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

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

~~Form~~FORM 10-K

~~(Mark~~x Annual Report Pursuant ~~One~~to Section 13 or 15(D) of the Securities Exchange Act of 1934

~~x ANNUAL~~for ~~REPORT~~the ~~UNDER~~fiscal ~~SECTION~~year 13ended ORDecember 31, ~~15(d)~~2009

OF¨ Transition Report Under ~~THE~~Section ~~SECURITIES~~13 ~~EXCHANGE~~or ~~ACT~~15(D) OFof the Securities Exchange Act of 1934

~~For~~for the ~~fiscal~~transition ~~year~~period ~~ended~~from ~~December~~_______________ ~~31,~~to ~~2008~~_______________

~~o TRANSITION REPORT UNDER~~Commission ~~SECTION~~File ~~13 OR 15(d)~~Number: 000-53393

~~OF THE~~CLS ~~SECURITIES~~CAPITAL ~~EXCHANGE ACT OF 1934~~GROUP, INC.

~~For~~(fka ~~the~~Accelerated ~~transition~~Acquisitions ~~period~~III, ~~from ______________ to ______________~~Inc.)

~~Commission~~(Exact ~~File~~name ~~Number~~of ~~000-53393~~ small Business Issuer as specified in its charter)

Accelerated Acquisitions III, Inc.

Delaware		26-2517715
(State or other jurisdiction of incorporation or		(IRS Employer Identification No.)
organization)

6800 W. Central Ave, Suite E-1

Toledo, OH		43617
(Address of principal executive offices)		(Zip Code)

~~(Exact~~Issuer's ~~name~~telephone ofnumber, ~~registrant~~including asarea ~~specified~~code: ~~in its charter~~(888) 616-6639

Delaware		26-2517715
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

n/a

Former address if changed since last report

~~122 Ocean~~Securities ~~Park~~registered ~~Blvd.,~~under ~~Suite~~Section ~~307,~~12(b) ~~Santa~~of ~~Monica,~~the CAExchange ~~90405~~Act: None

(Address of principal executive offices)

(310) 396-1691

(Registrant’s telephone number, including area code)

Securities registered under Section 12(b) of the Exchange Act:

None.

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

Common Stock, par value $0.0001 ~~par value~~ per share

Check whether the issuer (~~Title~~1) filed all reports required to be filed by Section 13 or 15(d) of ~~Class~~the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Check if ~~whether~~there ~~the~~is ~~registrant~~no isdisclosure aof ~~well~~delinquent filers in response to Item 405 of Regulation S-~~known~~K ~~seasoned~~contained ~~issuer~~in this form, asand ~~defined~~no disclosure will be contained, to the best of registrant's knowledge, in ~~Rule~~definitive ~~405~~proxy or information statements incorporated by reference in Part III of ~~the~~this ~~Securities~~Form ~~Act. Yes~~10-K ~~o No~~or xany amendment to this Form 10-K. ¨

~~Check~~Indicate by check mark whether the registrant is ~~not~~a ~~required~~large toaccelerated ~~file~~filer, ~~reports~~an accelerated ~~pursuant~~filer, toa ~~Section~~non-accelerated 13filer or a smaller reporting company. See ~~15(d)~~the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. o

~~Check whether~~Large ~~the~~Accelerated ~~registrant~~Filer ~~(1)~~¨ ~~has~~Accelerated ~~filed~~Filer ~~all~~¨ ~~reports~~Non-Accelerated ~~required~~Filer to¨ ~~be filed by Section 13 or 15~~(d)Do ofnot ~~the~~check ~~Exchange~~if ~~Act~~a ~~during~~smaller ~~the~~reporting ~~preceding 12 months (or for such shorter period that the registrant was required to file such reports~~company), ~~and~~Smaller ~~(2) has~~Reporting ~~been~~Company ~~subject to such filing requirements for the past 90 days. Yes x No o~~þ

~~Check if~~Indicate ~~there~~by ischeck nomark ~~disclosure~~whether ofthe ~~delinquent~~registrant ~~filers~~is ina ~~response~~shell tocompany ~~Item 405 of Regulation S-K~~ (~~§229.405~~as ofdefined ~~this chapter) contained herein, and no disclosure will be contained, to the best of registrant's knowledge,~~ in ~~definitive proxy or~~Rule ~~information~~12b-2 ~~statements incorporated by reference in Part III~~ of ~~this~~the ~~Form~~Exchange ~~10-K or~~Act). x ~~any~~Yes ~~amendment~~¨ ~~to this Form 10-K. o~~No

~~Check~~State ~~whether~~issuer's ~~the~~revenues ~~registrant~~for isits amost ~~large~~recent ~~accelerated~~fiscal ~~filer,~~year: ~~an accelerated filer, a non-accelerated filer, or a smaller reporting company~~$0. ~~See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):~~00

~~Large~~As ~~Accelerated~~of March ~~Filer~~30, o2010, ~~Accelerated~~there ~~Filer~~is ono ~~Non-accelerated~~applicable ~~Filer~~market ovalue ~~Smaller~~for ~~Reporting~~the Company’s xCommon Stock.

~~(Do~~State the ~~not~~number ~~check~~of ifshares aoutstanding ~~smaller~~of ~~reporting~~each ~~company~~of the issuer's classes of common equity, as of the latest practicable date: 18,250,000 shares of common stock as of March 30, 2010.)

~~Check~~TABLE ~~whether~~OF ~~the issuer is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes x No o~~CONTENTS

~~As of~~PART ~~December 31, 2008, there were no non-affiliate holders of common stock of the Company.~~I

APPLICABLE ONLY TO CORPORATE REGISTRANTS

ITEM 1.	BUSINESS	3
ITEM 1A.	RISK FACTORS	5
ITEM 1B.	UNRESOLVED STAFF COMMENTS	5
ITEM 2.	PROPERTIES	5
ITEM 3.	LEGAL PROCEEDINGS	5
ITEM 4.	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS	6

PART II

ITEM 5.	MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES	6
ITEM 6.	SELECTED FINANCIAL DATA	7
ITEM 7.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION	7
ITEM 7A.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	9
ITEM 8.	FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA	9
ITEM 9.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE	19
ITEM 9A(T).	CONTROLS AND PROCEDURES	19
ITEM 9B.	OTHER INFORMATION	20

PART III

ITEM 10.	DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE	20

ITEM 11.	EXECUTIVE COMPENSATION	21
ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS	21
ITEM 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE	22
ITEM 14	PRINCIPAL ACCOUNTANT FEES AND SERVICES	23

PART IV

ITEM 15.	EXHIBITS, FINANCIAL STATEMENT SCHEDULES	24

SIGNATURES		25

~~As of February 27, 2009, there were 5,000,000 shares of common stock, par value $.0001, outstanding.~~2

FORWARD~~-LOOKING~~ LOOKING STATEMENTS

~~Certain statements made in this Annual Report on Form 10~~Forward-~~K are “forward-looking~~Looking statements” (within the meaning of the Private Securities Litigation Reform Act of 1995) regarding the plans and objectives of management for future operations. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of Accelerated Acquisitions III, Inc. (the “Company”) to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The forward-looking statements included herein are based on current expectations that involve numerous risks and uncertainties. The Company's plans and objectives are based, in part, on assumptions involving the continued expansion of business. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of the Company. Although the Company believes its assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove inaccurate and, therefore, there can be no assurance the forward-looking statements included in this Report will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the Company or any other person that the objectives and plans of the Company will be achieved.Statements

This Annual Report on Form 10-K (the “Report”), including ”Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7 1contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding future events and the future results of CLS Capital Group, Inc. ~~Description~~and its consolidated subsidiaries (the “Company”) that are based on management’s current expectations, estimates, projections and assumptions about the Company’s business. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “sees,” “estimates” and variations of ~~Business~~such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements due to numerous factors, including, but not limited to, those discussed in the “Risk Factors” section in Item 1A, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7 and elsewhere in this Report as well as those discussed from time to time in the Company’s other Securities and Exchange Commission filings and reports. In addition, such statements could be affected by general industry and market conditions. Such forward-looking statements speak only as of the date of this Report or, in the case of any document incorporated by reference, the date of that document, and we do not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this Report. If we update or correct one or more forward-looking statements, investors and others should not conclude that we will make additional updates or corrections with respect to other forward-looking statements.

