~~U.S. SECURITIES~~UNITED ~~AND~~STATES ~~EXCHANGE COMMISSION~~

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

~~ANNUAL REPORT PURSUANT TO SECTION 13 OR 15~~(DMark One)

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT ~~OF1934~~OF 1934

~~FOR~~For ~~THE FISCAL~~the ~~YEAR~~fiscal ~~ENDED~~year ~~DECEMBER~~ended December 31, ~~2008~~2009

~~EMPYREAN HOLDINGS,~~OR ~~INC.~~

~~----------------------------~~¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 000-30118

AMERICAN ASSET DEVELOPMENT, INC.

(Exact name of registrant as specified in its charter)

Nevada	~~000-30118~~	88-0413417
State or other jurisdiction of incorporation	Commission File Number	IRS Identification No.
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

~~11200~~500 ~~Westheimer~~N ~~Rd.~~Rainbow Boulevard, Suite ~~900,~~300 ~~Houston, TX 77042~~

~~-------------------------------------------~~Las Vegas, NV 89107

(Address of principal executive offices) (Zip Code)

~~Registrant’s telephone number:~~ (~~713~~702) ~~243~~608-4140 ~~8714~~

~~Securities~~(Registrant’s ~~registered pursuant~~telephone tonumber, ~~Section~~including ~~12(b~~area code) ~~of the Act:~~

~~None~~Securities registered pursuant to Section 12(b) of the Act: NONE

Securities registered pursuant to Section 12(g) of the Act:

Title of Each Class: Common Stock Preferred Stock

~~Common Stock~~Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ¨ No x

~~Title~~ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of ~~Class:~~the Act. Yes ¨ No x

~~Preferred~~Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 ¨ No x

Indicate by check mark ifwhether the registrant ishas asubmitted ~~well-known~~electronically ~~seasoned~~and ~~issuer~~posted on its corporate Web site, asif ~~defined~~any, in every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the ~~Securities~~preceding ~~Act~~12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ~~[ ]~~ ¨ No ~~[X]~~ x (Not required by smaller reporting companies.)

Indicate by check mark if ~~the~~disclosure of ~~registrant~~delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not ~~required~~contained toherein, ~~file~~and ~~reports~~will ~~pursuant~~not be contained, to ~~Section~~ 13the best of the registrant’s knowledge, in definitive proxy or ~~Section~~information ~~15(d)~~statements incorporated by reference in Part III of ~~the~~this ~~Act~~Form 10-K or any amendment to this Form 10-K. ~~Yes~~x ~~[ ] No [X]~~

Indicate by check mark whether the registrant ~~(1)~~is ~~filed~~a ~~all~~large ~~reports~~accelerated ~~required~~filer, toan beaccelerated ~~filed~~filer, ~~by Section~~a ~~13 or 15(d) of the Securities Exchange Act of 1934 during the past 12~~non-accelerated ~~months~~filer (or ~~for~~a ~~such~~smaller ~~shorter~~reporting ~~period~~company. ~~that~~See the ~~registrant~~definitions ~~was~~of ~~required~~“large toaccelerated ~~file such reports)~~filer,” ~~and~~“accelerated ~~(2)~~filer” ~~has~~and ~~been~~“smaller ~~subject~~reporting tocompany” ~~such~~in ~~filing~~Rule ~~requirements~~12b-2 ~~for~~of the ~~past~~Exchange ~~90 days~~Act. ~~Yes~~ ~~[ ]~~(Check Noone): ~~[X]~~

1Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company x

Indicate by check mark whether the registrant ~~has~~is ~~submitted~~a ~~electronically~~shell ~~and~~company ~~posted~~(as ondefined ~~its corporate~~in ~~Website, if any, every Interactive Data File required to be submitted and posted pursuant to~~ Rule ~~405 of Regulation S~~12b-T2 ~~(§232.405~~ of ~~this chapter) during~~ the ~~preceding 12 months (or for such shorter period that the registrant~~Exchange ~~was required to submit and post such filed~~Act). Yes x No ¨

~~Yes~~ At December ~~[ ] No~~31, ~~[X]~~2009, ~~(Not~~the ~~required~~aggregate market value of shares held by ~~smaller~~non-affiliates ~~reporting~~of ~~companies)~~the registrant was $43,941.

~~Indicate~~At byDecember ~~check mark~~31, ~~if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein~~2010, ~~and~~there ~~will~~were ~~not be contained~~30, to858,066* ~~the~~shares ~~best~~ of the registrant’s ~~knowledge,~~common instock ~~definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K~~outstanding. ~~[X]~~

~~Large~~* ~~accelerated~~Inclusive ~~filer~~of [22,501 ]shares ~~Accelerated~~"on ~~filer~~hold" [and ]awaiting ~~Non-accelerated~~return ~~filer~~by ~~[ ] (Do not check if~~ a ~~smaller~~third ~~reporting~~party. ~~company Smaller reporting company [x]~~

Indicate by check mark whether the registrant is a shell company

Yes [ ] No [X]

As of December 31, 2008, there were 12,008,066* shares of common stock issued and outstanding. Of those, approx.2, 400,000 were held by non-affiliates of the Company. The aggregate market value of the voting and non-voting common equity held by non-affiliates computed at $0.011 (the price at which the common stock traded as of June 30, 2009) is $26,400.00.

Note:

* Inclusive of 22,501 shares “on hold” and awaiting return by a third party.

DOCUMENTS INCORPORATED BY REFERENCE

None.

2Table of Contents

CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION

Certain statements in this annual report on Form 10-K contain or may contain forward-looking statements that are subject to known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These forward-looking statements were based on various factors and were derived utilizing numerous assumptions and other factors that could cause our actual results to differ materially from those in the forward-looking statements. These factors include, but are not limited to, our ability to consummate a merger or business combination, economic, political and market conditions and fluctuations, government and industry regulation, interest rate risk, U.S. and global competition, and other factors. Most of these factors are difficult to predict accurately and are generally beyond our control. You should consider the areas of risk described in connection with any forward-looking statements that may be made herein. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. Readers should carefully review this annual report in its entirety, including but not limited to our financial statements and the notes thereto. Except for our ongoing obligations to disclose material information under the Federal securities laws, we undertake no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events. For any forward-looking statements contained in any document, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

3Table of Contents

~~PART~~Form I.10-K

~~ITEM~~For 1the ~~BUSINESS~~Fiscal Year Ended December 31, 2009

~~(a)~~TABLE ~~Business Development~~OF ~~and~~CONTENTS ~~Objectives~~

Empyrean Holdings, Inc., a Nevada corporation (the "Company" or “Empyrean”), was originally organized on April 30, 1998 as Fuji International, Inc.; the name was changed on December 28, 1998 to Direction Technologies, Inc. In March of 2001, Direction Technologies, Inc. merged with Empyrean Communications, Inc., and the name was changed to Empyrean Communications, Inc.


		Page
PART I
Item 1.	Business	1
Item 1A.	Risk Factors	2
Item 1B.	Unresolved Staff Comments	2
Item 2.	Properties	2
Item 3.	Legal Proceedings	3
Item 4.	Submission of Matters to a Vote of Security Holders	3

PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	4
Item 6.	Selected Financial Data	5
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	6
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	8
Item 8.	Financial Statements and Supplementary Data	9
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	23
Item 9A.	Controls and Procedures	24
Item 9B.	Other Information	25

PART III
Item 10.	Directors, Executive Officers and Corporate Governance	26
Item 11.	Executive Compensation	26
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	27
Item 13.	Certain Relationships and Related Transactions, and Director Independence	28
Item 14.	Principal Accounting Fees and Services	28

PART IV
Item 15.	Exhibits, Financial Statement Schedules	29
	Signature	30

Asi approved at the Special shareholders’ meeting held on January 5, 2005, the Company’s name was changed to Empyrean Holdings, Inc. effective January 25, 2005. The new name was adopted to reflect the Company’s revised business plan to develop and expand as a holding company.

TheTable mission is to develop Empyrean through selective diversification and acquisitions into a profitable multi-based holding company that will provide competitive return on investments. However, the delay in obtaining funding coupled with the severe downturn in the economy resulted in major set backs in the development of the company’s wholly owned subsidiaries during the year. Contents

~~Empyrean~~PART ~~Staffing, Inc.~~I ~~remained dormant and there does not appear that the Company will be able to continue this business.~~

~~Minimal~~ITEM ~~progress was made with Empyrean Construction, Inc~~1. despite having obtained General Contractor’s licenses for the States of Nevada and California. Due to the inability to obtain project financing and the steep decline in the availability of work in the construction industry, the Company shut down all operations of this subsidiary on October 24, 2008. ,The Sacramento office was closed, and there is presently no intention to restart this businessBUSINESS

~~Since the~~American ~~shutdown~~Asset ~~of Empyrean Construction~~Development, ~~the Company has had no ongoing business activity~~Inc. ~~During~~(formerly ~~December~~Empyrean ~~2008~~Holdings, ~~an investment agreement was finalized with Dutchess Private Equities Fund~~Inc.) ~~Ltd.~~("AADI" ~~for~~or the ~~provision~~"Company") ofwas anincorporated ~~Equity~~in ~~Line~~Nevada ~~of Credit~~on ~~for~~April ~~$10~~30,~~000,000~~ 1998. ~~Dutchess~~AADI ~~has~~is ~~committed~~a toU.S. ~~purchase~~based upholding ~~to $10,000,000 of the Company’s common stock over the course of 36 months However, the~~ company isstructured ~~obligated~~to ~~under~~operate ~~the~~similarly ~~Registration Rights Agreement~~ to ~~file~~a anBusiness ~~S-1 registration~~Development ~~with~~Corporation ~~the~~while ~~SEC~~incubating ~~for~~several ~~sufficient~~different ~~shares~~corporate ofinfrastructures ~~common~~that ~~stock,~~we ~~and~~expect ~~the Company will only be able~~ to ~~access~~eventually ~~this~~spin-off ~~line~~into oftheir ~~credit~~own ~~after~~publicly-traded ~~the SEC declares the registration statement effective~~companies. A ~~date~~AADI ~~for~~is ~~filing~~a ~~the~~development ~~registration statement~~stage ~~will not be set until and unless all past due periodic reports are made current~~entity. ~~The company was removed from being listed on the OTC~~ ~~Bulletin Board on December 22, 2008.~~

~~This delay~~AADI inhas ~~the~~a ~~Company’s~~multi-phase ~~ability~~5-year tobusiness ~~access~~plan ~~the~~that ~~Dutchess~~will ~~Equity~~result ~~Line~~in ofa ~~Credit~~diversified ~~will have~~U.S. aholding ~~detrimental~~company ~~effect~~composed onof ~~the~~multiple ~~Company’s~~subsidiaries ~~development~~involved ~~progress~~in several high return industries. ~~Numerous possibilities~~Management ~~are~~expects ~~being~~that ~~pursued~~in 3 to ~~obtain~~5 ~~alternative~~years ~~financing,~~each ~~but~~subsidiary ~~the depressed~~will ~~economic~~be ~~situation~~eventually ~~has~~be ~~made~~spun-off ~~this~~into its own independent publicly-traded entity to provide a ~~very~~more ~~difficult~~efficient ~~task~~risk/return model and increased liquidity for each related security.

~~The~~Recent ~~corporate~~academic ~~office of~~forecasts tell us that the ~~Company~~world iswill ~~located~~see inthe anconsumption ~~executive~~of ~~suite~~food, ~~managed~~water & energy double by athe ~~large~~year ~~national company,~~2030. ~~Corporate~~Current ~~Office~~solutions ~~Centers,~~and atinfrastructures ~~11200~~cannot ~~Westheimer~~meet ~~Rd.,~~these ~~Suite~~consumption ~~900,~~levels ~~Houston Texas~~and ~~77042~~new technologies and processes must be developed to meet the worldwide demand.

4Management's goal is to develop patentable technologies and engineer unique business solutions & infrastructures that will allow us to distribute product & services to market sectors worldwide.

~~Services~~On ~~for~~October ~~basic office~~19, ~~requirements~~2010, ~~are~~the ~~also~~Company ~~provided~~filed byAmended ~~Corporate~~and ~~Office~~Restated ~~Centers~~Articles of Incorporation changing the Company's name from Empyrean Holdings, Inc. to American Asset Development, Inc., effective October 21, 2010. The Company has also received a ~~single~~new ~~full~~trading ~~time~~symbol ~~officer~~AADI ~~located~~on inthe ~~this~~Pink ~~location~~Sheets (www.otcmarkets.com). It is the Company's intention to become current on their financial filings with the Securities and Exchange Commission and then to apply to be relisted on the OTCBB (www.otcbb.com) where it was listed previously.

~~ITEM 1A~~Delays in obtaining funding exacerbated by the severe downturn in the economy resulted in little progress being made in the development of the Company's subsidiaries. ~~RISK~~ ~~FACTORS~~Empyrean Staffing, Inc. remains dormant. Due to the inability to obtain project financing and the severe downturn in the construction industry a decision was taken to shut down all operations of Empyrean Construction, Inc. on October 24, 2008. During 2009, the only activity in Empyrean Properties, Inc. was the sale of this subsidiary's only remaining real estate property. During 2009, Empyrean Holdings, Inc. invested in a real estate purchase option which was abandoned during late 2009. The Company has had no operating activity since the abandonment of the real estate purchase option.

~~Not~~ On December 8, 2008, the Company finalized an investment agreement with Dutchess Private Equities Fund, Ltd. ("Dutchess") for the provision of an equity line of credit for $10,000,000 ("Agreement"). The investor committed to purchase up to $10,000,000 of the Company's common stock in tranches over the course of 36 months. The Company was obligated, pursuant to the Agreement, to file an S-1 registration statement with the Securities and Exchange Commission ("SEC") within 15 days of the date of the Agreement for sufficient shares of common stock, and the Company was required to use all commercially reasonable efforts to have the registration statement declared effective by ~~smaller~~the ~~reporting~~SEC ~~companies~~within 90 calendar days after submission.

~~ITEM 1B~~Due to delayed periodic filings, on December 22, 2008, the Company was delisted from the OTC Bulletin Board. ~~UNRESOLVED~~ ~~STAFF~~Since ~~COMMENTS~~that time the company trades on the Other OTC or Pink sheets. Also due to the delinquent filings, the Company was unable to implement the Agreement with Dutchess. During January 2009, Dutchess was informed of the delay and agreed to modify the Agreement and proceed with its implementation once the Company has regained its status of being a current filer with the SEC.

