UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549

FORM 10-K

(Mark One)
[X]	ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the fiscal year ended December 31, 2015
OR
[ ]	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from _________ to _________

Commission file number: 033-27508-LA

Insulcrete, Inc. (Exact Name of the Registrant as Specified in Its Charter)

Delaware (State or Other Jurisdiction of Incorporation or Organization)		33-0338441 (I.R.S. Employer Identification No.)

706 Orchid Drive, Unit D, Bakersfield, California 93308 (Address of principal executive office)

(661) 392-7982 Issuer's telephone number, including area code

(Former Name, Former Address, and Former Fiscal Year, If Changed Since Last Report)

Securities registered under Section 12(b) of the Exchange Act: NONE

Securities registered under Section 12(g) of the Exchange Act: Common Stock

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 X No

Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B contained in this form, and no disclosure will be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes X No

State issuer's revenues for its most recent fiscal year: $0.

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of a specified date within the past 60 days: $0 as of April 3, 2016.

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 54,000 Shares as of December 31, 2015.

Transitional Disclosure Format (Check one): Yes No X

INSULCRETE, INC.

FORM 10-KSB
TABLE OF CONTENTS

		PAGE NO.

PART I

Item 1.	Description of Business	4
Item 1A.	Risk Factors	9
Item 1B.	Unresolved Staff Comments	12
Item 2.	Description of Property	12
Item 3.	Legal Proceedings	12
Item 4.	[Removed and Reserved]	12

PART II

Item 5.	Market for Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	13
Item 6.	Selected Financial Data	13
Item 7.	Management's Discussion and Analysis of Financial Condition or Plan of Operation	14
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	15
Item 8.	Financial Statements and Supplementary Data	16
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	16
Item 9A.	Controls and Procedures	16
Item 9B.	Other Information	17

PART III

Item 10.	Directors, Executive Officers and Corporate Governance	18
Item 11.	Executive Compensation	19
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	19
Item 13.	Certain Relationships and Related Transactions and Director Independence	20
Item 14.	Principal Accountant Fees and Services	20

PART IV
Item 15.	Exhibits	20

Signatures		21

PART I

FORWARD-LOOKING STATEMENTS

THIS FORM 10-K CONTAINS "FORWARD-LOOKING STATEMENTS". FORWARD-LOOKING STATEMENTS ARE STATEMENTS CONCERNING ESTIMATES, PLANS, OBJECTIVES, GOALS, STRATEGIES, EXPECTATIONS, INTENTIONS, PROJECTIONS, DEVELOPMENTS, FUTURE EVENTS, PERFORMANCE OR PRODUCTS, UNDERLYING (EXPRESSED OR IMPLIED) ASUMPTIONS AND OTHER STATEMENTS THAT ARE OTHER THAN HISTORICAL FACTS. IN SOME CASES FORWARD-LOOKING STATEMENTS CAN BE IDENTIFIED BY THE USE OF FORWARD-LOOKING WORDS SUCH AS "ESTIMATED," "BELIEVES," "EXPECTS," "MAY," "WILL," "SHOULD," OR "ANTICIPATES," OR THE NEGATIVE OF THESE WORDS OR OTHER VARIATIONS OF THESE WORDS OR COMPARABLE WORDS, OR BY DISCUSSIONS OF PLANS OR STRATEGY THAT INVOLVE RISKS AND UNCERTAINTIES. MANAGEMENT WISHES TO CAUTION THE READER THAT THESE FORWARD-LOOKING STATEMENTS, INCLUDING, BUT NOT LIMITED TO, STATEMENTS REGARDING THE COMPANY AND ITS PLANS OR INTENTIONS, ESTIMATES, GOALS, COMPETITIVE TRENDS AND OTHER MATTERS THAT ARE NOT HISTORICAL FACTS ARE ONLY PREDICTIONS. NO ASSURANCES CAN BE GIVEN THAT SUCH PREDICTIONS WILL PROVE CORRECT OR THAT THE ANTICIPATED FUTURE RESULTS WILL BE ACHIEVED. ACTUAL EVENTS OR RESULTS MAY DIFFER MATERIALLY EITHER BECAUSE ONE OR MORE PREDICTIONS PROVE TO BE ERRONEOUS OR AS A RESULT OF OTHER RISKS FACING THE COMPANY. FORWARD-LOOKING STATEMENTS SHOULD BE READ IN LIGHT OF THE CAUTIONARY STATEMENTS AND IMPORTANT FACTORS DESCRIBED IN THIS FORM 10-K, INCLUDING, BUT NOT LIMITED TO "THE FACTORS THAT MAY AFFECT FUTURE RESULTS" SHOWN AS ITEM 1A AND IN MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. THE RISKS INCLUDE, BUT ARE NOT LIMITED TO, THE RISKS ASSOCIATED WITH A SHELL COMPANY THAT HAS NO OPERATIONS, THE COMPARATIVELY LIMITED FINANCIAL RESOURCES OF THE COMPANY, THE INTENSE COMPETITION THE COMPANY FACES FROM OTHER ESTABLISHED COMPETITORS, AND THE LEGAL UNCERTAINTIES THAT DIRECTLY AND INDIRECTLY IMPACT "SHELL COMPANIES". ANY ONE OR MORE OF THESE OR OTHER RISKS COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THE FUTURE RESULTS INDICATED, EXPRESSED, OR IMPLIED IN SUCH FORWARD-LOOKING STATEMENTS. WE UNDERTAKE NO OBLIGATION TO UPDATE OR REVISE ANY FORWARD-LOOKING STATEMENT TO REFLECT EVENTS, CIRCUMSTANCES, OR NEW INFORMATION AFTER THE DATE OF THIS FORM 10-K OR TO REFLECT THE OCCURRENCE OF UNANTICIPATED OR OTHER SUBSEQUENT EVENTS.

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As used herein, the term "the Company," "we," "us," and "our" refer to Insulcrete, Inc., a Delaware corporation and its subsidiaries unless otherwise noted.

Item 1. Description of Business

Company Background

We were originally incorporated under the name Sun Harbor Financial Resources, Inc. ("the Company") in the State of Delaware on May 3, 1988.

On August 25, 1988, we effectuated a tax free reorganization ("the Acquisition") under Section 368(a)(1)(B) of the Internal Revenue Code of 1986, as amended. As a result of the Acquisition, we acquired Sun Harbor Mortgage, Inc., a California Corporation ("SHMI"), incorporated in the State of California on January 26, 1981, which became a wholly-owned subsidiary of the Company. SHMI is a financial intermediary and operates a mortgage banking firm with activities in San Diego, California. In addition, our second wholly-owned subsidiary, Peninsula Funding Corporation ("PFC") was a trustee corporation that SHMI specified in its Deeds of Trust to represent the beneficiary, supervise foreclosure proceedings, and issue re-conveyances. At that time we derived re-conveyance and trustee fee revenues through PFC operations. On September 11, 1989 a third wholly-owned subsidiary, Pacific Empire Escrow, Inc. ("PEEI") was incorporated as a California corporation. Pacific Empire Escrow, Inc. was intended to be an independent Escrow company operating in the state of California.

However, Pacific Empire Escrow never became operational, and SHMI formed an Escrow Department to provide Escrow Services for loans that directly involve SHMI. On July 27, 1993, Pacific Empire Escrow, Inc. formally amended its Articles of Incorporation to change its name to Sun Harbor Insurance Services, Inc. ("SHISI"). SHISI offered insurance agency services within San Diego County during the final two quarters of 1993 and for a portion of the first quarter of 1994. However, as a result of a management decision, SHISI's operations were terminated in March 1994. In September, 1994 Sun Harbor Insurance Services, Inc. formally amended its Articles of Incorporation to change its name to Sun Harbor Leasing, Inc. ("SHLI"). SHLI offered a wide range of leases on automobiles, aircraft, boats, office equipment, etc. to Lessees in San Diego and other Southern California counties. SHLI became operational during the fourth quarter of 1994.

1995 Actions RE: Divestiture

On October 31, 1995, our Board of Directors approved the proposed sale of the Company's three wholly-owned subsidiaries, Sun Harbor Mortgage, Inc., Sun Harbor Leasing, Inc., and Peninsula Funding Corporation (collectively, the "Subsidiaries").

The sale was undertaken pursuant to a Board of Director's resolution previously adopted in May 1995 and after the Board of Directors reviewed the cumulative history of losses incurred by us over the immediately preceding five years and the limited profitable business opportunities that the Board of Directors identified in our then existing mortgage banking business. On this basis, the Board of Director retained the services of an independent valuation expert retained to establish the fair market value of $15,000 for the three subsidiaries as of June 29, 1995.