~~Accelerated~~PART Acquisitions III, Inc. (“we”, “us”, “our”, the "Company" or the "Registrant") was incorporated in the State of Delaware on April 29, 2008. Since inception, the Company has been engaged in organizational efforts and obtaining initial financing. The Company was formed as a vehicle to pursue a business combination and has made no efforts to identify a possible business combination. As a result, the Company has not conducted negotiations or entered into a letter of intent concerning any target business. The business purpose of the Company is to seek the acquisition of, or merger with, an existing company. The Company selected December 31 as its fiscal year end.I

ITEM 1.

BUSINESS.

Background

CLS Capital Group, Inc. (formerly, Accelerated Acquisitions III, Inc.) (“the Company”) was incorporated in the state of Delaware on April 29, 2008 for the purpose of raising capital that is intended to be used in connection with its business plan which may include a possible merger, acquisition or other business combination with an operating business. On December 29, 2009, the Company changed its name to CLS Capital Group, Inc..

Since inception, the Company has been engaged in organizational efforts and obtaining initial financing. The Company was formed as a vehicle to pursue a business combination and has made no efforts to identify a possible business combination. As a result, the Company has not conducted negotiations or entered into a letter of intent concerning any target business. The business purpose of the Company is to seek the acquisition of, or merger with, an existing company.

The Company is currently considered to be a "blank check" company. The U.S. Securities and Exchange Commission (the “SEC”) defines those companies as "any development stage company that is issuing a penny stock, within the meaning of Section 3 (a)(51) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and that has no specific business plan or purpose, or has indicated that its business plan is to merge with an unidentified company or companies." Under SEC Rule 12b-2 under the Exchange Act, the Company also qualifies as a “shell company,” because it has no or nominal assets (other than cash) and no or nominal operations. Many states have enacted statutes, rules and regulations limiting the sale of securities of "blank check" companies in their respective jurisdictions. Management does not intend to undertake any efforts to cause a market to develop in our securities, either debt or equity, until we have successfully concluded a business combination. The Company intends to comply with the periodic reporting requirements of the Exchange Act for so long as it is subject to those requirements.

The Company was organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. The Company’s principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through a combination with a business rather than immediate, short-term earnings. The Company will not restrict its potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.

The analysis of new business opportunities will be undertaken by or under the supervision of the Company’s management. As of this date the Company has not entered into any definitive agreement with any party, nor have there been any specific discussions with any potential business combination candidate regarding business opportunities for the Company. The Company has unrestricted flexibility in seeking, analyzing and participating in potential business opportunities. In its efforts to analyze potential acquisition targets, the Company will consider the following kinds of factors:

(a) Potential for growth, indicated by new technology, anticipated market expansion or new products;

(b) Competitive position as compared to other firms of similar size and experience within the industry segment as well as within the industry as a whole;

(d) Capital requirements and anticipated availability of required funds, to be provided by the Company or from operations, through the sale of additional securities, through joint ventures or similar arrangements or from other sources;

(e) The cost of participation by the Company as compared to the perceived tangible and intangible values and potentials;

(f) The extent to which the business opportunity can be advanced;

(g) The accessibility of required management expertise, personnel, raw materials, services, professional assistance and other required items; and

(h) Other relevant factors.

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

FORM OF ACQUISITION

The manner in which the Company participates in an opportunity will depend upon the nature of the opportunity, the respective needs and desires of the Company and the promoters of the opportunity, and the relative negotiating strength of the Company and such promoters.

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

The sole stockholder of the Company will likely not have control of a majority of the voting securities of the Company following a reorganization transaction. As part of such a transaction, the Company's sole director may resign and one or more new directors may be appointed without any vote by stockholders.4

The current stockholders of the Company will likely not have control of a majority of the voting securities of the Company following a reorganization transaction. As part of such a transaction, the Company's current directors may resign and one or more new directors may be appointed without any vote by stockholders.

In the case of an acquisition, the transaction may be accomplished upon the sole determination of management without any vote or approval by stockholders. In the case of a statutory merger or consolidation directly involving the Company, it will likely be necessary to call a stockholders' meeting and obtain the approval of the holders of a majority of the outstanding securities. The necessity to obtain such stockholder approval may result in delay and additional expense in the consummation of any proposed transaction and will also give rise to certain appraisal rights to dissenting stockholders. Most likely, management will seek to structure any such transaction so as not to require stockholder approval.

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

We presently have no employees apart from our management. Our officers and ~~sole~~ ~~director~~directors are engaged in outside business activities and anticipates that ~~he will~~they will devote very limited time to our business until the acquisition of a ~~successful~~ successful business opportunity has been identified. We expect no significant changes in the number of our employees other than such changes, if any, incident to a business combination.

The Company is currently in the development stage and has not commenced operations. All activities of the Company to date relate to its organization, initial funding and share issuances.

Employees

As of December 31, 2009, the Company had no employees.

Item 1A. Risk Factors.

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

Item 1B. Unresolved Staff Comments.

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

Item 2. Description of Property.

The Company neither rents nor owns any properties. The Company utilizes the office space and equipment of its management at no cost. Management estimates such amounts to be immaterial. The Company currently has no policy with respect to investments or interests in real estate, real estate mortgages or securities of, or interests in, persons primarily engaged in real estate activities.

Item 3. Legal Proceedings.

To the best knowledge of our officers and directors, the Company is not a party to any legal proceeding or litigation.

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

None.

PART II

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

Common Stock

Our Certificate of Incorporation authorizes the issuance of up to 100,000,000 shares of common stock, par value $.0001 per share (the “Common Stock”). The Common Stock is not listed on a publicly-traded market. As of ~~February 27,~~March ~~2009~~30, 2010, there ~~was~~were 118,250,000 ~~holder~~shares outstanding owned by 3 holders of record of the Common Stock.

Preferred Stock

Our Certificate of Incorporation authorizes the issuance of up to 10,000,000 shares of preferred stock, par value $.0001 per share (the “Preferred Stock”). The Company has not yet issued any of its preferred stock.

Dividend Policy

The Company has not declared or paid any cash dividends on its common stock and does not intend to declare or pay any cash dividend in the foreseeable future. The payment of dividends, if any, is within the discretion of the Board of Directors and will depend on the Company’s earnings, if any, its capital requirements and financial condition and such other factors as the Board of Directors may consider.

Securities Authorized for Issuance under Equity Compensation Plans

The Company does not have any equity compensation plans or any individual compensation arrangements with respect to its common stock or preferred stock. The issuance of any of our common or preferred stock is within the discretion of our Board of Directors, which has the power to issue any or all of our authorized but unissued shares without stockholder approval.

Recent Sales of Unregistered Securities

~~The~~On ~~Company~~February ~~did~~22, ~~not~~2008, ~~sell~~the ~~any~~Registrant ~~equity~~sold ~~securities~~5,000,000 ~~that~~shares ~~were~~of ~~not~~Common ~~registered~~Stock to Accelerated Venture Partners, LLC for an aggregate investment of $4,000.00. The Registrant sold these shares of Common Stock under the ~~Securities~~exemption ~~Act~~from ~~during~~registration ~~the~~provided ~~quarter~~by ~~ended~~Section ~~December~~4(2) ~~31,~~of ~~2008~~the Securities Act.

On ~~April~~ December 29, ~~2008~~2009, Redell Vincent Napper II and Reynaldo Uballe, Jr. each agreed to acquire 8,500,000 shares of the ~~Registrant~~Company’s ~~sold~~common 5stock par value $0.0001 (17,000,000 shares in the aggregate) for a price of ~~Common~~$0.0001 ~~Stock~~per share. At tothe same time, Accelerated Venture Partners, ~~LLCfor~~LLC anagreed ~~aggregate~~to tender ~~investment~~3,750,000 of $4their 5,000,000 shares of the Company’s common stock par value $0.000001 for cancellation. ~~The~~ Following these transactions, each of ~~Registrant~~Messrs. ~~sold~~Napper ~~these~~and Uballe owned 46.58% of the Company’s 18,250,000 issued and outstanding shares of ~~Common~~common ~~Stock~~stock ~~under~~par value $0.0001 and the ~~exemption~~interest ~~from~~of ~~registration~~Accelerated ~~provided~~Venture byPartners, ~~Section~~LLC ~~4(2)~~was reduced to approximately 6.85% of the total ~~Securities~~issued ~~Act~~and outstanding shares.

