitability determination for the~~ purchase ~~and receive the purchaser's written agreement~~ of ~~the~~our ~~transaction~~common ~~prior~~stock. toNo ~~the~~assurance ~~sale. Consequently,~~can ~~the rule~~be ~~may~~given ~~affect~~that ~~the~~brokerage ~~ability~~firms ofwill ~~broker-dealers~~want to ~~sell~~conduct ~~our securities and also may affect the ability of~~ any ~~shareholder~~secondary toofferings ~~sell~~on ~~shares~~behalf of ~~common~~our ~~stock~~post-merger company in the ~~secondary~~ ~~market~~future.

~~In addition,~~WE ~~the~~CANNOT ~~SEC~~ASSURE ~~has~~YOU ~~adopted~~THAT aFOLLOWING ~~number~~A ofBUSINESS ~~rules~~COMBINATION toWITH ~~regulate~~AN ~~"penny stocks". Such~~OPERATING ~~rules include Rules 3a51-1~~BUSINESS, ~~15g-1,~~OUR ~~15g-2,~~COMMON ~~15g-3,~~STOCK ~~15g-4, 15g-5,~~WILL ~~15g-6,~~BE ~~and~~LISTED ~~15g-9~~ON ~~under~~NASDAQ ~~the~~OR ~~Exchange~~ANY ~~Act. Because~~OTHER ~~our securities~~SECURITIES ~~may from time to time, and at the present time, constitute "penny stocks" within the meaning of these rules, the rules would apply to the Company and to its securities~~EXCHANGE. ~~These rules may further affect the ability of our sole shareholder and other shareholders, if any, to sell their shares in any public market which might develop.~~

Following a business combination, we may seek the listing of our common stock on NASDAQ or another securities exchange. However, we cannot assure you that following such a transaction, we will be able to meet the initial listing standards of either of those or any other stock exchange, or that we will be able to maintain a listing of our common stock on either of those or any other stock exchange. After completing a business combination, until our common stock is listed on the NASDAQ or another stock exchange, we may seek to become eligible to trade on the OTC Bulletin Board, another over-14the-counter quotation system, or on the "pink sheets," where our stockholders may find it more difficult to dispose of shares or obtain accurate quotations as to the market value of our common stock. In addition, we would be subject to an SEC rule that, if it failed to meet the criteria set forth in such rule, imposes various practice requirements on broker-dealers who sell securities governed by the rule to persons other than established

~~Shareholders should~~- be15 ~~aware that, according to SEC Release No. 34~~-~~29093,~~ ~~the market for penny stocks has suffered in recent years from patterns of fraud and abuse. Such patterns include the following:~~

·customers ~~control~~and ofaccredited ~~the~~investors. ~~market~~Consequently, ~~for~~such ~~the~~rule ~~security~~may bydeter ~~one~~broker-dealers from recommending or aselling ~~few~~our ~~broker-dealers~~common ~~that~~stock, ~~are~~which ~~often~~may ~~related~~further affect its liquidity. This would also make it more difficult for us to ~~the~~raise ~~promoter~~additional orcapital ~~issuer;~~following a business combination.

·ITEM ~~manipulation~~1B. ofUNRESOLVED ~~prices~~STAFF ~~through prearranged matching of purchases and sales and false and misleading press releases;~~COMMENTS.

·Not ~~“boiler room” practices involving high-pressure sales tactics and unrealistic price projections by inexperienced sales persons;~~Applicable.

·ITEM ~~excessive~~2. ~~and~~DESCRIPTION ~~undisclosed~~OF bid-ask differentials and markups by selling broker-dealers; and the wholesale dumping of the same securities by promoters and broker-dealers after prices have been manipulated to a desired level, along with the resulting inevitable collapse of those prices and with consequent investor lossesPROPERTY.

WeThe ~~are aware~~registered ofoffice ~~the~~and ~~abuses~~sole ~~that~~location ~~have occurred historically in the penny stock market. Although we do not expect to be in a position to dictate the behavior~~ of the ~~market~~Company oris of3651 ~~broker-dealers~~Lindell ~~who participate in the market~~Road, ~~our sole~~Suite officer and director will strive within the confines of practical limitations and applicable laws and regulations to prevent the described patterns from being established with respect to our securities.D-150,

~~11. WE~~Las ~~HAVE~~Vegas, ~~NEVER PAID DIVIDENDS ON OUR COMMON STOCK~~NV 89103.

WeITEM ~~have never paid dividends on our common stock and do not presently intend to pay any dividends in the foreseeable future~~3. We ~~anticipate~~LEGAL ~~that any funds available for payment of dividends will be re-invested into the Company to further its business strategy~~PROCEEDINGS.

~~12. THE COMPANY~~Presently, ~~MAY~~there BEare ~~SUBJECT~~no TOlegal ~~CERTAIN~~proceedings ~~TAX~~to ~~CONSEQUENCES~~which INwe Aare ~~BUSINESS~~a ~~COMBINATION~~party, ~~WHICH~~ ~~MAY~~and ~~INCREASE~~we ~~OUR~~do ~~COST~~not OFknow ~~ACQUISITION~~of any legal proceedings threatened or contemplated against us.

WeITEM may not be able to structure our acquisition to result in tax-free treatment for the companies or their stockholders, which could deter third parties from entering into certain business combinations with us or result in being taxed on consideration received in a transaction. Currently, a transaction may be structured so as to result in tax-free treatment to both companies, as prescribed by various federal and state tax provisions. We intend to structure any business combination so as to minimize the federal and state tax consequences to both us and the target entity; however, we cannot guarantee that the business combination will meet the statutory requirements of a tax-free reorganization or that the parties will obtain the intended tax-free treatment upon a transfer of stock or assets. A non-qualifying reorganization could result in the imposition of both federal and state taxes that may have an adverse effect on both parties to the transaction.4 [RESERVED]

~~13. OUR BUSINESS~~PART ~~WILL HAVE NO REVENUES UNLESS AND UNTIL WE MERGE WITH OR ACQUIRE AN OPERATING BUSINESS.~~II

~~-15-~~Market Information

14Our common stock has not been registered with the SEC or any state securities agency or authority. ~~THE COMPANY~~ ~~MAY~~No ~~ISSUE~~public ~~MORE~~trading ~~SHARES~~market INpresently Aexists ~~MERGER~~for ORour ~~ACQUISITION~~shares of common stock, ~~WHICH~~and ~~WILL~~there ~~RESULT~~are ~~IN SUBSTANTIAL~~no ~~DILUTION~~present plans, proposals, arrangements or understandings with any person with regard to the development of any trading market in any of our securities. No assurances can be made that a trading market for our common stock will ever develop. No shares of common stock have been registered for resale under the blue sky laws of any state. The holders of shares of common stock, and persons who may desire to purchase shares of common stock in any trading market that might develop in the future, should be aware that there may be significant state blue sky law restrictions upon the ability of shareholders to sell their shares and of purchasers to purchase the shares of common stock. Some jurisdictions may not allow the trading or resale of blind pool or "blank-check" securities under any circumstances. Accordingly, shareholders should consider the secondary market for our securities to be an extremely limited market for the resale of our securities, until such time that a trading market for our shares of common stock has developed, if any.

~~Our Amended and~~The ~~Restated~~SEC ~~Articles~~is of ~~Incorporation authorize~~ the ~~issuance~~opinion ofthat aRule ~~maximum~~504 of ~~100,000,000~~ ~~shares~~Regulation ~~of common stock and a maximum of 5~~D,~~000,000~~ ~~shares~~which ~~of preferred~~exempts ~~stock. Any~~from ~~merger~~Securities orAct ~~acquisition~~registration ~~effected~~limited byofferings usand ~~may~~sales ~~result in the issuance~~ of ~~additional~~ securities ~~without~~not ~~stockholder~~exceeding ~~approval and may result in substantial dilution in the percentage of our common stock held by our then existing stockholders. Moreover~~$1, ~~the common stock issued in any such merger or acquisition transaction may be valued on an arbitrary or non-arm's-length basis by our management~~000,000, ~~resulting~~is innot anavailable ~~additional reduction in the percentage of common stock held by our then existing stockholders. Our board of directors has the power~~ to ~~issue~~blank ~~any~~check ~~or all of such authorized but unissued shares without stockholder approval~~companies. To the extent that additional shares of common stock or preferred stock are issued in connection with a business combination or otherwise, dilution to the interests of our stockholders will occur and the rights of the holders of common stock might be materially and adversely affected.

~~15. THE COMPANY~~None ~~HAS~~of ~~NOT~~our ~~CONDUCTED~~shares ~~MARKET~~of ~~RESEARCH~~common ORstock ~~IDENTIFICATION~~are OFpresently ~~BUSINESS OPPORTUNITIES~~subject to outstanding options or warrants to purchase, ~~WHICH~~or ~~MAY~~securities ~~AFFECT~~convertible ~~OUR~~into ~~ABILITY~~our TOcommon ~~IDENTIFY~~equity. AThere ~~BUSINESS~~are TOforty ~~MERGE~~three ~~WITH OR~~(43) ~~ACQUIRE~~shareholders of our common stock holding beneficial control of a total of 32,720,000 shares. All of these shares are "restricted securities", as that term is defined under Rule 144 promulgated under the Securities Act, in that such shares were issued in a private transaction not involving a public offering in accordance with the

We- ~~have neither~~16 ~~conducted~~- nor have others made available to us results of market research concerning prospective business opportunities. Therefore, we have no assurances that market demand exists for a merger or acquisition as contemplated by us. Our management has not identified any specific business combination or other transaction for formal evaluation by us, such that it may be expected that any such target business or transaction will present such a level of risk that conventional private or public offerings of securities or conventional bank financing will not be available. There is no assurance that we will be able to acquire a business opportunity on terms favorable to us. Decisions as to which business opportunity to participate in will be unilaterally made by our management, which may act without the consent, vote or approval of our stockholders.

16exemptions from registration afforded by Section 4(2) of the Securities Act. ~~BECAUSE WE~~ ~~MAY~~These ~~SEEK~~shares TOmay ~~COMPLETE~~not Abe ~~BUSINESS~~resold ~~COMBINATION~~under ~~THROUGH~~Rule A144 ~~"REVERSE~~unless ~~MERGER", FOLLOWING~~and ~~SUCH~~until Athe ~~TRANSACTION~~Company WEhas ~~MAY~~acquired ~~NOT~~an BEoperating ~~ABLE~~business TOand ~~ATTRACT~~has ~~THE~~met ~~ATTENTION~~the ~~OF MAJOR~~holding ~~BROKERAGE~~period ~~FIRMS~~requirements of Rule 144 or has registered these shares for resale.

~~Additional risks~~Neither ~~may~~the ~~exist~~Company, ~~since~~our wepresident, ~~will~~nor ~~assist~~our ashareholders ~~privately~~have, ~~held~~at ~~business~~the topresent ~~become~~time, ~~public through~~any aplans, ~~"reverse~~proposals, ~~merger." Securities~~arrangements, ~~analysts~~understandings or intention of ~~major~~selling ~~brokerage firms~~any ~~may~~unissued ~~not~~or ~~provide~~outstanding ~~coverage~~shares of uscommon ~~since~~stock ~~there~~in isthe nopublic ~~incentive~~market subsequent to ~~brokerage firms~~a tobusiness ~~recommend~~combination. Nevertheless, in the ~~purchase~~event ofthat ~~our~~substantial amounts of common stock are sold in the public market subsequent to a business combination, such sales may adversely affect the price for the sale of the Company's equity securities in any trading market which may develop, if at all. No ~~assurance~~prediction can be ~~given~~made as to the effect, if any, that ~~brokerage~~market ~~firms~~sales ~~will~~of ~~want~~restricted toshares ~~conduct~~of ~~any~~common ~~secondary~~stock ~~offerings~~or ~~on behalf~~the availability of ~~our~~such ~~post-merger~~shares ~~company~~for insale will have on the ~~future~~market prices prevailing from time to time, if any.

~~17. WE CANNOT~~We ~~ASSURE~~presently ~~YOU~~serve ~~THAT~~as ~~FOLLOWING~~our Aown ~~BUSINESS~~transfer ~~COMBINATION~~agent ~~WITH~~and ANregistrar ~~OPERATING BUSINESS,~~for ~~OUR~~our ~~COMMON~~common ~~STOCK WILL BE LISTED ON NASDAQ OR ANY OTHER SECURITIES EXCHANGE~~stock.

Following a business combination, we may seek the listing of our common stock on NASDAQ or another securities exchange. However, we cannot assure you that following such a transaction, we will be able to meet the initial listing standards of either of those or any other stock exchange, or that we will be able to maintain a listing of our common stock on either of those or any other stock exchange. After completing a business combination, until our common stock is listed on the NASDAQ or another stock exchange, we may seek to become eligible to trade on the OTC Bulletin Board, another over-the-counter quotation system, or on the "pink sheets," where our stockholders may find it more difficult to dispose of shares or obtain accurate quotations as to the market value of our common stock. In addition, we would be subject to an SEC rule that, if it failed to meet the criteria set forth in such rule, imposes various practice requirements on broker-dealers who sell securities governed by the rule to persons other than established customers and accredited investors. Consequently, such rule may deter broker-dealers from recommending or selling our common stock, which may further affect its liquidity. This would also make it more difficult for us to raise additional capital following a business combination.Dividends

~~-16-~~We have not paid any dividends on our common stock to date and do not presently intend to pay cash dividends prior to the consummation of a business combination. The payment of cash dividends in the future, if any, will be contingent upon our revenues and earnings, if any, capital requirements, and general financial condition subsequent to the consummation of a business combination. The payment of any dividends subsequent to a business combination will be within the discretion of our then existing board of directors. It is the present intention of our president to retain all earnings, if any, for use in our business operations, and, accordingly, the board of directors does not anticipate paying any cash dividends in the foreseeable future.