After review of the valuation opinion received, our Board of Directors voted to sell the three subsidiaries to David W. Langill, now deceased, at a selling price of $15,000 in accordance with the terms of the "Stock Purchase Agreement Between Sun Harbor Financial Resources, Inc. and David W. Langill" (the "Agreement"). The late Mr. Langill was a co-founder of the Subsidiaries and a co-founder, officer, and director of the Company.

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Under the terms of the Agreement, Mr. Langill agreed to assume all liabilities, known or unknown, whether asserted or unasserted, whether liquidated or unliquidated, and whether due or to become due, including and liability for taxes, office equipment, and other leases, rents, and other obligations of the Subsidiaries except for certain limited obligations. The Note bears interest at 8%, with a principal amount of fifteen thousand dollars and requires a monthly payment of five hundred dollars beginning January 15, 1996. All unpaid principal and interest is due the Company in full no later than June 29, 1998. The Company attempted to collect these monies from the late Mr. Langill who died in February 2004 but, as stated below, the Company was not successful in collecting any monies on the Note.

We did not collect any monies on the Note and we believe that we have no ability to collect any monies either from Mr. Langill's estate or from any other persons.

Amendments to Articles of Incorporation

On August 13, 2000 and by an action of a majority of our shareholders by written consent and without a meeting, a majority of our shareholders approved an amendment to our Certificate of Incorporation to change our name to Block Tech Corporation.

Subsequently on May 7, 2001 and by an action of a majority of our shareholders by written consent and without a meeting, a majority of our shareholders approved an amendment to our Certificate of Incorporation to change our name to Insulcrete, Inc.

The change in our name to Insulcrete, Inc. was undertaken in anticipation that we may undertake efforts to become active in the residential housing industry. We did not, during the fiscal year ending December 31, 2004 or earlier undertake further efforts to enter the residential housing industry but we continue to explore possible opportunities in this area.

Reverse Stock Split and Stockholder Meeting of April 2009

On April 14, 2009, the Company held its first-ever stockholders' meeting (the "Meeting") in accordance with the Information Statement filed with the Securities and Exchange Commission. At the Meeting, the Company's stockholders approved the reverse stock split whereby one new share of the Company's Common Stock was issued for every five hundred (500) shares held by the stockholder (with all fractional share amounts rounded up to the next whole share (the "Reverse Stock Split").

The stockholders also approved an amendment to the Company's Certificate of Incorporation so that, as amended, the Company increased its authorized Common Stock to 100,000,000.

The stockholders also approved an additional an amendment to the Certificate of Incorporation, so that as amended, the Company's name was changed to Insulcrete, Inc. As of this date we have not completed certain filings with the Financial Industry Regulatory Authority (FINRA) that are required in connection with any corporation action such as the Reverse Stock Split and the change of our corporate name. These filings will need to be completed and we will also need to evaluate whether our common stock has DTC eligibility and take other steps if we are to attempt to regain any trading market for our common stock which does not trade in any existing market.

Filing for Forward Stock Split of March 2016

The holders of a majority of our outstanding stock approved a 60 for one forward split of our Common Stock (the "Forward Split"). The Forward Split was also approved by our Board of Directors and is to take effect upon such date to be approved by the Financial Industry Regulatory Authority (FINRA). We anticipate that the Forward Split will serve to better allow the Company to raise capital and otherwise implement a strategy that may, if circumstances and market conditions allow, allow us to better serve the interests of our stockholders.

Business Services Prior to June 30, 1995

Prior to June 30, 1995, we had three wholly-owned subsidiary corporations, Sun Harbor Mortgage, Inc. ("SHMI"), Peninsula Funding Corporation ("PFC") and Sun Harbor Leasing, Inc. ("SHLI"). SHMI, PFC and SHLI are California corporations. SHMI was a Mortgage Banking and Brokerage firm, PFC was a Trustee corporation and SHLI offers vehicle leasing services. Through its operating subsidiaries, we had seven business services: (1) Equity Lending; (2) Loan Servicing (3) Residential Mortgage Banking Services; (4) Commercial Loan Brokering Services; (5) Re-conveyance and Trustee Fee Services; (6) Escrow Services; and (7) Vehicle Leasing Services.

Completon of Forward Split of Common Stock

On May 16, 2016, we determined that we had fully satisfied the requirements of Section 14C of the Securities Exchange Act of 1934, as amended and the rulers promulgated by the Securities and Exchange Commission (the "Commission") thereunder.

We previously filed Schedule 14C with the Commission and subsequently we distributed the required documents and established a website that displayed a copy of the Schedule 14C and our 2014 Annual Report on Form 10-K (for the fiscal year ending December 31, 2014) that allowed our stockholders to download a copy of these documents. In connection with these efforts we also provided a free telephone access to our stockholders who wanted a copy of the Schedule 14C and the Annual Report. In all of this we sought to ensure that our stockholders would receive a copy of the Schedule 14C and out 2014 Annual Report on Form 10-K.

As reported in the Schedule 14C: the holders of a majority of the outstanding shares of our Common Stock approved the 60 for one forward split of our Common Stock (with all fractional shares rounded up) (the "Forward Split"). Our Board of Directors has set the Record Date as May 20, 2016.

While we are not aware of any trading market for our Common Stock, we believe that the Forward Split may allow us greater financial flexibility.

Current Plan of Operation

Currently, we have assets $182,212 which primarily consists of .20 acres of land located in Indio, California valued at $180,000. We acquired the land because, in the view of our President, it may offer us greater flexibility in the future if circumstances and market conditions allow.

The land was acquired from International Credit Bureau, Inc., a related party, in exchange for 180 shares of our newly-designated Series D Preferred Stock. Apart from the land we have no other

business operations. Since our Total Liabilities exceed our Total Assets, we are insolvent.

We have, at considerable expense, maintained our corporate status with the State of Delaware via filings with the Delaware Secretary of State and payment of annual franchise taxes and annual registered agent fees, and preparation and filing of our "periodic disclosures" with the U.S. Securities and Exchange Commission. These filings, including but not limited to, this Form 10-K, have been undertaken to allow us to remain current in our obligations under Section 13 of the Securities Exchange Act of 1934, as amended. However, there are other filings that, for lack of funds, that we have not completed. These include, but are limited to, filings with FINRA, CUSIP Service Bureau, DTC, and likely others. Until these filings are completed and any issues resolved, we cannot assure you that our Common Stock will regain any tradability in any market.

In this context, we may, if circumstances allow and if we can raise significant amounts of additional capital, undertake efforts to become involved in the residential housing industry or, otherwise remain, pending the approval of our shareholders, a "clean public shell" and thereby seek to either merge with or acquire an operating company with operating history and assets or, in the alternative, we may undertake efforts to become involved in the residential housing industry. The exact form and nature of any investment or activity that we may undertake in any industry has not yet been determined. In our current condition, the Securities and Exchange Commission has defined and designated our company as a "blind pool" and "blank check" company with all of the unfortunate aspects of that moniker. We also are insolvent and deficient in certain filings (as stated earlier).

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If we do not successfully pursue some form of business in the residential housing industry, then our primary activity will likely involve seeking merger or acquisition candidates with whom it can either merge or acquire. We have not selected any company for acquisition or merger and does not intend to limit potential acquisition candidates to any particular field or industry, but does retain the right to limit acquisition or merger candidates, if it so chooses, to a particular field or industry. Our plans are in the conceptual stage only and we may or may not pursue any investments or business activity in the residential housing industry.

To the extent that we are able, we likely will not restrict our search to any specific business, industry or geographical location, and we may participate in a business venture of virtually any kind or nature. The discussion of the proposed business under this caption is purposefully general and is not meant to be restrictive of the Company's virtually unlimited discretion to search for and enter into potential business opportunities. Since we are insolvent, we will be very limited in undertaking any of these actions.

We anticipate that we may, if circumstances allow, obtain funds, if circumstances and market conditions allow, in one or more private placements to finance the operation of any acquired business. Persons purchasing securities in these placements and other shareholders will likely not have the opportunity to participate in the decision relating to any acquisition. The Company's proposed business is sometimes referred to as a "blind pool" because any investors will entrust their investment monies to the Company's management before they have a chance to analyze any ultimate use to which their money may be put. Consequently, the Company's potential success is heavily dependent on the Company's management, which will have virtually unlimited discretion in searching for and entering into a business opportunity. There can be no assurance that the Company will be able to raise any funds in private placements.

Management anticipates that we may, if market conditions and our limited financial resources allow, participate in one potential business venture which may or may not involve the residential housing industry. This lack of diversification should be considered a substantial risk in investing in the Company because it will not permit the Company to offset potential losses from one venture against gains from another.