No securities have been issued for services. Neither the Registrant nor any person acting on its behalf offered or sold the securities by means of any form of general solicitation or general advertising. No services were performed by any purchaser as consideration for the shares issued.

Issuer Purchases of Equity Securities

None.

Item 6. Selected Financial Data.

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

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation

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

The Company currently does not engage in any business activities that provide cash flow. During the next twelve months we anticipate incurring costs related to:

(i)

filing Exchange Act reports, and

(ii)

investigating, analyzing and consummating an acquisition.

We believe we will be able to meet these costs through use of funds in our treasury, through deferral of fees by certain service providers and additional amounts, as necessary, to be loaned to or invested in us by our stockholders, management or other investors.

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

Any target business that is selected may be a financially unstable company or an entity in its early stages of development or growth, including entities without established records of sales or earnings. In that event, we will be subject to numerous risks inherent in the business and operations of financially unstable and early stage or potential emerging growth companies. In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks.

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

Liquidity and Capital Resources

As of December 31, ~~2008~~2009, the Company had a total of $~~2,000~~120 in assets, comprised of cash. The Company had $16,~~256~~207 current liabilities as of December 31, ~~2008~~2009. The Company can provide no assurance that it can continue to ~~satisfy~~ satisfy its cash requirements for at least the next twelve months.

The following is a summary of the Company's cash flows provided by (used in) operating, investing, and financing activities for the year ended December 31, 2008, for the period from April 29, 2008 (Inception) to December 31, 2008.7

	For the Period from Inception April 29, 2008 to December 31, 2008
Net Cash (Used in) Operating Activities	$	(2,000	)
Net Cash (Used in) Investing Activities		-
Net Cash Provided by Financing Activities	$	4,000
Net Increase (Decrease) in Cash and Cash Equivalents	$	2,000

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

	Year Ended December 31, 2009
Net Cash (Used in) Operating Activities	$	(2,508)
Net Cash (Used in) Investing Activities		-
Net Cash Provided by Financing Activities	$	626
Net Increase (Decrease) in Cash and Cash Equivalents	$	(1,880)

The Company has nominal assets and has generated no revenues since inception. The Company is also dependent upon the receipt of capital investment or other financing to fund its ongoing operations and to execute its business plan of seeking a combination with a private operating company. In addition, the Company is dependent upon certain related parties to provide continued funding and capital resources. If continued funding and capital resources are unavailable at reasonable terms, the Company may not be able to implement its plan of operations.

Results of Operations

The Company has not conducted any active operations since inception~~, except for its efforts to locate suitable acquisition candidates~~. No revenue has been generated by the Company from April 29, 2008, (Inception) to December 31, ~~2008~~ 2009. It is unlikely the Company will have any revenues ~~unless~~until it commences isoperations, ~~able to~~the ~~effect~~date anof ~~acquisition~~such orcommencement ~~merger~~at ~~with~~this antime ~~operating~~being uncertain. There ~~company,~~is ofno ~~which~~guarantee ~~there~~that ~~can be~~the noCompany ~~assurance~~will ever commence operations. It is management's assertion that these circumstances may hinder the Company's ability to continue as a going concern. The Company’s plan of operation for the next twelve months shall be to continue its efforts to ~~locate~~commence ~~suitable~~operations ~~acquisition~~consistent ~~candidates~~with its business plan.

For the ~~period from~~fiscal ~~inception~~year ~~from~~ended ~~inception(April 29,2008) to~~ December 31, ~~2008~~2009, the Company had a net loss of $36,~~256~~831, consisting of legal, accounting, audit, filing and other professional service fees incurred in relation to the filing of the Company’s ~~Registration~~required ~~Statement~~reports onwith the ~~Form~~U.S. 10Securities and ~~Quarterly~~Exchange ~~Reports on Form 10-Q~~Commission.

Off-Balance Sheet Arrangements

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

Seasonality

Our operating results are not affected by seasonality.

Inflation

Our business and operating results are not affected in any material way by inflation.

Critical Accounting Policies

The Securities and Exchange Commission issued Financial Reporting Release No. 60, "Cautionary Advice Regarding Disclosure About Critical Accounting Policies" suggesting that companies provide additional disclosure and commentary on their most critical accounting policies. In Financial Reporting Release No. 60, the Securities and Exchange Commission has defined the most critical accounting policies as the ones that are most important to the portrayal of a company's financial condition and operating results, and require management to make its most difficult and subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain. The nature of our business generally does not call for the preparation or use of estimates. Due to the fact that the Company does not have any operating business, we do not believe that we do not have any such critical accounting policies.

Contractual Obligations

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

Item 7A. Quantitative and Qualitative Disclosures about Market Risk.

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

Item 8. Financial Statements and Supplementary Data.

Audited financial statements begin on the following page of this report.

~~ACCELERATED ACQUISITIONS III, INC.~~9

A DEVELOPMENT STAGE COMPANY

DECEMBER 31, 2008

TABLE OF CONTENTS

		Page(s)
Report of Independent Registered Public Accounting firm		F - 2
Financial Statements:
Balance Sheet as of December 31, 2008		F - 3
Statements of Operations for the Period from Inception (April 29, 2008) to December 31, 2008		F - 4
Statements of Stockholder’s Equity for the Period from
Inception (April 29, 2008) through December 31, 2008		F - 5
Statements of Cash Flows for the Period From Inception (April 29, 2008) to December 31, 2008		F - 6
Notes to Financial Statements		F - 7 to F - 11

F-1

Report of Independent Registered Public Accounting Firm

Board of Directors and Stockholders

We have audited the accompanying balance sheets of CLS Capital Group, Inc. (fka Accelerated Acquisitions III, Inc.) (a development stage company) as of December 31, 2009 and December 31, 2008 and the related statements of operations, stockholder's ~~deficiencyand~~deficiency and cash flows for the ~~period~~year ended December 31, 2009, the period from inception (April 29, 2008) to December 31, 2008 and the period from inception (April 29, 2008) to December 31, 2009. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.

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 audits 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 audits 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. An audit also includes 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 (a development stage company) as of December 31, 2009 and December 31, 2008 and the results of its operations and its cash flows for the year ended December 31, 2009, the period from inception (April 29, 2008) to December 31, 2008 and the period from inception (April 29, 2008) to December 31, ~~2008in~~2009 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 1 to the financial statements, the Company has incurred a ~~net~~loss since inception, has a net accumulated deficit, ~~which~~and ~~raises~~may ~~substantial~~be unable to raise further equity.These factors raise substantial doubt about its ability to continue as a going concern. Management’s plans regarding those matters are also described in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Paritz & Co, PA

Hackensack, New Jersey

March 2430, ~~2009~~2010

~~F-2~~10

~~ACCELERATED ACQUISITIONS~~CLS ~~III~~CAPITAL GROUP, INC.

(Formerly known as ACCELERATED ACQUISITIONS III, INC.)

A Development Stage Company

BALANCE SHEETS

	December 31, 2008
	December 31			December 31,
ASSETS
	2009			2008
CURRENT ASSETS:
	(audited)			(audited)
Cash	$	2,000
ASSETS
TOTAL CURRENT ASSETS:	$	2,000
CURRENT ASSETS:
TOTAL ASSETS	$	2,000
Cash	$	120		$	2,000
LIABILITIES AND STOCKHOLDER’S EQUITY
TOTAL ASSETS	$	120		$	2,000
CURRENT LIABILITIES
LIABILITIES AND STOCKHOLDER’S DEFICIT
Accrued Expenses	$	1,256
CURRENT LIABILITIES
TOTAL CURRENT LIABILITIES:	$	1,256
Accrued expenses	$	4,681		$	1,256
TOTAL LIABILITIES:	$	1,256
Shareholder advances		1,526			-
STOCKHOLDER’S EQUITY:
TOTAL LIABILITIES	$	6,207		$	1,256
Preferred stock, $.0001 par value; 10,000,000 shares authorized; none issued and outstanding		-
STOCKHOLDER’S EQUITY (DEFICIT):
Common stock, $.0001 par value; 100,000,000 shares authorized; 5,000,000 shares issued and outstanding as of December 31, 2008		500
Preferred stock, $.0001 par value; 10,000,000 shares authorized; none issued and outstanding		-			-
Additional paid-in capital		3,500
Common stock, $.0001 par value; 100,000,000 shares authorized; 18,250,000 and 5,000,000 shares issued and outstanding at December 31, 2009 and December 31, 2008, respectively		1,825			500
Deficit accumulated during the development stage		(3,256	)
Additional paid-in capital		3,875			3,500
TOTAL STOCKHOLDER’S EQUITY		744
Deficit accumulated during the development stage		(10,087	)		(3,256	)
TOTAL LIABILITIES AND STOCKHOLDER’S EQUITY	$	2,000
		(4,387	)		744
Stock subscription receivable		(1,700	)		-
TOTAL STOCKHOLDER’S EQUITY (DEFICIT)		(6,087	)		744
TOTAL LIABILITIES AND STOCKHOLDER’S EQUITY (DEFICIT)	$	120		$	2,000

See accompanying notes to financial statements.