~~18. WE ARE~~Recent ~~AUTHORIZED~~Sales TOof ~~ISSUE~~Unregistered ~~PREFERRED STOCK.~~Securities

~~Our Amended~~The ~~and~~following ~~Restated~~sets ~~Articles~~forth ofinformation ~~Incorporation~~relating ~~authorize the issuance of up~~ to ~~5,000,000~~ ~~shares~~all ofprevious ~~preferred~~sales ~~stock with designations, rights and preferences determined from time to time by the board~~ of ~~directors. Accordingly,~~ our ~~board~~common ~~of directors is empowered, without stockholder approval, to issue preferred~~ stock ~~with dividend~~, ~~liquidation, conversion, voting, or other rights~~ which ~~could~~sales ~~adversely~~were ~~affect~~not ~~the~~registered ~~voting~~under ~~power or other rights of~~ the ~~holders~~Securities ~~of the common stock~~Act. In ~~the~~As ~~event~~ of ~~issuance,~~ the ~~preferred~~date ~~stock~~of ~~could be~~this ~~utilized~~report, ~~under certain circumstances, as a method of discouraging, delaying or preventing a change in control of our company. Although~~ we have ~~no present~~forty-three ~~intention~~(43) toshareholders ~~issue~~and ~~any~~32,720,000 shares of ~~authorized~~common ~~preferred~~ stock, ~~there~~issued ~~can be~~and ~~no assurance that we will not do so in the future~~outstanding.

19In connection with our organization on December 22, 2006, 16,000,000 shares of restricted common stock were issued to Waterford Capital Group, Inc. ~~DIRECTOR~~ ~~CONFLICTS~~in OFexchange ~~INTEREST~~for $2,000 in cash. Charles J. Scimeca subscribed to another 16,000,000 shares of restricted common stock in exchange for $2,000 in cash, on July 31, 2007. In January 2008, we issued a total of 480,000 shares of restricted common stock to six accredited investors in transactions exempt from registration under the Securities Act, pursuant to Section 4(2) of the Securities Act and/or Rule 506. In each of the Regulation D transactions conducted in January 2008, the offering price was $0.003125 per share. Thus, we issued 480,000 shares of common stock to six accredited investors for $1,499 in transactions exempt from registration.

~~Our~~On sole officer and director is not required to commit her full time to our affairs and, accordingly, such person may have a conflict of interest in allocating management time among various business activities. Our sole officer and director engages in other business activities similar and dissimilar to those we are engaged in without any limitations or ~~restrictions~~about ~~applicable~~April ~~to such activities (see~~1, ~~for example Item 10~~2008, ~~"Directors,~~Waterford ~~Executive~~Capital ~~Officers and Corporate Governance~~Group," ~~for a description of our officer and director's other business affiliations)~~Inc. To ~~the~~gifted ~~extent~~1,600,000 ~~that~~shares ~~our~~to ~~officer~~one ~~and director engages in such~~ other ~~activities, she~~entity ~~will~~but ~~have~~retained ~~possible~~voting ~~conflicts~~control of ~~interest~~ inthe ~~diverting~~shares ~~opportunities~~until ~~to other companies, entities or persons with which she is or may be associated or have an interest, rather than diverting such opportunities to us. As no policy has been established for~~ the ~~resolution~~ ofCompany ~~such~~makes a ~~conflict, we could be adversely affected should our sole officer and director choose to place her other~~ business ~~interests before ours~~acquisition. No ~~assurance~~On ~~can~~or beabout ~~given~~April ~~that~~1, ~~such~~2008, ~~potential~~Waterford ~~conflicts~~Capital ~~of interest~~Group, ~~will not cause us to lose potential opportunities~~Inc. ~~Our~~ ~~sole officer~~also ~~and~~gifted ~~director~~2,400,000 ~~may~~shares ~~become aware of investment and business opportunities which may be appropriate for presentation~~ to ~~us as well as~~ the ~~other~~family ~~entities with which they are affiliated. Our sole officer and director may have conflicts~~ of ~~interest in determining which entity a particular business opportunity should be presented~~Ms. ~~Accordingly~~ Weigel, asbut aWaterford ~~result~~Capital ~~of multiple business affiliations~~Group, ~~our sole officer and director may have similar legal obligations relating to presenting certain business opportunities to multiple entities~~Inc. In ~~addition,~~retained ~~conflicts~~beneficial ofownership ~~interest may arise in connection with evaluations~~ of athese ~~particular~~shares ~~business~~until ~~opportunity~~they byare ~~the~~sold ~~board~~or ofuntil ~~directors with respect to~~ the ~~foregoing~~respective ~~criteria. There~~owners ~~can~~reach ~~be no assurances that any of~~ the ~~foregoing~~age conflicts will be resolved in our favor. We may also consider business combinations with entities owned or controlled by persons other than those persons described above. There can be no assurances that any of ~~the foregoing conflicts will be resolved in our favor~~majority.

~~Our~~On ~~sole officer~~April ~~and director may actively negotiate for or otherwise consent to the disposition of all or any portion of her shares of common stock~~1, ~~as a condition to~~2009, orDMP ~~in connection~~Holdings, ~~with~~Inc. aacquired ~~business combination. Therefore~~32,312,000 ~~it is possible that the terms of any business combination will provide for the sale of all or a portion of the~~ shares of restricted common stock ~~held~~from by16 ~~such shareholder. In~~shareholders ~~the~~in ~~event~~exchange ~~that~~for ~~such a sale occurs~~$50, ~~the Company's sole officer and director intends to approve the business combination pursuant to Section 607~~000.~~0902(2)(d)(7)~~ The ~~of the Florida Business Corporation Act, which will have the effect of removing the transaction from the purview of the control-share~~ acquisition ~~statute~~resulted ~~promulgated~~in ~~under~~DMP ~~Section~~owning ~~607~~99.~~0902~~48% of the ~~Florida~~ ~~Business~~outstanding ~~Corporation Act. Thus, it is likely that no other shareholders, if any, will be afforded the right to sell~~ shares of ~~common stock in connection with a business combination pursuant to~~ the ~~same~~Company’s terms that our sole officer and director will be provided. Also, such other shareholders, if any, will not be afforded an opportunity to approve or consent to the purchase of all or any portion of the shares of common stock ~~being sold by our sole officer~~ and ~~director. See~~effected ~~Item~~a 1,change ~~"Business - `Business~~ of ~~Issuer'~~control."

~~ITEM 7A. QUANTITATIVE~~- ~~AND~~17 ~~QUALITATIVE~~- ~~DISCLOSURES ABOUT MARKET RISK.~~

~~Not Applicable~~During July 2009, 240,000 shares of restricted common stock were sold to thirty (30) investors who primarily consisted of employees and family members of DMP for $0.0125 per share or a total of $3,000 in cash.

~~-17-~~The purchasers listed above represented their intention to acquire the securities for investment purposes and their understanding that the securities were not issued pursuant to a registration statement under the Securities Act. A legend was placed on the stock certificates stating that the securities have not been registered under the Securities Act and cannot be sold or otherwise transferred without an effective registration or an exemption there from.

~~ITEM 8~~We have never utilized an underwriter for an offering of our securities, and there were no underwriting discounts or commissions involved in any of our securities transactions. ~~FINANCIAL~~ ~~STATEMENTS~~Other ~~AND~~than ~~SUPPLEMENTARY~~the ~~DATA~~securities described above, we have not issued or sold any securities.

~~Corporate Equity~~No ~~Investments~~securities have been issued for services, ~~Inc~~and no services were performed by any purchaser as consideration for the shares issued. Neither we nor any person acting on our behalf offered or sold the securities by means of any form of general solicitation or general advertising.

~~(A Development~~ITEM ~~Stage~~6. ~~Company)~~SELECTED FINANCIAL DATA.

~~Financial Statements~~Not applicable to a “smaller reporting company” as defined in Item 10(f)(1) of SEC Regulation S-K.

~~December 31,~~ITEM ~~2008~~7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

~~CONTENTS~~We were organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. Our principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through a combination with a business rather than immediate, short-term earnings. We will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business. We have not had any revenues since inception.

	Page(s)
Report of Independent Registered Public Accounting Firm	19
Financial Statements:
Balance Sheets - As of December 31, 2008 and 2007	20
Statements of Operations –
For the years ended December 31, 2008 and 2007 and the period from December 22, 2006 (inception) to December 31, 2008	21
Statements of Changes in Stockholders’ Equity –
For the year ended December 31, 2008, the period from December 22, 2006 (inception) to December 31, 2007 and for the period from December 22, 2006 (inception) to December 31, 2008	22
Statements of Cash Flows –
For the years ended December 31, 2008 and 2007 and the period from December 22, 2006 (inception) to December 31, 2008	23
Notes to Financial Statements	24

We may consider a business which has recently commenced operations, is a developing company in need of additional funds for expansion into new products or markets, is seeking to develop a new product or service, or is an established business which may be experiencing financial or operating difficulties and is in need of additional capital. In the alternative, a business combination may involve the acquisition of, or merger with, a company which does not need substantial additional capital, but which desires to establish a public trading market for its shares, while avoiding, among other things, the time delays, significant expense, and loss of voting control which may occur in a public offering.

~~-18-~~We do not currently engage in any business activities that provide cash flow. The costs of investigating and analyzing business combinations for the next 12 months and beyond such time will be paid with money in our treasury, if any, or with additional money contributed by our stockholders, or another source.

To During the ~~Board~~next 12 months, we anticipate incurring costs related to filing of ~~Directors~~Exchange Act reports and ~~Shareholders~~costs relating to consummating an acquisition. We believe we will be able to meet these costs through use of funds in our treasury and additional amounts, as necessary, to be loaned to or invested in us by our stockholders, management or other investors. After the reporting period, we began selling common stock to raise funds for this purpose.

~~Corporate Equity~~- ~~Investments,~~18 ~~Inc.~~- ~~Miami, Florida~~

~~Report~~We have not had any preliminary contact or discussions with any representative of ~~Independent Registered Public Accounting~~any ~~Firm~~other entity regarding a business combination with us. Any target business that is selected may be a financially unstable company or an entity in its early stages of development or growth, including entities without established records of sales or earnings. In that event, we will be subject to numerous risks inherent in the business and operations of financially unstable and early stage or potential emerging growth companies. In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks.

WeOur ~~have audited~~management ~~the~~anticipates ~~balance~~that ~~sheets~~it ofwill ~~Coqxirate~~likely ~~Equity~~be ~~Investments,~~able ~~Inc.~~to aseffect ofonly ~~December 31~~one business combination, ~~2008~~due primarily to our limited financing, and the ~~related~~dilution ~~statements~~ of ~~operations,~~interest ~~stockholders'~~for ~~equity~~present and ~~cash flows~~prospective ~~for~~stockholders, ~~the~~which ~~year~~is ~~ending~~likely ~~December~~to ~~31,~~occur ~~2008~~as ~~and~~a ~~for~~result ~~the~~of ~~period~~our ~~from~~management's ~~December~~plan ~~22, 2006~~to ~~(Inception)~~offer a controlling interest to ~~December~~a ~~31,~~target ~~2008.~~business ~~These~~in ~~financial~~order ~~statements~~to ~~are~~achieve ~~the responsibility~~a tax-free reorganization. This lack of ~~the~~diversification ~~Company's~~should ~~management.~~be ~~Our~~considered ~~responsibility~~a issubstantial risk in investing in us, because it will not permit us to ~~express~~offset ~~an opinion~~potential onlosses ~~these~~from ~~financial~~one ~~statements~~venture ~~based~~against ongains ~~our~~from ~~audit~~another.