~~None~~During July and October 2009, 13,800,000 restricted common shares, par value $.001, were sold through a Private Placement to accredited investors for aggregate $138,000. Warrants, valued at $68,068, expiring on July 12, 2010, for the purchase of an additional 13,800,000 restricted common shares were issued to the investors who purchased shares pursuant to the private placement. The warrants expired unexercised.

~~ITEM~~1 ~~2. PROPERTIES~~

(a)Table of Contents

~~Ownership~~On October 21, 2010, the Company entered into an Investment Agreement (the "Investment Agreement") with Dutchess Opportunity Fund, II, LP, (the "Investor"). Pursuant to the Investment Agreement, the Investor committed to purchase, subject to certain restrictions and conditions, up to $10,000,000 of the Company's common stock, over a period of 36 months from the first trading day following the effectiveness of the registration statement registering the resale shares purchased by the Investor pursuant to the Investment Agreement (the "Equity Line"). Every effort continues to be made to catch up on all its delayed 10-Q and 10-K filings to enable the company to regain its OTC Bulletin Board listing and file an S-1 registration statement with the SEC.

InDespite ~~March~~the ~~2008,~~proceeds ~~one~~from of the ~~three~~2009 ~~lots~~Private ~~in Kewaskum~~Placement, ~~Wisconsin~~the ~~acquired~~delay in ~~June~~the 8,Company's ~~2007,~~ability ~~was~~to ~~sold~~access ~~for $49,000~~the ~~and~~Dutchess ~~this~~equity ~~yielded~~line ~~net~~of ~~proceeds~~credit ofhas ~~$45,033. In~~had ~~April~~a ~~2008,~~detrimental ~~another one~~effect ofon the ~~remaining~~Company's ~~two~~development ~~lots~~progress. ~~was~~Numerous ~~sold~~possibilities ~~for~~are ~~$45,000~~being ~~and~~pursued ~~net~~to ~~proceeds~~obtain ofalternative ~~$41,903 was~~financing ~~obtained. The~~but ~~total net proceeds of $86,936 received for~~ the ~~sale~~depressed ~~of these~~economic ~~two~~situation ~~lots~~has ~~were~~made ~~used~~this asa ~~working~~very ~~capital~~difficult task.

~~After these~~On ~~sales~~December ~~made~~31, ~~during~~2009, the ~~year,~~corporate office of the Company was located in an executive suite managed by a large national company, ~~through~~Corporate ~~its~~Office ~~wholly~~Centers, ~~owned subsidiary~~at 11200 Westheimer Rd., ~~Empyrean~~Suite ~~Properties~~900, ~~Inc~~Houston Texas 77042. Services for basic office requirements were also provided by Corporate Office Centers. In August of 2010, ~~owns~~the ~~one~~Company ~~remaining~~transferred ~~real~~its ~~property~~offices into ~~Green Bay~~a different Corporate Office Centers location at 500 N Rainbow Boulevard, ~~Wisconsin~~Suite 300, Las Vegas, Nevada 89107 to be located closer to the new CEO, Terri Hourigan.

~~(b) Office~~ITEM ~~leases~~1A. RISK FACTORS

~~The~~Not ~~current~~required ~~lease~~by ~~agreement~~smaller ~~with~~reporting ~~Corporate Office Centers is for two 160 square foot offices located at 11200 Westheimer Rd~~companies., Suite 900, Houston Texas, 77042. The term of the lease is month to month and basic rental is $1,580 per month. Extra costs averaging about $250 per month are incurred for other office services and facilities.

~~The term~~ITEM ~~of the lease agreement with Corporate Office Centers for two 160 square foot offices located at 11200 Westheimer Rd~~1B., ~~Suite~~UNRESOLVED ~~900,~~STAFF Houston Texas, 77042 was revised to one year on April 1, 2008, and the basic rental increased to $1,701.30 per month. Extra costs averaging about $250 per month are incurred for other office services and facilities. COMMENTS

Due to the need to reduce company expenses, this lease was modified to only one 160 square foot office for a basic rental of $805 per month on December 1, 2008, and the term of the lease was extended to December 31, 2009None.

~~ECI’s branch~~ITEM office at Las Vegas located at 3960 Howard Hughes Parkway, Suite 500, Las Vegas, Nevada 89109 and leased on a month to month basis from Regus Business Centers for $400 per month was terminated in August 20082. PROPERTIES

The ECI office at 817 14th Street, Suite 200, Sacramento, California 95814 that was leased from Sterling Pacific Real Estate for $1,873.50 per month was terminated and the facilities shut down on October 24, 2008Ownership

~~ITEM~~In 3March 2008, one of the three lots in Kewaskum, Wisconsin, which was acquired in June 2007, was sold for $49,000. ~~LEGAL~~ ~~PROCEEDINGS~~ In April 2008 one of the remaining two lots was sold for $45,000. As the proceeds received were less than the $105,000 aggregate carrying value of these assets, the Company incurred a loss on the sales.

5During July 2009 an agreement was reached with the Wisconsin Department of Transportation (WI DOT) for an early buyout of the Green Bay, Wisconsin property, which WI DOT was intending to acquire for a road project. The Company accepted the fair market value of $102,000 offered by WI DOT and the sale was finalized during August 2009. The net proceeds received after deduction for the full settlement of the outstanding amount on the mortgage and the payment of all back property taxes was $63,201. A large portion of these proceeds was used to repay a $36,500 short term mortgage property loan from an investor that included a high penalty for delayed payment, and the remaining amount was utilized as working capital.

1.Office The condominium located at 12 Coral Way, Key West, FL, and owned by the Company’s wholly owned subsidiary, Tradewinds International Corp. (Tradewinds) was lost through foreclosure action taken by the previous owner and mortgagee, Huck Finn LLC on December 20, 2005. The full amount of the debt owed on the property is a debt of Tradewinds. The debt was incurred by Tradewinds prior to the acquisition of Tradewinds stock by the Company and that debt has never been assumed by Empyrean Holdings. Management believes that, although Tradewinds has no assets with which to pay the debt, that debt is not an obligation of Empyrean. The Company recognized a loss of $139,000 on abandoned real estate investment. At the time of the completion of this report, management believes that this property has yet to be resold by Huck Finn LLC.Leases

2.On AnApril ~~ex-employee~~1, ~~of Empyrean~~2008, ~~Construction filed a complaint with~~ the ~~U.S.~~term ~~Department~~ of ~~Labor/OSHA and~~the alease ~~reply~~agreement ~~refuting~~with ~~all~~Corporate ~~his~~Office ~~allegations~~Centers ~~was~~for ~~submitted~~two in160 ~~March~~square ~~2009. The Company~~foot ~~disputes~~offices ~~this~~located ~~claim~~at ~~and~~11200 ~~believes~~Westheimer ~~the claim lack merit~~Rd. A, ~~recent notice~~Suite ~~received~~900, ~~from~~Houston ~~the~~Texas, ~~Labor~~77042 ~~Department~~was ~~stated~~revised ~~that~~and the ~~case~~basic isrental ~~ongoing,~~increased ~~but even~~to an$1,701 ~~unfavorable~~per ~~outcome~~month. toExtra ~~the~~costs ~~case~~averaging isabout ~~not~~$250 ~~expected~~per tomonth ~~have~~are aincurred ~~substantial detrimental~~for ~~affect~~other onoffice ~~the~~services ~~company~~and facilities.

3.On ~~The~~December ~~same ex-employee~~1, ~~also~~2008, ~~made~~due ato ~~claim~~the ~~for~~need ~~unpaid~~to ~~wages~~reduce company expenses, this lease was modified to ~~the~~only USone ~~Department~~160 square foot office for a basic rental of ~~Labor (Wage~~$805 per month and ~~Hour~~the ~~Division)~~term of the lease extended to December 31, 2009. AThe ~~full~~Company ~~settlement~~has ~~was~~since ~~obtained~~moved ~~for~~its ~~the~~location ~~case~~to ~~by agreeing~~a different Corporate Office Centers location at 500 N Rainbow Boulevard, Suite 300, Las Vegas, Nevada 89107 to ~~pay~~be ~~him~~located ~~$15~~closer to the new CEO,~~604~~ Terri Hourigan.00 inand ~~five~~current ~~(5)~~office ~~quarterly~~expenses ~~installments~~average approximately $200 per month.

~~ITEM~~2 ~~4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS~~

No mattersTable were submitted for a vote of security holders during the fourth quarter of the fiscal year ended December 31, 2008.Contents

~~PART~~ITEM II3. LEGAL PROCEEDINGS

~~ITEM~~The 5condominium located at 12 Coral Way, Key West, FL, and was owned by a former wholly owned subsidiary, Tradewinds International Corp. ~~MARKET FOR~~ ~~REGISTRANT'S~~(Tradewinds) ~~COMMON~~was ~~EQUITY~~lost through foreclosure action taken by the previous owner and mortgagee, ~~RELATED~~Huck ~~SHAREHOLDERS~~Finn ~~MATTERS~~LLC ~~AND~~on ~~ISSUER PURCHASES~~December OF20, ~~EQUITY~~2005. The ~~SECURITIES~~full amount of the debt owed on the property is a debt of Tradewinds. The debt was incurred by Tradewinds prior to the acquisition of Tradewinds stock by the Company and that debt has never been assumed by the Company. Management believes that, although Tradewinds has no assets with which to pay the debt, that debt is not an obligation of the Company. The Company recognized a loss of $139,000 on abandoned real estate investment. At the time of the completion of this report, management believes that this property has yet to be resold by Huck Finn LLC and the Company has not been contacted by Huck Finn LLC in regards to this property for several years.

~~Since~~ An ex-employee of Empyrean Construction filed a complaint that was distributed to several agencies making unsubstantiated complaints against the ~~company~~Company. The only inquiry to this complaint was ~~delisted~~received from the ~~OTC~~U.S. ~~Bulletin~~Department ~~Board~~of itLabor. ~~only~~On ~~trades~~March on2, 2009, the ~~Other OTC~~Company orentered ~~Pink~~into ~~Sheets~~a ~~under~~settlement agreement, agreeing to pay the ~~symbol~~ex-employee ~~EMPY~~$15,604 in 5 (Five) quarterly installments as recommended by the Labor Department. At December 31, 2009, the Company's outstanding liability to this ex-employee was $8,272.

~~The~~ITEM ~~average~~4. ~~high~~SUBMISSION ~~and low~~OF ~~prices~~MATTERS ofTO ~~the~~A ~~Company’s~~VOTE ~~stock~~OF bySECURITY ~~quarters are given below:~~HOLDERS

	1st Quarter	2nd Quarter	3rd Quarter	4th Quarter
For 2007
High	0.07	0.05	0.04	0.03
Low	0.06	0.04	0.03	0.02
For 2008
High	0.032	0.029	0.008	0.02
Low	0.012	0.017	0.015	0.008

No matters were submitted for a vote of security holders during the fourth quarter of the fiscal year ended December 31, 2009.

AtTable the present time, there are no funds available for the payment of dividends. The Company also does not anticipate paying any dividends in the next twelve months.Contents

~~Common~~PART ~~Stock~~II

~~The~~ITEM ~~Articles of Incorporation currently authorize the issuance of 1,000,000,000 shares of common stock, with a par value of $0~~5.~~001. The~~ ~~holders~~MARKET ofFOR ~~the~~REGISTRANT’S ~~Shares:~~COMMON ~~(a) have equal ratable rights to dividends from funds legally available therefore~~EQUITY, ~~when, as,~~RELATED ~~and~~STOCKHOLDER ifMATTERS ~~declared~~AND byISSUER ~~the~~PURCHASES ~~Board~~OF ofEQUITY Directors of the Company; (b) are entitled to share ratably in all of the assets of the Company available for distribution upon winding up of the affairs of the Company; (c) do not have preemptive subscription or conversion rights and there are no redemption or sinking fund applicable thereto; and (d) are entitled to one non-cumulative vote per share on all matters on which shareholders may vote at all meetings of shareholders. These securities do not have any of the following rights: (a) cumulative or special voting rights; (b) preemptive rights to purchase in new issues of Shares; (c) preference as to dividends or interest; (d) preference upon liquidation; or (e) any other special rights or preferences. In addition, the Shares are not convertible into any other security. There are no restrictions on dividends under any loan other financing arrangements or otherwise. See a copy of the Articles of Incorporation, and an amendment thereto, and Bylaws of the Company, attached as Exhibit 3.1, Exhibit 3.2, and Exhibit 3.3, respectively, to this Form 10-SB/A. As of December 31, 2008, the Company had 12,008,066 shares (inclusive of 22,501 shares ‘on hold’ and awaiting return by a third party) of common stock outstanding.SECURITIES

~~Non-Cumulative~~ ~~Voting~~Since the Company was delisted from the OTC Bulletin Board it traded on the Other OTC or Pink Sheets under the symbol EMPY. During October 2010 the Company applied for a new trading symbol. The Company was granted a new trading symbol and currently trades under the symbol AADI. The high and low sales prices of the Company's stock by quarters are given below:

The holders of shares of Common Stock of the Company do not have cumulative voting rights, which means that the holders of more than 50% of such outstanding Shares, voting for the election of directors, can elect all of the directors to be elected, if they so choose. In such event, the holders of the remaining Shares will not be able to elect any of the Company's directors.


	1st Quarter		2nd Quarter		3rd Quarter		4th Quarter
For 2008
High	$	0.03	$	0.03	$	0.02	$	0.02
Low		0.01		0.02		0.01		0.01
For 2009
High	$	0.03	$	0.02	$	0.08	$	0.03
Low		0.01		0.01		0.01		0.01

~~Preferred~~At ~~Stock~~the present time, there are no funds available for the payment of dividends. The Company also does not anticipate paying any dividends in the next twelve months.