If circumstances allow and if our financial resources increase significantly, we may seek a business opportunity with a firm which only recently commenced operations, or a developing company in need of additional funds for expansion into new products or markets, or seeking to develop a new product or service, or an established business which may be experiencing financial or operating difficulties and is in the need for additional capital which is perceived to be easier to raise by a public company. In some instances, a business opportunity may involve the acquisition or merger with a corporation which does not need substantial additional cash but which desires to establish a public trading market for its common stock. If our financial circumstances improve significantly, we may, if circumstances allow, purchase assets and establish wholly owned subsidiaries in various businesses or purchase existing businesses as subsidiaries if our financial circumstances dramatically improve.

We anticipate that the selection of a business opportunity in which to participate will be complex and extremely risky. Because of general economic conditions, rapid technological advances being made in some industries, and shortages of available capital, management believes that there are numerous firms seeking the benefits of a publicly traded corporation. Such perceived benefits of a publicly traded corporation may include facilitating or improving the terms on which additional equity financing may be sought, providing liquidity for the principals of a business, creating a means for providing incentive stock options or similar benefits to key employees, providing liquidity (subject to restrictions of applicable statutes) for all shareholders, and other factors. Potentially available business opportunities may occur in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.

As is customary in the industry, we may pay a finder's fee for locating an acquisition prospect. If any such fee is paid, it will be approved by our Board of Directors and will be in accordance with the industry standards. Such fees are customarily between 1% and 5% of the size of the transaction, based upon a sliding scale of the amount involved. Such fees are typically in the range of 5% on a $40,000,000 transaction ratably down to 1% in a $4,000,000 transaction.

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We have insufficient capital with which to provide the owners of business opportunities with any significant cash or other assets. However, management believes we will offer owners of business opportunities the opportunity to acquire a controlling ownership interest in a public company at substantially less cost than is required to conduct an initial public offering.

The owners of the business opportunities will, however, incur significant post-merger or acquisition registration costs in the event they wish to register a portion of their shares for subsequent sale. We will also incur significant legal and accounting costs in connection with the acquisition of a business opportunity including the costs of preparing post-effective amendments, Forms 8-K, agreements and related reports and documents, nevertheless, the officers and directors of the Companies have not conducted market research and are not aware of statistical data which would support the perceived benefits of a merger or acquisition transaction for the owners of a business opportunity.

We do not intend to make any loans to any prospective merger or acquisition candidates or to unaffiliated third parties. We are also insolvent since our Total Liabilities exceeds our Total Assets.

Evaluation of Opportunities

The analysis of new business opportunities will be undertaken by or under the supervision of our sole officer and director,

Mr. Vernon Gunter. We intend to concentrate on identifying prospective business opportunities which may be brought to our attention through present associations with management. In analyzing prospective business opportunities, management will consider such matters as the available technical, financial and managerial resources; working capital and other financial requirements; history of operation, if any; prospects for the future; present and expected competition; the quality and experience of management services which may be available and the depth of that management; the potential for further research, development or exploration; specific risk factors not now foreseeable but which then may be anticipated to impact the proposed activities of the Company; the potential for growth or expansion; the potential for profit; the perceived public recognition or acceptance of products, services or trades; name identification; and other relevant factors. Officers and directors of each company will meet personally with management and key personnel of the firm sponsoring the business opportunity as part of their investigation. To the extent possible, we intend to utilize written reports and personal investigation to evaluate the above factors.

We will not acquire or merge with any company for which audited financial statements cannot be obtained. It may be anticipated that any opportunity in which the Company participates will present certain risks. Many of these risks cannot be adequately identified prior to selection of the specific opportunity, and our shareholders must, therefore, depend on the ability of management to identify and evaluate such risk. In the case of some of the opportunities available to us, it may be anticipated that the promoters thereof have been unable to develop a going concern or that such business is in its development stage in that it has not generated significant revenues from its principal business activities prior to our participation.

There is a risk, even after our participation in the activity and the related expenditure of our funds, that the combined enterprises will still be unable to become a going concern or advance beyond the development stage. Many of the opportunities may involve new and untested products, processes, or market strategies which may not succeed. Such risks will be assumed by us and, therefore, our shareholders.

If circumstances and our financial condition allows, we will not likely restrict our search for any specific kind of business, but may acquire a venture which is in its preliminary or development stage, which is already in operation, or in essentially any stage of its corporate life. It is currently impossible to predict the status of any business in which we may become engaged, in that such business may need additional capital, may merely desire to have its shares publicly traded, or may seek other perceived advantages which we may offer.

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Acquisition of Opportunities

In implementing a structure for a particular business acquisition, the company may become a party to a merger, consolidation, reorganization, joint venture, franchise or licensing agreement with another corporation or entity. It may also purchase stock or assets of an existing business. On the consummation of a transaction, it is possible that our present management and shareholders will not be in control of the Company. In addition, a majority or all of our officers and directors may, as part of the terms of the acquisition transaction, resign and be replaced by new officers and directors without a vote of our shareholders.

We anticipate that any securities issued in any such reorganization would be issued in reliance on exemptions from registration under applicable federal and state securities laws. In some circumstances, however, as a negotiated element of this transaction, we may agree to register such securities either at the time the transaction is consummated, under certain conditions, or at a specified time thereafter. The issuance of substantial additional securities and their potential sale into any trading market which may develop in our Common Stock may have a depressive effect on such market.

While the actual terms of a transaction to which we may be a party cannot be predicted, it may be expected that the parties to the business transaction will find it desirable to avoid the creation of a taxable event and thereby structure the acquisition in a so called "tax-free" reorganization under Section 368(a)(1) of the Internal Revenue Code of 1986, as amended (the "Code"). In order to obtain tax free treatment under the Code, it may be necessary for the owners of the acquired business to own 80% or more of the voting stock of the surviving entity. In such event, our shareholders would retain less than 20% of the issued and outstanding shares of the surviving entity, which could result in significant dilution in the equity of such shareholders.

As part of our investigation, our sole officer and director will likely meet personally with management and key personnel, may visit and inspect material facilities, obtain independent analysis or verification of certain information provided, check reference of management and key personnel, and take other reasonable investigative measures, to the extent of the Company's limited financial resources and management expertise.

The manner in which we may participate in an opportunity will depend on the nature of the opportunity, the respective needs and desires of the Company and other parties, the management of the opportunity, and the relative negotiating strength of the Company and such other management.

With respect to any mergers or acquisitions, negotiations with target company management will be expected to focus on the percentage of the Company which target company shareholders would acquire in exchange for their shareholdings in the target company. Depending upon, among other things, the target company's assets and liabilities, our shareholders will in all likelihood hold a lesser percentage ownership interest in the resulting post-merger company following any merger or acquisition. The percentage ownership may be subject to significant reduction in the event that we acquire a target company with substantial assets. Any merger or acquisition effected by us can be expected to have a significant dilutive effect on the percentage of shares held by our shareholders. (See "Risk Factors").

We will not likely have sufficient funds (unless we are able to raise funds in a private placement) to undertake any significant development, marketing and manufacturing of any products which may be acquired. Accordingly, following the acquisition of any such product, we will, in all likelihood be required to either seek debt or equity financing or obtain funding from third parties, in exchange for which we would probably be required to give up a substantial portion of its interest in any acquired product. There is no assurance that we will be able either to obtain additional financing or interest third parties in providing funding for the further development, marketing and manufacturing of any products acquired.

It is anticipated that the investigation of specific business opportunities and the negotiation, drafting and execution of relevant agreements, disclosure documents and other instruments will require substantial management time and attention and substantial costs for accountants, attorneys and others. If a decision is made not to participate in a specific business opportunity, the costs therefore incurred in the related investigation would not be recoverable. Furthermore, even if an agreement is reached for the participation in a specific business incurred.

In issuing the 180 shares of our Series D Preferred Stock to acquire the Land (described above), we are aware that the holder of the Series D Preferred Stock can redeem the Series D Preferred Stock if we do not remain compliant with certain provisions of the Series D Preferred Stock. However, we believe that the acquisition of the Land serves our best interests but we are aware that we face many challenges over which we have little or no control.

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Employees

We have one part-time employee who serves in management and administrative capacities without any salary.