We ~~conducted~~ ~~our~~anticipate ~~audit~~that the selection of a business combination will be complex and extremely risky. Because of general economic conditions, rapid technological advances being made in ~~accordance~~some ~~with~~industries ~~the~~and ~~standards~~shortages of ~~the~~available ~~Public~~capital, ~~Company Accounting~~our ~~Oversight~~management ~~Board~~believes ~~(United~~that ~~States).~~there ~~Those~~are ~~standards~~numerous ~~require~~firms seeking even the limited additional capital that we ~~plan and~~will ~~perform~~have and/or the ~~audit~~perceived tobenefits ~~obtain~~of ~~reasonable~~becoming ~~assurance~~a ~~about~~publicly ~~whether~~traded ~~the~~corporation. ~~financial statements~~Such ~~are~~perceived ~~free~~benefits of ~~material~~becoming ~~misstatement.~~a Anpublicly ~~audit~~traded ~~includes~~corporation ~~examining~~include, among other things, facilitating or improving the terms on ~~a test~~which ~~basis~~additional equity financing may be obtained, ~~evidence~~providing ~~supporting~~liquidity for the ~~amounts~~principals of and ~~disclosures~~investors in a business, creating a means for providing incentive stock options or similar benefits to key employees, and offering greater flexibility in structuring acquisitions, joint ventures and the ~~financial statements~~like through the issuance of stock. AnPotentially ~~audit~~available ~~also~~business ~~includes~~combinations ~~assessing~~may ~~the~~occur ~~accounting~~in ~~principles~~many ~~used~~different industries and ~~significant~~ ~~estimates~~at ~~made~~various bystages ~~management~~of development, asall ~~well~~of aswhich ~~evaluating~~will make the ~~overall financial~~task ~~statement~~of ~~presentation.~~comparative Weinvestigation ~~believe~~and ~~that~~analysis ~~our~~of ~~audit~~such ~~provides~~business ~~reasonable basis~~opportunities ~~for~~extremely ~~our~~difficult ~~opinion~~and complex.

InResults ~~our opinion, the financial statements referred to above present fairly, in all material respects, the financial position~~ of Corporate Equity Investments, Inc. as of December 31, 2008, the results of operations and its cash flows for the year ended December 31, 2008 in conformity with generally accepted accounting principles in the United States of America.Operations

The ~~accompanying~~ ~~financial~~Company ~~statements~~has ~~have~~not ~~been~~conducted ~~prepared~~any ~~assuming~~active ~~the~~operations ~~Company~~since ~~will continue~~inception, asexcept afor ~~going~~its ~~concern.~~efforts Asto ~~discussed~~locate insuitable ~~Note~~acquisition 4candidates. No torevenue has been generated by the ~~financial~~Company ~~statements~~from December 22, 2006 (Inception) to December 31, 2009. It is unlikely the Company ~~has~~will ~~incurred~~have ~~net~~any ~~losses~~revenues ~~since~~unless ~~inception~~it is able to effect an acquisition or merger with an operating company, of which ~~raises~~there ~~substantial doubt~~can ~~about~~be ~~its~~no assurance. It is management's assertion that these circumstances may hinder the Company's ability to continue as a going concern. The ~~financial~~Company’s ~~statements do~~plan ~~not~~of ~~include~~operation ~~any~~for ~~adjustment~~the ~~that~~next ~~might~~twelve ~~result~~months ~~from~~shall ~~the~~be ~~outcome~~to ofcontinue ~~this uncertainty~~its efforts to locate suitable acquisition candidates.

/For the year ended December 31, 2009 the Company had a net loss from operations of approximately $80,000, consisting of legal, accounting, audit and other professional service fees incurred in relation to the filing of its quarterly reports on form 10-Q and various other filings with the United States Securities and Exchange Commission (the “SEC”), the sale of the majority of the Company’s/ ~~Hawkins Accounting~~outstanding common stock to DMP as well as certain costs necessary to run a public company. Activities include development of the business plan, hiring of a legal firm, minimal operational set up (i.e. office), costs for SEC, transfer agent and State regulatory filings, additional auditor costs for business reviews, as well as minimum compensation paid to the former President. This compares with a net loss from operations of approximately $22,000 for the year ended December 31, 2008, comprised mostly of legal, accounting, audit and other professional service fees incurred in relation to the filing of the Company’s registration statement on Form 10-SB12G filed in September 2008, its one amendment and its quarterly reports filed on form 10-Q.

~~Hawkins Accounting~~- 19 -

~~March~~For 23the period from December 22, 2006 (Inception) to December 31, 2009, the Company had a net loss from operations of approximately $118,000, comprised mostly of legal, accounting, audit and other professional service fees incurred in relation to various annual and quarterly filings of the Company with the SEC in addition to those costs noted above.

~~Los Angeles,~~Capital CAContribution-related party

~~1925 Century~~Prior ~~Park~~to ~~East~~a ~~Suite~~change ~~2050~~in ~~Los~~control, ~~Angeles~~the Company had a $33,022 CAnote ~~90067~~payable to a related party, accounts payable of $6,425 and cash of $170. In conjunction with the change of control of the Company, the note payable, along with the accounts payable less the cash, were eliminated with the proceeds received from DMP. The resulting extinguishment of debt, totaling $39,277, was treated as contributed capital-related party in the accompanying financial statements as of December 31, 2009.

~~(310)553~~Off-~~5707 Fax~~Balance ~~(310)553-5337~~Sheet Arrangements

~~HawkinsAccounting@cpahawkins~~The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.~~com~~

~~-19-~~Contractual Obligations

Corporate Equity Investments, Inc.
(A Development Stage Company)
Balance Sheets
	December 31, 2008			December 31, 2007
Assets
Current Assets:
Cash	$	170		$	1,150
Deposits on hand		-			250
Total Current Assets		170			1,150
Total Assets	$	170		$	1,150
Liabilities and Stockholders' (Deficit)
Current Liabilities:
Accounts payable	$	3,015		$	-
Due to related parties		28,522			11,687
Deposit on unissued stock		-			250
Total Current Liabilities		31,537			11,937
Stockholders' (Deficit):
Preferred stock (no par value, 5,000,000 shares authorized,
none issued and outstanding)		-			-
Common stock ($0.001 par value, 100,000,000 shares authorized,
authorized, 4,060,000 shares issued and outstanding at December 31, 2008 and
4,000,000 shares issued and outstanding at December 31, 2007)		4,060			4,000
Additional paid in capital		2,119			680
Deficit accumulated during development stage		(37,546	)		(15,217	)
Total Stockholders' (Deficit)		(31,367	)		(10,537	)
Total Liabilities and Stockholders' (Deficit)	$	170		$	1,400

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide this information.

~~-20-~~Liquidity and Capital Resources

Corporate Equity Investments, Inc.
(A Development Stage Company)
Statements of Operations
							For the Period from December 22, 2006 (inception) to December 31, 2008
	For the year ended December 31, 2008			For the year ended December 31, 2007
Operating Expenses
General and administrative	$	22,330		$	15,147		$	37,546
Total operating expenses		22,330			15,147			37,546
Net loss	$	(22,330	)	$	(15,147	)	$	(37,546	)
Net loss per share - basic and diluted	$	(0.01	)	$	(0.01	)	$	(0.01	)
Weighted average number of shares outstanding
during the year/period - basic and diluted		4,051,311			2,838,356			3,428,081

As of December 31, 2009, the Company had $3,000 cash resulting from the sale of 240,000 shares of common stock during July 2009, as compared with cash of $170 as of December 31, 2008. The Company’s current liabilities as of December 31, 2009 totaled $72,437, comprised of accounts payable and amounts payable to a related party. This compares to the Company’s current liabilities as of December 31, 2008 of $31,537 which comprised of accounts payable and related party payables. In conjunction with the change of control, a note payable to a related party along with the outstanding accounts payable less the cash, were forgiven resulting in a forgiveness of debt totaling $39,277 for the year ended December 31, 2009.

~~-21-~~The Company can provide no assurance that it can continue to satisfy its cash requirements for at least the next twelve months.

Corporate Equity Investments, Inc.
(A Development Stage Company)
Statements of Changes in Stockholders' Equity (Deficit)
For the year ended December 31, 2008, the period from December 22, 2006 (inception) to December 31, 2007
and for the period from December 22, 2006 (inception) to December 31, 2008
									Deficit Accumulated During Development Stage
													Total Stockholders' Equity
	Common Stock, $.001 Par Value					Additional Paid in Capital
	Shares		Amount
Common stock issued to founders for cash ($0.001 per share)		2,000,000	$	2,000		$	-		$	-			$	2,000
Contributed capital - related party		-		-			70			-				70
Net loss for the period ended December 31, 2006		-		-			-			(70	)			(70	)
Balance December 31, 2006		2,000,000		2,000			70			(70	)			2,000
Common stock issued to founders for cash ($0.001 per share)		2,000,000		2,000						-				2,000
Contributed capital - related party		-		-			610			-				610
Net loss for the year ended December 31, 2007		-		-			-			(15,147	)			(15,147	)
Balance December 31, 2007		4,000,000		4,000			680			(15,217	)			(10,537	)
Common stock issued for cash ($0.001 per share)		60,000		60			1,439			-				1,499
Net loss for the year ended December 31, 2008		-		-			-			(22,329	)			(22,329	)
Balance December 31, 2008		4,060,000	$	4,060	$		2,119	$		(37,546	)	$		(31,367	)

The following is a summary of the Company's cash flows provided by (used in) operating, investing, and financing activities:

-22-


	Year Ended December 31,		Period From December 22, 2006 (Inception) to December 31
	2009	2008	2009
Net cash used in operating activities	$ (42,395)	$ (19,314)	$ (76,246)
Net cash used in investing activities	-	-	-
Net cash provided by financing activities	45,225	18,334	79,246
Net effect on cash	$ 2,830	$ (980)	$ 3,000

Corporate Equity Investments, Inc.
(A Development Stage Company)
Statements of Cash Flows
							For the Period from December 22, 2006 (Inception) to December 31, 2008
	For the year ended December 31, 2008			For the year ended December 31, 2007
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(22,330	)	$	(15,147	)	$	(37,546	)
Adjustments to reconcile net loss to net cash used in
operating activities:
Contributed services - related party		-			610			679
Changes in operating assets and liabilities:
(Increase) decrease in:
Deposits on hand		250			(250	)		-
Increase (decrease) in:
Accounts Payable		3,015			-			3,015
Deposit on unissued stock		(250	)		250			-
Net Cash Used In Operating Activities		(19,315	)		(14,537	)		(33,852	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from sale of common stock - related parties		-			2,000			4,000
Proceeds from sale of common stock		1,500						1,500
Due to related parties		16,835			11,687			28,522
Net Cash Provided By Financing Activities		18,335			13,687			34,022
Net increase (decrease) in cash		(980	)		(850	)		170
Cash - beginning of year/period		1,150			2,000			-
Cash - end of year/period	$	170		$	1,150		$	170
SUPPLEMENTARY CASH FLOW INFORMATION:
Cash paid during the year/period for:
Income taxes	$	-		$	-		$	-
Interest	$	-		$	-		$	-

- 20 -

~~-23-~~The Company has generated no revenues since inception. The Company is also dependent upon the receipt of capital investments or other financing to fund its ongoing operations and to execute its business plan of seeking a combination with a private operating company. Recurring expenses, which include accounting, auditing, legal, and administrative expenses, have averaged $5,500 per month during fiscal year 2009 and are expected to continue until such time as we execute our business plan to acquire or merge with a private operating company. In addition, the Company is dependent upon its largest shareholders and new investors to provide continued funding and capital resources. If continued funding and capital resources are unavailable at reasonable terms, the Company may not be able to implement its plan of operations.

~~Corporate Equity~~ITEM ~~Investments,~~7A. ~~Inc,~~QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

~~(A Development~~Not ~~Stage~~Applicable ~~Company~~to a “smaller reporting company” as defined in Item 10(f)(1) of SEC Regulation

~~Notes to~~ITEM ~~Financial~~8. ~~Statements~~FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

~~December 31~~The financial statements required by Item 8 are submitted in a separate section of this report, ~~2008~~ beginning on F-1, and are incorporated herein and made a part hereof.

~~Note~~ITEM ~~1 Nature~~9. ~~of Operations~~CHANGES ~~and~~IN ~~Summary~~AND ofDISAGREEMENTS ~~Significant~~WITH ~~Accounting~~ACCOUNTANTS ~~Policies~~ON ACCOUNTING AND FINANCIAL DISCLOSURE

~~Nature~~ On February 3, 2010, R.R. Hawkins and Associates International, PSC (“Hawkins”) was dismissed as the Registrant’s independent registered public accounting firm. On the same date, February 3, 2010, the accounting firm of ~~operations~~LBB & Associates Ltd., LLP (“LBB”) was engaged as the Registrant’s new independent registered public accounting firm. The Registrant’s Board of Director’s approved both the dismissal of Hawkins and the engagement of LBB on February 3, 2010.

Except as described below, the report of Hawkins on the financial statements of Security Solutions Group, Inc. (then known as Corporate Equity Investments, Inc.) (as of and for the ~~"Company"),~~years ~~was~~ended ~~incorporated~~December in31, ~~Florida~~2008 on and December 2231, ~~2006.~~2007 ~~The~~did ~~Company~~not ~~intends~~contain toan ~~serve~~adverse asopinion or a ~~vehicle~~disclaimer toof ~~effect~~opinion, anand ~~asset acquisition,~~was ~~merger~~not qualified or modified as to uncertainty, audit scope or ~~business~~accounting ~~combination~~principles ~~with~~for either of the years ended December 31, 2008 and 2007 as described under Item 304 (a)(1)(ii) ~~domestic~~of orRegulation ~~foreign business~~S-K. AtHawkins’ audit report relating to the audit of Security Solutions Group, Inc.’s financial statements for the year ended December 31, 2008 and filed on March 23, 2009 indicated the auditors’ substantial doubt about the Company’s ~~had~~ability ~~not~~to ~~yet~~continue ~~commenced~~ as a going concern because the Company required additional funds to meet its obligations and the costs of its operations.