~~The~~Common ~~Preferred~~ Stock ~~holders have the right to convert one (1) preferred share to four (4) common shares at their discretion~~

The ~~Company’s~~ Articles of Incorporation, ascurrently ~~amended,~~ authorize ~~200~~the issuance of 1,000,000,000 shares of common stock, with a par value of $0.001. The holders of the Shares: (a) have equal ratable rights to dividends from funds legally available therefore, when, as, and if declared by the Board of Directors of the Company; (b) are entitled to share ratably in all of the assets of the Company available for distribution upon winding up of the affairs of the Company; (c) do not have preemptive subscription or conversion rights and there are no redemption or sinking fund applicable thereto; and (d) are entitled to one non-cumulative vote per share ~~par value~~on all matters on which shareholders may vote at all meetings of ~~Preferred~~shareholders. ~~Stock~~These securities do not have any of the following rights: (a) cumulative or special voting rights; (b) preemptive rights to purchase in new issues of Shares; (c) preference as to dividends or interest; (d) preference upon liquidation; or (e) any other special rights or preferences. In addition, the Shares are not convertible into any other security. There are no restrictions on dividends under any loan other financing arrangements or otherwise. As of December 31, ~~2008~~2009, the Company had ~~issued and~~30,808,066 ~~outstanding~~shares 15(inclusive of 22,~~140,000~~501 shares 'on hold' and awaiting return by a third party) of ~~Preferred~~common ~~Stock~~stock outstanding.

~~Share~~Non-Cumulative ~~Purchase Warrants~~Voting

AtThe ~~December~~holders ~~31,~~of ~~2008~~shares of Common Stock of the Company do not have cumulative voting rights, no ~~share~~which ~~purchase~~means ~~warrants~~that ~~were~~the holders of more than 50% of such outstanding Shares, voting for the election of directors, can elect all of the directors to be elected, if they so choose. In such event, the holders of the remaining Shares will not be able to elect any of the Company's directors.

~~Dividends.~~Preferred Stock

The ~~Company~~Preferred ~~does~~Stock ~~not currently~~holders ~~intend~~have tothe ~~pay~~right ~~cash~~to ~~dividends. The~~convert ~~Company's~~one ~~proposed~~(1) ~~dividend policy~~preferred isshare to ~~make~~four ~~distributions~~(4) ofcommon ~~its~~shares ~~revenues~~at totheir ~~its~~discretion. ~~stockholders~~The ~~when the~~ Company's ~~Board~~Articles of ~~Directors~~Incorporation, ~~deems~~as ~~such~~amended, ~~distributions~~authorize ~~appropriate. Because the Company does not intend to make cash distributions~~200,000,000 ~~potential~~$.001 ~~shareholders would~~per ~~need~~share topar ~~sell~~value ~~their~~of ~~shares~~Preferred toStock. As ~~realize~~of aDecember ~~return~~31, on2009, ~~their~~the ~~investment. There~~Company ~~can~~had beissued noand ~~assurances~~outstanding of15,140,000 ~~the~~shares ~~projected values~~ of ~~the~~Preferred ~~neither~~ Stock.

shares,Table nor can there be any guarantees of the success of the Company. A distribution of revenues will be made only when, in the judgment of the Company's Board of Directors, it is in the best interest of the Company's stockholders to do so. The Board of Directors will review, among other things, the investment quality and marketability of the securities considered for distribution; the impact of a distribution of securities on its customers, joint venture associates, management contracts, other investors, financial institutions, and the Company's internal management, plus the tax consequences and the market effects of an initial or broader distribution of such securities.Contents

~~Transfer~~Recent ~~Agent.~~Sales of Unregistered Securities

~~The~~During ~~Company~~July ~~continues to~~2009, ~~retain~~13,800,000 ~~the~~shares ~~services~~ of ~~Pacific~~restricted ~~Stock~~Common ~~Transfer Company~~Stock, ~~500~~par E.value ~~Warm Springs Road~~$.001, ~~Suite~~were ~~240,~~sold ~~Las~~through ~~Vegas,~~a NVPrivate ~~89119,~~Placement to ~~act~~accredited asinvestors ~~transfer~~for ~~agent~~aggregate ~~and registrar~~cash proceeds of $138,000.

~~Recent~~During ~~Sales~~July 2009, the Company issued 5,000,000 shares of ~~Unregistered~~ ~~Securities~~restricted Common Stock, par value $.001, valued at $50,000, as part of the terms for finalizing a Purchase and Sale Agreement ("Purchase Agreement") and Purchase Option with Terri A. Hourigan, trustee of the Terri A. Hourigan 2003 Revocable Trust for the purchase of real property located in Santa Barbara, California.

~~None~~Ms. Hourigan was not a related party of the Company at the time the Purchase Agreement and Option was executed. However, over a year later on July 31, 2010, Ms. Hourigan assumed the role of Chief Executive Officer of the Company.

~~ITEM 6. SELECTED FINANCIAL DATA~~Dividends

~~Not~~The ~~required~~Company ~~by smaller~~does ~~reporting~~not ~~companies~~currently intend to pay cash dividends. The Company's proposed dividend policy is to make distributions of its revenues to its stockholders when the Company's Board of Directors deems such distributions appropriate. Because the Company does not intend to make cash distributions, potential shareholders would need to sell their shares to realize a return on their investment. There can be no assurances of the projected values of the shares, nor can there be any guarantees of the success of the Company. A distribution of revenues will be made only when, in the judgment of the Company's Board of Directors, it is in the best interest of the Company's stockholders to do so. The Board of Directors will review, among other things, the investment quality and marketability of the securities considered for distribution; the impact of a distribution of securities on its customers, joint venture associates, management contracts, other investors, financial institutions, and the Company's internal management, plus the tax consequences and the market effects of an initial or broader distribution of such securities.

~~ITEM~~Share ~~7. MANAGEMENT'S~~Purchase ~~DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.~~Warrants

~~The~~During ~~Company~~July ~~will require~~and ~~significant~~October ~~working~~2009, ~~capital~~warrants, valued at $68,068, expiring on July 12, 2010, for the ~~next~~purchase 12of ~~months~~13,800,000 shares were issued to purchasers of 13,800,000 shares of unregistered common stock. AAt ~~revised~~December ~~Business Plan~~31, is2009, ~~being~~the ~~prepared~~warrants ~~for~~were outstanding, and the ~~Company~~warrants toexpired ~~raise~~unexercised ~~funds~~subsequent ~~through~~to aDecember ~~private placement~~31, or2009. ~~the~~The ~~sale~~estimated fair value of ~~shares~~the ~~through~~warrants ~~public~~was ~~registration.~~computed ~~Management~~using ~~believes that~~the ~~its~~Black-Scholes ~~working~~option ~~capital~~pricing ~~requirements~~model ~~over~~with the ~~next~~following 12assumptions: ~~months~~an ~~will~~exercise ~~be approximately~~price of $~~5,000,000~~.02 ~~for~~per ~~general~~share; ~~overhead~~a market price of common stock of $.02 per share; an expected term of 1.0 years; a dividend yield of zero; and ~~the~~expected ~~development~~volatility of ~~new~~460%. ~~business~~

8Transfer Agent

~~ITEM~~The 7ACompany continues to retain the services of Pacific Stock Transfer Company, 500 E. ~~QUANTITATIVE~~ ~~AND~~Warm ~~QUALITATIVE~~Springs ~~DISCLOSURES~~Road, ~~ABOUT~~Suite ~~MARKET~~240, ~~RISK~~Las Vegas, NV 89119, to act as transfer agent and registrar.

~~Not~~ITEM ~~required~~6. ~~by smaller~~SELECTED ~~reporting~~FINANCIAL ~~companies.~~DATA

~~ITEM~~Not ~~8. FINANCIAL~~required ~~STATEMENTS~~by smaller reporting companies.

~~CONTRARY~~5 TO THE RULES OF THE SEC, THE COMPANY’S FINANCIAL STATEMENTS INCLUDED IN THIS FILING HAVE NOT BEEN AUDITEDD BY AN INDEPENDENT PUBLIC ACCOUNTANT IN ACCORDANCE WITH PROFESSIONAL STANDARDS FOR CONDUCTING SUCH REVIEWS.

EMPYREAN HOLDINGS, INC
(A Development Stage Company)
CONSOLIDATED BALANCE SHEET
	December 31, 2008	December 31, 2007
	(Unaudited)	(Audited)
CURRENT ASSETS
Cash	3,403	$1,969
Prepaid expenses	4,843	7,500
Account Receivable	1,495	1,495
Employee Advance	9,500	-
Contractor License Bonds	10,006	-
Deposits	1,175	1,175
Real Estate Held For Sale	97,000	202,000
Total current assets	127,421	$ 214,139
Fixed Assets, net of accumulated depreciation of $11,168 and $2,792 respectively	27,540	38,708
TOTAL ASSETS	$154,962	$252,847
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable - trade	130,924	$64,979
Accrued expenses	210,000
Note Payable - related parties	242,405	157,238
Total current liabilities	583,329	222,217
COMMITMENTS AND CONTINGENCIES		-
STOCKHOLDERS' DEFICIT
Preferred stock, $.001 par, 200,000,000 shares authorized, 15,140,000 shares issued and outstanding	15,140	15,140
Common stock, $0.001 par value per share; 1,000,000,000 shares authorized; 12,008,066 shares issued and outstanding	12,008	10,258
Additional paid-in capital	1,815,734	1,791,234
Accumulated deficit during development stage	(2,271,249)	-1,786,002

9ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Total stockholders' deficit		-428,367	30,630
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT		$154,962	$252,847

The following information specifies certain forward-looking statements of management of the Company. Forward-looking statements are statements that estimate the happening of future events are not based on historical fact. Forward-looking statements may be identified by the use of forward-looking terminology such as, "may," "shall," "could," "expect," "estimate," "anticipate," "predict," "probable," "possible," "should," "continue," or similar terms, variations of those terms or the negative of those terms. The forward-looking statements specified in the following information have been complied by our management and considered by management to be reasonable. Our future operating results, however, are impossible to predict and no representation, guaranty or warranty is to be inferred from those forward-looking statements.

The ~~accompanying~~ ~~notes~~assumptions used for purposes of the forward-looking statements specified in the following information represent estimates of future events and are ansubject ~~integral~~to ~~part~~uncertainty as to possible changes in economic, legislative, industry and other circumstances. As a result, the identification and interpretation of ~~these~~data ~~consolidated~~and ~~financial statements~~other information and their use in developing and selecting assumptions from and among reasonable alternatives require the exercise of judgment.

10To the extent that the assumed events do not occur, the outcome may vary substantially from anticipated or projected results, and accordingly, no opinion is expressed on the achievability of these forward-looking statements. No assurance can be given that any of the assumptions relating to the forward-looking statements specified in the following information are accurate, and we assume no obligation to update any such forward-looking statements.

EMPYREAN HOLDING, INC
(A Development Stage company)
CONSOLIDATED STATEMENTS OF INCOME & EXPENSES
Years Ended December 31, 2008 and 2007
(Unaudited)
	Year ended December 31		Inception through December 31, 2008
	2008	2007
INCOME
Rental Income	-	-	6,714
Construction Income	59,779	-	59,779
Payroll Processing and Other	-	16,564	16,564
Sale of real estate	94,000	525,500	978,200
Total Income	153,779	542,064	1,061,257
COST AND EXPENSES
Cost of real estate sold	111,582	601,778	1,130,051
General and administrative	283,965	623,508	1,452,818
Compensation Expense	236,250		236,250
Impairment of Note receivable-related party	-	162,148	162,148
Loss on abandonment of property held for sale	-	-	154,354
Total Costs and Expenses	631,797	1,387,434	3,135,621
OTHER INCOME (EXPENSES)
Interest income (expense)	(7,229)	5,071	(80,283)
Cost of recapitalization	-	-	(115,479)
Total other income (expenses)	(7,229)	5,071	(195,762)
NET LOSS	(485,247)	(840,299)	(2,270,126)
Deemed dividend onpreferred stock issuance	-	-	373,200
Net loss attributable to common shareholders	(485,247)	(840,299)	(2,640,008)
TOTAL BASIC AND DILUTED NET LOSS PER SHARE	(0.04)	(0.09)
BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING	10,900,532	9,871,217

Delays in obtaining funding exacerbated by the severe downturn in the economy resulted in little progress being made in the development of certain of the Company's subsidiaries. Empyrean Staffing, Inc. remains dormant. Due to the inability to obtain project financing and the severe downturn in the construction industry a decision was taken to shut down all operations of Empyrean Construction, Inc. on October 24, 2008.

During July 2009, the Company sold the last of its properties in Green Bay Wisconsin. Also during July 2009, the Company finalized a Purchase and Sale Agreement ("Purchase Agreement") with Terri A. Hourigan, trustee of the Terri A. Hourigan 2003 Revocable Trust (the "Seller") for the purchase of real property located in Santa Barbara, California A purchase option ("Option") for this purchase was executed with the Purchase Agreement. The ~~accompanying~~ ~~notes~~Company ~~are~~was anunable ~~integral~~to ~~part~~exercise its option as the conditions for exercise were not met. During the fourth quarter of ~~these~~2009, ~~consolidated~~the ~~financial~~Company expensed capitalized investment in real estate costs of $219,507, consisting of $50,000 for issuance of 5,000,000 restricted shares of common stock, assumption of debt plus accrued interest of $117,476, and cash paid for development costs of $52,031. ~~statements~~

11Ms. Hourigan was not a related party of the Company at the time the Purchase Agreement and Option was executed. However, on July 31, 2010, over a year after the execution of the Purchase Agreement and Option, Ms. Hourigan assumed the role of Chief Executive Officer of the Company.

EMPYREAN HOLDINGS INC
CONSOLIDATED STATEMENT OF STOCKHOLDER'S EQUITY FROM INCEPTION TO DECEMBER 31, 2008
	Preferred		Common		APIC	Deficit Accumulated During the Development Stage	Total
	Shares	Amount	Shares	Amount
Stock issued for:
- 25% stock dividend declared in July 2004			50,000,000	50,000	(50,000)		-
-reverse acquisition			200,000,000	200,000	(200,000)		-
-reverse split declared Jun 26, 2004			(245,000,000)	(245,000)	245,000		-
Net Loss						(75)	(75)
Balances, December 31, 2004	-	-	5,000,000	5,000	(5,000)	(75)	(75)
Stock issued for:
- 25% stock dividend declared in July 2005			24,978,988	24,979	(24,979)		-
-reverse acquisition	10,000,000	10,000	68,765,951	68,766	(76,228)		2,538
-reverse split declared Jun 26, 2005			(121,269,873)	(121,270)	121,270		-
-services			30,000,000	30,000	150,000		180,000
Net Loss						(614,703)	(614,703)
Balances, December 31, 2005	10,000,000	10,000	7,475,066	7,475	165,063	(614,778)	(432,240)
Stock Issued for:
- debt			150,000	150	303,615		303,765
-Services			2,233,000	2,233	176,097		178,330
-property	1,000,000	1,000			252,664		253,664
Debt forgiveness					518,335		518,335
Net Loss						(330,925)	(330,925)
Balances, December 31, 2006	11,000,000	$ 11,000	9,858,066	$ 9,858	$1,415,774	$ (945,703)	$ 490,929

The Company therefore has no ongoing business or revenues of any kind and will require significant working capital for the next 12 months. Numerous possibilities are being pursued to obtain alternative financing but the depressed economic situation has made this a very difficult task. There is no assurance that the Company will be able to raise funds through private placements or obtain the necessary financing from other sources, hence, it is management's assertion that these circumstances may hinder the Company's ability to continue as a going concern.