CLS CAPITAL GROUP, INC.

(Formerly known as ACCELERATED ACQUISITIONS III, INC.)

(A Development Stage Company)

Statements of Operations

	Fiscal Year Ended December 31, 2009			Fiscal Year Ended December 31, 2008 (*)			April 29, 2008 (Inception) through December 31, 2009

Revenues	$	-		$	-		$	-

Operating Expenses
General and administrative		6,831			3,256			8,831

Net Operating Expenses		6,831			3,256			8,831

Net Loss	$	(6,831	)	$	(3,256	)	$	(8,831	)

Basic earnings (loss) per share—Basic and Diluted	$	(0.00	)	$	(0.00	)

Weighted average number of common shares outstanding		5,108,904			5,000,000

(*) Partial year from April 29, 2008 (Date of Inception) to December 31, 2008

see accompanying notes to financial statements.

CLS CAPITAL GROUP, INC.

(Formerly known as ACCELERATED ACQUISITIONS III, INC.)

(A Development Stage Company)

STATEMENTS OF STOCKHOLDER’S DEFICIENCY

	Preferred Stock				Common Stock						Additional Paid-in		(Deficit) Accumulated During the Development			Stockholder’s
	Shares		Amount		Shares			Amount			Capital		Stage			Deficit
BALANCE AT INCEPTION (APRIL 29, 2008)		-	$	-		-		$	-		$	-	$	-		$	-
Issuance of common stock		-		-		5,000,000			500			3,500		-			4,000
Net (loss)		-		-		-			-			-		(3,256	)		(3,256	)
BALANCE AT DECEMBER 31, 2008		-	$	-		5,000,000		$	500		$	3,500	$	(3,256	)	$	744
Issuance of common stock		-		-		17,000,000			1,700			-		-			1,700
Cancellation of common stock		-		-		(3,750,000	)		(375	)		375		-			-
Stock subscription receivable		-		-		-			-			-		-			(1,700	)
Net (loss)		-		-		-			-			-		(6,831	)		(6,831	)

BALANCE AT DECEMBER 31, 2009		-	$	-		18,250,000		$	1,825		$	3,875	$	(10,087	)	$	(6,087	)

See notes to financial statements.

~~F-3~~13

~~ACCELERATED ACQUISITIONS~~CLS ~~III~~CAPITAL GROUP, INC.

(Formerly known as ACCELERATED ACQUISITIONS III, INC.)

A Development Stage Company

STATEMENTS OF OPERATIONS

	For the Period from Inception (April 29, 2008) to December 31, 2008
REVENUE	$	-
General and administrative expenses		3,256
NET (LOSS)	$	(3,256	)
BASIC AND DILUTED NET (LOSS) PER SHARE	$	(.00	)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING		5,000,000

See notes to financial statements.

F-4

ACCELERATED ACQUISITIONS III, INC.

A Development Stage Company

STATEMENTS OF STOCKHOLDER’S EQUITY

	Preferred Stock				Common Stock				Additional Paid-in		(Deficit) Accumulated During the Development			Stockholder’s
	Shares		Amount		Shares		Amount		Capital		Stage			Equity
BALANCE AT INCEPTION (APRIL 29, 2008)		-	$	-		-	$	-	$	-	$	-		$	-
Issuance of common stock		-		-		5,000,000		500		3,500		-			4,000
Net (loss)		-		-		-		-		-		(3,256	)		(3,256	)
BALANCE AT DECEMBER 31, 2008		-		-		5,000,000		500		3,500		(3,256	)		744

See notes to financial statements.

F-5

ACCELERATED ACQUISITIONS III, INC.

A Development Stage Company

STATEMENTS OF CASH FLOWS

	For the Period from Inception (April 29, 2008) through December 31, 2008
	For the Fiscal Year ended December 31, 2009			For the Fiscal year ended December 31, 2008 (*)			For the Cumulative Period from Inception (April 29, 2008) through December 31, 2009
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(3,256	)
Net (loss)	$	(3,492	)		(3,256	)	$	(8,052	)
Adjustments to reconcile net (loss) to net cash used in operating activities:
Increase (decrease) in accounts payable		956			1,256			3,346
Changes in operating assets and liabilities:
Net cash used by operating activities		(2,506	)		(2,000	)		(4,706	)
Increase in accounts payable		1,256
CASH FLOWS FROM FINANCING ACTIVITIES:
Net cash used in operating activities		(2,000	)
Proceeds from the issuance of common stock		1,700			4,000			5,700
CASH FLOWS FROM FINANCING ACTIVITIES:
Cancellation of common stock		(375	)		-			(375	)
Proceeds from the issuance of common stock		4,000
Additional paid-in capital		375			-			375
Net cash provided by financing activities		4,000
Stock subscription receivable		(1700	)		-			(1,700	)
NET (DECREASE) INCREASE IN CASH		2,000
Shareholder Advances		626			-			826
Cash at beginning of period		-
Net cash provided by financing activities		626			4,000			4,826
CASH AT END OF PERIOD	$	2,000
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS		(1,880	)		2,000			120
Cash and cash equivalents at beginning of period		2,000			-			-
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	120			2,000		$	120

~~See~~(*) Partial ~~notes~~year from April 29, 2008 (Date of Inception) to ~~financial~~December ~~statements.~~31, 2008

~~F-6~~See accompanying notes to financial statements.

~~ACCELERATED ACQUISITIONS III, INC.~~14

CLS CAPITAL GROUP, INC.

(Formerly known as ACCELERATED ACQUISITIONS III, INC.)

A Development Stage Company

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, ~~2008~~2009

NOTE 1

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

(a)

Organization and Business:

~~Accelerated~~CLS Capital Group, Inc. (formerly known as Accelerated Acquisitions III, Inc.) (“the Company”) was incorporated in the state of Delaware on April 29, 2008 for the purpose of raising capital that is intended to be used in connection with its business plan which may include a possible merger, acquisition or other business combination with an operating business. On December 29, 2009, the Company changed its name to CLS Capital Group, Inc..

The Company is currently in the development stage. All activities of the Company to date relate to its organization, initial funding, ~~share issuances~~ and ~~regulatory~~ ~~compliance~~share issuances.

(b) Basis of Presentation~~/Going Concern:~~

The accompanying ~~financial~~Interim ~~statements~~Financial ~~have~~Statements ~~been~~are ~~prepared~~unaudited ~~on a going concern basis, which assumes the Company will realize its assets~~ and ~~discharge~~have ~~its~~been ~~liabilities~~prepared in ~~the~~accordance ~~normal~~with ~~course~~accounting ofprinciples ~~business. As~~generally ~~reflected~~accepted infor ~~the accompanying~~interim financial ~~statements,~~statement ~~the~~presentation ~~Company~~and ~~has~~in aaccordance ~~deficit~~with ~~accumulated during~~ the ~~development~~ ~~stage~~instructions ~~of $3,256, used cash from operations of $2,000 since its~~to ~~inception,~~Regulations ~~and has a working capital of $744 at December 31, 2008~~S-K. ~~The~~Accordingly, ~~Company’s~~they ~~ability~~do tonot ~~continue~~include asall aof ~~going concern is~~the ~~dependent~~information ~~upon~~and ~~its~~footnotes ~~ability~~required toby ~~generate~~accounting ~~future~~principles ~~profitable~~generally ~~operations and/or to~~accepted ~~obtain~~in the ~~necessary~~United ~~financing~~States tofor ~~meet~~complete ~~its~~financial ~~obligations~~statement ~~and~~presentation. ~~repay~~In ~~its liabilities~~the ~~arising~~opinion ~~from~~of ~~normal~~management, ~~business~~all ~~operations~~adjustments ~~when~~for ~~they come due. The Company’s ability to continue as~~ a ~~going~~fair ~~concern~~statement isof ~~also~~the ~~dependent~~results ~~on its~~and ~~ability~~operations toand ~~find~~financial aposition ~~suitable~~for ~~target~~the ~~company~~interim ~~and~~periods ~~enter~~presented ~~into~~have ~~a possible reverse~~been ~~merger with such company~~included. ~~Management’s~~All ~~plan~~such ~~includes~~adjustments ~~obtaining additional~~are ~~funds~~of ~~by equity financing through~~ a ~~reverse~~normal ~~merger~~recurring ~~transaction~~nature. ~~and/or~~The ~~related~~financial ~~party~~information ~~advances,~~should ~~however~~be ~~there~~read isin noconjunction ~~assurance~~with ofthe ~~additional funding~~Financial ~~being~~Statements ~~available. These~~and ~~circumstances~~notes ~~raise~~thereto ~~substantial~~included ~~doubt~~in ~~about~~ the Company’s ~~ability~~Form to10-K ~~continue~~Annual ~~as a going concern. The accompanying financial~~Report ~~statements~~for dothe ~~not~~year ~~include~~ended ~~any~~December ~~adjustments~~31, ~~that~~2009 ~~might~~and ~~arise~~the asCompany’s aRegistration ~~result~~Statement ~~of this~~on ~~uncertainty~~Form 10.