~~Development Stage~~Since the Company’s inception on December 22, 2006, during the period that Hawkins was the Registrant’s independent registered public accounting firm, the Registrant (or someone on its behalf) had not consulted with LBB, or any other auditor, regarding any accounting or audit concerns for the two most recent years and the subsequent interim period through the date the firm was engaged, to include, but not by way of limitation, those stated in Item 304 of Regulation S-K.

~~The Company'~~During the Registrant’s ~~financial~~two ~~statements~~most ~~are~~recent ~~presented~~fiscal asyears ~~statements~~ended ofDecember a31, ~~development stage~~2008 ~~enterprise.~~and ~~Activities~~2007, ~~during~~and through the ~~development~~date ~~stage~~of ~~primarily~~dismissal, ~~include related~~the ~~party~~Registrant ~~equity-based~~has ~~financing.~~not had any disagreements with Hawkins, whether resolved or not resolved, on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to said accountants' satisfaction, would have caused it to make

~~Use of~~- ~~estimates~~21 -

~~The preparation~~reference ofto ~~financial statements in conformity with generally accepted accounting principles in~~ the ~~United~~subject ~~States~~matter of ~~America, requires management to make estimates and assumptions that affect~~ the ~~reported~~disagreements(s) ~~amounts~~in ofconnection ~~assets~~with ~~and liabilities~~its ~~and~~report. Additionally, ~~disclosure~~there ofhave ~~contingent~~been ~~assets~~no ~~and~~reportable ~~liabilities~~events atwithin the ~~date~~meaning ~~of the~~set ~~financial~~forth ~~statements~~in ~~and~~Item ~~the~~304 ~~reported amounts~~ of ~~revenue~~Regulation ~~and expenses during the reporting period~~S-K. ~~Actual results could differ from those estimates.~~

A ~~significant~~ ~~estimate~~copy inof ~~2008~~Hawkins’ ~~included~~letter ato ~~100%~~the ~~valuation~~SEC ~~allowance~~describing ~~for~~the ~~deferred taxes~~above ~~due~~was tofiled with the Company’s ~~continuing~~Current ~~and~~Report ~~expected~~on ~~future~~Form ~~losses~~8-K/A on February 22, 2010.

~~Cash~~ITEM 9A(T).

~~For purposes~~CONTROLS ofAND ~~the statement of cash flows, the Company considers all highly liquid instruments purchased with a maturity of three months or less and money market accounts to be cash equivalents.~~PROCEDURES

~~Net loss~~Evaluation ~~per~~of ~~share~~Disclosure Controls and Procedures

~~Basic loss~~We ~~per~~have ~~share~~carried isout ~~computed~~an byevaluation, ~~dividing~~under ~~net~~the ~~loss~~supervision byand ~~weighted~~with ~~average~~the ~~number~~participation of ~~shares~~ our management, including our Chief Executive Officer/Principal Financial Officer, of ~~common~~the ~~stock~~effectiveness ~~outstanding~~of ~~during~~our ~~each~~disclosure ~~period. Diluted~~controls ~~income per~~and ~~share~~procedures is(as ~~computed~~defined byin ~~dividing~~Rules ~~net~~13a-15(e) ~~income~~and by15d-15(e) under the ~~weighted~~Securities ~~average~~Exchange ~~number~~Act of ~~shares~~ 1934, as amended (the “Exchange Act”)) as of ~~common~~December31, ~~stock~~2009. Based on such evaluation, ~~common~~we ~~stock~~have ~~equivalents~~concluded that, as of such date, our disclosure controls and ~~potentially~~procedures ~~dilutive securities~~were ~~outstanding~~effective ~~during~~to ~~each~~ensure ~~period.~~that Atinformation ~~December~~required 31to be disclosed by us in our Exchange Act reports is recorded, ~~2008~~processed, summarized and reported within the ~~Company does~~time ~~not~~periods ~~have~~specified ~~any~~in ~~outstanding~~applicable ~~common~~SEC ~~stock~~rules ~~equivalents;~~and ~~therefore~~forms, aand ~~separate computation~~that ofsuch ~~diluted~~information ~~loss~~is ~~per~~accumulated ~~share~~and iscommunicated ~~not~~to ~~presented~~our management, including our Chief Executive Officer/Principal Financial Officer, as appropriate, to allow timely discussions regarding required disclosure.

~~-24-~~Management’s Report on Internal Control over Financial Reporting

~~Stock-based compensation~~Security Solutions Group, Inc.’s management is responsible for establishing and maintaining internal control over financial reporting for the Company. The Company’s internal control system was designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Internal control over financial reporting of the Company includes those policies and procedures that:

All share-based payments to employees will be recorded and expensed in the statement of operations as applicable under SFAS No. 123R “Share-Based Payment”. The Company has not issued any stock based compensation since inception.(1)

~~Recent Accounting~~ pertain ~~Pronouncements~~to the maintenance of records that in reasonable detail accurately and fairy reflect the transactions of the company.

~~In September~~(2) 2006, the FASB issued SFAS No. 157, “Fair Value Measurements”, which clarifies the principle that fair value should be based on the assumptions that market participants would use when pricing an asset or liability. It also defines fair value and established a hierarchy that prioritizes the information used to develop assumptions. SFAS No. 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007. The Company does not expect SFAS No. 157 to have a material impact on its financial position, results of operations or cash flows.

~~In February~~provide ~~2007,~~reasonable ~~the~~assurance ~~FASB~~that ~~issued~~transactions ~~SFAS~~are ~~159,~~recorded ~~The~~as ~~Fair~~necessary ~~Value Option for Financial Assets and Financial Liabilities, which permits entities~~ to ~~choose~~permit topreparation ~~measure many~~of financial ~~instruments~~statements ~~and certain other items at fair value. The unrealized gains and losses on items for which the fair value option has been elected should be reported~~ in ~~earnings. The~~accordance ~~decision~~with togenerally ~~elect~~accepted ~~the~~accounting ~~fair value option is determined on an instrument-by-instrument basis~~principles, ~~should be applied to an entire instrument~~ and isthat ~~irrevocable. Assets~~receipts and ~~liabilities measured~~expenditures atof ~~fair values pursuant to~~ the ~~fair~~company ~~value~~are ~~option~~being ~~should~~made beonly ~~reported separately~~ in ~~the~~accordance ~~balance~~with ~~sheet~~authorization ~~from~~of ~~those~~management ~~instruments~~and ~~measured~~directors ~~using other measurement attributes. SFAS No. 159 is effective as~~ of the ~~beginning~~ ~~of the~~ Company’s; ~~2008 fiscal year. The adoption of SFAS No. 159 is not expected to have a material effect on its financial position, results of operations or cash flows.~~and

~~In December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in Consolidated Financial Statements, an amendment of Accounting Research Bulletin No 51”~~ (~~SFAS 160~~3). SFAS 160 establishes accounting and reporting standards for ownership interests in subsidiaries held by parties other than the parent, changes in a parent’s ownership of a noncontrolling interest, calculation and disclosure of the consolidated net income attributable to the parent and the noncontrolling interest, changes in a parent’s ownership interest while the parent retains its controlling financial interest and fair value measurement of any retained noncontrolling equity investment. SFAS 160 is effective for financial statements issued for fiscal years beginning after December 15, 2008, and interim periods within those fiscal years. Early adoption is prohibited. The adoption of SFAS No. 160 is not expected to have a material effect on its financial position, results of operations or cash flows.

~~In December~~provide ~~2007,~~reasonable ~~the~~assurance ~~FASB~~regarding ~~issued~~prevention SFAS 141R, Business Combinations (“SFAS 141R”), which replaces FASB SFAS 141, Business Combinations. This Statement retains the fundamental requirements in SFAS 141 that the acquisition method of accounting be used for all business combinations and for an acquirer to be identified for each business combination. SFAS 141R defines the acquirer as the entity that obtains control of one or ~~more~~timely ~~businesses~~detection in the business combination and establishes the acquisition date as the date that the acquirer achieves control. SFAS 141R will require an entity to record separately from the business combination the direct costs, where previously these costs were included in the total allocated cost of ~~the~~unauthorized acquisition~~. SFAS 141R will require an entity to recognize the assets acquired~~, ~~liabilities~~use assumed, and any non-controlling interest in the acquired at the acquisition date, at their fair values as of that date. This compares to the cost allocation method previously required by SFAS No. 141. SFAS 141R will require an entity to recognize as an asset or ~~liability~~disposition at fair value for certain contingencies, either contractual or non-contractual, if certain criteria are met. Finally, SFAS 141R will require an entity to recognize contingent consideration at the date of ~~acquisition, based on~~ the ~~fair~~Company’s ~~value~~assets at that ~~date. This~~could ~~Statement~~have ~~will~~a bematerial ~~effective~~effect ~~for business combinations completed~~ on ~~or after~~ the first annual reporting period beginning on or after December 15, 2008. Early adoption of this standard is not permitted and the standards are to be applied prospectively only. Upon adoption of this standard, there would be no impact to the Company’s ~~results of operations and~~ financial ~~condition for acquisitions previously completed~~statements. ~~The adoption of SFAS No. 141R is not expected to have a material effect on its financial position, results of operations or cash flows.~~

~~-25-~~All internal control systems, no matter how well designed, have inherent limitations, including the possibility of human error or circumvention through collusion of improper overriding of controls. Therefore, even those internal control systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation. Further, because of changes in conditions, the effectiveness of internal control may vary over time.

InThe ~~March 2008,~~management ~~the~~of ~~FASB~~Security ~~issued~~Solutions ~~SFAS~~Group, NoInc. ~~161~~ ~~“Disclosures~~assessed ~~about~~the ~~Derivative Instruments~~effectiveness ~~and Hedging Activities—An Amendment~~ of ~~FASB Statement No. 133.” (“SFAS 161”). SFAS 161 establishes~~ the ~~disclosure requirements~~Company’s ~~for~~internal ~~derivative~~control ~~instruments~~over ~~and for hedging activities with the intent to provide~~ financial ~~statement~~reporting ~~users~~as ~~with an enhanced understanding~~ of ~~the~~ ~~entity’s~~December ~~use~~31, of2009. ~~derivative~~In ~~instruments,~~making ~~the~~its ~~accounting~~assessment of ~~derivative instruments~~internal ~~and~~control ~~related~~over ~~hedged~~financial ~~items~~reporting ~~under~~management ~~Statement~~used ~~133~~the ~~and~~criteria ~~its~~set ~~related interpretations,~~forth ~~and~~by the ~~effects~~Committee of ~~these~~Sponsoring ~~instruments~~Organizations onof the ~~entity’s~~Treadway ~~financial position,~~Commission ~~financial~~(COSO) ~~performance,~~in ~~and~~Internal-Control-Integrated ~~cash~~Framework ~~flows. This~~and ~~statement~~implemented ~~is effective~~a ~~for~~process ~~financial~~to ~~statements~~monitor ~~issued~~and ~~for~~assess ~~fiscal~~both ~~years~~the ~~beginning~~design ~~after November 15,~~and ~~2008.~~operating Weeffectiveness ~~do not expect its adoption will have a material impact on our financial position, results~~ of ~~operations~~the ~~or cash flows.~~

In- ~~May 2008,~~22 ~~the~~- FASB issued SFAS No. 162, “The Hierarchy of Generally Accepted Accounting Principles” (SFAS 162”). SFAS 162 identifies the sources of accounting principles and the framework for selecting principles to be used in the preparation of financial statements of nongovernmental entities that are presented in conformity with generally accepted accounting principles in the United States. This statement is effective 60 days following the SEC’s approval of the Public Company Accounting Oversight Board’s amendments to AU section 411, The Meaning of Present Fairly in Conformity with Generally Accepted Accounting Principles. The Company is currently evaluating the impact of SFAS 162, but does not expect the adoption of this pronouncement will have a material impact on its financial position, results of operations or cash flows.

~~Other accounting~~Company’s ~~standards~~internal ~~that~~controls. ~~have~~Based ~~been~~on ~~issued~~this orassessment, ~~proposed~~management bybelieves ~~the FASB or other standards-setting bodies~~ that doas ~~not~~of ~~require~~December ~~adoption~~31, ~~until~~2009, athe ~~future~~Company’s ~~date~~internal ~~and are~~control ~~not~~over ~~expected to have a material impact on the~~ financial ~~statements~~reporting ~~upon adoption~~was effective.

~~Note~~This 2annual ~~Note~~report ~~Payable~~does ~~– Related~~not ~~Parties~~include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only Management’s report in this annual report.

~~The Company~~Changes ~~has~~in anInternal ~~$28,522~~Control ~~note~~Over ~~payable~~Financial ~~to related parties. The note is non-interest bearing with no set repayment date.~~Reporting

~~Note~~Management 3of ~~Income Taxes~~the Company has evaluated, with the participation of the Company’s Chief Executive Officer/Chief Financial Officer, changes in the Company’s internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) during the fourth quarter of 2009. In connection with such evaluation, there have been no changes to the Company’s internal control over financial reporting that occurred since the beginning of the Company’s fourth quarter of 2009 that have materially affected, or are reasonably likely to materially affect the Company’s internal control over financial reporting.