126

Stock issued for:
-property	4,140,000	4,140			741,060		745,200
-services			400,000	400	7,600		8,000
Deemed Dividend					(373,200)		(373,200)
Net Loss						(840,299)	(840,299)
Balances, December 31, 2007	15,140,000	15,140	10,258,066	10,258	1,791,234	(1,786,002)	30,630
Stock issued for:							-
-property							-
-services			1,750,000	1,750	24,500		26,250
Deemed Dividend							-
Net Loss						(485,247)	(485,247)
Balances, December 31, 2008	15,140,000	15,140	12,008,066	12,008	1,815,734	(2,271,249)	(428,367)

~~The accompanying~~Liquidity ~~notes~~and ~~are~~Capital ~~an integral part of these consolidated financial statements~~Resources

13As of December 31, 2009, the Company had assets equal to $1,158, compared to assets of $108,029 as of December 31, 2008. The decrease was due mainly to the sale of property with book value of $97,000. The Company's current liabilities as of December 31, 2009, totaled $720,871, comprised of accounts payable, accrued expenses and note payable from related parties, compared to $591,957 as of December 31, 2008. The Company can provide no assurance that it can continue to satisfy its cash requirements for at least the next twelve months.

Empyrean Holdings Inc
Statements of Cash Flows
			Inception
	Year Ended	Year Ended	Through
	December 31, 2008	December 31, 2007	December 31, 2008
Cash Flows From Operating Activites
Net income (loss)	(485,247)	(840,299)	(2,271,249)
Adjustments to reconcile net loss to cash
provided by (used in) operating activites
Depreciation and Amortization	11,168	2,792	35,192
Stock issued for services	24,278	8,000	275,278
Stock based compensation	-	-	120,000
Cost of recapitalization	-	-	115,479
Bad Debt	-	162,149	162,149
Loss on sale of property	-	-	43,977
Impairment loss on property	-	-	11,500
Loss on abandoned investment property	-	-	154,354
Changes in:
AR	-	(1,495)	(1,495)
OCA	(16,848)	(8,150)	(25,523)
Land Held for sale	105,000	184,500	289,500
Accounts payable and accrued expenses	275,945	49,067	450,394
Net Cash (Used)Provided by Operating Activities	(85,704)	(443,436)	(640,444)
Cash Flows from Investing Activities
Payment received on note receivable	-	46,500	46,500
Purchase of fixed Assets	-	(41,500)	(41,500)
Proceeds from sale of real estate	-	-	330,023
Issuance of note receivable	-	(108,648)	(208,648)
Net Cash used in Investing Activities	-	(103,648)	$126,375
Cash Flows from Financing Activities
Proceeds from issuance of Common stock	-	372,000	374,538
Proceeds from related party debt		247,962	345,381
Borrowings on related party debt	128,036	-	128,036
Principal payments on related party debt	(40,898)	(107,000)	(330,483)
Net cash Provided in (Used)in Financing Activities	87,138	(107,000)	517,472
Net Increase (Decrease) in Cash	1,434	(654,084)	3,403
Cash at Beginning of Year	1,969	35,443	-
Cash at Year End	3,403	(618,641)	3,403

The following is a summary of the Company's cash flows provided by (used in) operating, investing, and financing activities for the year ended December 31, 2009, for the period from December 30, 2004 (Inception) to December 31, 2008, and for the period from December 30, 2004 (Inception) to December 31, 2009.

The accompanying notes are an integral part of these consolidated financial statements


	Year Ended December 31, 2009		Year Ended December 31, 2008		Inception (April 30, 1998) Through December 31, 2009
Net cash used in operating activities	$	(144,937)	$	(157,671)	$	(972,343)
Net cash provided by investing activities		49,969		94,000		447,780
Net cash provided by financing activities		95,247		62,056		525,196

Net increase in cash and cash equivalents	$	279	$	(1,615)	$	633

14The Company is dependent upon the receipt of capital investment or other financing to fund its ongoing operations and to execute its business plan of developing new business. In addition, the Company is dependent upon certain related parties 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.

~~EMPYREAN~~During ~~HOLDINGS~~the next 12 months, ~~INC~~ significant working capital will be needed to recommence the company's development plans that have been be set back by the difficulty in financing. Although the Company raised funds during 2009 through a Private Placement offering, there can be no guarantee that the interim financing needed to amend and re-file the Company's SEC filings, and to complete the S-1 filing will be obtained in a timely manner.

~~(A Development~~These ~~Stage~~factors and the current recession raise substantial doubts about the Company)'s ability to continue as a going concern. Holders of Company stock may be faced with the inability to liquidate part or all of their investment on terms which are profitable. An investment in Company's stock is highly speculative, and investors must be prepared to lose some or all of their investment.

~~NOTES~~Results ~~TO CONSOLIDATED~~of ~~FINANCIAL STATEMENTS~~ Operations

~~(unaudited)~~ Year Ended December 31, 2009 Compared to Year Ended December 31, 2008

~~NOTE~~Revenues 1decreased -by ~~BASIS~~$51,779 OFto $102,000 for 2009, compared to $153,779 for 2008. The decrease was due to the Company recognizing construction income of $0 for 2009, compared to construction income of $59,779 for 2008, as a result of our decision to shutdown all operations of Empyrean Construction, Inc. on October 24, 2008. The decrease in construction income was partially offset by an $8,000 increase in sales of real estate for 2009 compared to 2008. ~~PRESENTATION~~

~~Nature~~7 of business: Empyrean Holdings, Inc. (“Empyrean”) was incorporated in Nevada on December 30, 2004. Empyrean is a development stage entity whose activities to date have included business planning, capital raising activities and limited purchases and sales of real estate.

TheTable delay in obtaining funding exacerbated by the severe downturn in the economy resulted in little progress being made in the development of the company’s wholly owned subsidiaries during the year. Empyrean Staffing, Inc. remained dormant and minimal progress was made with Empyrean Construction, Inc. despite having obtained General Contractor’s licenses for the States of Nevada and California. Due to the inability to obtain project financing and the severe downturn in the construction industry a decision was taken to shut down all operations of this subsidiary on October 24, 2008 . The Sacramento office was closed and with little indication available on the time period necessary for a substantial recovery in the construction industry, there is presently no intention to restart this business. Contents

~~Use~~Total ofcosts ~~Estimates. In~~and ~~preparing~~expense ~~financial~~for ~~statements~~2009 decreased by $185,260, ~~management~~to ~~makes~~$478,374 ~~estimates~~from ~~and assumptions~~$663,634 ~~that~~in ~~affect~~2008. ~~the~~The ~~reported~~decrease ~~amounts~~in oftotal ~~assets~~costs and ~~liabilities~~expenses inwas ~~the balance~~due ~~sheet~~to lower cost of real estate sold and ~~revenue~~lower general and administrative expenses, indue to the ~~statements~~shutdown of ~~income~~Empyrean ~~and~~Construction, ~~expenses~~Inc. ~~Actual~~ ~~results~~in ~~could~~late ~~differ~~2008, partially offset by a $219,507 loss on abandonment of property in connection with our fourth quarter 2009 write off of capitalized investment in real estate costs related to a purchase option executed by the Company in July 2009. The write-off of the investment resulted from ~~those~~the ~~estimates~~Company being unable to exercise its purchase option as the conditions for exercise were not met.

~~Principles~~Total ~~of Consolidation: The~~other ~~accompanying~~expense, ~~financial~~net, ~~statements~~increased ~~include~~by ~~the~~$16,458 ~~accounts of~~to ~~Empyrean~~$47,411 ~~and~~for ~~its~~2009, ~~wholly~~compared ~~owned~~to ~~subsidiaries~~$30,953 ~~Tradewinds~~for ~~International Corporation,~~2008. ~~Empyrean~~The ~~Properties,~~increase ~~Inc.,~~was ~~Empyrean~~due ~~Construction,~~to ~~Inc.~~a ~~and~~high ~~Empyrean Staffing,~~interest ~~Inc.~~property ~~All~~mortgage ~~significant~~loan ~~inter-company~~outstanding ~~balances~~for a portion of 2009 and ~~transactions~~the ~~with consolidated~~assumption ~~subsidiaries~~of ~~have~~debt ~~been~~as ~~eliminated~~partial inconsideration ~~consolidation~~for the real estate purchase option.

~~Cash~~Net ~~and~~loss ~~Cash Equivalents.~~was ~~For~~($423,785) ~~purposes~~for ~~of the statements of cash flow~~2009, ~~Empyrean~~compared ~~considers~~to ~~all highly~~net ~~liquid~~loss ~~investments~~of ~~purchased~~($540,808) ~~with~~for an2008, ~~original~~for ~~maturity~~the ofreasons ~~three~~set ~~months~~forth ~~or less to be cash equivalents~~above.

~~Property and Equipment. Property and equipment is stated at cost, net of accumulated depreciation. Depreciation is computed using the straight~~Off-~~line~~Balance ~~method~~Sheet ~~over the estimated useful lives of the respective assets, which range from three to seven years.~~Arrangements

~~Revenue Recognition:~~The ~~Revenue~~Company isdoes ~~recognized~~not ~~when~~have ~~persuasive~~any ~~evidence~~off-balance ofsheet anarrangements ~~arrangement exists,~~that ~~service~~have ~~has~~or ~~been~~are ~~rendered,~~reasonably likely to have a current or future effect on the ~~sales~~Company's ~~price~~financial iscondition, ~~fixed~~changes in financial condition, revenues or ~~determinable~~expenses, ~~and collectability~~results of operations, liquidity, capital expenditures or capital resources that is ~~reasonably~~material ~~assured~~to investors.

~~Income~~Contractual Taxes: Empyrean recognizes deferred tax assets and liabilities based on differences between the financial reporting and tax bases of assets and liabilities using the enacted tax rates and laws that are expected to be in effect when the differences are expected to be recovered. Empyrean provides a valuation allowance for deferred tax assets for which it does not consider realization of such assets to be more likely than not.Obligations

15As a "smaller reporting company" as defined by Item 10 of Regulation S-K, the Company is not required to provide this information.

~~Share-Based Compensation:~~ITEM ~~Empyrean accounts for stock-based compensation issued to employees and non-employees as required by SFAS No~~7A. ~~123~~QUANTITATIVE ~~(R),~~AND ~~"Accounting~~QUALITATIVE ~~for~~DISCLOSURES ~~Stock~~ABOUT ~~Based Compensation."~~MARKET ~~Under these provisions, Empyrean records expense over the related service period based on the fair value of the awards at the date of grant.~~RISK

~~Earnings~~Not ~~Per Share:~~required ~~The basic net loss per common share is computed~~ by ~~dividing~~smaller ~~the~~reporting ~~net loss by the weighted average number of common shares outstanding~~companies. Diluted net loss per common share is computed by dividing the net loss adjusted on an "as if converted" basis, by the weighted average number of common shares outstanding plus potential dilutive securities. For the years ended December 31, 2008 and 2007, there were no dilutive securities outstanding.

~~Recent Accounting~~8 ~~Pronouncements~~

InTable July 2006, the FASB issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes (FIN 48) – an interpretation of FASB Statement No. 109, Accounting for Income Taxes (“SFAS No. 109”) (“FIN 48”). FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with SFAS No. 109 and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a return. Guidance is also provided on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective for fiscal years beginning after December 15, 2006. Empyrean adopted the provisions of FIN 48 in 2007 and no material uncertain tax positions were identified. Thus, the adoption of FIN 48 did not have an impact on Empyrean’s financial statements.Contents

InITEM ~~September 2006, the FASB issued SFAS No~~8. ~~157,~~FINANCIAL ~~Fair~~STATEMENTS ~~Value~~AND ~~Measurements~~SUPPLEMENTARY (“SFAS No. 157”). SFAS No. 157 establishes a framework for measuring fair value under generally accepted accounting procedures and expands disclosures on fair value measurements. This statement applies under previously established valuation pronouncements and does not require the changing of any fair value measurements, though it may cause some valuation procedures to change. Under SFAS No. 157, fair value is established by the price that would be received to sell the item or the amount to be paid to transfer the liability of the asset as opposed to the price to be paid for the asset or received to transfer the liability. Further, it defines fair value as a market specific valuation as opposed to an entity specific valuation, though the statement does recognize that there may be instances when the low amount of market activity for a particular item or liability may challenge an entity’s ability to establish a market amount. In the instances that the item is restricted, this pronouncement states that the owner of the asset or liability should take into consideration what affects the restriction would have if viewed from the perspective of the buyer or assumer of the liability. This statement is effective for all assets valued in financial statements for fiscal years beginning after November 15, 2007. Empyrean is currently evaluating the impact of SFAS No. 157 on its financial position and result of operations.DATA

~~In February 2007,~~ ~~the~~AMERICAN ~~FASB~~ASSET ~~issued SFAS No. 159~~DEVELOPMENT, ~~The Fair Value Option for Financial Assets and Financial Liabilities (“SFAS No~~INC. 159”), which provides companies with an option to report selected financial assets and liabilities at fair value. SFAS No. 159 also establishes presentation and disclosure requirements designed to facilitate comparisons between companies that choose different measurement attributes for similar types of assets and liabilities. SFAS No. 159 is effective as of the beginning of an entity’s first fiscal

16INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

year beginning after November 15, 2007 with early adoption allowed. Empyrean has not yet determined the impact, if any, that adopting this standard might have on its financial statements.