The ~~preparation~~accompanying of financial statements inhave ~~conformity~~been ~~with~~prepared ~~accounting~~on ~~principles~~a going concern basis, ~~generally~~which ~~accepted~~assumes the Company will realize its assets and discharge its liabilities in the ~~United~~normal ~~States~~course ~~requires~~of ~~management~~business. toAs ~~make~~reflected ~~estimates~~in the accompanying financial ~~and~~statements, ~~assumptions~~the ~~that~~Company ~~affect~~has a deficit accumulated during the ~~amounts~~development stage of ~~assets~~$10,087, ~~and~~used ~~liabilities~~cash from operations of $4,706 since its inception, and ~~disclosure~~has negative working capital of ~~contingent~~$6,087 ~~assets~~at December 31, 2009. The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or ~~liabilities~~to atobtain the ~~date~~necessary offinancing ~~the~~to ~~balance~~meet ~~sheet~~its obligations and repay its liabilities arising from normal business operations ~~reported~~when ~~amounts~~they ofcome ~~revenues~~due. The Company’s ability to continue as a going concern is also dependent on its ability to find a suitable target company and ~~expenses~~enter ~~during~~into a possible reverse merger with such company. Management’s plan includes obtaining additional funds by equity financing through a reverse merger transaction and/or related party advances, however there is no assurance of additional funding being available. These conditions raise substantial doubt about the ~~reporting~~Company’s ~~period~~ability to continue as a going concern. ~~Actual~~ ~~results~~The ~~could~~accompanying ~~differ~~financial ~~from~~statements ~~those~~do ~~estimates~~not include any adjustments that might arise as a result of this uncertainty.

~~(d) Cash and Cash Equivalents:~~15

~~For~~CLS ~~purposes~~CAPITAL ~~of the statement of cash flows~~GROUP, ~~the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents~~INC.

(e)Formerly known ~~Income~~as ~~Taxes:~~ACCELERATED ACQUISITIONS III, INC.)

The Company utilizes the liability method of accounting for income taxes. Under the liability method deferred tax assets and liabilities are determined based on the differences between financial reporting basis and the tax basis of the assets and liabilities and are measured using enacted tax rates and laws that will be in effect, when the differences are expected to reverse.

F-7

ACCELERATED ACQUISITIONS III, INC.

A Development Stage Company

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, ~~2008~~2009

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

(~~Continued~~d): Use of Estimates

~~(e)~~The preparation ~~Income~~of ~~Taxes~~financial ~~(continued):~~statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

	2008
Deferred Tax assets:
Net operating loss carry forwards	$	3,256
Gross deferred tax asset		3,256
Less: Valuation allowance		(3,256	)
Gross deferred tax asset	$	-

(e)

Cash and Cash Equivalents:

InFor ~~assessing~~purposes ~~the ability to realize deferred tax assets, management considers whether it is more likely than not that some portion or all~~ of the ~~deferred~~statement ~~tax assets~~of ~~will~~cash beflows, ~~realized. Based upon~~ the ~~level~~Company ofconsiders ~~historical~~highly ~~losses and~~liquid ~~projections~~financial ofinstruments ~~future~~purchased ~~taxable~~with ~~income~~a ~~over~~maturity ~~the~~of ~~periods~~three inmonths ~~which~~or ~~the~~less ~~deferred~~to ~~tax~~be ~~assets~~cash ~~are~~equivalents. The ~~deductible,~~Company ahad ~~full~~no ~~valuation~~cash ~~allowance~~equivalents ~~has~~at ~~been~~December ~~provided as management believes that it is more likely than not~~31, ~~based upon available~~ ~~evidence, that the deferred tax assets will not be realized.~~2009

As(f) ~~of December~~Income 31, 2008, the Company has federal and states net operating loss carry forwards of $3,256. The federal and state net operating loss carry forwards will begin to expire in 2027. The Company’s ability to utilize net operating loss carry forwards may be limited in the event that a change in ownership, as defined in the Internal Revenue Code, occurs in the future.Taxes:

~~(f)~~The Company ~~Loss~~utilizes ~~per~~the ~~Common~~liability ~~Share:~~method of accounting for income taxes. Under the liability method deferred tax assets and liabilities are determined based on the differences between financial reporting basis and the tax basis of the assets and liabilities and are measured using enacted tax rates and laws that will be in effect, when the differences are expected to reverse. An allowance against deferred tax assets is recognized, when it is more likely than not, that such tax benefits will not be realized.

(g)

Loss per Common Share:

Basic loss per share is calculated using the weighted-average number of common shares outstanding during each reporting period. Diluted loss per share includes potentially dilutive securities such as outstanding options and warrants, using various methods such as the treasury stock or modified treasury stock method in the determination of dilutive shares outstanding during each reporting period. The Company does not have any potentially dilutive instruments for this reporting period.

(gh) Fair Value of Financial Instruments:

The carrying value of cash equivalents approximates fair value due to the short period of time to maturity.

FNOTE 2 -8 CAPITAL STOCK:

~~ACCELERATED~~The ~~ACQUISITIONS~~total ~~III~~number of shares of capital stock which the Company has authority to issue is one hundred ten million (110,000,000). ~~INC~~These shares are divided into two classes with 100,000,000 shares designated as common stock at $.0001 par value (the “Common Stock”) and 10,000,000 shares designated as preferred stock at $.0001 par value (the “Preferred Stock”). The Preferred stock of the Company shall be issued by the Board of Directors of the Company in one or more classes or one or more series within any class and such classes or series shall have such voting powers, full or limited, or no voting powers, and such designations, preferences, limitations or restrictions as the Board of Directors of the Company may determine, from time to time.

CLS CAPITAL GROUP, INC.

(Formerly known as ACCELERATED ACQUISITIONS III, INC.)

A Development Stage Company

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, ~~2008~~2009

NOTE 2 - CAPITAL STOCK (Continued):

~~The total~~Holders ~~number~~ of shares of ~~capital~~Common stock ~~which the Company~~ shall ~~have~~be ~~authority~~entitled to ~~issue~~ iscast ~~110,000,000.~~one ~~These~~vote ~~shares~~for ~~shall~~each beshare ~~divided~~held at ~~into~~all ~~two~~stockholders’ ~~classes~~meetings ~~with 100,000,000~~for ~~shares~~all ~~designated~~purposes, asincluding ~~common~~the ~~stock~~election ~~at $~~of directors.~~0001~~ ~~par~~The ~~value (the “~~Common Stock”) ~~and~~does ~~10,000,000~~not ~~shares~~have ~~designated~~cumulative ~~as preferred stock at $~~voting rights.~~0001~~ No ~~par~~holder ~~value (the~~of ~~“Preferred~~shares ~~Stock”). The~~of ~~Preferred~~ stock of ~~the~~any ~~Company~~class shall be entitled ~~issued~~as bya ~~the~~matter ~~Board~~ of ~~Directors~~right ofto ~~the~~subscribe ~~Company~~for ~~in one~~ or ~~more~~purchase ~~classes~~ or ~~one~~receive ~~or more~~any ~~series~~part ~~within~~of any ~~class~~new or ~~and~~additional ~~such~~issue ~~classes~~of orshares ~~series~~of ~~shall~~stock ~~have~~of ~~such~~any ~~voting powers~~class, ~~full~~ or ~~limited,~~of orsecurities convertible nointo ~~voting~~shares ~~powers,~~of ~~and~~stock ~~such~~of ~~designations~~any class, ~~preferences,~~ ~~limitations~~whether ornow ~~restrictions~~hereafter asauthorized or ~~the~~whether ~~Board~~issued offor ~~Directors~~money, offor ~~the Company~~consideration ~~may~~other ~~determine~~than money, ~~from~~or ~~time~~by toway ~~time~~of dividend.