~~The Company~~ITEM ~~accounts for income taxes under Statement of Financial Accounting Standards No~~9B. 109, "Accounting for Income Taxes" "SFAS 109". SFAS 109 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statements and the tax basis of assets and liabilities, and for the expected future tax benefit to be derived from tax losses and tax credit carryforwards. SFAS 109 additionally requires the establishment of a valuation allowance to reflect the likelihood of realization of deferred tax assets.

~~The Company~~OTHER has a net operating loss carryforward for tax purposes totaling approximately $37,546 at December 31, 2008 expiring through the year 2028. Internal Revenue Code Section 382 places a limitation on the amount of taxable income that can be offset by carryforwards after a change in control (generally greater than a 50% change in ownership). Temporary differences, which give rise to a net deferred tax asset, are as follows:INFORMATION

~~Significant deferred tax assets at December 31, 2008 are as follows:~~None.

	2008			2007
Gross deferred tax assets:
Net operating loss carryforwards	$	37,546		$	15,216
Total deferred tax assets		13,757			5,575
Less: valuation allowance		(13,757	)		(5,575	)
Net deferred tax asset recorded	$	-		$	-

PART III

~~-26-~~ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

~~The valuation~~Directors allowance at December 31, 2007 was $5,550. The net change in valuation allowance during the year ended December 31, 2008 was an increase of $8,182. In assessing the reliability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The ultimate realization of deferred income tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred income tax liabilities, projected future taxable income, and ~~tax planning~~Executive strategies in making this assessment. Based on consideration of these items, management has determined that enough uncertainty exists relative to the realization of the deferred income tax asset balances to warrant the application of a full valuation allowance as of December 31, 2008.Officers

~~The actual~~Our ~~tax~~executive ~~benefit~~officers ~~differs~~and ~~from~~directors ~~the expected tax benefit for the period ended December 31, 2008 (computed by applying the U.S. Federal Corporate tax rate of 34% to income before taxes~~ and 4%additional ~~for~~information ~~state~~concerning ~~income~~them ~~taxes,~~are ~~a blended rate of 36.64%)~~ as follows:

		2008			2007
Name	Age	Position
Expected tax expense (benefit) - Federal		$	(7,289	)	$	(4,944	)
Phil Viggiani	57	President, Secretary, Treasurer and Director
Expected tax expense (benefit) – State			(893	)		(606	)
Wayne Lipkus	45	Director
Change in valuation allowance			8,182			5,550
Actual tax expense (benefit)		$	-		$	-

~~Note~~ Phil 4Viggiani ~~Going Concern~~–Mr. Viggiani has been the Company’s Secretary, Treasurer and Director since November 2009 to the present. Mr. Viggiani is the Vice President of Sales and Marketing for Praesidium which is his primary position. Mr. Viggiani is also a Director on DMP Holdings Inc which acquired control of the company on April 1, 2009. There are no agreements in place with Mr. Viggiani or expectations for him to devote his sole efforts to the management of the business. Until such time as a business combination occurs, Mr. Viggiani, does not expect any changes in management.

~~As reflected~~Wayne inLipkus ~~the~~– ~~accompanying~~Mr. ~~financial~~Lipkus ~~statements,~~received ~~the~~his ~~Company~~Bachelor ~~has a net loss~~ of ~~$22,330~~Commerce ~~and~~degree ~~net~~from ~~cash~~the ~~used~~University ~~in operations~~ of ~~$19,315~~Toronto ~~for~~in ~~the~~1986. Mr. ~~year~~Lipkus ~~ended December~~then ~~31,~~attended ~~2008;~~Seneca ~~and~~College awhere ~~working~~he ~~capital~~graduated ~~deficit~~in ofComputer ~~$31,367,~~Programming ~~a deficit accumulated during the development stage of $37,546~~ and aAnalysis ~~stockholders’~~in ~~deficit of~~1988. Since ~~$31,367~~graduation atfrom ~~December 31~~college, ~~2008~~Mr. In ~~addition,~~Lipkus ~~the~~has ~~Company~~worked isextensively in the ~~development~~ ~~stage~~computer ~~and~~programming ~~has~~industry ~~not~~where ~~yet~~he ~~generated~~has ~~any~~created ~~revenues.~~numerous ~~The~~computer ~~ability~~software ofprograms the Company to continue as a going concern is dependent on Management's plans, which include potential asset acquisitions, mergers or business combinations with other entities, further implementation of its business plan and ~~continuing~~anti-counterfeiting ~~to raise~~training ~~funds~~manuals ~~through~~for ~~debt~~major orintellectual ~~equity~~property ~~raises~~owners. ~~The~~ Mr. ~~accompanying~~Lipkus ~~financial statements~~currently ~~have~~owns ~~been~~and ~~prepared~~operates on a ~~going~~computer ~~concern~~consultant ~~basis~~business, ~~which~~Lipkus ~~contemplates~~& ~~the realization~~Associates ofComputer ~~assets~~Consultants, ~~and the satisfaction of liabilities in the normal course of business~~Inc. These financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern.

~~Note~~- 523 ~~Stockholders’ Equity~~-

~~(A) Common Stock~~Term ~~Issuance~~of ~~for Cash~~Office

~~(1) Year ended~~The ~~December~~term ~~31,~~of ~~2006~~office of each director expires at our annual meeting of stockholders or until their successors are duly elected and qualified.

~~On December~~Significant ~~22, 2006, the Company issued 2,000,000 shares of common stock, par value $.001 per share, to its founding shareholders in exchange for $2,000 in cash.~~Employees

~~-27-~~We have no significant employees other than our president, Mr. Phil Viggiani.

~~(2) Year ended~~Family ~~December 31, 2007~~Members

OnThere ~~July 31,~~are ~~2007,~~no ~~the~~family ~~Company~~relationships ~~issued~~between ~~2,000,000~~or ~~shares~~among ofthe ~~common stock~~directors, ~~par~~executive ~~value~~officers ~~$.001 per~~or ~~share,~~persons tonominated anor ~~individual~~chosen inby ~~exchange~~us ~~for~~to ~~$2,000~~become indirectors ~~cash~~or executive officers.

~~(3) Year~~Audit ~~ended December 31, 2008~~Committee

~~On February~~The ~~22,~~Board ~~2008,~~of Directors acts as the ~~Company~~Audit ~~issued~~Committee ~~60,000~~and ~~shares~~the ofBoard ~~common~~has ~~stock,~~no ~~par~~separate ~~value $~~committees.~~001~~ ~~per~~We ~~share~~have no qualified financial experts at this time because we have not been able to hire a qualified candidate. Further, inwe ~~exchange~~believe that we have inadequate financial resources at this time to hire such an expert. We intend to continue to search for ~~$1,500~~a inqualified ~~cash~~individual for hire.

~~(B) Contributed Capital~~Promoters –and ~~Related~~Control ~~Party~~Persons

(On April 1~~) Year ended~~, ~~December~~2009, 31DMP acquired 32,312,000 ~~2006~~shares of common stock of the Company resulting in DMP owning 99.48% of the outstanding shares of the Company’s common stock.

~~During 2006,~~Compliance awith ~~related~~Section ~~party~~16(a) of the ~~Company’s~~Exchange ~~president paid $70 for certain general and administrative expenses on behalf of the Company.~~Act

We are not aware of any person required to file reports required by Section 16(2a) ~~Year ended~~ ~~December~~of 31the Exchange Act who has not done so on a timely basis. Further, ~~2007~~we are aware that no Forms 5 are required to be filed by persons required to file reports pursuant to Section 16(a) of the Exchange Act.

~~During 2007,~~Code ~~a related party~~ of ~~the Company’s President contributed professional services to the Company aggregating $400. The value of services was based upon the fair value of the services provided.~~Ethics

~~During 2007,~~We do not currently have a ~~related~~code ~~party~~of ethics applicable to our principal executive and financial officers. We do not believe that we will need a code of ethics at the ~~Company’s~~present ~~President~~time ~~paid~~because ~~$210~~we ~~for~~are ~~certain~~not ~~general and~~an ~~administrative~~operating ~~expenses~~company, onbut ~~behalf~~we believe that having a code of ethic will be important for the Company after it conducts a business combination.

~~Note~~Corporate ~~6 Subsequent Events~~Governance

We have not held any board or committee meetings because we have only one (1) ~~Notes Payable~~ –director. ~~Related~~We ~~Parties~~do not have any committees for the same reason. We are not seeking to expand the board of directors because we do not believe that having additional directors or committees will facilitate the execution of our singular business purpose. We do not have an audit committee financial expert as that term is defined in Regulation SK, Item 407 (d)(5). We do not have a process for shareholders to send communication to the board because our shareholders and our director have ready access to each other.

A- ~~related party~~24 ~~loaned the Company $500 on February 16, 2009 and $1,000 on February 20, 2009. The note is non~~-~~interest~~ ~~bearing with no set repayment date.~~

~~-28-~~ITEM 11. EXECUTIVE COMPENSATION.

~~ITEM 9~~Neither Mr. ~~CHANGES~~ INViggiani ~~AND~~nor ~~DISAGREEMENTS~~Mr. ~~WITH~~Lipkus ~~ACCOUNTANTS~~receive ONany ~~ACCOUNTING~~compensation ~~AND FINANCIAL~~for ~~DISCLOSURE~~services rendered to us. They have not received such compensation in the past, and are not accruing any compensation pursuant to any agreement with us. No remuneration of any nature has been paid for or on account of services rendered by a director in such capacity. Mr. Viggiani and Mr. Lipkus intend to devote no more than a few hours a week to our affairs.

~~There~~Neither ~~are not~~Mr. ~~and~~Viggiani ~~have~~nor ~~not~~Mr. ~~been~~Lipkus ~~any~~will ~~disagreements~~receive ~~between~~a finder's fee or other compensation, either directly or indirectly, as a result of their efforts to implement our business plan outlined herein. It is possible that, after we successfully consummate a business combination with an unaffiliated entity, that entity may desire to employ or retain one or a number of members of our management for the ~~Company~~purposes ~~and~~of ~~its~~providing ~~accountants on~~services to the surviving entity. However, we have adopted a policy whereby the offer of any ~~matter~~post-transaction employment to members of ~~accounting~~management ~~principles~~will ornot ~~practices~~be a consideration in our decision whether to undertake any proposed transaction. No retirement, ~~financial~~pension, ~~statement disclosure~~profit sharing, stock option or ~~auditing~~insurance ~~scope~~programs or ~~procedure~~other similar programs have been adopted by us for the benefit of our employees.

ITEM 9A 12. ~~CONTROLS~~ SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND ~~PROCEDURES~~MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

~~The Company's~~Beneficial ~~disclosure~~Ownership controls and procedures are designed to ensure that information required to be disclosed in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. Our sole officer and director has reviewed the effectiveness of the Company's disclosure controls and procedures and has concluded that the disclosure controls and procedures, as of December 31, 2008, are effective in timely alerting her to material information relating to the Company that is required to be included in its periodic filings with the Commission.Securities

~~In connection~~The ~~with~~following ~~its~~table ~~evaluation~~sets ~~during~~forth, ~~the~~certain ~~annual~~information ~~and~~as ~~quarterly~~of ~~period~~March ~~ended December~~ 31, ~~2008~~2010, regarding the ~~Company~~beneficial ~~has~~ownership ~~made~~of noour ~~changes~~common stock by (i) each stockholder known by us to be the beneficial owner of more than five percent of our common stock, (ii) by each of our executive officers named in the ~~Company's~~Summary ~~internal controls~~Compensation ~~over~~Table ~~financial~~and ~~reporting~~our ~~that~~directors and (iii) by all of our executive officers and directors as a group. Each of the persons named in the table has ~~materially~~sole ~~affected~~voting orand isinvestment ~~reasonably likely~~power with respect to ~~materially~~common ~~affect~~stock beneficially owned. Unless otherwise noted in the ~~Company's~~table, ~~internal~~the ~~controls~~address ~~over~~for ~~financial reporting~~each of the persons identified is 3651 Lindell Road, Suite D-150, Las Vegas, NV 89103. Beneficial ownership is calculated based upon 32,720,000 shares of common stock issued and outstanding as of March 31, 2010.

This annual report does not include a report of management's assessment regarding internal control over financial reporting or an attestation report of the company's registered public accounting firm due to a transition period established by rules of the Securities and Exchange Commission for newly public companies.


Name and Address of Beneficial Owner	Total Number of Shares Beneficially Owned⁽¹⁾	Percent of Common Stock
*Named Executive Officers & Directors*
Phil Viggiani⁽²⁾	--(2)	--⁽²⁾
Wayne Lipkus	--	--
*Beneficial Owners of Five Percent or More*
DMP Holdings, Inc.⁽²⁾	32,312,000(2)	98.75%⁽²⁾

~~ITEM 9A~~(T1) The number of shares of common stock owned are those “beneficially owned” as determined under the rules of the Securities and Exchange Commission, including any shares of common stock as to which a person has sole or shared voting or investment power and any shares of common stock which the person has the right to acquire within sixty (60) days through the exercise of any option, warrant or right. ~~CONTROLS~~ No ~~AND~~beneficial ~~PROCEDURES~~owner has the right to acquire within sixty (60) days additional shares of common stock from options, warrants, rights or similar obligations.