Item 1A. RISK FACTORS

Our Common Stock is subject to a number of substantial risks, including those described below. Although on October 14, 2014 we acquired certain land valued at $180,000, we remain at this time a "shell company" and we do not have any actual business or operations. If our Common Stock ever regains tradability in any stock market, the trading price or value of its securities could be materially adversely affected. We have only one officer who is able to assist us only on a part-time basis. We are also insolvent since our Total Liabilities exceed our Total Assets. No attempt has been made to rank these risks in the order of their likelihood or potential harm. In addition to those general risks enumerated elsewhere in the document, any purchaser of the Company's common stock should also consider the following risk factors:

Risks Related to the Ownership of the Company's Stock

There is currently no market for our common stock. If a substantial and sustained market for the Company's common stock does not develop, the Company's stockholders may have difficulty selling, or be unable to sell, their shares.

1. New Company: Losses; No Revenues from Operation; Risk of Loss & Insolvency. We face all of the risks inherent in a new business, coupled with the risks involved with what may be considered a blind pool/blank check company. We have incurred losses every year since 1996 and there can be no assurance that we will ever achieve profitability or positive cash flow. Since our Board of Directors approved the sale of our prior business, there is no information at this time upon which to base an assumption that its plans will either materialize or prove successful. There can be no assurance that any of our existing business activities (which are limited) will result in any operating revenues or profits. Investors should be aware that they may lose all or substantially all of their investment. We are also insolvent since our Total Liabilities exceed our Total Assets.

2. One Part-Time Employee. We have one part-time employee, Mr. Vernon Gunter. Our sole officer and director, Mr. Vernon Gunter receives no salary, but she is reimbursed for any expenses that she may incur on behalf of the Company. As a result, Mr. Gunter is engaged in activities outside the operation of the Company and our ability to effect a merger or acquisition may be significantly impaired. In March 2016 we filed our Information Statement on Schedule 14C with the Commission for the Forward Split (60 for one) of our Common Stock. We are completing work on certain filings with FINRA and others, that we anticipate that may allow us to regain tradability of our common stock in any trading market. We cannot assure you that we will be successful in these matters.

3. Reliance Upon One Officer; Limited Time to Devote to Company Business. We are and likely will remain dependent upon the personal efforts and abilities of Mr. Vernon Gunter, our sole officer and director, who devotes only limited time to the affairs of the Company. She has certain business experience but has almost no experience in acquisition or merger activities. The officer and director has not agreed to expend any specific amount of time on behalf of the Company, but will devote such time as necessary to identify and consummate a merger or acquisition.

4. Auditor's Opinion: Going Concern. Our independent auditors, KLJ and Associates, LLP, have expressed substantial doubt about the Company's ability to continue as a going concern since the Company is an early-stage company and there exists only a limited history of operations.

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5. Limited Financial Resources; Need for Additional Financing & Transactions with ICBI. Our financial resources are minimal and we are insolvent. We need to obtain additional financing from the sale of our Common Stock, Debt, or some combination thereof in order to undertake further business plans. Our ability to operate as a going concern is contingent upon its receipt of additional financing through private placements or by loans. We have entered into an agreement and received funds from International Credit Bureau, Inc., a related party, as a loan from International Credit Bureau, Inc. ("ICBI"). We also acquired the Land (referenced above) through a transaction with ICBI. However, there can be no assurance that we will continue to obtain funds from International Credit Bureau, Inc. in the future. Moreover, the transactions with ICBI may be viewed as transactions that are the product of a conflict of interest. A conflict of interest arises whenever a person has an interest on both sides of a transaction. While the Company believes that the transaction ICBI were fair and reasonable and likely at no more costs than that which the Company would obtain from an independent, unrelated third party, there can be no guarantee of that. The Company's business may require additional funds in the future. There can be no assurance that if additional funds are required they will be available, or, if available, that they can be obtained on terms satisfactory to Management. In the event the Company elects to issue stock to raise additional capital, any rights or privileges attached to such stock may either (i) dilute the percentage of ownership of the already issued common shares or (ii) dilute the value of such shares. No rights or privileges have been assigned to the stock and any such rights and privileges will be at the total discretion of the Board of Directors of the Company. There can be no guarantee that the Company will be able to obtain additional financing, or if successful, that it will be able to do so on terms that are reasonable in light of current market conditions

6. No Existing Trading Market for Common Stock. Our Common Stock is currently not traded in any market. If any trading were to commence in the near future (a highly unlikely event) such trading would be limited to the non-OTC Pink Sheets. In prior years trading for the stock was sporadic and there was only a limited market for the Company's Common Stock. At the present time, there is no public market for the Company's Common Stock, and there can be no assurance that a market will in fact develop. Even if a market does develop, it may not be sustained and, given the Company's lack of resources, there is a substantial likelihood that the Company's common stock will not to trade in any public market absent the Company receiving additional significant financial resources.

7. Limited Facilities and Location. We maintain our principal offices at the offices of our President and we own .20 acres of land in Indio, California. The office space is supplied at no cost. We pay our own charges for long distance telephone calls and other miscellaneous secretarial, photocopying and similar expenses.

8. Lack of Revenues And Development Stage Company. We face all of the risks inherent in a new business. There is no information at this time upon which to base an assumption that our plans will either materialize or prove successful. We may or may not pursue any business in the residential housing industry. Our present business and plans have not been determined. There can be no assurance that any of our business activities will result in any operating revenues or profits. Investors should be aware that they may lose all or substantially all of their investment.

9. Lack of Dividends & Obligations to International Credit Bureau, Inc. We have not paid dividends and do not contemplate paying dividends in the foreseeable future. As of December 31, 2015, we owed International Credit Bureau, Inc. (ICBI) the sum of $295,052 under the terms of a promissory note that bears interest at 3%. The obligations under this Note are significantly greater than our current financial resources and there can be no assurance that we will have or obtain the ability to pay these obligations. We also issued 180 shares of our Series D Preferred Stock to ICBI, as well.

10. Competition. We are an insignificant participant among firms which engage in business combinations with, or financing of, development stage enterprises. There are many established management and financial consulting companies and venture capital firms which have significantly greater financial and personnel resources, technical expertise and experience than the Company. In view of our limited financial resources and management availability, we will likely be at a significant competitive disadvantage vis-a-vis our competitors.

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11. Regulation & Taxes.

The Investment Company Act of 1940, as amended, defines an "investment company" as an issuer which is or holds itself out as being engaged primarily in the business of investing, reinvesting or trading of securities. While we do not intend to engage in such activities, we could become subject to regulation under the Investment Company Act of 1940, as amended in the event the Company obtains or continues to hold a minority interest in a number of development stage enterprises. The Company could be expected to incur significant registration and compliance costs if required to register under the Investment Company Act of 1940. Accordingly, management will continue to review our activities from time to time with a view toward reducing the likelihood that we could be classified as an "investment company." We intend to structure a merger or acquisition in such manner as to minimize Federal and State tax consequences to us and to any target company.

12. Possible Rule 144 Stock Sales. Many of our shares of our outstanding Common Stock are "restricted securities" and may be sold only in compliance with Rule 144 adopted under the Securities Act of 1933, as amended or other applicable exemptions from registration. In addition to the "unavailability provisions" of Rule 144(i), Rule 144 provides that a person holding restricted securities for a period of two years may thereafter sell in brokerage transactions, an amount not exceeding in any three month period the greater of either (i) 1% of the Company's outstanding Common Stock, or (ii) the average weekly trading volume during a period of four calendar weeks immediate preceding any sale. Persons who are not affiliated with the Company and who have held their restricted securities for at least three years are not subject to the volume limitation. Possible or actual sales of the Company's Common Stock by present shareholders under Rule 144 may have a depressive effect on the price of the Company's Common Stock in any market which may develop. However, since we are a "shell company" (as that term is defined in Rule 144(i)), any holder of our restricted common stock is not able to claim the exemption provided by Rule 144 to allow to utilize this exemption. Any person who acquires our common stock in any private placement should carefully review Rule 144(i) since any potential public resale may be limited or be deemed impossible in most circumstances.

13. Risks of Low Priced Stocks. Currently, our common stock is not trading in any market and there is no certain prospect that the Company's common stock will regain any trading in any organized market. In the past, the Company's common stock had only limited and sporadic trading in the so-called "pink sheets," and before that, on the "Electronic Bulletin Board." As a result and due to the absence of a market, a shareholder may find it more difficult to dispose of, or to obtain accurate quotations as to the price of, the Company's securities. In the absence of a security being quoted on NASDAQ, or the Company having $2,000,000 in net tangible assets, trading in the Common Stock is covered by Rule 3a51-1 promulgated under the Securities Exchange Act of 1934 for non-NASDAQ and non-exchange listed securities. Under such rule, broker/dealers who recommend such securities to persons other than established customers and accredited investors (generally institutions with assets in excess of $5,000,000 or individuals with net worth in excess of $1,000,000 or an annual income exceeding $200,000 or $300,000 jointly with their spouse) must make a special written suitability determination for the purchaser and receive the purchaser's written agreement to a transaction prior to sale.