~~Holders~~On April of29, ~~shares~~2008, ofthe ~~Common~~Company ~~stock~~issued ~~shall~~5,000,000 beshares ~~entitled~~of toCommon ~~cast~~stock ~~one~~at ~~vote~~a ~~for each share held~~purchase atprice ~~all~~of ~~stockholder’s~~$.0008 ~~meetings~~per share, for ~~all~~an ~~purposes,~~aggregate ~~including~~purchase ~~the~~price ~~election~~ of ~~directors~~$4,000. ~~The Common Stock does not have cumulative voting rights~~00.

~~No holder~~On ofDecember ~~shares~~29, of2009, ~~stock~~Redell ofVincent ~~any~~Napper ~~class~~II ~~shall~~and beReynaldo ~~entitled~~Uballe, asJr. aeach ~~matter of right to~~agreed ~~subscribe~~to ~~for~~acquire or8,500,000 ~~purchase~~shares ~~or receive any part~~ of ~~any~~the ~~new~~Company’s orcommon ~~additional~~stock ~~issue~~par ofvalue $0.0001 (17,000,000 shares ofin ~~stock~~the ofaggregate) ~~any~~for ~~class,~~a orprice of ~~securities~~$0.0001 ~~convertible~~per share. At ~~into~~the ~~shares~~same oftime, ~~stock of~~Accelerated ~~any~~Venture ~~class~~Partners, ~~whether~~LLC ~~now~~agreed ~~hereafter~~to tender ~~authorized~~3,750,000 orof ~~whether~~their ~~issued for money~~5,000,000 ~~for consideration~~shares ~~other~~of ~~than~~the ~~money,~~Company’s orcommon bystock ~~way~~par value of$0.0001 ~~dividend~~for cancellation.

~~On April 29, 2008, the Company issued 5,000,000 shares of Common stock to Accelerated Venture Partners, LLC at a purchase price of $~~.~~0008 per share, for an aggregate purchase price of $4,000.~~

NOTE 3

RECENT ACCOUNTING PRONOUNCEMENTS:

InRecently ~~September 2006, the Financial Accounting Standard Board~~ issued ~~SFAS~~accounting No. 157 “Fair Value Measurement” that provides enhanced guidance for using fair value to measure assets and liabilities. The standard applies whenever other standards require (or permit) assets or liabilities to be measured at fair value. The standard does not expand the use of fair value in any new circumstances.pronouncements

~~F-9~~FASB Accounting Standards Codification

~~ACCELERATED ACQUISITIONS~~(Accounting ~~III,~~Standards ~~INC.~~Update (“ASU”) 2009-01)

In June 2009, FASB approved the FASB Accounting Standards Codification (“the Codification”) as the single source of authoritative nongovernmental GAAP. All existing accounting standard documents, such as FASB, American Institute of Certified Public Accountants, Emerging Issues Task Force and other related literature, excluding guidance from the SEC, have been superseded by the Codification. All other non-grandfathered, non-SEC accounting literature not included in the Codification has become nonauthoritative. The Codification did not change GAAP, but instead introduced a new structure that combines all authoritative standards into a comprehensive, topically organized online database. The Codification is effective for interim or annual periods ending after September 15, 2009, and impacts the Company’s financial statements as all future references to authoritative accounting literature will be referenced in accordance with the Codification. There have been no changes to the content of the Company’s financial statements or disclosures as a result of implementing the Codification during the quarter ended September 30, 2009.

As a result of the Company’s implementation of the Codification during the year ended December 31, 2009, previous references to new accounting standards and literature are no longer applicable. In the current quarter financial statements, the Company will provide reference to both new and old guidance to assist in understanding the impacts of recently adopted accounting literature, particularly for guidance adopted since the beginning of the current fiscal year but prior to the Codification.

CLS CAPITAL GROUP, INC.

(Formerly known as ACCELERATED ACQUISITIONS III, INC.)

A Development Stage Company

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, ~~2008~~2009

NOTE 3 - RECENT ~~ACCOUNTING~~ ACCOUNTING PRONOUNCEMENTS (Continued):

~~This~~Subsequent Statement is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. Earlier application is encouraged, provided that the reporting entity has not yet issued financial statements for that fiscal year, including financial statements for an interim period within that fiscal year. Currently this pronouncement has no effect on the Company’s financial statements.Events

In(Included ~~February~~in ~~2007,~~ASC ~~the~~855 ~~FASB issued SFAS No. 159,~~ “~~The~~Subsequent ~~Fair Value Option for Financial Assets and Financial Liabilities~~Events” ~~(“SFAS No. 159”). SFAS No. 159 permits entities to choose to measure~~, onpreviously an item-by-item basis, specified financial instruments and certain other items at fair value. Unrealized gains and losses on items for which the fair value option has been elected are required to be reported in earnings at each reporting date. SFAS No. 165 ~~159 is effective for fiscal years beginning~~“Subsequent ~~after November 15, 2007, the provisions of which are required to be applied prospectively. Currently this pronouncement has no effect on the Company’s financial statements.~~Events”)

~~In December~~ASC ~~2007,~~855 ~~the~~established general ~~Financial~~standards ~~Accounting~~of ~~Standards~~accounting ~~Board~~for ~~(“FASB”)~~and ~~issued Statement~~disclosure of ~~Financial~~events ~~Accounting~~that ~~Standards~~occur ~~(“SFAS”) No. 141 (revised~~after ~~2007),~~the ~~Business~~balance ~~Combinations~~sheet date, ~~which~~but ~~replaces~~before ~~SFAS No 141. The statement retains~~ the ~~purchase~~financial ~~method~~statements ofare ~~accounting~~issued ~~for acquisitions, but requires a number of~~or ~~changes,~~available ~~including~~to ~~changes~~be inissued ~~the~~(“subsequent ~~way~~events”). ~~assets~~An ~~and~~entity ~~liabilities~~is ~~are~~required ~~recognized~~to indisclose the ~~purchase~~date ~~accounting.~~through Itwhich ~~also~~subsequent ~~changes~~events ~~the~~have ~~recognition~~been ofevaluated ~~assets acquired~~ and ~~liabilities~~ ~~assumed arising from contingencies, requires~~ the ~~capitalization~~basis offor ~~in-process~~that ~~research~~date. ~~and~~For ~~development~~public ~~at fair value~~entities, ~~and~~this ~~requires~~is the ~~expensing~~date ~~of acquisition-related~~the ~~costs~~financial asstatements ~~incurred~~are issued. ~~SFAS~~ASC ~~No. 141R~~855 ~~is effective~~does ~~for business~~not ~~combinations~~apply ~~for~~to ~~which~~subsequent ~~the~~events ~~acquisition~~or ~~date~~transactions isthat onare orwithin ~~after~~ the ~~beginning~~ scope of other ~~the~~GAAP ~~first~~and ~~annual~~did ~~reporting~~not ~~period~~result ~~beginning~~in onsignificant orchanges ~~after~~in ~~December 15,~~the ~~2008. The~~subsequent ~~intention~~events reported ofby the ~~company~~Company. isASC to855 ~~carry~~became ~~out~~effective anfor ~~acquisition~~ interim or aannual ~~reverse~~periods ending ~~merger~~after ~~activity. The~~June 15, ~~pronouncement~~2009 ~~will~~and ~~impact~~did ~~the Company~~not inimpact the ~~event~~Company’s consolidated ~~such~~financial ~~a transaction consummates~~statements. The Company isevaluated ~~currently evaluating~~for ~~the~~subsequent ~~impact~~events through ofMarch ~~adopting~~15, 2010, ~~SFAS.~~the Noissuance ~~141R~~date onof ~~its~~the Company’s financial statements.