		Page
Report of Independent Registered Public Accounting Firm - BehlerMick PS		10
Report of Independent Registered Public Accounting Firm - Malone & Bailey PC		11
Financial Statements:
Consolidated Balance Sheets as of December 31, 2009 and 2008		12
Consolidated Statements of Operation for the years ended December 31, 2009 and 2008 and for the period from Inception (December 30, 2004) to December 31, 2009		13
Consolidated Statements of Stockholders' Equity (Deficit) for the period from inception (December 30, 2004) to December 31, 2009		14
Consolidated Statements of Cash Flows for the years ended December 31, 2009 and 2008 and for the period from inception (December 30, 2004) to December 31, 2009		16
Notes to Consolidated Financial Statements		18

~~NOTE~~9 ~~2 - GOING CONCERN~~

AsTable shown in the accompanying financial statements, Empyrean has incurred recurring net losses of $485,247 and $840,299 in 2008 and 2007, respectively, and an accumulated deficit of $2,271,249 as of December 31, 2008. These conditions raise substantial doubt about Empyrean's ability to continue as a going concern. Management is trying to raise additional capital through sales of common stock as well as seeking financing from third parties. The financial statements do not include any adjustments that might be necessary if Empyrean is unable to continue as a going concern.Contents

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

~~NOTE~~To ~~3 ABANDONMENT~~the OFBoard ~~REAL~~of ~~ESTATE~~Directors ~~INVESTMENT~~and ~~PROPERTY~~Stockholders

AsAmerican ~~previously reported,~~Asset ~~the Key West condominium was lost through foreclosure action taken by Huck Finn~~Development, ~~LLC, the Note holder and mortgagee~~Inc. As of the date of these financial statements, it is Empyrean’s understanding that the Key West Property has been put on the market for several months by Huck Finn, LLC but not yet sold. In connection with the Key West Property foreclosure, Empyrean has removed both the Key West Property and Senior Secured Note (including related default accruals) from its books and has recognized a loss on abandoned real estate investment property of $139,095.

~~Recent~~We ~~appraisals of~~have audited the ~~Key~~accompanying ~~West~~consolidated ~~Property~~balance ~~indicate~~sheet ~~that~~of itAmerican isAsset ~~valued~~Development, ~~between~~Inc. ~~$468,900~~(informerly ~~the~~Empyrean ~~case of~~Holdings aInc.) ~~forced~~as orof ~~liquidation~~December ~~sale)~~31, ~~and $521~~2009,~~000~~ ~~(in~~and the ~~case~~related consolidated statements of ~~other~~operations, ~~than~~stockholders' ~~forced or~~equity, ~~liquidation~~and ~~sale).~~cash Itflows isfor ~~therefore~~the ~~management’s~~year ~~belief~~in ~~that,~~the ~~once~~one-year ~~sold,~~period ~~the proceeds~~ended ~~realized~~December ~~from~~31, ~~the~~2009 ~~sale~~and offor the ~~Key~~period ~~West~~December ~~Property~~30, ~~should~~2004 be(inception) ~~sufficient~~ to ~~settle~~ ~~the~~December ~~amount~~31, ~~due~~2009. ~~under~~American ~~the~~Asset ~~foreclosure~~Development, ~~judgment~~Inc.'s Inmanagement ~~the~~is ~~event~~responsible ~~that~~for ~~the proceeds~~these ~~from~~financial ~~the~~statements. ~~ultimate~~Our ~~sale~~responsibility ~~are~~is ~~not sufficient~~ to ~~cover~~express ~~the~~an ~~amount~~opinion ~~due~~on ~~under the~~these ~~foreclosure~~financial ~~judgment,~~statements ~~Empyrean~~based ~~may~~on beour ~~responsible for making up the shortfall~~audit.

~~NOTE~~We 4conducted -our ~~INCOME~~audit ~~TAXES~~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. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

~~Deferred tax~~In ~~assets~~our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of American Asset Development, Inc. as of December 31, 2009 and the results of its operations and its cash flows for the year in the one-year ~~NOLs~~period ended December 31, 2009 and for the period December 30, 2004 (inception) to December 31, 2009 in conformity with accounting principles generally accepted in the United States of America.

~~$ 772~~The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements,~~225~~ the Company has suffered recurring losses since inception and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 2. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~Less: valuation~~/s/ ~~allowance~~BehlerMick PS

~~(772,225)~~BehlerMick PS

~~--------~~Spokane, WA

~~Net deferred~~December ~~taxes~~14, 2010

~~$ -~~10

========Table of Contents

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

~~Empyrean~~To ~~has~~the ~~net operating~~Stockholders ~~loss~~and ~~carry-forwards~~Board of ~~approximately~~Directors ~~$2,271,249 at December 31, 2008,~~of ~~which begins expiring in 2025.~~

17American Asset Development, Inc. (fka Empyrean Holdings, Inc.)

+(A Development Stage Company)

~~NOTE~~Las 5Vegas, ~~– SALE OF~~Nevada ~~REAL ASSETS~~

InWe ~~March~~have ~~2008~~audited ~~one of~~ the ~~three~~accompanying ~~lots~~balance insheets ~~Kewaskum~~of Empyrean Holdings, ~~Wisconsin~~Inc. ~~acquired~~(a indevelopment ~~June~~stage 8,company) ~~2007~~as ~~was~~of ~~sold~~December ~~for $49~~31,~~000~~ 2008 and ~~this~~the ~~yielded~~related ~~net~~statements ~~proceeds~~ of ~~$45~~operation,~~033.In~~ ~~April~~stockholders' ~~2008~~equity ~~another~~(deficit), ~~one~~and ~~of the~~cash ~~remaining~~flows ~~two~~for ~~lots~~the ~~was~~year ~~sold~~then ended and for ~~$45,000~~the ~~and~~period ~~net~~from ~~proceeds~~inception of(December ~~$41~~30,~~903~~ ~~was obtained.~~2004) ~~The~~through ~~total~~December ~~net~~31, ~~proceeds~~2008. ofThese ~~$86,936~~financial ~~obtained~~statements ~~for~~are the ~~sale~~responsibility of the Company's management. Our responsibility is to express an opinion on these ~~two lots~~financial ~~were~~statements ~~used~~based ason ~~working~~our ~~capital~~audits.

AsWe conducted our audits in accordance with the ~~proceeds received~~standards ~~were~~of ~~less~~the ~~than~~Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform an audit to obtain reasonable assurance about whether the ~~original~~financial ~~carrying~~statements ~~value~~are free of ~~these~~material ~~assets~~misstatement. The Company is not required to have, ~~the~~nor ~~company incurred~~were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a ~~loss~~basis ~~equal~~for todesigning audit procedures that are appropriate in the ~~excess~~circumstances, ~~book~~but ~~value~~not for the purpose of ~~$17~~expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly,~~582~~ we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

~~NOTE~~In 6our –opinion, ~~PROPERTY &~~the ~~EQUIPMENT~~financial statements referred to above present fairly, in all material respects, the financial position of Empyrean Holdings, Inc. as of December 31, 2008 and the results of its operations and its cash flows for the year then ended and for the period from inception (December 30, 2004) through December 31, 2008 in conformity with accounting principles generally accepted in the United States of America.

~~Property~~/s/ ~~and equipment are carried at cost and as of December 31~~MaloneBailey, ~~2008, consists solely of~~LLP furniture and fixtures, computer equipment and software. Depreciation is provided using the straight-line method for financial reporting purposes based on estimated useful lives as shown in the table below. Accumulated depreciation as of December 31, 2008 amounted to $11,168.

	Life (Years)	Cost	Accumulated Depreciation	Net Book Value
Furniture & fixtures	7	14,000	2,500	11,500
Computer Equipments	3	17,500	7,290	10,210
Computer Softwares	3	10,000	4,170	5,830
Total		41,500	13,960	27,540

www.malonebailey.com

~~The~~Houston, ~~cost of asset~~Texas ~~additions and improvements that extend the useful lives of property and~~ ~~equipment are capitalized. Routine maintenance and repair items are charged to current operations.~~

~~NOTE:~~July 22, 2010

Due to the severe financial problems encountered it was not possible to keep up with lease payments for Empyrean Construction’s office at 817 14th Street, Suite 200, Sacramento, California 95814 that was leased from Sterling Pacific Real Estate for $1,873 per month. When the business for this subsidiary was terminated on October 24, 2008, and this office closed the above property and equipment that were all in this office were handed over to the lessor that was owed 6 months rental or $11~~,241.~~ ~~This arrangement was verbally agreed with the lessor who has not invoiced Empyrean Construction for the unpaid rental.~~

NOTETable 7of – NOTES RECEIVABLE AND PAYABLE - RELATED PARTYContents

~~The~~AMERICAN ~~IMR,~~ASSET ~~LLC Note receivable of $161~~DEVELOPMENT,~~648~~ ~~was~~INC. ~~impaired at December 31, 2007 due to this company~~ ~~filing~~(fka ~~for~~EMPYREAN ~~bankruptcy. For the year ended December 31~~HOLDINGS, ~~2008 there has been no~~INC.) ~~contact~~(A ofDevelopment ~~any~~Stage ~~kind from the bankruptcy court or the Trustee.~~Company)

~~For~~CONSOLIDATED ~~the~~BALANCE ~~year ended~~SHEETS December 31, 2008 Empyrean’s Note payable due to IMR, LLC, which incurs interest at 8% per annum, has increased to $146,728. The Note payable due to a former real estate consultant who left the company’s service in late 2005 has, inclusive of 8% interest per annum ,increased to $52,038.


	December 31,
	2009		2008
Assets
Current assets:
Cash	$	633	$	354
Real estate held for sale		-		97,000
Other current assets	$	525	$	10,675

Total current assets		1,158		108,029

Total assets	$	1,158	$	108,029


Liabilities and Stockholders’ Deficit
Current liabilities:
Accounts payable - trade	$	165,813	$	132,940
Accrued expense		218,272		210,000
Notes payable - related parties		336,786		249,017

Total current liabilities		720,871		591,957

Commitments & contingencies		-		-


Stockholders’ deficit:
Convertible preferred stock, $0.001 par value per share, 200,000,000 shares authorized;15,140,000 shares issued and outstanding		15,140		15,140
Common stock, $0.001 par value per share: 1,000,000,000 shares authorized; and 30,808,066 shares issued and outstanding		30,808		12,008
Additional paid-in capital		1,984,934		1,815,734
Accumulated deficit during development stage		(2,750,595)		(2,326,810)

Total stockholders’ deficit		(719,713)		(483,928)

Total liabilities and stockholders’ deficit	$	1,158	$	108,029

~~During~~The ~~2008, loans~~accompanying ~~totaling~~notes ~~$8,698~~are ~~were made by~~ an ~~officer~~integral topart ~~the company. These advances incur interest at a rate~~ of 8%these ~~per~~consolidated ~~annum~~financial statements.

~~NOTE~~12 ~~8 - COMPENSATION FOR OFFICERS~~

ForTable 2008 no remuneration in the form of consulting fees and/or allowances was paid. However, 1,750,000 shares of common stock were awarded to an officer on August 20, 2008 for consulting services rendered. These shares had a value, based upon the market price at the date of issue, of $26,250 which was expensed during the year.Contents

~~NOTE~~AMERICAN 10ASSET –DEVELOPMENT, ~~RECLASSIFICATION~~INC. (fka EMPYREAN HOLDINGS, INC.) (A Development Stage Company)

~~Certain~~CONSOLIDATED ~~amounts from~~STATEMENTS ~~2007~~OF ~~have~~OPERATIONS ~~been reclassified to agree with 2008 classifications~~

NOTE 11 – LEASES


	Year Ended December 31,					Period From April 30, 1998 (Inception) Through December 31,
	2009			2008		2009
Revenue
Rental income	$	-		$	-	$	6,714
Construction income		-			59,779		59,779
Payroll processing and other		-			-		16,564
Sales of real estate		102,000			94,000		1,080,200

Total revenue		102,000			153,779		1,163,257


Costs and expense
Cost of real estate sold		97,000			144,351		1,257,304
General and administrative		161,867			519,283		1,853,341
Impairment of related party receivable		-			-		162,148
Loss on abandonment of property		219,507			-		373,861

Total costs and expense		478,374			663,634		3,646,654


Other income (expense)
Interest income (expense)		(43,667	)		(14,651)		(131,673)
Cost of recapitalization		-			-		(115,479
Loss on settlement of accounts payable		(3,744)			(16,302)		(20,046)

Total other income (expense)	$	(47,411)		$	(30,953)	$	(267,198)

Net loss	$	(423,785)		$	(540,808)	$	(2,750,595)


Deemed dividend on preferred stock	$	-		$	-	$	373,200

Net Loss attributable to
common shareholders	$	(423,785)		$	(540,808)	$	(3,123,795)


Total basic and diluted net loss per share		(0.02)			(0.05)
Basic and diluted weighted average
Number of shares outstanding		18,769,710			11,152,510

The ~~term~~accompanying ofnotes ~~the lease~~are ~~agreement~~an ~~with~~integral ~~Corporate~~part ~~Office~~of ~~Centers~~these ~~for~~consolidated ~~two~~financial ~~160 square foot offices located at 11200 Westheimer Rd~~statements., Suite 900, Houston Texas, 77042 was revised to one year on April 1, 2008 and the basic rental increased to $1,701.30 per month. Extra costs averaging about $250 per month are incurred for other office services and facilities.