Securities are also exempt from this rule if the market price is at least $5.00 per share, or for warrants, if the warrants have an exercise price of at least $5.00 per share. The Securities Enforcement and Penny Stock Reform Act of 1990 requires additional disclosure related to the market for penny stocks and for trades in any stock defined as a penny stock. The Commission has recently adopted regulations under such Act which define a penny stock to be any NASDAQ or non-NASDAQ equity security that has a market price or exercise price of less than $5.00 per share and allow for the enforcement against violators of the proposed rules.

In addition, unless exempt, the rules require the delivery, prior to any transaction involving a penny stock, of a disclosure schedule prepared by the Commission explaining important concepts involving the penny stock market, the nature of such market, terms used in such market, the broker/dealer's duties to the customer, a toll-free telephone number for inquiries about the broker/dealer's disciplinary history, and the customer's rights and remedies in case of fraud or abuse in the sale.

Disclosure also must be made about commissions payable to both the broker/dealer and the registered representative, current quotations for the securities, and if the broker/dealer is the sole market-maker, the broker/dealer must disclose this fact and its control over the market.

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Finally, monthly statements must be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks. While many NASDAQ stocks are covered by the proposed definition of penny stock, transactions in NASDAQ stock are exempt from all but the sole market-maker provision for (i) issuers who have $2,000,000 in tangible assets ($5,000,000 if the issuer has not been in continuous operation for three years), (ii) transactions in which the customer is an institutional accredited investor and (iii) transactions that are not recommended by the broker/dealer. In addition, transactions in a NASDAQ security directly with the NASDAQ market-maker for such securities, are subject only to the sole market-maker disclosure, and the disclosure with regard to commissions to be paid to the broker/dealer and the registered representatives.

Finally, all NASDAQ securities are exempt if NASDAQ raised its requirements for continued listing so that any issuer with less then $2,000,000 in net tangible assets or stockholder's equity would be subject to delisting. These criteria are more stringent than the proposed increased in NASDAQ's maintenance requirements.

Our securities are subject to the above rules on penny stocks and the market liquidity for the Company's securities could be severely affected by limiting the ability of broker/dealers to sell our securities.

Item 1B. Unresolved Staff Comments

None.

Item 2. Description of Properties

We utilize, at no cost, an address maintained by our President, Mr. Vernon Gunter, at 706 Orchid Drive, Unit D, Bakersfield, California 93308 at which we maintain our corporate records. The office is provided to us under an oral lease and may be terminated at any time. We also own .20 acres of land located in Indio, California. The land is within a residential mobile home park in Indio, California. Improvements to the property include city utilities, landscaping and a concrete pad to accommodate a mobile home. The land was acquired in exchange for our issuance of 180 shares of our Series D Preferred Stock.

Item 3. Legal Proceedings

We are not a party to any pending legal proceedings, and no such proceedings are known to be threatened or contemplated.

Item 4.
Submission of Matters to a Vote of Security Holders

In March 2016 we filed our Information Statement on Schedule 14C DEF for the Forward Split of our Common Stock with the Securities and Exchange Commission and it has been distributed to our stockholders.

Prior to the distribution of the Information Statement, the holders of a majority of the outstanding voting rights approved the sixty for one forward split of our Common Stock. The Record Date was later determined to be May 20, 2016.

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PART II

Item 5. Market for Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Market Information

Our Common Stock is not traded on any market and the Company believes that there has been no trading in the stock since the year 2000. Further, we believe that there is no clear prospect that trading in our common stock will suddenly re-occur.

Further, should any market or trading activity commence, it is unlikely that any liquid trading market will evolve for the reasons stated in Section 1.A. of this Form 10-K. For these and other reasons, our Common Stock must be viewed as a highly speculative and extremely risky investment and an investor should be willing to lose all or substantially all of their investment. Our Common Stock has not traded in any market during any recent years and it is not an investment that is suitable for any investor who seeks to preserve the principal value of their investment or who seeks a safe and secure investment.

	High ($)	Low ($)

2013
No Trading

2014
No Trading

2015
No Trading

We have followed the policy of reinvesting earnings in the business and, consequently, we have not paid any cash dividends. At the present time, no change in this policy is under consideration by our Board of Directors. The payment of cash dividends in the future will be determined by the Board of Directors in light of conditions then existing, including our earnings, financial requirements and condition, opportunities for reinvesting earnings, business conditions and other factors. The number of shareholders of record of Common Stock on December 31, 2015 was approximately 737.

Item 6. Selected Financial Data

[omitted}

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Item 7. Management's Discussion and Analysis or Plan of Operation

Overview

From our incorporation in May 1988 to June 30, 1995, we offered mortgage banking and brokering, loan servicing and trustee services. During the fiscal years ending December 31, 2012, and 2013, we had no assets or any business operations. On October 14, 2014, we purchased .20 acres of land located in Indio, California and valued at $180,000 in exchange for 180 shares of our Series D Preferred Stock. We view the acquisition of the land as a transaction that may allow us greater financial flexibility in the future if market conditions allow.

Results of Operations

Fiscal Year Ending December 31, 2015 and Fiscal Year Ending December 31, 2014

Total Revenues for the year ended December 31, 2015 ("Fiscal 2015") were $1,766. The limited revenues reflected our limited business activity by us during Fiscal 2015. By comparison, during the fiscal year ending December 31, 2014 ("Fiscal 2014"), we had $205 in revenues. During Fiscal 204, we similarly had limited business activity except that we did acquire a parcel of .20 acres of land in October 2014. We continue to hold this land and we have not undertaken any business strategy with respect to this land.

Administrative Expenses were $29,577 during Fiscal 2014 compared to $18,287 during Fiscal 2015. The decrease from Fiscal 2014 to Fiscal 2015 reflected management's actions and increased efforts to control costs and limit expenses while also preserving the existence of the Company and possible acquisition opportunities. At all times we have attempted to control costs for overhead, management, and other administrative costs to the lowest possible levels but we cannot assure that we will be successful in these efforts.

On October 14, 2014, we acquired .20 acres of Land in Indio, California. The land was acquired from International Credit Bureau, Inc., a related party, in exchange for 180 shares of our newly-designated Series D Preferred Stock.

During Fiscal 2014 and Fiscal 2015, we had interest expense of $7,886 and $8,592, respectively. This interest expense was due on the note issued to International Credit Bureau, Inc. ("ICBI") which the Company issued in payment of monies received from time to time from ICBI, a related party. We also had $0 in other expenses in Fiscal 2014 and Fiscal 2015. As a result, we recorded a Net Loss of $37,258 in Fiscal 2014 compared to a Net Loss of $37,258 in Fiscal 2015. Our Basic Loss Per Share in Fiscal 2014 was $0.69 compared to a Basic Loss Per Share of $0.47 in Fiscal 2015.

Liquidity and Capital Resources

We lack liquid financial resources and we lack access to any significant source of capital or financing needed to support our corporate existence. We remain dependent upon the gratuitous interest of a few stockholders who may or may not have any interest in supporting us and ensuring that our corporate existence is maintained.

There can be no assurance that we will have or receive sufficient financial resources that will enable us to continue our corporate charter, continue our filings required under the Securities Exchange Act of 1934, as amended, or otherwise continue as a corporation.

Our existence is entirely tenuous and uncertain. Our management believes that we will likely require approximately $25,000 to $40,000 or more in financing per year to maintain our corporate existence and we have not received any indication that such funds are or will become available except that, currently, we have obtained and rely upon funding of $295,052 (as of December 31, 2015) from International Credit Bureau, Inc. ("ICBI") (a related party) under the terms of a promissory note that bears interest at 3%. The arrangement, the issuance of the 180 shares of our Series D Preferred Stock, and the Note issued to ICBI are transactions with a related party and there can be no assurance that we will continue to obtain funds from ICBI in the future. Further, we are aware that all transactions with any related party carry with them the possibility that the transaction may be viewed as unfair and the product of a conflict of interest. A conflict of interest arises whenever a party has an interest on both sides of a transaction. While we believe that the transactions with ICBI were undertaken on fair and reasonable terms - similar to that which the Company could obtain from an independent unrelated third party, there can be no assurance that the Company's transactions with ICBI were obtained on terms that were no more than that from an independent third party.

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Impact of Inflation

Inflation has not had a significant effect on the Company's operation during the three years ending December 31, 2015.