In December 2007, the FASB issued SFAS No. 160. “Noncontrolling Interests in Consolidated Financial Statements-and Amendment of ARB No. 51.” SFAS 160 establishes accounting and reporting standards pertaining to ownership interests in subsidiaries held by parties other than the parent, the amount of net income attributable to the parent and to the noncontrolling interest, changes in a parent’s ownership interest, and the valuation of any retained noncontrolling equity investment when a subsidiary is deconsolidated. This statement also establishes disclosure requirements that clearly identify and distinguish between the interests of the parent and the interests of the noncontrolling owners. SFAS 160 is effective for fiscal years beginning on or after December 15, 2008. The adoption of SFAS 160 is not currently expected to have a material effect on the Company’s financial position, results of operations, or cash flows.18

InITEM ~~March 2008, the Financial Accounting Standards Board (FASB) issued FASB Statement No~~9. ~~161,~~ ~~Disclosures~~CHANGES ~~about Derivative~~IN ~~Instruments~~AND ~~and~~DISAGREEMENTS ~~Hedging~~WITH ~~Activities.~~ACCOUNTANTS ~~The~~ON ~~new~~ACCOUNTING ~~standard~~AND ~~is intended~~FINANCIAL to improve financial reporting about derivative instruments and hedging activities by requiring enhanced disclosures to enable investors to better understand their effects on an entity’s financial position, financial performance, and cash flows. It is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008, with early application encouraged. The Company is currently evaluating the impact of adopting SFAS. No. 161 on its financial statements.DISCLOSURE

F-10

ACCELERATED ACQUISITIONS III, INC.

A Development Stage Company

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2008

NOTE 3 - RECENT ACCOUNTING PRONOUNCEMENTS (Continued):

In May 2008, the FASB issued Statement of Financial Accounting Standards No. 162, “The Hierarchy of Generally Accepted Accounting Principles” (“Statement No. 162"). Statement No. 162 identifies the sources of accounting principles and the framework for selecting the principles used in preparation of the financial statements of non governmental entities that are presented in conformity with U.S. GAAP (the GAAP hierarchy). Statement No. 162 will become effective sixty days following the Securities and Exchange Commission’s approval of the Public Company Accounting Oversight Board amendments to AU Section 411, “The Meaning of Present Fairly in Conformity with Generally Accepted Accounting Principles.” The adoption of Statement No. 162 is not expected to materially impact the Company’s financial position or results of operations.

F-11

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

There are not and have not been any disagreements between the Company and its accountants on any matter of accounting principles, practices or financial statement disclosure.

Item 9A(T). Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

The Company’s management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

In accordance with Exchange Act Rules 13a-15 and 15d-15, an evaluation was completed under the supervision and with the participation of the Company’s management, including the Company’s President, Principal Financial Officer and Secretary, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of the end of the period covered by this Annual Report. Based on that evaluation, the Company’s management including the President, Principal Financial Officer and Secretary, concluded that the Company’s disclosure controls and procedures as of the end of the period covered by this Annual Report on Form 10-K, were effective in providing reasonable assurance that information required to be disclosed in the Company’s reports filed or submitted under the Exchange Act was recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms.

Evaluation of Internal Controls and Procedures

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

Changes in Internal Controls over Financial Reporting

There have been no significant changes to the Company’s internal controls over financial reporting that occurred during our last fiscal quarter of the year ended December 31, 2008, that materially affected, or were reasonably likely to materially affect, our internal controls over financial reporting.

Item 9B. Other Information.

None.

~~PART III~~ITEM 9A(T). CONTROLS AND PROCEDURES.

~~Item~~Evaluation ~~10.~~of ~~Directors,~~Disclosure ~~Executive~~Controls ~~Officers, Promoters~~ and ~~Control Persons; Compliance with Section 16(a) of the Exchange Act.~~Procedures

~~(a) Identification~~The ofCompany’s ~~Directors~~Chief Executive Officer and ~~Executive~~Chief ~~Officers~~Financial Officer performed an evaluation of the Company’s disclosure controls and procedures. ~~The~~ ~~following~~Disclosure controls ~~table~~and ~~sets~~procedures ~~forth~~include, without limitation, controls and procedures ~~certain~~designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Securities Exchange Act of 1934 is accumulated and communicated to the issuer’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure ~~sole~~controls ~~officer~~ and procedures are effective as of December 31, ~~director:~~2009.

Name		Age		Position
Timothy J. Neher		42		President, Secretary, Treasurer and director

Management’s Annual Report on Internal Control over Financial Reporting

~~Timothy J.~~CLS ~~Neher,~~CAPITAL ~~has been the President~~GROUP, ~~Secretary and sole director of the Company since its founding in February 2008~~INC. He is the former Chief Executive Officer of Wherify Wireless, Inc., a California corporation (“Wherify”), having founded the company in 1998. Previously, he had more than a decade of experience developing and marketing new consumer products. He served as Chief Executive Officer of Wherify from 1998 to July 2005. He served as Chief Executive Officer and a Director of Wherify from July 2005 until February 2007 and as Chairman of the Board until November 2007. Prior to launching Wherify, Mr. Neher served as the Vice President of Marketing and Sales for CTH Consumer Plastic, Inc. where he worked from 1992 to 1998. From 1988 to 1992, Mr. Neher was Vice President of Operations for Windy City Product Development. Mr. Neher is also the President, Secretary and sole director of Accelerated Acquisitions I, Inc., Accelerated Acquisitions II, Inc., Accelerated Acquisitions IV, Inc. and Accelerated Acquisitions V, Inc. Mr. Neher does not have an employment agreement with the Company.

~~The term~~REPORT ofOF office of each director expires at our annual meeting of stockholders or until their successors are duly elected and qualified. Directors are not compensated for serving as such. Officers serve at the discretion of the Board of DirectorsMANAGEMENT

~~(b) Significant~~Management ~~Employees~~prepared, and is responsible for, the financial statements and the other information appearing in this annual report. The financial statements present fairly the Company’s financial position, results of operations and cash flows in conformity with U.S. generally accepted accounting principles. In preparing its financial statements, the Company includes amounts that are based on estimates and judgments that Management believes are reasonable under the circumstances. The Company’s financial statements have been audited by Paritz & Co, PA, an independent registered public accounting firm appointed by the Company’s Board of Directors. Management has made available to Paritz & Co. PA. all of the Company’s financial records and related data, as well as the minutes of the stockholders’ and Directors’ meetings.

~~As of the~~MANAGEMENT’S ~~date~~ASSESSMENT ~~hereof,~~OF ~~the~~INTERNAL ~~Company~~CONTROL ~~has~~OVER noFINANCIAL ~~significant employees.~~REPORTING

~~(c) Family~~Management ~~Relationships~~is responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control system was designed to provide reasonable assurance to the Company’s Management and Directors regarding the preparation and fair presentation of published financial statements.

~~There~~Because of ~~are~~its inherent limitations, internal control over financial reporting may not noprevent ~~family~~or ~~relationships~~detect ~~among~~misstatements. ~~directors~~Also, ~~executive~~projections ~~officers,~~of orany ~~persons~~evaluation of ~~nominated~~effectiveness orto ~~chosen~~future byperiods ~~the~~are ~~issuer~~subject to the risk that controls may become inadequate ~~directors~~because of changes in conditions, or ~~executive~~that the degree of compliance ~~officers~~with the policies or procedures may deteriorate.

Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2009. This assessment was based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (dCOSO) ~~Involvement~~. Based on our assessment, we inbelieve ~~Certain~~that ~~Legal~~as ~~Proceedings~~of December 31, 2009, the Company’s internal control over financial reporting is effective based on those criteria.

~~There~~This ~~have~~annual ~~been~~report nodoes ~~events~~not ~~under~~include ~~any~~an ~~bankruptcy~~attestation ~~act,~~report noof ~~criminal~~the ~~proceedings~~company's ~~and no~~registered ~~judgments,~~public ~~injunctions,~~accounting ~~orders~~firm orregarding ~~decrees~~internal ~~material~~control toover ~~the~~financial ~~evaluation~~reporting. Management's ofreport was not subject to attestation by the company's registered ~~ability~~public ~~and~~accounting ~~integrity~~firm ofpursuant ~~any~~to ~~director,~~temporary ~~executive~~rules ~~officer,~~of ~~promoter~~the orSecurities ~~control~~and ~~person~~Exchange ofCommission ~~Registrant~~that ~~during~~permit the ~~past~~company ~~five~~to ~~years~~provide only management's report in this annual report.