~~Due~~13 ~~to need to reduce company expenses, this lease was modified to only one 160 square foot office for a basic rental of $805 per month on December 1, 2008 and term of the lease extended to June 30, 2009.~~

ECI’sTable branch officeof at Las Vegas located at 3960 Howard Hughes Parkway, Suite 500, Las Vegas, Nevada 89109 and leased on a month to month basis from Regus Business Centers for $400 per month was closed in August 2008 due to the severe downturn in business for the construction industry. Contents

~~NOTE~~AMERICAN ~~12-~~ASSET DEVELOPMENT, ~~SUBSEQUENT~~INC. ~~EVENTS~~ (fka EMPYREAN HOLDINGS, INC.) (A Development Stage Company)

~~During~~CONSOLIDATED ~~July~~STATEMENTS ~~2009 5,200,000~~OF ~~restricted~~STOCKHOLDER'S ~~common~~EQUITY ~~shares were sold through a Private Placement to an investor. A warrant that expires on July 12, 2010 for the purchase of a further 5,200,000 shares were also issued to this investor.~~(DEFICIT)

AsFor ~~part of~~ the ~~terms~~ ~~for~~Period ~~finalizing~~From anInception ~~option~~(April ~~and sale and purchase agreement with the owner of real property in Santa Barbara~~30, ~~California,~~1998) ~~5,000,000~~Through ~~restricted~~December ~~common shares were issued. The company has the right to purchase these shares for $50~~31,~~000~~ ~~no later than 6 months from the date of issue.~~2009


	Preferred			Common			Additional Paid in		Accumulated Deficit During the Development
	Shares	Amount		Shares	Amount		Capital		Stage		Total
Stock Issued For:
Stock Dividend - July 2004	-	$	-	50,000,000	$	50,000	$	(50,000)	$	-	$	-
Reverse Acquisition	-		-	200,000,000		200,000		(200,000)		-		-
Reverse Split - June 2004	-		-	(245,000,000)		(245,000)		245,000		-		-
Net Loss	-		-	-		-		-		(75)		(75)

Balance, December 31, 2004	-		-	5,000,000		5,000		(5,000)		(75)		(75)

Stock Issued For:
Stock Dividend - July 2005	-	$	-	24,978,988	$	24,979	$	(24,979)	$	-	$	-
Reverse Acquisition	10,000,000		10,000	68,765,951		68,766		(76,228)		-		2,538
Reverse Split - June 2005	-		-	(121,269,873)		(121,270)		121,270		-		-
Services	-		-	30,000,000		30,000		150,000		-		180,000
Net Loss	-		-	-		-		-		(614,703)		(614,703)

Balance, December 31, 2005	10,000,000		10,000	7,475,066		7,475		165,063		(614,778)		(432,240)

Stock Issued For:
Debt	-	$	-	150,000	$	150	$	303,615	$	-	$	303,765
Services	-		-	2,233,000		2,233		176,097		-		178,330
Property	1,000,000		1,000	-		-		252,664		-		253,664
Debt Forgiveness	-		-	-		-		518,335		-		518,335
Net Loss	-		-	-		-		-		(330,925)		(330,925)

Balance, December 31, 2006	11,000,000		11,000	9,858,066		9,858		1,415,774		(945,703)		(90,929)

Stock Issued For:
Property	4,140,000	$	4,140	-	$	-	$	741,060	$	-	$	745,200
Services	-		-	400,000		400		7,600		-		8,000
Deemed Dividend	-		-	-		-		(373,200)		-		(373,200)
Net Loss	-		-	-		-		-		(840,299)		(840,299)

Balance, December 31, 2007	15,140,000		15,140	10,258,066		10,258		1,791,234		(1,786,002)		30,630

~~ITEM~~The 9.accompanying ~~CHANGES~~notes INare ~~AND~~an ~~DISAGREEMENTS~~integral ~~WITH~~part ~~ACCOUNTANTS~~of ONthese ~~ACCOUNTING~~consolidated ~~AND~~financial ~~FINANCIAL DISCLOSURE~~statements.

~~None.~~14

ITEMTable 9A.of CONTROLS AND PROCEDURESContents

~~Evaluation~~AMERICAN ofASSET ~~Our~~DEVELOPMENT, ~~Disclosure~~INC. ~~Controls~~ (fka EMPYREAN HOLDINGS, INC.) (A Development Stage Company)

~~Under~~CONSOLIDATED ~~the~~STATEMENTS ~~supervision and~~OF ~~with~~STOCKHOLDER'S ~~the~~EQUITY participation of our senior management, including our chief executive officer and chief financial officer, we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(eDEFICIT) ~~and 15d-15~~(econt'd) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this annual report (the “Evaluation Date”). Based on this evaluation, our chief executive officer and chief financial officer concluded as of the Evaluation Date that our disclosure controls and procedures were not effective such that the information relating to us, required to be disclosed in our Securities and Exchange Commission (“SEC”) reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and (ii) is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

~~Management’s~~For ~~Report~~the onPeriod ~~Internal~~From ~~Control~~Inception ~~over~~(April ~~Financial Reporting~~30, 1998) Through December 31, 2009

Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control over financial reporting is designed to provide reasonable assurances regarding the reliability of financial reporting and the preparation of our financial statements in accordance with U.S. generally accepted accounting principles, or GAAP. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree or compliance with the policies or procedures may deteriorate.


	Preferred			Common			Additional Paid in		Accumulated Deficit During the Development
	Shares	Amount		Shares	Amount		Capital		Stage		Total
Stock Issued For:
Services	-		-	1,750,000		1,750		24,500		-		26,250
Net Loss	-		-	-		-		-		(540,808)		(540,808)

Balance, December 31, 2008	15,140,000		15,140	12,008,066		12,008		1,815,734		(2,326,810)		(483,928)

Stock Issued For:
Unregistered Share Purchases	-	$	-	13,800,000	$	13,800	$	124,200	$	-	$	138,000
Property	-		-	5,000,000		5,000		45,000		-		50,000
Net Loss	-		-	-		-		-		(423,785)		(423,785)

Balance, December 31, 2009	15,140,000	$	15,140	30,808,066	$	30,808	$	1,984,934	$	(2,750,595)	$	(719,713)

~~With the~~The ~~participation~~accompanying ofnotes ~~our~~are ~~Chief Executive and Financial Officer, our management conducted~~ an ~~evaluation~~integral ofpart ~~the effectiveness~~ of ~~our~~these ~~internal~~consolidated ~~control over~~ financial ~~reporting as of December 31, 2008, based on the framework in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO")~~statements. ~~Based on our evaluation, management concluded that we did not maintain effective internal control over financial reporting as of December 31, 2009, based on the COSO framework criteria.~~

~~This annual~~15 report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit us to provide only management’s report in this annual report.

LimitationsTable on Effectiveness of Controls and ProceduresContents

20AMERICAN ASSET DEVELOPMENT, INC. (fka EMPYREAN HOLDINGS, INC.) (A Development Stage Company)

~~Our management,~~CONSOLIDATED ~~including~~STATEMENTS ~~our~~OF ~~Chief~~CASH ~~Executive~~FLOWS and Financial Officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include, but are not limited to, the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

~~Changes~~For inthe ~~Internal~~Period ~~Control~~From ~~Over~~Inception ~~Financial~~(April ~~Reporting~~30, 1998) Through December 31, 2009

There have been no changes in our internal control over financial reporting that occurred during the quarter ended December 31, 2008, that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.


	Year Ended December 31,				Period From April 30, 1998 (Inception) Through December 31,
	2009		2008		2009
Cash flows from operating activities
Net loss	$	(423,785)	$	(540,808)	$	(2,750,595)
Adjustments to reconcile net loss to cash
used in operating activities
Depreciation and amortization		-		11,168		35,193
Stock issued for services		-		26,250		277,250
Stock based compensation		-		-		120,000
Cost of recapitalization		-		-		115,479
Non-cash interest expense		13,046		14,651		90,138
Bad debt		-		-		162,148
Loss (gain) on sale of property		(5,000)		11,000		57,041
Impairment loss on property		-		-		11,500
Loss on settlement of accounts payable		3,744		16,302		20,046
Loss on abandoned investment property		219,507		-		373,861
Changes in:
Accounts Receivable		-		1,495		-
Prepaid expenses and other assets		10,150		(2,000)		(525)
Accounts payable and accrued expenses		37,401		304,271		516,121

Net cash used in operating activities	$	(144,937)	$	(157,671)	$	(972,343)


Cash flows from investing activities
Payment received on note receivable		-		-		46,500
Purchase of fixed assets		-		-		(41,500)
Investment in real estate property		(52,031)		-		(52,031)
Proceeds from sale of real estate		102,000		94,000		703,459
Issuance of note receivable		-		-		(208,648)

Net cash provided by investing activities	$	49,969	$	94,000	$	447,780


Cash flows from financing activities
Proceeds from issuance of common stock		138,000		-		512,538
Proceeds from short term mortgage loan		36,000		-		36,000
Payment on short term mortgage loan		(36,000)		-		(36,000)
Proceeds from related party debt		137,503		128,556		548,999
Principal payments on related party debt		(180,256)		(66,500)		(536,341)

Net cash provided by financing activities	$	95,247	$	62,056	$	525,196

~~ITEM~~The ~~9B.~~accompanying ~~OTHER~~notes ~~INFORMATION~~are an integral part of these consolidated financial statements.

~~None.~~16

21Table of Contents

~~PART~~AMERICAN ASSET DEVELOPMENT, ~~III~~INC. (fka EMPYREAN HOLDINGS, INC.) (A Development Stage Company)

~~ITEM~~CONSOLIDATED ~~10. DIRECTORS~~STATEMENTS ~~AND~~OF ~~EXECUTIVE~~CASH ~~OFFICERS~~FLOWS ~~AND CORPORATE GOVERNANCE.~~(cont'd)

~~Directors~~For ~~and Executive~~the ~~Officers~~Period From Inception (April 30, 1998) Through December 31, 2009

The names, ages, and respective positions of the directors, officers, and significant employees of the Company are set forth below. Mr. Lee has held his positions since March 2001 and there are no other person(s) who can be classified as a promoter or controlling person of the Company.


	Year Ended December 31,				Period From April 30, 1998 (Inception) Through December 31,
	2009		2008		2009
Net increase (decrease) in cash		279		(1,615)		633
Cash at beginning of period		354		1,969		-

Cash at end of period	$	633	$	354	$	633


Supplemental disclosures:
Cash paid for interest		33,629		-		44,543

Cash paid for income taxes	$	-	$	-	$	-


Non-cash investing and financing activities:
Shares issued to settle related party debt	$	-	$	-	$	72,759
Shares issued for property	$	50,000	$	745,200	$	1,517,200
Forgiveness of related party debt	$	-	$	-	$	226,334
Debt assumed for purchase of property	$	117,476	$	-	$	117,476

~~Mr.Robert~~The L.accompanying ~~Lee, Director,~~notes ~~President~~are ~~and~~an ~~CEO,~~integral ~~Secretary~~part ~~and~~of ~~Treasurer Age~~these 66consolidated financial statements.

~~Mr.~~17 Lee obtained his financial management experience from Price Waterhouse and Associates (UK) and also studied consulting methods and systems with the International Society of Organizational Development (US) He was involved in the plantation industry in Malaysia, Indonesia and Thailand for over 30 years. He served as Senior Advisor and Director of the management company of one of the largest publicly traded plantation groups before he migrated to the US.

HeTable has been registered as a consultant for finance and management of tropical tree crops with the World Bank and has served as an independent consultant for business development projects in the Ivory Coast, Senegal, the Bahamas, Belize, Mexico, Panama and Pakistan.Contents

~~Code~~AMERICAN ofASSET ~~Ethics~~DEVELOPMENT, INC.

~~The Company intends to adopt a Code of Business Conduct and Ethics~~ (~~“Code”)~~fka ~~applicable~~EMPYREAN ~~to its officers~~HOLDINGS, directors, and employees, which includes the principal executive officer and the principal financial officer The purpose of the Code will be to provide legal and ethical standards to deter wrongdoing and to promote:INC.)

(~~a) Honest~~A ~~and~~Development ~~ethical~~Stage ~~conduct;~~Company)

~~(b) Full,~~NOTES ~~fair,~~TO ~~accurate,~~CONSOLIDATED ~~timely~~FINANCIAL ~~and understandable disclosures~~STATEMENTS

~~(c) Compliance~~December ~~with laws~~31, ~~rules, and regulations;~~2009

~~(d) Prompt~~NOTE ~~internal~~1 ~~reporting~~- ofBASIS ~~violations~~OF ofPRESENTATION ~~the~~& ~~Code;~~SIGNIFICANT ~~and~~ACCOUNTING POLICIES

~~(e) Accountability~~Nature ~~for~~of ~~adherence to the Code.~~Business

~~ITEM~~American 11Asset Development, Inc. ~~EXECUTIVE~~ ~~COMPENSATION~~(formerly Empyrean Holdings, Inc.) ("AADI" or the "Company") was incorporated in Nevada on December 30, 2004. AADI is a U.S. based holding company structured to operate similarly to a Business Development Corporation while incubating several different corporate infrastructures that we expect to eventually spin-off into their own publicly-traded companies. AADI is a development stage entity.

~~For~~On ~~2008~~October 19, ~~no remuneration~~2010, in the ~~form~~Company offiled ~~consulting~~Amended ~~fees~~ and~~/or~~ ~~allowances~~Restated ~~was~~Articles ~~paid. However, 1,750,000 shares~~ of ~~common~~Incorporation ~~stock~~changing ~~were~~the ~~awarded~~Company's toname anfrom ~~officer~~Empyrean ~~on August 20~~Holdings, ~~2008 for consulting services rendered~~Inc. ~~These~~to ~~shares~~American ~~had~~Asset aDevelopment, ~~value~~Inc., ~~based~~effective ~~upon~~October ~~the market price at the date of issue~~21, ~~of $17,500 which was expensed during the year~~2010.

~~There~~Delays ~~are~~in noobtaining ~~annuity~~funding exacerbated by the severe downturn in the economy resulted in little progress being made in the development of the Company's subsidiaries. Empyrean Staffing, ~~pension~~ orInc. ~~retirement~~remains ~~benefits~~dormant. ~~proposed~~Due to bethe ~~paid~~inability to ~~officers,~~obtain ~~directors~~project ~~or employees~~financing ofand the ~~corporation~~severe downturn in the ~~event~~construction industry a decision was taken to shut down all operations of ~~retirement~~Empyrean atConstruction, ~~normal~~Inc. ~~retirement date~~on ~~pursuant~~October to24, ~~any~~2008. ~~presently~~During ~~existing~~2009, ~~plan~~the ~~provided~~only oractivity ~~contributed~~in toEmpyrean byProperties, Inc. was the ~~corporation~~ orsale ~~any~~of this subsidiary's only remaining real estate property. During 2009, Empyrean Holdings, Inc. invested in a real estate purchase option which was abandoned during late 2009. The Company has had no operating activity since the abandonment of ~~its~~the ~~subsidiaries~~real estate purchase option.

22Use of Estimates

~~ITEM~~In ~~12. SECURITY~~preparing ~~OWNERSHIP~~financial OFstatements, ~~CERTAIN~~management ~~BENEFICIAL~~makes ~~OWNERS~~estimates ~~AND~~and ~~MANAGEMENT~~assumptions ~~AND~~that ~~RELATED STOCKHOLDER~~affect ~~MATTERS~~the reported amounts of assets and liabilities in the balance sheet and revenue and expenses in the statements of income and expenses. Actual results could differ from those estimates.