Recent Accounting Pronouncements

In June 2014, the FASB issued ASU 2014-10, "Development Stage Entities (Topic 915): Elimination of Certain Financial Requirements" The objective of the amendments in this Update is to improve financial reporting by reducing the cost and complexity associated with the incremental reporting requirements for development stage entities. Users of financial statements of development stage entities told the Board that the development stage entity distinction, the inception-to-date information, and certain other disclosures currently required under U.S. generally accepted accounting principles (GAAP) in the financial statements of development stage entities provide information that has limited relevance and is generally not decision useful. As a result, the amendments in this Update remove all incremental financial reporting requirements from U.S. GAAP for development stage entities, thereby improving financial reporting by eliminating the cost and complexity associated with providing that information. The Company has elected to early adopt these amendments and accordingly have not labeled the financial statements as those of a development stage entity and have not presented inception-to-date information on the respective financial statements.

In August 2014, the FASB issued ASU 2014-15 "Presentation of Financial Statements - Going Concern (Subtopic 205-40) Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern". Under generally accepted accounting principles (GAAP), continuation of a reporting entity as a going concern is presumed as the basis for preparing financial statements unless and until the entity's liquidation becomes imminent. Preparation of financial statements under this presumption is commonly referred to as the going concern basis of accounting. If and when an entity's liquidation becomes imminent, financial statements should be prepared under the liquidation basis of accounting in accordance with Subtopic 205-30, Presentation of Financial Statements-Liquidation Basis of Accounting.

In January 2015, the FASB issued ASU 2015-01 "Income Statement - Extraordinary and Unusual Items (Subtopic 225-20) Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items". This update eliminates from GAAP the concept of extraordinary items. Subtopic225-20, Income Statement-Extraordinary and Unusual Items, required that an entity separately classify, present, and disclose extraordinary events and transactions.

Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying consolidated financial statements.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Absence of Trading Market in Our Common Stock

Our Common Stock does not currently trade in any stock market or stock exchange and it is unlikely that it will gain tradability on any stock market or stock exchange in the near future. If we were to attempt to gain tradability for our Common Stock on the Pink Sheets market or the OTC Bulletin Board Market, we would need to complete either an acquisition of an existing company or enterprise or obtain sufficient capital to investment in the development of a new enterprise.

Impact of Revised Rule 144 of the Securities Act of 1933

On February 15, 2008, the Securities and Exchange Commission (the "SEC") amended Rule 144 of the Securities Act of 1933. Under the amendment, Rule 144(i) was adopted to retroactively and prospectively prohibit the claim of exemption under Rule 144 where the issuer of the security is a "shell company" (as set forth in Rule 144(i)). As a result, certain of our stockholders may find it difficult or impossible to ever effect a public-re-sale of their Common Stock.

Volatility of Micro-Cap Markets & Impact on Small Companies

Since September 2008, United States and foreign capital markets have experienced extreme volatility beyond the levels experienced historically. And, for small companies such as the Company, this volatility has served to further limit access to private and public capital markets. We have no control over these conditions and we do not anticipate that these market conditions will improve in the near future. As a result, our Common Stock and the common stocks of other "micro-cap" corporations will likely remain volatile for the foreseeable future.

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Item 8. Financial Statements and Supplementary Data

See Attached.

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.

Item 9A. Controls and Procedures
Evaluation of Disclosure Controls and Procedures

We conducted an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. The term "disclosure controls and procedures," as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as amended ("Exchange Act"), means controls and other procedures of a company that are designed to ensure that information required to be disclosed by the company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms. Disclosure controls and procedures also include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.

Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded (as of December 31, 2015 and as a result of management's further review of these matters), that our disclosure controls and procedures were not effective because of the untimely filing of the management report on the internal controls. We have since taken steps to ensure that our disclosure controls and procedures will be effective in that we will be able to timely file the management report in all future filings with the Securities and Exchange Commission.

However, it should be noted that the design of any system of controls 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, regardless of how remote.

Management's Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The internal controls for the Company are provided by executive management's review and approval of all transactions. Our internal control over financial reporting also includes those policies and procedures that:

(1)	pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets;
(2)	provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP, and that our receipts and expenditures are being made only in accordance with the authorization of our management; and
(3)	provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.

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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.

Management assessed the effectiveness of the Company's internal control over financial reporting as of December 31, 2015. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework. Management's assessment included an evaluation of the design of our internal control over financial reporting and testing of the operational effectiveness of these controls.

Based on this assessment, management has concluded that as of December 31, 2015 our internal control over financial reporting was effective to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

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

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during our fiscal quarter ended December 31, 2015 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Item 9B. Other Information

None.

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PART III

Item 10. Directors, Executive Officers, and Corporate Governance

The names and ages of the Directors and Executive Officers of the Company are as follows:

Name	Age	Position	Since
Vernon Gunter	74	Chairman, President, & CEO	07-14-2015

The Directors serve until the next annual meeting of shareholders or until their successors are elected.

Vernon Gunter was elected Chairman, President, CEO of the Company on July 14, 2015. Mr. Gunter is a registered California real estate broker and he has been in the real estate industry for over 30 years. Mr. Gunter was elected to serve upon the resignation of Ms. Lisa Norman who resigned due to health reasons.

Compliance with Section 16(a) of the Exchange Act

Section 16(a) of the Securities Exchange Act of 1934 (the "Exchange Act") requires the Company's directors, executive officers and persons who own more than 10% of the Company's Common Stock (collectively "Covered Persons") to file initial reports of ownership (Form 3) and reports of changes in ownership of Common Stock (Forms 4 and Forms 5) with the Securities and Exchange Commission (the "Commission") as well as the Company and any exchange upon which the Company's Common Stock is listed.

The Company is required to identify Covered Persons that the Company knows have failed to file or filed late Section 16(a) reports during the previous fiscal year. To the Company's knowledge, the following Covered Persons during the fiscal year ended December 31, 2015 failed to file on a timely basis reports required by Section 16(a) of the Exchange Act:

Name	Position	Number of Reports Not Filed on a Timely Basis (1)
Vernon Gunter	President, Chairman of the Board, CEO, CFO	Form 3; Form 5


(1)To the Company's knowledge in the fiscal year ended December 31, 2015.

No director of the Company is also currently a director of any company registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended or any company registered as an investment company under the Investment Company Act of 1940, as amended.

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Item 11. Executive Compensation

The Company's Board of Directors has authorized the compensation of its officers with the following annual cash salaries:

SUMMARY COMPENSATION TABLE (1)

		Annual Compensation			Long-Term Compensation

					Awards Payouts

Name and Principal Position (a)	Year (b)	Salary ($) (c)	Bonus ($) (d)	Other Annual Compen-sation ($) (e)*	Restricted Stock Awards (s) ($) (f)	Securities Underly-ing Options/ SARs (#) (g)	LTIP Payouts ($) (h)	All Other Compen-sation ($) (i)

Vernon Gunter Chairman, President, CEO, and CFO	2013 2014 2015	$0 $0 $0	$0 $0 $0	$0 $0 $0	$0 $0 $0	0 0 0	$0 $0 $0	$0 $0 $0


Footnote:
1 Ms. Lisa Norman served as the Company's President, CEO, and Chairman during the 2013 and 2014 fiscal years and during the 2015 fiscal year until July 14, 2015. She did not receive any compensation for all said services during any of these years. No other compensation was paid, accrued or received by any of the Company's officers or directors for any of the years shown.

Compensation Discussion and Analysis

The Company has not paid and has incurred no obligations for the payment of any compensation to its sole officer and director during the fiscal years ending December 31, 2013, 2014, and 2015.

Compensation of Non-Executive Directors

Non-executive directors do not receive compensation but are reimbursed for their expenses for each meeting of the board that they attend.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The following table sets forth information relating to the beneficial ownership of the Company common stock by those persons beneficially holding more than 5% of the Company's common stock, by the Company's directors and executive officers, and by all of the Company's directors and executive officers as a group as of December 31, 2015:


(1)	(2)	(3)	(4)
Title Of Class	Name And Address Of Beneficial Owner	Amount And Nature Of Beneficial Owner	Percent Of Class

Common Stock	Vernon Gunter 706 Orchid Drive, Unit D Bakersfield, CA 93308	0	0%

Officers and Directors as a group (1 person)		0	0%

Common Stock	International Credit Bureau, Inc. 706 Orchid Drive, Unit D Bakersfield, CA 93308	42,356	70.59%

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Item 13. Certain Relationships and Related Transactions

The Company entered in an agreement with International Credit Bureau, Inc. ("ICBI"), a company owned and controlled by a relative of Lisa Norman, the Company's former Chairman, President, CEO, and Treasurer. Under the terms of the Agreement, the Company borrowed an aggregate of $295,052 as of December 31, 2015 as a promissory note issued to International Credit Bureau, Inc. (a related party). The interest rate on the note is 3% and the note allows the Company to borrow funds, from time to time, to increase the principal amount of the note, as the parties mutually agree.