~~Not Applicable~~(2)Mr. Viggiani owns one-third of DMP Holdings, Inc.

~~ITEM 9B. OTHER~~- ~~INFORMATION.~~25 -

~~Not Applicable.~~Director Independence

~~-29-~~We do not have any independent directors.

~~PART III~~Transactions with Promoters

~~ITEM~~ A description of the Company’s founding shareholders and their contributions to the Company are set forth above in Item 10~~. DIRECTORS~~, ~~EXECUTIVE~~“Directors, ~~OFFICERS~~Executive ~~AND~~Officers ~~CORPORATE GOVERNANCE~~and Corporate Governance.”

~~Directors and~~ITEM ~~Executive~~14. ~~Officers~~PRINCIPAL ACCOUNTANT FEES AND SERVICES

~~Our executive~~Audit ~~officers and directors and additional information concerning them are as follows:~~Fees

Name	Age	Position
Luz M. Weigel	44	President, Secretary, Treasurer and Director

The aggregate fees billed for the years ended December 31, 2009 and December 31, 2008 for the professional services rendered by Hawkins Accounting, our independent public accounting firm during fiscal years 2009 and 2008, for the audit of the Company’s annual financial statements, review of financial statements or services that are normally provided by our independent public accounting firm in connection with statutory and regulatory filings or engagements for such fiscal years, equaled $24,750 and $10,500, respectively.

~~Luz M.~~Audit ~~Weigel~~Related Fees

~~Luz~~There ~~M. Weigel~~were ~~has~~no ~~been~~fees ~~the~~billed ~~Company's~~for ~~President,~~the ~~Secretary,~~years ~~Treasurer~~ended ~~and Director since~~ December 22 31, ~~2006. From~~2008 ~~1996 to the present, Ms. Weigel has been an officer~~ and ~~director of Sojourn Travel Consultants~~December 31, ~~Inc. in Miami~~2009, ~~Florida, which~~for isassurance ~~her primary employment position. Ms. Weigel is a director of Capital Equity Finance, Inc.,~~ and ~~Biscayne~~related ~~Acquisition~~services ~~Group,~~by ~~Inc.,~~Hawkins ~~both reporting~~Accounting ~~companies,~~that ~~which~~ are ~~identical~~reasonably inrelated ~~structure~~ to ~~the~~audit ~~Company~~or ~~and occupy~~review ~~approximately~~of the ~~same amount of Ms. Weigel~~Company’s ~~time~~financial asstatements her duties to the Company. Ms. Weigel may seek to register additional shell companies in the near future. Ms. Weigel also continues to be professionally known by her maiden name, Luz M. Chaoui. Ms. Weigel has not ~~been~~reported ~~involved~~under ~~in legal~~“Audit ~~proceedings~~Fees” ~~during the past five years that are material to an evaluation of any director, executive officer, promoter or control person of the Company~~above.

~~There~~Tax are no agreements or understandings for Ms. Weigel, our sole officer and director, to resign at the request of another person or act on behalf of, or at the discretion of, any other person. There are no agreements or understandings for Ms. Weigel to devote her sole and exclusive efforts to the management of our business. In fact, Ms. Weigel plans to maintain her current position as president of Sojourn Travel Consultants, Inc., and cannot devote her sole and exclusive efforts to the management of our business. Until such time as a business combination occurs, Ms. Weigel, our sole officer and director, does not expect any change in our management. Fees

~~Term of~~Hawkins ~~Office~~Accounting does not provide us with tax compliance, tax advice or tax planning services.

~~The~~All ~~term of~~Other ~~office of each director expires at our annual meeting of stockholders or until their successors are duly elected and qualified.~~Fees

~~Significant Employees~~No other fees were billed by Hawkins Accounting to the Company during the years ended December 31, 2009 and December 31, 2008.

WePART ~~have no significant employees other than our officer and director, Ms. Weigel.~~IV

~~Family Members~~ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

~~There~~The ~~are no~~Company’s ~~family~~financial ~~relationships~~statements ~~between~~and orrelated ~~among~~notes ~~the~~thereto ~~directors,~~are ~~executive officers or~~listed ~~persons~~and ~~nominated~~included orin ~~chosen~~this byAnnual usReport tobeginning ~~become~~on ~~directors~~page ~~or executive officers~~F-1. ~~There~~ The isfollowing aexhibits ~~family~~are ~~relationship~~filed ~~between our director~~with, ~~the~~or ~~owners~~are ofincorporated ~~Waterford~~by ~~Capital~~reference ~~Group~~into, ~~Inc.,~~this ~~and~~Annual ~~the Company’s outside legal counsel, Russell C~~Report. ~~Weigel, III, P.A. See Item 13, “Certain Relationships and Related Transactions, and Director Independence.”~~

-30-


Exhibit Number	Description
31.1	Certification pursuant to Section 302 of the Sarbanes-Oxley Act*

32.1	Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act* *Filed here with.

~~Audit Committee~~- 26 -

~~The~~Report ~~board~~ of ~~directors~~Independent ~~acts~~Registered asPublic ~~the~~Accounting Audit Committee and the Board has no separate committees. We have no qualified financial experts at this time because we have not been able to hire a qualified candidate. Further, we believe that we have inadequate financial resources at this time to hire such an expert. We intend to continue to search for a qualified individual for hire.Firm

~~Promoters and~~To ~~Control~~the ~~Persons~~Board of Directors of

~~The following~~Security ~~entity~~Solutions ~~and~~Group, ~~individual~~Inc. ~~are~~(formerly ~~founders~~Corporate ofEquity ~~the~~Investments, ~~Company and current shareholders:~~Inc.)

~~Charles J.~~(A ~~Scimeca.~~Development Stage Company)

~~Charles J.~~Las ~~Scimeca is a 50% owner of the common stock of the Company. He paid $2~~Vegas,~~000.00~~ for his founding share subscription of 2,000,000 shares. During 2008 and 2007 he loaned $4,000 during each year. He is engaged in various businesses. He is a licensed real estate and mortgage broker in Florida and is frequently engaged by companies to provide investor relations and business consulting services. Mr. Scimeca provides real estate and mortgage services under his individual name and under Coast To Coast Realty Group, Inc., a Florida corporation. Mr. Scimeca is the president and one-third shareholder of Coast To Coast Equity Group, Inc., a Florida corporation. Through Coast To Coast Equity Group, Inc., Mr. Scimeca provides business consulting services. Mr. Scimeca has been an investor in a shell corporation called Quetzal Capital 1, Inc., which later merged with a private operating company for whom Mr. Scimeca continues to provide business consulting services. Mr. Scimeca is also an investor in another shell corporation, Biscayne Acquisition Group, Inc., which has not engaged in a merger or reverse acquisition. Mr. Scimeca has not been involved in legal proceedings during the past five years that are material to an evaluation of any promoter or control person of the Company.Nevada

~~Waterford Capital~~We have audited the accompanying balance sheet of Security Solutions Group, Inc. (the “Company”) as of December 31, 2009, and the related statement of operations, stockholders' deficit, and cash flows for the year then ended and for the period from December 22, 2006 (Inception) through December 31, 2009. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. We did not audit the balance sheet as of December 31, 2008 or the statements of operations, stockholder’s deficit and cash flows for the period from December 22, 2006 (Inception) to December 31, 2008, which totals reflected a deficit of $37,546 accumulated during the development stage. Those financial statements and cumulative totals were audited by other auditors whose report dated March 23, 2009, expressed an unqualified opinion on those statements and cumulative totals, and included an explanatory paragraph regarding the Company’s ability to continue as a going concern. Our opinion, insofar as it relates to amounts included for that period is based on the report of other independent auditors, mentioned above.

~~Waterford Capital~~We ~~Group,~~conducted ~~Inc.,~~our aaudit ~~Florida~~in ~~corporation,~~accordance iswith the ~~beneficial~~standards ~~owner~~ of ~~50% of~~ the ~~issued~~Public ~~and~~Company ~~outstanding~~Accounting ~~shares~~Oversight ofBoard ~~the~~(United ~~Company~~States). ~~Luz~~ Those M.standards ~~Weigel~~require ~~is the~~that ~~sole~~we ~~officer~~plan and ~~director~~perform ofthe ~~Waterford~~audit ~~Capital~~to ~~Group,~~obtain ~~Inc. Luz~~reasonable ~~M. Weigel~~assurance ~~and~~about ~~her~~whether ~~husband~~the ~~Russell~~financial C.statements ~~Weigel, III,~~ are ~~the~~free ~~100% owners~~ of ~~Waterford Capital~~material ~~Group, Inc~~misstatement. The asCompany ~~tenants~~is bynot ~~the~~required ~~entirety. Waterford~~to ~~Capital Group~~have, ~~Inc.~~nor ~~was~~were ~~formed~~we asengaged ato ~~personal~~perform, ~~holding~~an ~~company~~audit ~~for~~of ~~investments. Waterford~~its ~~Capital~~internal ~~Group,~~control ~~Inc.~~over isfinancial areporting. Our ~~shareholder~~audit inincluded ~~several~~consideration ~~shell~~of ~~companies, including~~internal ~~Biscayne~~control ~~Acquisition~~over ~~Group,~~financial ~~Inc.~~reporting ~~and~~as ~~Capital~~a ~~Equity~~basis ~~Finance,~~for ~~Inc.,~~designing ~~and is~~audit ~~likely~~procedures tothat ~~invest~~are inappropriate ~~additional shell companies~~ in the ~~future. Waterford~~ ~~Capital Group~~circumstances, ~~Inc.~~but ~~paid~~not ~~$2,000.00~~ for ~~its~~the ~~founding share~~purpose ~~subscription. During~~of ~~2007~~expressing ~~and~~an ~~2006,~~opinion ~~Waterford~~on ~~Capital~~the ~~Group contributed~~effectiveness ~~$210.00 and $70, respectively. During 2008 and 2007, Waterford Capital Group loaned $9,297 and $8,596, respectively. During 2007 and 2006, Russell C. Weigel, III, P.A., a related party~~ of the Company’s ~~President,~~internal ~~contributed~~control ~~professional~~over ~~services~~financial ~~to the Company on behalf of Waterford Capital Group~~reporting. Accordingly, ~~Inc.~~we inexpress ~~the~~no ~~amount~~such ~~of $400 and $0, respectively~~opinion. ~~Also,~~ An ~~during~~audit ~~2008~~also ~~and~~includes ~~2007~~examining, ~~Russell~~on ~~C. Weigel,~~a ~~III,~~test ~~P.A.~~basis, aevidence ~~related~~supporting ~~party of~~ the ~~Company’s~~amounts ~~President,~~and ~~loaned professional~~disclosures ~~services~~in to the ~~Company~~financial ~~on behalf of Waterford Capital Group~~statements, ~~Inc. in~~assessing the ~~amount~~accounting ofprinciples ~~$7,539~~used and ~~$3,091,~~significant ~~respectively. The~~estimates ~~value~~made ~~of services~~by ~~was~~management, ~~based~~as ~~upon~~well ~~the~~as ~~fair~~evaluating ~~value of~~ the ~~services provided. Neither~~overall ~~Waterford~~financial ~~Capital~~statement ~~Group, Inc~~presentation., ~~nor~~We ~~its shareholders,~~believe ~~have been involved in legal proceedings during the past five years~~ that ~~are~~our ~~material~~audit toprovides ana ~~evaluation~~reasonable ofbasis ~~any~~for ~~promoter~~our ~~or control person of the Company~~opinion.

-In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Security Solutions Group, Inc. as of December 31-, 2009, and the results of its operations and its cash flows for the year then ended and for the period from December 22, 2006 (Inception) through December 31, 2009 in conformity with accounting principles generally accepted in the United States of America.

~~Compliance with~~As ~~Section~~discussed ~~16(~~in Note 3 to the consolidated financial statements, the Company's losses from operations, and its need for additional financing in order to fund its projected loss in 2010 raise substantial doubt about its ability to continue as a) ofgoing concern. The 2009 financial statements do not include any adjustments that might result from the ~~Exchange~~outcome ~~Act~~of this uncertainty.

We/s/ ~~are not~~LBB ~~aware~~& ofAssociates ~~any person required to file reports required by Section 16(a) of the Exchange Act who has not done so on a timely basis. Further~~Ltd, ~~we are aware that no Forms 5 are required to be filed by persons required to file reports pursuant to Section 16(a) of the Exchange Act.~~LLP

~~Code of~~LBB ~~Ethics~~& Associates Ltd., LLP

We do not currently have a code of ethics applicable to our principal executive and financial officers. We do not believe that we will need a code of ethics at the present time because we are not an operating companyHouston, ~~but we believe that having a code of ethic will be important for the Company after it conducts a business combination.~~Texas

~~Corporate Governance~~March 29, 2010

We- ~~have not~~F1 ~~held~~- any board or committee meetings because we have only one (1) director. We do not have any committees for the same reason. We are not seeking to expand the board of directors because we do not believe that having additional directors or committees will facilitate the execution of our singular business purpose. We do not have an audit committee financial expert as that term is defined in Regulation SK, Item 407 (d)(5). We do not have a process for shareholders to send communication to the board because our shareholders and our director have ready access to each other.