~~The~~Principles ~~following table sets forth, as~~ of the date of this annual report, the total number of shares owned beneficially by each of our directors, officers and key employees, individually and as a group, and the present owners of 5% or more of our total outstanding shares. The stockholders listed below have direct ownership of their shares and possess sole voting and dispositive power with respect to the shares.Consolidation

Name and Address	Number of	Percentage of
Beneficial Ownership (2)	Shares	Ownership (1)
Hesperia Advisors Limited
c/o First Independent Trust (Curacao) N.V. 7 Abraham de Veerstraat,P.O. Box 840, Willemstad, Curacao, Netherlands Antilles	5,000,000	41.63 %
Robert L. Lee
12400 Brookglade Circle, Unit 63,	3,214,000	26.77 %
Houston, TX 77099
William Melchiori	1,235,336	10.29 %
15205 Foxboro Drive, Truckee, CA 96161

The accompanying financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant inter-company balances and transactions with consolidated subsidiaries have been eliminated in consolidation.

~~(1)~~Cash and Cash Equivalents

~~The percent~~For purposes of ~~class~~the isstatements ~~based~~of oncash 12flow,~~008,066~~ ~~shares~~the ofCompany ~~common~~considers ~~stock~~all ~~issued~~highly ~~and outstanding~~liquid asinvestments purchased with an original maturity of ~~December~~three ~~31,~~months ~~2008~~or less to be cash equivalents.

~~(2)~~Property and Equipment

~~As used~~Property ~~herein,~~and ~~the~~equipment ~~term beneficial ownership with respect to a security~~ is ~~defined by~~stated ~~Rule~~at ~~13d-3~~cost, ~~under~~net ~~the Securities Exchange Act~~ of ~~1934~~accumulated asdepreciation. ~~consisting~~Depreciation ofis ~~sole~~computed ~~or shared~~using ~~voting power (including~~ the ~~power~~straight-line tomethod ~~vote~~over ~~or direct~~ the ~~vote)~~estimated ~~and/or~~useful ~~sole or~~lives ~~shared investment power (including the power to dispose or direct the disposition~~ of) ~~with respect to~~ the ~~security~~respective ~~through any contract~~assets, ~~arrangement, understanding,~~which ~~relationship~~range orfrom ~~otherwise,~~three ~~including a right~~ to ~~acquire~~seven ~~such power(s) during the next 60 days~~years. ~~Unless~~ ~~otherwise~~Land ~~noted,~~is ~~beneficial ownership~~not ~~consists of sole ownership, voting and investment rights~~depreciated.

~~Securities Authorized~~Revenue ~~for Issuance under Equity Compensation Plans~~Recognition

WeThe ~~have~~Company ~~not~~recognizes ~~adopted any~~revenue ~~equity~~in ~~compensation~~accordance ~~plans~~with ~~since~~the ~~our~~guidance ~~inception~~contained in Financial Accounting Standards Board Accounting Standards Codification Topic 605, "Revenue Recognition", and other relevant accounting literature. Revenue is recognized when persuasive evidence of an arrangement exists, service has been rendered, the sales price is fixed or determinable, and collectability is reasonably assured.

~~ITEM~~18 ~~13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE. INCLUDE LIST OF DIRECTORS, COMMITTEES ON WHICH THEY SERVE AND IF THEY ARE INDEPENDENT DIRECTORS-~~

23Table of Contents

~~Other~~Income than as set forth in Item 7, there are no relationships, transactions, or proposed transactions to which the registrant was or is to be a party, in which any of the named persons set forth in Item 404 of Regulation SB had or is to have a direct or indirect material interest.Taxes

~~ITEM14~~The Company recognizes deferred tax assets and liabilities based on differences between the financial reporting and tax bases of assets and liabilities using the enacted tax rates and laws that are expected to be in effect when the differences are expected to be recovered. ~~PRINCIPAL~~ ~~ACCOUNTANT~~The ~~FEES~~Company provides ~~AND~~a ~~SERVICES~~valuation allowance for deferred tax assets for which it does not consider realization of such assets to be more likely than not.

1.Share-Based Compensation

~~Audit~~The Company accounts for stock-based compensation issued to employees and non-employees as required by ASC Topic 718, "Compensation - Stock Compensation." Under these provisions, the Company records expense over the related service period based on the fair value of the awards at the date of grant. ~~Fees:~~

~~Aggregate fees~~Earnings ~~billed~~per for each of the last two (2) fiscal years for professional services rendered by the principal accountant for the audit of the annual financial statements and review of financial statements included on Form 10-QSB: Share

~~2007:~~The basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted net loss per common share is computed by dividing the net loss adjusted on an "as if converted" basis, by the weighted average number of common shares outstanding plus potential dilutive securities. For the years ended December 31, 2009 and 2008, there were no dilutive securities outstanding.

~~$31,380~~Recent Accounting Pronouncements

~~2008:~~On July 1, 2009, the Financial Accounting Standards Board (FASB) launched the FASB Accounting Standards Codification™ ("ASC") as the single source of the authoritative U.S. generally accepted accounting principles (U.S. GAAP) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal securities laws are also sources of the authoritative U.S. GAAP for SEC registrants. The ASC supersedes all existing non-SEC accounting and reporting standards. Following the ASC, the FASB will not issue new standards in the form of statements, FASB staff positions or Emerging Issues Task Force. Instead, it will issue ASU's that serve to update the ASC, provide background information about the guidance and provide the basis for conclusions on changes to the ASC. The Codification is effective for interim and annual periods ending after September 15, 2009.

$5In May 2009,~~750~~ the FASB issued SFAS No. 165, "Subsequent Events" ("ASC Topic 855"), which is effective for interim or annual financial periods ending after June 15, 2009. ASC Topic 855 establishes general standards of accounting and disclosure of events that occur after the balance sheet but before financial statements are issued or are available to be issued. However, since the Group will be a public entity, management is required to evaluate subsequent events through the date that financial statements are issued and disclose the date through which subsequent events have been evaluated, as well as the date the financial statements were issued. This authoritative guidance became effective for interim or annual periods ending after June 15, 2009. The adoption of this guidance did not have a material effect on the Company's financial statements.

2In February 2010, FASB issued ASU No. 2010-09 which removes the requirement for an SEC filer to disclose a date in both issued and revised financial statements. This amendment shall be applied prospectively for interim or annual financial periods ending after June 15, 2010.

~~Audit-Related~~See Note 9 of the Notes to Consolidated Financial Statements for the Company's disclosure on this topic. ~~Fees:~~

~~Aggregate fees~~Other ~~billed~~recent inaccounting ~~each~~updates ofissued ~~the~~by ~~last~~FASB ~~two~~and ~~(2)~~the ~~fiscal~~SEC ~~years~~did ~~for~~not ~~assurance~~or ~~and~~are ~~related services~~not believed by ~~the~~management ~~principal~~to ~~accountant~~have ~~that~~a ~~are~~material ~~reasonably~~impact ~~related~~on to the ~~performance~~ ofCompany's ~~the~~present ~~audit~~ or ~~review~~future ofconsolidated ~~the~~ financial statements ~~and are not reported previously~~.

~~2007:~~19

$0Table of Contents

~~2008:~~NOTE 2 - GOING CONCERN

As shown in the accompanying consolidated financial statements, the Company has incurred net losses since inception and incurred a net loss of $0(423,785) for the year ended December 31, 2009, which increased the accumulated deficit to $(2,750,595) as of December 31, 2009. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Management is working diligently to raise additional capital through sales of common stock as well as seeking financing from third parties. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 3. - REAL ESTATE

~~Tax~~Real Estate Held for Sale ~~Fees:~~ As of December 31, 2009 and 2008, the Company had $0 and $97,000, respectively, of real estate held for sale. These real estate properties were presented to reflect the lower of cost or the fair value less cost to sell on the accompanying balance sheets.

~~Aggregate fees~~Sales ~~billed in each~~ of ~~the~~Real ~~last two (2) fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning.~~ Estate

In March 2008, one of the three lots in Kewaskum, Wisconsin, which was acquired in June 2007:, was sold for $49,000. In April 2008 one of the remaining two lots was sold for $45,000. As the proceeds received were less than the $105,000 aggregate carrying value of these assets, the Company incurred a loss on the sales.

During July 2009 an agreement was reached with the Wisconsin Department of Transportation (WI DOT) for an early buyout of the Green Bay, Wisconsin property, which WI DOT was intending to acquire for a road project. The Company accepted the fair market value of $0102,000 offered by WI DOT and the sale was finalized during August 2009. The net proceeds received after deduction for the full settlement of the outstanding amount on the mortgage and the payment of all back property taxes was $63,201. A large portion of these proceeds was used to repay a $36,500 short term mortgage property loan from an investor that included a high penalty for delayed payment, and the remaining amount was utilized as working capital.

~~2008:~~Property Mortgage Loan

During June 2009 the Company obtained a high interest short term mortgage loan of $036,500 by pledging the unencumbered property in Green Bay Wisconsin. The net proceeds of this loan of $25,241 were used for working capital. This loan was repaid during August 2009 with proceeds from the sale of the property, discussed above.

4.Investment in and Abandonment of Real Estate Property

~~All Other~~During ~~Fees:~~July 2009 the Company finalized a Purchase and Sale Agreement ("Purchase Agreement") with Terri A. Hourigan, trustee of the Terri A. Hourigan 2003 Revocable Trust (the "Seller") dated May 23, 2003 for the purchase of real property located at 118 N. Patterson, Santa Barbara, California 93111 which is in the development stage for $5,800,000 (Five million eight hundred thousand dollars).

~~Aggregate fees~~A ~~billed~~purchase inoption ~~each~~("Option") for this purchase was executed with the Purchase Agreement, requiring payment of the ~~last~~purchase ~~two~~price to be made within 30 (2Thirty) ~~fiscal~~days ~~years~~from the time the option is exercised on the completion of the recordation of the Final Map for ~~products~~the property and ~~services provided~~fulfillment byof certain other conditions. The consideration for the ~~principal~~Option ~~accountant~~consisted of: payment of option deposits pursuant to the Option terms; payment of the development costs for the project; $50,000 ~~other~~(5,000,000 ~~than~~shares) of restricted common stock; and assumption of $100,000 of personal loans borrowed by the ~~services~~Seller ~~previously reported~~at a 15% interest rate from November 1, 2008.

~~2007:~~The Company was unable to exercise its option as the conditions for exercise were not met. During the 4th quarter of 2009, the Company expensed capitalized investment in real estate costs of $219,507, consisting of $50,000 for issuance of 5,000,000 restricted shares of common stock, assumption of debt plus accrued interest of $117,476, and cash paid for development costs of $52,031.

$020

2008:Table of Contents

$0 NOTE 4 - NOTES AND ACCOUNT PAYABLE - RELATED PARTY

5During 2007, the Company received advances from IMR, LLC ("IMR"). This note payable incurs interest at 8% per annum and is due on demand. On January 17, 2008, IMR filed a Chapter 7 Voluntary Bankruptcy Petition with the U.S. Bankruptcy Court District of Nevada (Las Vegas). As of December 31, 2009 and 2008, the Company's payable to IMR was $162,909 and $151,597, respectively, which includes $21,514 and $10,202, respectively, of accrued interest.

~~Audit Committee~~Advances ~~Pre-Approval~~made ~~Procedures~~to the Company by a former consultant prior to his termination accrue interest at 8 % per annum. The ~~Board~~amount of ~~Directors~~this ~~has~~note, ~~not~~inclusive of accrued interest, ~~to date~~as of December 31, ~~appointed~~2009 anand ~~Audit~~2008 ~~Committee~~was $19,918 and $18,713, respectively. The note is due on demand.

~~PART~~During IV2009 and 2008, the Company received advances from an investor, officers of the Company and a former Director. These advances are due on demand and accrue interest at up to 8% per annum. As of December 31, 2009 and 2008, the Company's payable to related parties for advances totaled $36,483 and $78,723, respectively, which includes $3,499 and $5,690, respectively, of accrued interest.

~~ITEM~~During July 2009, in connection with the Purchase and Sale agreement for the purchase of real estate property, discussed above, the Company assumed $100,000 of personal loans borrowed by the Seller, at a 15% interest rate from November 1, 2008. The assumed debt incurs interest at 15% per annum and is due on demand. As of December 31, 2009, the Company's note payable due to the Seller, was $117,476, which includes $17,476 of accrued interest. ~~EXHIBITS~~

Exhibit No.	Document	Location
3.1	Articles of Incorporation	Incorporated by Reference
3.2	Bylaws	Incorporated by Reference
31.1 and 31.2	Certifications per Rule 13a-14(a)/15d-14(a)	Included
32.1 and 32.2	Certifications per Section 1350	Included

NOTE 5 - INCOME TAXES

24Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company provides a valuation allowance for deferred tax assets for which it does not consider realization of such assets to be more likely than not. The Company has net operating loss carry-forwards of $2,727,289 at December 31, 2009, which begin expiring in 2025. The Company's effective tax rate differs from the 34% federal statutory tax rate due to a full valuation allowance which increased $136,163 from December 31, 2008 to December 31, 2009. Significant components of the Company's deferred tax assets and liabilities are as follows:

~~SIGNATURES~~December 31 2009 2008 Deferred tax assets - NOLs $ 927,278 $ 791,115 Less: valuation allowance (927,278) (791,115) Net deferred taxes $ - $ -

~~Pursuant~~NOTE to6 ~~the requirements~~- ~~of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.~~EQUITY

~~EMPYREAN~~During ~~HOLDINGS~~July 2009, ~~INC~~ the Company issued 5,000,000 restricted common shares, valued at $50,000, as partial consideration for finalizing the option and sale and purchase agreement with the owner of real property, discussed above.

~~/s/~~Also ~~Robert~~during LJuly and October 2009, 13,800,000 restricted common shares, were sold through a private placement to accredited investors for aggregate $138,000. ~~Lee~~ _Warrants valued at $68,068, expiring on July and October 12, 2010, for the purchase of an additional 13,800,000 restricted common shares were issued to the investors who purchased shares pursuant to the private placement. The warrants were valued using the Black-Scholes model. The warrants expired unexercised. The estimated fair value of the warrants was computed using the Black-Scholes option pricing model with the following assumptions: an exercise price of $.02 per share; a market price of common stock of $.02 per share; an expected term of 1.0 years; a dividend yield of zero; and expected volatility of 460%.

~~Robert~~Additionally, L1,750,000 shares of common stock were awarded to an officer on August 20, 2008 for consulting services rendered. ~~Lee~~These shares had a value, ~~President~~ ~~and~~based ~~CEO~~upon the market price at the date of grant, of $26,250 which was expensed during 2008.