On October 14, 2014, we acquired .20 acres of land in Indio, California (the "Land") from ICBI in exchange for the issuance of 180 shares of our Series D Preferred Stock. Since ICBI is a related party, we are sensitive to any conflict of interest. The holder of the Series D Preferred Stock has certain rights as set forth in the Certificate of Designation of Preferences

Item 14. Principal Accountant Fees and Services
Audit Fees

KLJ and Associates, LLP is expected to bill approximately $4,000 for the audit of our 2015 annual financial statements. For the fiscal years ended December 31, 2014, PLS CPA LLP Chang G. Park billed $6,400 for the audit of our annual financial statements and review of our Form 10-Q filings.

Audit-Related Fees

There were no fees billed for services reasonably related to the performance of the audit or review of our financial statements outside of those fees disclosed above under "Audit Fees" for fiscal years 2014 and 2015.

Tax Fees

There were no fees billed for tax compliance, tax advice, and tax planning services for the fiscal years ended December 31, 2014 and 2015.

All Other Fees

There were no fees billed for other services for the fiscal years ended December 31, 2014 and 2015.

Pre-approval Policies and Procedures

Prior to engaging our accountants to perform a particular service, our board of directors obtains an estimate for the service to be performed. The board in accordance with procedures for the company approved all of the services described above.

PART IV

Item 15. Exhibits

31		Rule 13a-14(a)/15d-14a(a) Certifications
	31.1	Rule 13a-14(a) Certification of Chief Executive Officer
	31.2	Rule 13a-14(a) Certification of Chief Financial Officer

32		Section 1350 Certifications
	32.1	Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of Chief Executive Officer
	32.2	Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of Chief Financial Officer

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SIGNATURES

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

(Registrant:) INSULCRETE, INC.

/s/ Vernon Gunter Vernon Gunter President, Chief Executive Officer & Chairman of the Board	Date: August 4, 2016

In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.

/s/

Vernon Gunter
Vernon Gunter
President, Chief Executive Officer
and Chairman of the Board

Date:

August 4, 2016

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KLJ

& Associates, LLP
CERTIFIED PUBLIC ACCOUNTANTS

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of Insulcrete, Inc.

We have audited the accompanying balance sheet of Insulcrete, Inc. (the "Company") as of December 31, 2015 , and the related statements of operations, stockholders' equity, and cash flows for the year ended December 31, 2015. Insulcrete, Inc.'s management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audits 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.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Insulcrete, Inc. as of December 31, 2015 and for the year then ended in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 4 to the financial statements the Company has limited working capital. These matters raise substantial doubt about the Company's ability to continue as a going concern. Management's plans concerning these matters are also described in Note 4. The financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result should the Company be unable to continue as a going concern.

/s/ KLJ & Associates, LLP

KLJ & Associates, LLP

Edina, MN

August 1, 2016

5201Eden Avenue
Suite 300
Edina, MN 55436
630.277.2330

PLS CPA, A PROFESSIONAL CORP.

t 4725 MERCURY STREET #210 t SAN DIEGO t CALIFORNIA 92111t
t TELEPHONE (858) 722-5953 t FAX (858) 761-0341 t FAX (858) 433-2979
t E-MAIL changgpark@gmail.com t

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholders
Insulcrete, Inc.

We have audited the accompanying balance sheet of Insulcrete, Inc. (the "Company") as of December 31, 2014, the related statements of operations, changes in shareholders' deficit and cash flows for the year ended 2014. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statements presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Insulcrete Inc. as of December 31, 2014, the result of its operations and its cash flows for the period from the year ended December 31, 2014 conformity with U.S. generally accepted accounting principles.

The financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 4 to the financial statements, the Company's losses from operations raise substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ PLS CPA
PLS CPA, A Professional Corp.

April 15, 2015
San Diego, CA. 92111

Registered with the Public Company Accounting Oversight Board

23

<TOC>

INSULCRETE, INC. Balance Sheets



			As of December 31, 2015		As of December 31, 2014


ASSETS
Current Assets
	Cash		$	2,212	$	146

Total Current Assets				2,212		146

Long-Term Assets
	Land			180,000		180,000

Total Long-Term Assets				180,000		180,000



		TOTAL ASSETS	$	182,212	$	180,146





LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities
	Accounts Payable		$	4,500	$	2,913
	Note Payable - related party			295,052		278,052
	Accrued Interest Payable			50,639		42,048

Total Current Liabilities				350,191		323,013

Long-Term Liabilities				-		-

Total Long-Term Liabilities				-		-


		TOTAL LIABILITIES		350,191		323,013

Stockholders' Equity (Deficit)
	Preferred stock, ($.01 par value, 5,000,000 shares authorized;
		Series B - 334,000 shares issued and outstanding as of December 31, 2015 and December 31, 2014.		3,340		3,340
		Series D - 180 shares issued and outstanding as of December 31, 2015 and December 31, 2014.)		2		2
	Common stock ($.01 par value, 100,000,000 shares authorized;
		54,000 shares issued and outstanding as of December 31, 2015 and December 31, 2013)		540		540
	Additional paid-in capital			384,080		384,080
	Acumulated deficit			(555,942)		(530,829)

Total Stockholders' Equity (Deficit)				(167,980)		(142,867)


		TOTAL LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)	$	182,212	$	180,146

See Notes to Financial Statements

24

INSULCRETE, INC. Statements of Operations



		Year Ended December 31,
		2015		2014


Revenues
	Revenues	$	1,766	$	205

Total Revenues			1,766		205

Operating Costs
	Administrative Expenses		18,287		29,577

Total Operating Costs			18,287		29,577

Income (loss) from Operations			(16,521)		(29,372)


Other Income & (Expenses)
	Other income		-		-
	Interest (expense)		(8,592)		(7,886)

Total Other Income & (Expenses)			(8,592)		(7,886)


Net Loss		$	(25,113)	$	(37,258)




Basic loss per share		$	(0.47)	$	(0.69)




Weighted average number of common shares outstanding			54,000		54,000

See Notes to Financial Statements

25

INSULCRETE, INC.
Statement of Changes in Stockholders' Equity (Deficit)

Preferred
Stock

Preferred
Stock
Amount

Common
Stock

Common
Stock
Amount

Additional
Paid-in
Capital

Accumulated
Deficit

Total

Balance, December 31, 2013

334,000

3,340

54,000

540

204,082

(493,571)

(285,609)

Preferred Stock series D issued for Land

180

179,998

180,000

Net Loss, December 31, 2014

(37,258)

Balance, December 31, 2014

334,180

3,342

54,000

540

384,080

(530,829)

(142,867)

Net Loss, December 31, 2015

(25,113)

Balance, December 31, 2015

334,180

3,342

54,000

540

384,080

(555,942)

(167,980)

See Notes to Financial Statements

26

INSULCRETE, INC. Statements of Cash Flows



		Year Ended December 31,
		2015		2014



CASH FLOWS FROM OPERATING ACTIVITIES
	Net income (loss)	$	(25,113)	$	(37,258)
	Adjustments to reconcile net income to net cash provided by (used in) operating activities:
	Common stock issued for bonus		-		-
	Changes in operating assets and liabilities:
	Increase (decrease) in accounts payable		1,588		1,713
	Increase (decrease) in interest payable		8,591		7,886
	Decrease (increase) in prepaid expenses		-		1,600

	*Net cash provided by (used in) operating activities*		(14,934)		(26,060)

CASH FLOWS FROM INVESTING ACTIVITIES
	Decrease (increase) Real Estate		-		-

	*Net cash provided by (used in) investing activities*		-		-

CASH FLOWS FROM FINANCING ACTIVITIES
	Proceeds from issuance of common stock		-		-
	Proceeds from issuance of preferred stock		-		-
	Note payable - related party		17,000		25,400

	*Net cash provided by (used in) financing activities*		17,000		25,400


	*Net increase (decrease) in cash*		2,067		(660)

	*Cash at beginning of year*		146		805


	*Cash at end of year*	$	2,212	$	146






Interest paid		$	-	$	-




Income taxes paid		$	-	$	-




Non-cash transactions affecting Operating, Investing and Financing activities

	Preferred Stock series D issued for Land	$	-	$	180,000

See Notes to Financial Statements

27

INSULCRETE, INC.
Notes to Financial Statements
As of December 31, 2015 and 2014

NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Insulcrete, Inc (the Company) was incorporated under the laws of the State of Delaware on May 3, 1988.