~~ITEM 11. EXECUTIVE~~To ~~COMPENSATION.~~the Board of Directors and Shareholders

~~Our officer and~~Corporate ~~director~~Equity ~~does not receive any compensation for her services rendered to us~~Investments, ~~has~~ ~~not~~Inc. ~~received such compensation in the past~~Miami, and is not accruing any compensation pursuant to any agreement with us. No remuneration of any nature has been paid for or on account of services rendered by a director in such capacity. Our sole officer and director intends to devote no more than a few hours a week to our affairs.Florida

~~The officer~~Report ~~and director will not receive a finder's fee or other compensation, either directly or indirectly, as a result~~ of ~~her~~Independent ~~efforts~~Registered toPublic ~~implement~~Accounting ~~our business plan outlined herein.~~Firm

ItWe ~~is possible~~have ~~that,~~audited ~~after~~the webalance ~~successfully~~sheet ~~consummate~~of aCorporate ~~business~~Equity ~~combination with an unaffiliated entity~~Investments, ~~that~~Inc. ~~entity~~as ~~may~~of ~~desire~~December to31, ~~employ~~2008 orand ~~retain~~the ~~one~~related orstatements ~~a number~~ of ~~members~~operations, ofstockholders' ~~our~~deficit ~~management~~and cash flows for the ~~purposes~~year ofending ~~providing~~December ~~services~~31, to2008 and for the ~~surviving~~ ~~entity.~~period ~~However,~~from weDecember ~~have~~22, ~~adopted~~2006 a(Inception) ~~policy~~to ~~whereby~~December ~~the~~31, ~~offer~~2008. ofThese ~~any post-transaction~~financial ~~employment~~statements toare ~~members~~the responsibility of the Company's management. Our ~~will~~responsibility ~~not~~is beto aexpress ~~consideration in~~an ~~our~~opinion ~~decision~~on ~~whether~~these tofinancial ~~undertake~~statements ~~any~~based ~~proposed~~on ~~transaction~~our audit.

~~No retirement,~~We ~~pension~~conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, ~~profit~~on ~~sharing~~a test basis, ~~stock~~evidence ~~option~~supporting orthe ~~insurance~~amounts ~~programs~~and ordisclosures ~~other similar~~in ~~programs~~the ~~have~~financial ~~been~~statements. ~~adopted~~An audit also includes assessing the accounting principles used and significant estimates made by usmanagement, ~~for~~as well as evaluating the ~~benefit~~overall offinancial statement presentation. We believe that our ~~employees~~ audit provides reasonable basis for our opinion.

~~ITEM 12~~In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Corporate Equity Investments, Inc. ~~SECURITY~~ ~~OWNERSHIP~~as OFof ~~CERTAIN~~December ~~BENEFICIAL~~31, ~~OWNERS~~2008, ~~AND~~the ~~MANAGEMENT AND~~results ~~RELATED~~of ~~STOCKHOLDER~~operations ~~MATTERS~~and its cash flows for the year ended December 31, 2008 in conformity with generally accepted accounting principles in the United States of America.

~~Beneficial Ownership~~The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 3 to the financial statements, the Company has incurred net losses since inception, which raises substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustment that might result from the outcome of ~~Securities~~this uncertainty.

~~The following~~/s/ ~~table~~Hawkins sets forth, as of the date of this filing, the number of shares of common stock owned of record and beneficially by executive officers, directors and persons who hold 5% or more of the outstanding common stock of our company. There are no arrangements which may result in a change of control of the company.Accounting

~~-32-~~Hawkins Accounting

Title of Class	Name and Address	Amount and Nature of Beneficial Ownership (3)	Percentage of Class
Common	Luz M. Weigel(1) (2) (4) 5775 Blue Lagoon Drive Suite 100 Miami, Florida 33126	2,000,000	49%
	All Officers and Directors as a Group	2,000,000	49%
	Other 5% Shareholders
Common	Charles J. Scimeca 9040 Town Center Parkway Bradenton, FL 34202	2,000,000	49%

March 23, 2009

~~(1)~~Los ~~Ms. Weigel is the President~~Angeles, ~~Secretary, Treasurer and sole director of the Company.~~CA

~~(2)~~- ~~Ms.~~F2 ~~Weigel’s~~- ~~beneficial interest is held by Waterford Capital Group, Inc., a company in which she and her husband Russell C. Weigel, III, are the owners as tenants by the entirety.~~

~~(3)~~SECURITY NoSOLUTIONS ~~beneficial owner has the right to acquire within sixty (60) days additional shares of common stock from options~~GROUP, ~~warrants, rights, conversion privilege or similar obligations~~INC.

(4)Formerly ~~Waterford~~known Capital Group, Inc. has gifted a total of 200,000 shares, which represents 4.9% of the issued and outstanding shares of the Company shares, to a non-affiliate of the Company. Waterford Capital Group, Inc. retains the voting rights to these shares and holds the certificate issued in the name of the donee. Waterford Capital Group, Inc. intends to retain possession and control of these shares at least until such time as aCorporate ~~business~~Equity ~~combination has been executed. Waterford Capital Group~~Investments, Inc. transferred an additional 300,000 shares to minor age family members of Ms. Weigel. Waterford Capital Group, Inc. retains beneficial ownership of these shares until they are sold or until the respective owners reach the age of majority.)

~~-33-~~(A Development Stage Company)

~~ITEM 13. CERTAIN~~BALANCE ~~RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.~~SHEETS

Luz M. Weigel, the Company’s sole officer and director, and her husband Russell C. Weigel, III, are the shareholders of Waterford Capital Group, Inc., as tenants by the entirety. Waterford Capital Group, Inc. is a 50% shareholder of the Company.


	December 31,
	2009	2008
ASSETS

Current assets:
Cash	$ 3,000	$ 170

Total current assets	3,000	170

Total assets	$ 3,000	$ 170

LIABILITIES AND STOCKHOLDERS’ DEFICIT

Current liabilities:
Accounts payable and accrued expenses	$ 34,712	$ 3,015
Due to related parties	37,725	28,522
Total current liabilities	72,437	31,537

Total liabilities	72,437	31,537

Stockholders’ deficit:
Preferred stock (no par value, 0 and 5,000,000 shares
authorized at December 31, 2009 and 2008, respectively.
none issued and outstanding)	-	-
Common stock $0.001 par value, 500,000,000 shares
authorized, 32,720,000 and 32,480,000 shares issued and
outstanding at December 31, 2009 and 2008, respectively	32,720	32,480
Additional paid in capital	15,736	(26,301)
Deficit accumulated during the development stage	(117,893)	(37,546)
Total stockholders’ deficit	(69,437)	(31,367)

Total liabilities and stockholders’ deficit	$ 3,000	$ 170

~~Russell C.~~See ~~Weigel,~~accompanying ~~III~~notes ~~is also the president of Russell C. Weigel, III, P.A, a law firm. Russell C. Weigel, III, P.A. is both counsel~~ to ~~the~~financial Company and participated in the formation of the Company on behalf of its founders. The services of Russell C. Weigel, III, P.A. are not billed to the Company, but the value of the services provided is recorded on the Company’s books and records as contributions by Waterford Capital Group, Inc., which is obligated to pay for such services. Russell C. Weigel , III, P.A., allows the company to be operated from its offices without charge. We have issued debentured to Waterford Capital Group, Inc. ($7,686.74) and Charles J. Scimeca ($4,000.00) for capital contributions. The debentures combined total $11,687.00 and do not bear interest or have a stated maturity date but are due on demand.statements

~~Neither our~~- ~~sole~~F3 ~~officer~~- and director nor any promoter or affiliate have, or proposes to have, any direct or indirect material interest in any asset proposed to be acquired through security holdings, contracts, options, or otherwise.

ItSECURITY isSOLUTIONS ~~not currently anticipated that any salary~~GROUP, ~~consulting fee, or finder's fee shall be paid to our sole officer and director, or to any other affiliate, if any~~INC. ~~See Item 11, "Executive Compensation."~~

~~Our~~(Formerly ~~sole officer~~known ~~and~~as ~~director,~~Corporate ~~who~~Equity ~~is also deemed to beneficially own all of the shares of common stock held by Waterford Capital Group~~Investments, Inc., may actively negotiate for or otherwise consent to the disposition of any portion of the outstanding shares of common stock, as a condition to or in connection with a business combination. Therefore, it is possible that the terms of any business combination will provide for the sale of some or all of the shares of common stock held by the director and/or by one or more of the other shareholders. However, it is possible that other shareholders, if any, of the Company will not be afforded the right to sell all or a portion of their shares of common stock in connection with a business combination pursuant to the same terms pertaining to our director’s, and/or other shareholder’s, beneficially owned shares. Also, such other shareholders, if any, may not be afforded an opportunity to approve or consent to the sale of the director’s or other shareholder’s shares of common stock in connection with a business combination. See also, Item 1, "Business", and Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” It is more likely than not that any sale of securities by our founding shareholders to an acquisition candidate would be at a price substantially higher than that originally paid by such founders. Any payment to such founding shareholder in the context of an acquisition involving us would be determined entirely by largely unforeseeable terms of a future agreement with an unidentified business entity. See, e.g., Item 1, "Business".)

~~Director Independence~~(A Development Stage Company)

WeSTATEMENTS doOF ~~not have any independent directors.~~OPERATIONS

Transactions with Promoters


					December 22, 2006
					(inception) to
			December 31, 2009		December 31
			2009	2008	2009

Operating expenses
		Professional fees	$ 66,300	$ 22,330	$ 103,846
		General and administrative expenses	14,047	-	14,047

Total operating expenses			80,347	22,330	117,893

Net loss			$ (80,347)	$ (22,330)	$ (117,893)

Weighted average number of shares
	outstanding during the period - basic and diluted		32,591,123	32,410,488

Net loss per share - basic and diluted			$ (0.002)	$ (0.001)

~~A description~~See ofaccompanying ~~the~~notes ~~Company’s founding shareholders and their contributions~~ to ~~the~~ ~~Company~~financial ~~are set forth above in Item 10, “Directors, Executive Officers and Corporate Governance.”~~statements

-34 F4 -

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES


SECURITY SOLUTIONS GROUP, INC.
(Formerly known as Corporate Equity Investments, Inc.)
(A Development Stage Company)
STATEMENTS OF STOCKHOLDERS' DEFICIT


		Common Stock		Additional Paid- In	Accumulated
		Shares	Amount	Capital	Deficit	Total
Balance,
	December 22, 2006	-	$ -	$ -	$ -	$ -
Common stock issued to founder for cash		16,000,000	16,000	(14,000)	-	2,000
Contributed capital-related party		-	-	70	-	70
Net loss		-	-	-	(70)	(70)
Balance,
	December 31, 2006	16,000,000	16,000	(13,930)	(70)	2,000
Common stock issued for cash		16,000,000	16,000	(14,000)	-	2,000
Contributed capital-related party		-	-	610	-	610
Net loss		-	-	-	(15,146)	(15,146)
Balance,
	December 31, 2007	32,000,000	32,000	(27,320)	(15,216)	(10,536)
Issuance of common stock for cash		480,000	480	1,019	-	1,499
Net loss		-	-	-	(22,330)	(22,330)
Balance,
	December 31, 2008	32,480,000	32,480	(26,301)	(37,546)	(31,367)
Issuance of common stock for cash		240,000	240	2,760	-	3,000
Contributed capital-related party		-	-	39,277	-	39,277
Net loss		-	-	-	(80,347)	(80,347)
Balance,
	December 31, 2009	32,720,000	$ 32,720	$ 15,736	$ (117,893)	$ (69,437)

~~Audit Fees~~See accompanying notes to financial statements

~~We have paid Hawkins Accounting $6,000 for auditing our financial statements for the years ended December 31, 2006 and 2007. We paid Hawkins Accounting $4,500.00 for the review of our Form 10~~-~~QSB~~ ~~for~~F5 ~~March 31, 2007, June 30, 2007, and September 30, 2007. We paid Hawkins Accounting $4,500.00 for the review of our Form 10~~-Q ~~for March 31, 2008, June 30, 2008, and September 30, 2008.~~

~~Audit Related~~SECURITY ~~Fees~~SOLUTIONS GROUP, INC

~~None~~(Formerly known as Corporate Equity Investments, Inc.)

~~Tax Fees~~(A Development Stage Company)

~~None~~Statements of Cash Flows

All Other Fees


				December 22,
				2006
				(inception)
		December 31,	December 31,	to December31,
		2009	2008	2009
Cash flows from operating activities
Net loss		$ (80,347)	$ (22,330)	$ (117,893)
Adjustments to reconcile net loss to net cash used in operating activities
Contributed capital-related party		-	-	680
Changes in operating assets and liabilities
	Accounts payable and accrued expenses	37,952	3,016	40,967
	Deposits on hand	-	250	-
	Deposit on unissued stock	-	(250)	-

Net cash used in operating activities		(42,395)	(19,314)	(76,246)

Cash flows from financing activities
	Proceeds from related parties	42,225	16,835	70,747
	Proceeds from sale of common stock	3,000	1,499	4,499
	Proceeds from sale of common stock-related parties	-	-	4,000

Net cash provided by financing activities		45,225	18,334	79,246

Net increase (decrease) in cash		2,830	(980)	3,000

Cash, beginning of period		170	1,150	-

Cash, end of period		$ 3,000	$ 170	$ 3,000

Supplemental disclosure of cash flow information:
Income taxes paid		$ -	$ -	$ -
Interest paid		$ -	$ -	$ -

Supplemental disclosure of non-cash financing activity:
Extinguishment of liabilities, net		$ (39,277)	$ -	$ (39,277)

~~None~~See accompanying notes to financial statements

-35 F6 -

~~PART IV~~SECURITY SOLUTIONS GROUP, INC.