~~Date: November 4,2009~~21

PursuantTable 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.Contents

~~/s/~~Equity ~~Robert~~Line L.of ~~Lee Robert L. Lee, President and CEO Date: November 4,2009~~Credit

25On December 8, 2008, the Company finalized an investment agreement with Dutchess Private Equities Fund, Ltd. ("Dutchess") for the provision of an equity line of credit for $10,000,000 ("Agreement"). The investor committed to purchase up to $10,000,000 of the Company's common stock in tranches over the course of 36 months. The Company was obligated, pursuant to the Agreement, to file an S-1 registration statement with the Securities and Exchange Commission ("SEC") within 15 days of the date of the Agreement for sufficient shares of common stock, and the Company was required to use all commercially reasonable efforts to have the registration statement declared effective by the SEC within 90 calendar days after submission.

Due to delayed periodic filings, on December 22, 2008, the Company was delisted from the OTC Bulletin Board. Since that time the company trades on the Other OTC or Pink sheets. Also due to the delinquent filings, the Company was unable to implement the Agreement with Dutchess. During January 2009, Dutchess was informed of the delay and agreed to modify the Agreement and proceed with its implementation once the Company has regained its status of being a current filer with the SEC.

NOTE 7 - COMPENSATION FOR OFFICERS

During 2008, compensation of $500 per month was earned by an officer of the Company, in the form of consulting fees, which remained accrued and unpaid as of December 31, 2009 and 2008. During 2009, compensation of $11,000 was earned by this same officer, in the form of consulting fees, which was paid during 2009. Additionally, 1,750,000 shares of common stock were awarded to an officer on August 20, 2008 for consulting services rendered. These shares had a value, based upon the market price at the date of grant, of $26,250 which was expensed during 2008.

NOTE 8 - COMMITMENTS AND CONTINGENCIES

On April 1, 2008, the term of the lease agreement with Corporate Office Centers for two 160 square foot offices located at 11200 Westheimer Rd., Suite 900, Houston Texas, 77042 was revised to one year, and the basic rental increased to $1,701 per month. Extra costs averaging about $250 per month are incurred for other office services and facilities. On December 1, 2008, this lease was modified to only one 160 square foot office for a basic rental of $805 per month, and the term of the lease ended in July of 2010. In August of 2010, the Company transferred its location to a different Corporate Office Centers location at 500 N Rainbow Boulevard, Suite 300, Las Vegas, Nevada 89107 to be located closer to the new CEO, Terri Hourigan. and current office expenses average approximately $200 per month on a yearly lease.

During 2007, a condominium in Key West, owned by one of the Company's wholly owned subsidiaries, Tradewinds International Corp. ("Tradewinds") was lost through foreclosure action taken by Huck Finn, LLC, the note holder. The full amount of the debt owed on the property was a debt of Tradewinds. The debt was incurred by Tradewinds prior to the acquisition of Tradewinds stock by the Company and that debt has never been assumed by Empyrean Holdings. During 2007, Empyrean removed both the Key West Property and Senior Secured Note (including related default accruals) from its books and recognized a loss on abandoned real estate investment property of $139,095.

It is management's belief that, once sold, the proceeds realized from the sale of the Key West Property should be sufficient to settle the amount due under the foreclosure judgment of $617,000. In the event that the proceeds from the ultimate sale are not sufficient to cover the amount due under the foreclosure judgment, Empyrean may be responsible for making up the shortfall. As of December 31, 2008, Huck Finn, LLC has yet sold the property. In addition, management has determined that the probability of additional loss associated with the Key West Condominium is remote. Additionally, management believes that, although Tradewinds has no assets with which to pay the debt, the debt is not an obligation of Empyrean. Thus, no additional accrual was recorded as of December 31, 2008 and 2009. The Company has not been contacted by Huck Finn LLC in regards to this property in several years.

An ex-employee of Empyrean Construction filed a complaint that was distributed to several agencies making unsubstantiated complaints against the Company. The only inquiry to this complaint was received from the U.S. Department of Labor ("DOL"). On March 2, 2009, the Company entered into a settlement agreement, agreeing to pay the ex-employee $15,604.00 in 5 (Five) quarterly installments as recommended by the DOL. At December 31, 2009, the Company's outstanding liability to this ex-employee was $8,272.

NOTE 9- SUBSEQUENT EVENTS

On July 2, 2010 the U.S. Bankruptcy Court District of Nevada (Las Vegas) closed IMR's Chapter 7 Voluntary Bankruptcy Petition. The Company is evaluating its position and believes it has been relieved of its note payable to IMR. As of September 30, 2010, the Company's payable to IMR was $168,518, which included $27,123 of accrued interest.

On October 19, 2010, the Company filed Amended and Restated Articles of Incorporation changing the Company's name from Empyrean Holdings, Inc. to American Asset Development, Inc., effective October 21, 2010.

On October 21, 2010, the Company entered into an Investment Agreement (the "Investment Agreement") with Dutchess Opportunity Fund, II, LP, a Delaware Limited Partnership (the "Investor"). Pursuant to the Investment Agreement, the Investor committed to purchase, subject to certain restrictions and conditions, up to $10,000,000 of the Company's common stock, over a period of 36 months from the first trading day following the effectiveness of the registration statement registering the resale shares purchased by the Investor pursuant to the Investment Agreement (the "Equity Line"). The Company may draw on the facility from time to time, in accordance with the terms and conditions of the Investment Agreement.

Pursuant to the terms of a Registration Rights Agreement dated October 21, 2010 between the Company and the Investor (the "Registration Rights Agreement"), the Company is obligated to file one or more registrations statements with the SEC to register the resale by Investor of the shares of common stock issued or issuable under the Investment Agreement. The Company is obligated to use all commercially reasonable efforts to have the registration statement declared effective by the SEC within 90 days after the registration statement is filed.

The Company evaluated subsequent events through the time the Form 10-K was filed with the Securities and Exchange Commission.

ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

There were no disagreements on accounting for financial disclosure matters in connection with a change in accountants.

ITEM 9A.

CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

An evaluation was performed under the supervision and with the participation of our management, including the Chief Executive Officer (CEO), of the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended). Based on that evaluation, our management, including the CEO, concluded that as of December 31, 2009, our disclosure controls and procedures were not effective to ensure the information required to be disclosed by an issuer in the reports we file or submit under the Securities Exchange Act of 1934, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms relating to us, including our consolidated subsidiaries, and was accumulated and communicated to our management, including our CEO, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.

Internal Control Over Financial Reporting - Management's Annual Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f). The Company's internal control over financial reporting is a process, under the supervision of the Chief Executive Officer, designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company's financial statements for external purposes in accordance with GAAP. Internal control over financial reporting includes those policies and procedures that:

- Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the Company's assets;

- Provide reasonable assurance that transactions are recorded as necessary to permit preparation of the financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations of management and the Board of Directors; and

- Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

Under the supervision and with the participation of our management, including our CEO, we assessed the effectiveness of our internal control over financial reporting based on the framework in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. As a result of this assessment, management identified a material weakness in internal control over financial reporting.

A material weakness is a control deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the Company's annual or interim financial statements will not be prevented or detected on a timely basis.

The material weakness identified is disclosed below.

We identified a material weakness in our internal control over financial reporting as of December 31, 2009 because fundamental elements of an effective control environment were not present as of December 31, 2009, including a code of conduct or ethics; independent oversight and review of financial reporting, financial reporting processes and procedures; and internal control procedures by the Board of Directors, as we have not established an audit committee and our full board has not been adequately performing those functions. Additionally, due to insufficient staffing and the lack of full time personnel, it was not possible to ensure appropriate segregation of duties between incompatible functions, and formalized monitoring procedures have not been established or implemented.

These deficiencies represent a material weakness in our internal control over financial reporting given that it results in a reasonable possibility that a material misstatement to the annual or interim financial statements would not have been prevented or detected. Based on this assessment, our management concluded that our internal control over financial reporting was not effective as of December 31, 2009.

This annual report does not include an attestation report of our independent registered public accounting firm regarding the internal control over financial reporting. We were not required to have, nor have we engaged our independent registered public accounting firm to perform an audit of internal control over financial reporting pursuant to the rules of the Securities and Exchange Commission that permits us to provide only management's report in this annual report.

ITEM 9B.

OTHER INFORMATION

None.

PART III

ITEM 10.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Directors and Executive Officers

The names, ages, and respective positions of the directors, officers, and significant employees of the Company are set forth below. Ms. Hourigan held her positions since July 31, 2009 and there are no other person(s) who can be classified as a promoter or controlling person of the Company. Ms. Hourigan replaced Mr. Robert L. Lee, who held the positions of Director, President and CEO, Secretary and Treasurer from March 2001 through July 2010.

Ms. Terri Hourigan, Chairman of the Board and Chief Executive Officer - Age 54

Ms. Terri Hourigan is a primary shareholder of the Company and is currently acting as Chairman and as the interim Chief Executive Officer. She is a former court reporter for the State of California with over 20 years of service. Her experience includes several years of real estate development experience on her own development in Santa Barbara, California.

Mr. William Morris, Board Member - Age 64

Mr. Morris has over 40 years experience as an architect. Bill is President of a Leeds Certified architectural group, W Morris Architects, and is a member of the American Institute of Architects (AIA) and is registered with the National Council of Architectural Registration Boards (NCARB). He is also President of WM Construction Management Ltd.

Marco Lizarraga, Chief Operation Officer - Age 64

Mr. Lizarraga has decades of experience in corporate operations, employment and training, political consulting, advocacy, as well as city planning and housing consulting.

Code of Ethics

The Company intends to adopt a Code of Business Conduct and Ethics ("Code") applicable to its officers, directors, and employees, which includes the principal executive officer and the principal financial officer The purpose of the Code will be to provide legal and ethical standards to deter wrongdoing and to promote: (a) Honest and ethical conduct; (a) Full, fair, accurate, timely and understandable disclosures; (b) Compliance with laws, rules, and regulations; (c) Prompt internal reporting of violations of the Code; and (d) Accountability for adherence to the Code.

ITEM 11.

EXECUTIVE COMPENSATION

During 2008, compensation of $210,000 was earned by an officer of the Company, in the form of consulting fees, which remained accrued and unpaid as of December 31, 2009 and 2008. During 2009, compensation of $11,000 was earned by this same officer, in the form of consulting fees, which was paid during 2009. Additionally, during 1,750,000 shares of common stock were awarded to an officer on August 20, 2008 for consulting services rendered. These shares had a value, based upon the market price at the date of grant, of $26,250 which was expensed during 2008.

There are no annuity, pension or retirement benefits proposed to be paid to officers, directors or employees of the corporation in the event of retirement at normal retirement date pursuant to any presently existing plan provided or contributed to by the corporation or any of its subsidiaries.

ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The following table sets forth, as of the date of this Annual Report, the total number of shares owned beneficially by each of our directors, officers and key employees, individually and as a group, and the present owners of 5% or more of our total outstanding shares. The stockholders listed below have direct ownership of their shares and possess sole voting and dispositive power with respect to the shares.


Name and Address Beneficial Ownership (2)	Number of Shares	Percentage of Ownership (1)
Terri Hourigan Revocable Trust 2003 c/o Terri Hourigan 500 N Rainbow Blvd, Suite 300 Las Vegas, NV 89107	10,200,000	33.12%

Hesperia Advisors Limited c/o First Independent Trust (Curacao) N.V. 7 Abraham de Veerstraat P.O. Box 840, Willemstad Curacao, Netherlands Antilles	5,000,000	16.23%

Terri Hourigan, Guardian For Minor 500 N Rainbow Blvd, Suite 300 Las Vegas, NV 89107	4,200,000	13.63%

Kirstie Hourigan c/o Terri Hourigan 500 N Rainbow Blvd, Suite 300 Las Vegas, NV 89107	3,800,000	12.33%

Robert L. Lee 12400 Brookglade Circle Unit 63 Houston, TX 77099	3,214,000	10.43%

(1) The percent of class is based on 30,808,066 shares of common stock issued and outstanding as of December 31, 2009.

(2) As used herein, the term beneficial ownership with respect to a security is defined by Rule 13d-3 under the Securities Exchange Act of 1934 as consisting of sole or shared voting power (including the power to vote or direct the vote) and/or sole or shared investment power (including the power to dispose or direct the disposition of) with respect to the security through any contract, arrangement, understanding, relationship or otherwise, including a right to acquire such power(s) during the next 60 days. Unless otherwise noted, beneficial ownership consists of sole ownership, voting and investment rights.

Securities Authorized for Issuance Under Equity Compensation Plans

We have not adopted any equity compensation plans since our inception.

ITEM 13.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

Other than as set forth in Item 7, there are no relationships, transactions, or proposed transactions to which the registrant was or is to be a party, in which any of the named persons set forth in Item 404 of Regulation SB had or is to have a direct or indirect material interest.

ITEM 14.

PRINCIPAL ACCOUNTING FEES AND SERVICES

Aggregate fees for professional services rendered for us by our independent registered public accounting firm as of or for the years ended December 31, 2009 and 2008 were as follows:


	2009		2008
Audit	$	6,000	$	5,750
Audit Related		0		0
Tax		0		0
All Other		0		0

Total	$	6,000	$	5,750

Audit Committee Pre-Approval Procedures

The Board of Directors has not, to date, appointed an Audit Committee.

PART IV

ITEM 15.

EXHIBITS, FINANCIAL STATEMENT SCHEDULES

Exhibit No. Document Location 3.1 Articles of Incorporation Incorporated by Reference 3.2 Bylaws Incorporated by Reference 31.1 and 31.2 Certifications per Rule 13a-14(a)/15d-14(a) Included 32.1 and 32.2 Certifications per Section 1350 Included


EXHIBIT	DOCUMENT	LOCATION

3(i)	Articles of Incorporation - Previously Filed	Previously Filed

3(ii)	Bylaws - Previously Filed.	Previously Filed

31.01	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Included

32.01	Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Included

SIGNATURE

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this Annual Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized, on March 23, 2011.


AMERICAN ASSET DEVELOPMENT, INC. (fka EMPYREAN HOLDINGS, INC.)

By:		/s/ TERRI A. HOURIGAN
		Ms. Terri A. Hourigan
		Chairman of the Board of Directors and Chief Executive Officer

Filing Compare · AMERICAN ASSET DEVELOPMENT, INC.