Business Services Prior to June 30, 1995

Current Plan of Operation

In this context, we may, if circumstances allow, undertake efforts to become involved in the residential housing industry or, otherwise remain, pending the approval of our shareholders, a "clean public shell" and thereby seek to either merge with or acquire an operating company with operating history and assets or, in the alternative, we may undertake efforts to become involved in the residential housing industry. The exact form and nature of any investment or activity that we may undertake in any industry has not yet been determined.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Basis of Accounting

The Company's financial statements are prepared using the accrual method of accounting. The Company has elected a December 31, year-end.

b. Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to the useful life and valuation of long-lived assets and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company's estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

c. Basic Earnings per Share

The basic earnings (loss) per share are calculated by dividing the Company's net income available to common shareholders by the weighted average number of common shares during the year. The diluted earnings (loss) per share is calculated by dividing the Company's net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity.

Because the Company does not have any potentially dilutive securities, the accompanying presentation is only of basic loss per share. Diluted earnings (loss) per share are the same as basic earnings (loss) per share due to the lack of dilutive items in the Company.

d. Cash Equivalents

The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.

e. Stock Based Compensation

We follow ASC 718-10, "Stock Compensation", which addresses the accounting for transactions in which an entity exchanges its equity instruments for goods or services, with a primary focus on transactions in which an entity obtains employee services in share-based payment transactions. ASC 718-10 is a revision to SFAS No. 123, "Accounting for Stock-Based Compensation," and supersedes Accounting Principles Board ("APB") Opinion No. 25, "Accounting for Stock Issued to Employees," and its related implementation guidance. SC 718-10 requires measurement of the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). Incremental compensation costs arising from subsequent modifications of awards after the grant date must be recognized. The Company has not adopted a stock option plan and has not granted any stock options. The Company granted stock awards, at par value, to its officers, directors and advisors for services rendered in its formation. Accordingly, stock-based compensation has been recorded to date.

f. Income Taxes

The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been recognized in the Company's financial statements or tax returns using the liability method. Under this method, deferred tax liabilities and assets are determined based on the temporary differences between the financial statement carrying amounts and tax bases of assets and liabilities using enacted rates in effect in the years during which the differences are expected to reverse and upon the possible realization of net operating loss carry-forwards. Additionally, the Company has not recognized any amount for a tax position taken or expected to be taken on its tax return, or for any interest or penalties.

g. Revenue Recognition
:

The Company uses the accrual method of accounting. Under this method, revenues are recognized when earned and expenses are recorded when incurred.

h. Fixed Assets:

Fixed Assets are recorded at their cost of acquisition. The Company's fixed assets include .20 acres of improved land with an appraised value of $180,000. The property was acquired from a related party on October 14, 2014 in exchange for 180 shares of the Company's Series D Preferred Stock. Improvements include a concrete pad, minimal landscaping and city utilities to accommodate a mobile home. The property is located at 80501 Avenue 48 #59, Indio, California 92201.

Except as described above, office facilities, furniture, equipment and supplies are provided without cost by the Company's principal shareholder.

i. New Accounting Pronouncements:

NOTE 3. WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares of common.

NOTE 4. GOING CONCERN

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company generated net losses of $555,942 during the period from May 3, 1988 (inception) to December 31, 2015. This condition raises substantial doubt about the Company's ability to continue as a going concern. The Company's continuation as a going concern is dependent on its ability to meet its obligations, to obtain additional financing as may be required and ultimately to attain profitability. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Management plans to raise additional funds through debt or equity offerings. There is no guarantee that the Company will be able to raise any capital through any type of offerings.

NOTE 5 LAND

	December 31, 2015	December 31, 2014

Land	180,000	180,000

Land acquired per NOTE 6 consists of a .20 acre lot in a residential mobile home park in Indio, California. Improvements to the property include city utilities, landscaping and a concrete pad to accommodate a mobile home. The Land was acquired in exchange for the Company's issuance of 180 shares of our newly designated Series D Preferred Stock.

NOTE 6. RELATED PARTY TRANSACTION

On October 14, 2014, the Company acquired .20 acres of land in a residential development located at 80501 Avenue 48, #59, Indio, California 92201. The Land, which has an appraised value of $180,000 (as of June 25, 2014) was acquired from International Credit Bureau, Inc. ("ICBI"), a Nevada corporation. ICBI is an affiliate of the Company. The Real Property was acquired in exchange for the Company's issuance of 180 shares of our newly designated Series D Preferred Stock.

A director provides office services without charge. Such costs are immaterial to the financial statements and accordingly, have not been reflected therein. The officers and directors of the Company are involved in other business activities and may, in the future, become involved in other business opportunities as they become available, such persons may face a conflict in selecting between the Company and their other business interests. The Company has not formulated a policy for the resolution of such conflicts.

As of December 31, 2015 the Company has a note payable due to ICBC in the amount of $295,092. This is an unsecured loan with an interest rate of 3%. Total interest recorded for the period ended December 31, 2015 was $8,592. As of December 31, 2015 accrued interest expense is $50,639.

NOTE 7. INCOME TAXES

	As of December 31, 2015	As of December 31, 2014

Deferred tax assets:
Net operating tax carryforwards	$ 187,372	$ 178,834
Other	-0-	-0-

Gross deferred tax assets	187,372	178,834
Valuation allowance	(187,372)	(178,834)


Net deferred tax assets	$-0-	$-0-

Realization of deferred tax assets is dependent upon sufficient future taxable income during the period that deductible temporary differences and carryforwards are expected to be available to reduce taxable income. As the achievement of required future taxable income is uncertain, the Company recorded a valuation allowance.

NOTE 8. PREFERRED STOCK

Preferred stock, $ 0.01 par value: 5,000,000 shares authorized.
Series "B" Preferred stock, 900,000 shares authorized, 334,000 shares issued and outstanding
Series "D" Preferred stock, 500 shares authorized, 180 shares issued and outstanding

On October 14, 2014, the Company designated 500 of the Company's authorized preferred stock (par value $0.01 as series "D" Preferred Stock and issued 180 shares of series "D" Preferred Stock to an affiliate of the Company to acquire certain real property located in Indio, California.

In general, the Series D Preferred Stock has the following rights and privileges: (1) no voting rights, (2) rights to receive dividends solely in the form of shares of our Common Stock in the amount of 1,200 shares of our Common Stock as an annual dividend per year; (3) liquidation rights of $1,200.00 per share; (4) no right to convert the Preferred Stock into shares of our Common Stock; (5) a redemption right exercisable no later than July 15, 2016; (6) a right to preclude us from undertaking any sale, transfer, or encumbrance of the Real Property; and (7) certain default rights upon the occurrence or the reasonable belief of the later occurrence of any one or more Events of Default such as an "Encumbrance Event," an "Insolvency Event," or a "Change of Control Event."

Subject to the Default Rights granted to the holder of the Series D Preferred Stock hereunder, the Company shall have the right to call and redeem the Series D Preferred Shares at any time after issuance but no later than July 15, 2016 provided that the Corporation transfer all right, title, and interest in and to that certain parcel of real property located 80501 Avenue 48 #59, Indio, California 92201 to the holder of the Series D Preferred Stock.

In general, the Series B Preferred Stock has the following rights and privileges: (i) each share of the Series B Preferred Stock has the right to two votes per share and to vote with the Company's common stockholders on any matter presented before them; (ii) each share of the Series B Preferred Stock has the right to convert into four shares of the Company's Common Stock at any time after July 1, 2007; and (iii) the number of shares of the Company's Common Stock that are to be issued upon conversion of the Series B Preferred Stock are not to be reduced or increased by reason of any forward or reverse stock split or other recapitalization. The Series B Preferred Stock is not redeemable by the Company on or after July 1, 2008. In the event that the Company's Board of Directors declares any dividends, the holders of the Series B Preferred Stock have the same rights and privileges and are entitled to share ratably with the holders of the Company's Common Stock in any such dividend.

NOTE 9. COMMON STOCK

Common stock, $ 0.01 par value: 100,000,000 shares authorized; 54,000 shares issued and outstanding.

On April 14, 2009, the Company increased the number of authorized shares of common stock from 30,000,000 to 100,000,000.

On April 14, 2009, the Company declared a 500 to 1 "reverse split" of its issued and outstanding common stock. The result of the "reverse split" was the retirement of all of its outstanding shares; 27,000,000 and the issuance of 54,000 new common shares. All share numbers have been retroactively adjusted for all periods presented giving effect to the 500-for-1 reserve stock split.

NOTE 10. SUBSEQUENT EVENTS

The Company has evaluated all events that occur after the balance sheet date through the date when the financial statements were issued to determine if they must be reported. The Management of the Company determined that there were no reportable subsequent event(s) to be disclosed.

Insulcrete, Inc. 10-K