~~ITEM 15. EXHIBITS,~~(Formerly ~~FINANCIAL~~known ~~STATEMENT~~as ~~SCHEDULES~~Corporate Equity Investments, Inc.)

Exhibit
Number	Description
23.1	Consent of Independent Auditor
31.1	Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(A Development Stage Company)

~~-36-~~Notes to Financial Statements

~~SIGNATURES~~December 31, 2009

~~Pursuant to~~Note ~~the~~1 ~~requirements~~- ofNature ~~Section 13 or 15(d)~~ of ~~the~~Operations ~~Securities~~and ~~Exchange~~Summary ~~Act~~ of ~~1934,~~ ~~the~~Significant ~~registrant~~Accounting ~~has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.~~Policies

	Corporate Equity Investments, Inc.
Date: March 23, 2009	By:	/s/ Luz M. Weigel
		Luz M. Weigel

Nature of operations

~~-37-~~Security Solutions Group, Inc. (“SSG”) (formerly Corporate Equity Investments, Inc. (“CEI”)) was incorporated in Florida on December 22, 2006. CEI was formed to serve as a vehicle to effect an asset acquisition, merger, or business combination with a domestic or foreign business. On April 1, 2009, DMP Holdings, Inc., (“DMP”) a privately held Utah company, acquired from various shareholders 32,312,000 shares of common stock of CEI at varying prices, which resulted in a change of control. DMP beneficially and directly owns 32,312,000 shares of common stock which represents 98.75% of the outstanding shares of the common stock of the company based on 32,720,000 shares outstanding as of December 31, 2009.

On July 30, 2009, the Board of Directors and a majority of the shareholders approved the filing of Articles of Conversion with the Nevada Secretary of State which effectively changed the domicile of CEI from Florida to Nevada and changed the name of the company from Corporate Equity Investments, Inc. to Security Solutions Group, Inc. In conjunction with the incorporation in the State of Nevada, SSG increased its number of authorized shares of common stock from 100,000,000 to 500,000,000. On August 6, 2009, the Board of Directors of the Company approved an 8 to 1 forward common stock split to all shareholders of record on August 6, 2009. All stock transactions noted herein have been adjusted to account for the forward stock split unless otherwise noted.

Unless the context indicates otherwise, references herein to “we,” “our,” “CEI” or the “Company” during periods prior to April 1, 2009 refer solely to CEI, while references to “we,” “our,” “SSG” or the "Company" after April 1, 2009 refer to SSG.

Development Stage

The Company’s financial statements are presented as those of a development stage enterprise. Activities during the development stage primarily include related party equity-based financing and development of the business plan, hiring of a legal firm, minor operational set up (i.e. office), costs for United States Security and Exchange Commission, transfer agent and State regulatory filings, additional auditor costs for business reviews, as well as minimum compensation paid to the former president of $6,000. As of December 31, 2009 the Company had not yet commenced operations.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

A significant estimate in 2009 and 2008 included a 100% valuation allowance for deferred taxes due to the Company’s continuing and expected future losses.

- F7 -

Cash and Cash Equivalents

The Company considers all highly liquid instruments purchased with an original maturity of three months or less and money market accounts to be cash equivalents. At December 31, 2009, the Company has no cash equivalents.

Net Loss per Share

Basic loss per share is computed by dividing net loss by weighted average number of shares of common stock outstanding during each period. Diluted income per share is computed by dividing net income by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during each period. At December 31, 2009 and 2008, the Company does not have any outstanding common stock equivalents; therefore, a separate computation of diluted loss per share is not presented.

Income Taxes

The Company accounts for income taxes utilizing the liability method. Under such method, deferred income tax assets are recognized for the tax consequences of temporary differences between the tax and financial statement reporting bases of assets and liabilities. A valuation allowance can be provided for a net deferred tax asset, due to uncertainty of realization.

Reclassifications

Certain amounts in the year 2008 financial statements have been reclassified to conform to the year 2009 presentation. The results of these reclassifications did not materially affect the Company’s financial position, results of operations or cash flows.

Recently Issued Accounting Pronouncements

On September 30, 2009, the Company adopted changes issued by the Financial Accounting Standards Board (FASB) to the authoritative hierarchy of GAAP. These changes establish the FASB Accounting Standards Codification^TM (Codification) as the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in conformity with GAAP. Rules and interpretive releases of the Securities and Exchange Commission (SEC) under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. The FASB will no longer issue new standards in the form of Statements, FASB Staff Positions, or Emerging Issues Task Force Abstracts; instead the FASB will issue Accounting Standards Updates. Accounting Standards Updates will not be authoritative in their own right as they will only serve to update the Codification. These changes and the Codification itself do not change GAAP. Other than the manner in which new accounting guidance is referenced, the adoption of these changes had no impact on the Financial Statements.

The Company adopted changes issued by the FASB regarding accounting for business combinations. These changes apply to all assets acquired and liabilities assumed in a business combination that arise from certain contingencies and requires (i) an acquirer to recognize at fair value, at the acquisition date, an asset acquired or liability assumed in a business combination that arises from a contingency if the acquisition-date fair value of that asset or liability can be determined during the measurement period otherwise the asset or liability should be recognized at the acquisition date if certain defined criteria are met; (ii) contingent consideration arrangements of an acquiree assumed by the acquirer in a business combination be recognized initially at fair value; (iii) subsequent measurements of assets and liabilities arising from contingencies be based on a systematic and rational method depending on their nature and contingent consideration arrangements be measured subsequently; and (iv) disclosures of the amounts and measurement basis of such assets and liabilities and the nature of the contingencies. These guidelines are effective for business combinations completed on or after the first annual reporting period beginning on

- F8 -

or after December 15, 2008. The adoption of these guidelines had no material impact to the Company’s financial position, results of operations or cash flows.

In March 2008, the FASB issued new disclosure requirements regarding derivative instruments and hedging activities. Entities must now provide enhanced disclosures on an interim and annual basis regarding how and why the entity uses derivatives; how derivatives and related hedged items are accounted for, and how derivatives and related hedged items affect the entity’s financial position, financial results and cash flow. Pursuant to the transition provisions, the Company adopted these new requirements on January 1, 2009. The adoption of this standard did not have a material effect on our consolidated financial statements.

In May 2009, the FASB issued guidelines on subsequent event accounting which sets forth: 1) the period after the balance sheet date during which management of a reporting entity should evaluate events or transactions that may occur for potential recognition or disclosure in the financial statements; 2) the circumstances under which an entity should recognize events or transactions occurring after the balance sheet date in its financial statements; and 3) the disclosures that an entity should make about events or transactions that occurred after the balance sheet date. This disclosure should alert all users of financial statements that an entity has not evaluated subsequent events after that date in the set of financial statements being presented. The adoption of this guidance did not have an impact on this company’s financial statements.

Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the financial statement upon adoption.

Note 3 – Going Concern

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As shown in the accompanying financial statements, the Company has incurred a net operating loss of $80,347 for the year ended December 31, 2009; a deficit accumulated during the development stage of $117,893 and a stockholders’ deficit of $69,437 as of December 31, 2009, all of which raise substantial doubt about the Company’s ability to continue as a going concern. In addition, the Company is in the development stage and has not yet generated any revenues. The ability of the Company to continue as a going concern is dependent on Management’s plans, which include potential asset acquisitions, mergers or business combinations with other entities, further implementation of its business plan and continuing to raise funds through debt or equity raises. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

Note 4 – Asset Purchase and Rescission Agreement

On November 12, 2009, the Company entered into an Asset Purchase, Sale and Transfer Agreement (the “Agreement”) with DMP. Under the terms of the Agreement, DMP agreed to sell, transfer and assign, and the Company agreed to purchase and accept all of DMP’s rights, title and interest in and to certain assets, including brand protection, loss prevention and asset management technology, intellectual property, agreements, contracts, documents, equipment and inventory, specifically designed to provide a total solution in the area of brand protection and loss prevention products and services (the “Assets”). In consideration for the Assets, the Company issued a promissory note in favor of DMP in the amount of $407,500.

- F9 -

On December 31, 2009, the Company entered into a Rescission Agreement (the “Rescission Agreement”) rescinding the Asset Purchase, Sale and Transfer Agreement it entered into with DMP Holdings, Inc. on November 12, 2009. Under the terms of the Agreement, the Promissory Note previously entered into by the Company was cancelled by DMP, and all of the rights, title and interest in and the Assets was transferred back to DMP. The Company’s results of operations do not reflect any activity based on its inability to meet all merger terms.

Note 5 – Due to Related Parties

Operations since the change in control on April 1, 2009 have been funded solely by a company also owned by DMP. As of December 31, 2009, $37,725 was owed to this related party, for which interest is not being charged.

Note 6 – Extinguishment of Debt

Prior to the change in control on April 1, 2009, the Company had a $33,022 note payable to a related party, accounts payable of $6,425 and cash of $170. In conjunction with the change in control of the Company, the note payable, along with the accounts payable less the cash, were eliminated with the proceeds received from DMP. The resulting extinguishment of debt, totaling $39,277 was treated as contributed capital-related party in the accompanying financial statements as of December 31, 2009.

Note 7 - Income Taxes

The Company recognizes deferred tax assets and liabilities for both the expected impact of differences between the financial statements and the tax basis of assets and liabilities, and for the expected future tax benefit to be derived from tax losses and tax credit carryforwards. The Company establishes a valuation allowance to reflect the likelihood of realization of deferred tax assets.

The Company has a net operating loss carryforward for tax purposes totaling approximately $118,000 at December 31, 2009 expiring through the year 2029. Due to our change in control on April 1, 2009, there is the potential that a portion of our net operating loss carryforward may not be recognizable.

The provision for refundable Federal income tax consists of the following as of December 31:


	2009	2008
Refundable Federal income tax calculated at statutory rate of 35%	$ 28,000	8,000
Less – Change in valuation allowance	(28,000)	(8,000)
Net refundable amount	$ -	$ -

The cumulative tax effect at the expected rate of 35% of significant items comprising our net deferred tax amount is as follows at December 31:


	2009	2008
Deferred tax asset attributable to
Net operating losses carried forward	$ 42,000	$ 13,700
Less: Valuation allowance	(42,000)	(13,700)
Net deferred tax asset	$ -	$ -

- F10 -

The Company established a full valuation allowance in accordance with the provision of ASC No. 760, “Deferred Tax Assets and Liabilities.” The Company continually reviews the adequacy of the valuation allowance and recognizes a benefit from income taxes only when reassessment indicates that it is more likely than not that the benefits will be realized.

No provision was made for federal income tax since the Company has net operating losses.

Note 8 – Stockholders’ Equity

Common Stock

Year ended December 31, 2006

On December 22, 2006, the Company issued 16,000,000 shares of common stock, par value $.001 per share, to its founding shareholders in exchange for $2,000 in cash.

Year ended December 31, 2007

On July 31, 2007, the Company issued 16,000,000 shares of common stock, par value $.001 per share, to an individual in exchange for $2,000 in cash.

Year ended December 31, 2008

On February 22, 2008, the Company issued 480,000 shares of common stock, par value $.001 per share, in exchange for $1,499 in cash.

Year ended December 31, 2009

On July 15, 2009, the Company issued 240,000 shares of common stock, par value $.001 per share, in exchange for $3,000 in cash. Said shares were sold primarily to employees of a company related to DMP and their family members.

Contributed Capital – Related Party

Year ended December 31, 2006

A related party of the Company’s President paid $70 for certain general and administrative expenses on behalf of the Company

Year ended December 31, 2007

A related party of the Company’s President contributed professional services to the Company aggregating $400. The value of services was based upon the fair value of the services provided.

A related party of the Company’s President paid $210 for certain general and administrative expenses on behalf of the Company.

Note 9 – Subsequent Events

Management evaluated all activity of the Company through the date the financial statements were issued and concluded that no subsequent events have occurred that would require recognition in the Financial Statements or disclosure in the Notes to the Financial Statements.

- F11 -

Signatures

In accordance with Section 13 or 15(d) of the Exchange Act, the company caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


	Security Solutions Group, Inc. (Registrant)

Date: April 5, 2010	By:	/s/ Phil Viggiani Phil Viggiani President, Secretary and Treasurer (Principal Accounting Officer and Authorized Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.



Name	Title	Date
/s/ Phil Viggiani	President, Secretary, Treasurer and Director (Principal Accounting Officer and Authorized Officer)	April 5, 2010
/s/ Wayne Lipkus	Director	April 5, 2010

Filing Compare · SECURITY SOLUTIONS GROUP, INC.