~~Compliance with~~/S/ ~~Section~~Redell ~~16(a)~~Vincent ofNapper ~~the~~II. ~~Exchange~~Redell ~~Act~~Vincent Napper II CEO

Section 16(a) of the Exchange Act requires the Company’s directors and officers, and persons who beneficially own more than 10% of a registered class of the Company’s equity securities, to file reports of beneficial ownership and changes in beneficial ownership of the Company’s securities with the SEC on Forms 3, 4 and 5. Officers, directors and greater than 10% stockholders are required by SEC regulation to furnish the Company with copies of all Section 16(a) forms they file.19

~~Based~~Changes ~~solely~~in onInternal ~~the~~Control ~~Company’s~~over ~~review~~Financial of the copies of the forms received by it during the fiscal year ended December 31, 2008 and written representations that no other reports were required, the Company believes that no person who, at any time during such fiscal year, was a director, officer or beneficial owner of more than 10% of the Company’s common stock failed to comply with all Section 16(a) filing requirements during such fiscal years.Reporting

There were no changes in the Company’s internal controls over financial reporting during the fiscal year ended December 31, 2009 that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

ITEM 9B. OTHER INFORMATION

None

PART III.

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Set forth below is the name of our directors and executive officers, their ages, all positions and offices that he held with us, the period during which each has served as such, and their business experience during at least the last five years.

Name	Age	Position

Rendell Vincent Napper III	35	Director, CEO, CFO and Treasurer
Reynaldo Uballe Jr.	47	Director, COO
Helen Odum	36	Director, Secretary

Redell Vincent Napper II became CEO, CFO, Treasurer and a director of the Company in December 2009. Since 2007, he has been a Managing Member of CLS Capital Group, LLC. From 2003 to the present date, he has also been the Managing Member of Napper Investments, LLC which was involved in the business of purchasing, renovating, leasing and managing residential and commercial real estate. Mr. Napper attended Ohio Northern University.

Reynaldo Uballe, Jr. became COO, Secretary and a director of the Company in December 2009. Since March 2008, he has been Managing Member of CLS Capital Group, LLC. From November 2004 to March 2008, he was Regional Manager for Homeloan USA Corp./ Macloud Financial; from June 2004 to November 2004, he was Branch Manager for Macloud Financial; from June 2002 to June 2004, he was Branch Manager of 1st Metropolitan Mortgage and from August 2000 to June 2002 he was Branch Operator for Pacific Guarantee Mortgage. Mr. Uballe attended Tiffin University and the University of Toledo.

Helen Odum became Secretary and a Director of the Company in December 2009. She had previously served in various capacities for CLS Capital Group, LLC.

Messrs. Napper and Uballe and Ms. Odum devote less than 25% of their business time to the affairs of the Company. The time Messrs. Napper and Uballe spend on the business affairs of the Company varies from week to week and is based upon the needs and requirements of the Company.

Audit Committee and Audit Committee Financial Expert

We do not currently have an audit committee financial expert, nor do we have an audit committee. Our entire board of directors, which currently consists of Messrs. Napper and Uballe and Ms. Odum, handles the functions that would otherwise be handled by an audit committee. We do not currently have the capital resources to pay director fees to a qualified independent expert who would be willing to serve on our board and who would be willing to act as an audit committee financial expert. As our business expands and as we appoint others to our board of directors we expect that we will seek a qualified independent expert to become a member of our board of directors. Before retaining any such expert our board would make a determination as to whether such person is independent.

Section 16(a) Beneficial Ownership Reporting Compliance.

Section 16(a) of the Securities Act of 1934 requires the Company's officers and directors, and greater than 10% stockholders, to file reports of ownership and changes in ownership of its securities with the Securities and Exchange Commission. Copies of the reports are required by SEC regulation to be furnished to the Company. Based on management's review of these reports during the fiscal year ended December 31, 2009, all reports required to be filed were filed on a timely basis.

Code of Ethics

WeOur ~~have~~board ~~not~~of directors has adopted a ~~Code~~code of ~~Business~~ethics ~~Conduct~~that our officers, directors and ~~Ethics~~any person ~~that~~who ~~applies~~may perform similar functions is subject to. Currently Messrs. Napper and Uballe and Ms. Odum are our ~~principal executive~~only ~~officer~~officers and directors, therefore, ~~principal~~they ~~financial~~are ~~officer~~the only persons subject to the Code of Ethics. If we retain additional officers in the future, ~~principal~~they ~~accounting~~would become ~~officer~~subject orto the Code of Ethics. The Code of Ethics does not ~~controller~~indicate the consequences of a breach of the code. If there is a breach, orthe ~~persons~~board ~~performing~~of ~~similar~~directors ~~functions~~would inreview ~~that~~the ~~our~~facts ~~sole~~and ~~officer~~circumstances surrounding the breach and take action that it deems appropriate, which action ~~director~~may include dismissal of the employee who breached the code. Currently, since Messrs. Napper and Uballe and Ms. Odum serve as the only directors and officers, They are responsible for reviewing their own conduct under the Code of Ethics and determining what action to take in ~~these~~the ~~capacities~~event of his own breach of the Code of Ethics.

~~Nominating~~ITEM ~~Committee~~11. EXECUTIVE COMPENSATION.

WeNo ~~have~~past officer or director of the Company has received any compensation and none is due or payable. Our sole officers and directors, Messrs. Napper and Uballe and Ms. Odum, do not ~~adopted~~receive any ~~procedures~~compensation byfor ~~which~~the ~~security~~services ~~holders~~they render ~~may~~to ~~recommend~~the ~~nominees~~Company, have not received compensation in the past, and are not accruing any compensation pursuant to any agreement with the Company. We currently have no formal written salary arrangement with either of our ~~Board~~officers. Messrs. Napper and Uballe and Ms. Odum may receive a salary or other compensation for services that they provide to the Company in the future. No retirement, pension, profit sharing, stock option or insurance programs or other similar programs have been adopted by the Company for the benefit of ~~Directors~~the Company’s employees.

~~Audit~~ITEM ~~Committee~~12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The ~~Board of~~following ~~Directors~~table ~~acts~~sets asforth ~~the~~certain information ~~audit~~regarding ~~committee.~~beneficial ~~The~~stock ~~Company~~ownership ~~does~~as ~~not~~of ~~have~~December a31, ~~qualified~~2009 of (i) ~~financial~~all ~~expert~~persons atknown ~~this~~to ~~time~~us ~~because~~to itbe ~~has~~beneficial ~~not~~owners ~~been~~of ~~able~~more tothan ~~hire~~5% aof ~~qualified~~our ~~candidate.~~outstanding ~~Further,~~common ~~the~~stock; ~~Company~~(ii) ~~believes~~each ~~that~~director itof ~~has~~our ~~inadequate~~company ~~financial~~and our executive ~~resources~~officers, atand ~~this~~(iii) ~~time~~all toof ~~hire~~our ~~such~~officers anand ~~expert~~directors as a group. ~~The~~ Each ~~Company~~of the ~~intends~~persons toin the table below has sole voting power and sole dispositive power ~~continue~~as to ~~search~~all ~~for~~of athe ~~qualified~~shares ~~individual~~shown ~~for~~as ~~hire~~beneficially owned by them, except as otherwise indicated.

~~Item 11. Executive Compensation.~~21

The Company’s officers and sole director have not received any cash remuneration since inception. He will not receive any remuneration until the consummation of an acquisition. No remuneration of any nature has been paid for on account of services rendered by a director in such capacity. Our sole officer and director intends to devote very limited time to our affairs.

Name	Number of Shares Beneficially Owned(1)		Percent of Outstanding Shares(1)
Accelerated Venture Partners, LLC		1,250,000	6.85	%
1840 Gateway Drive, Suite 200
Foster City, CA 94404

Rendell Vincent Napper II		8,500,000	46,58	%
723 Weatherstone Road Holland, OH 43528

Reynaldo Uballe Jr.		8,500,000	46.58	%
[3855 Forrest Green Toledo, OH 43615

Helen Odum		-	-
6800 W. Central Ave, Suite E-1 Toledo, OH 43617

Officers and directors as a group (three persons)		17,000,000	93.15	%

It(1) ~~is possible~~For ~~that, after~~ the ~~Company~~purposes ~~successfully~~of ~~consummates~~this table, a ~~business~~person ~~combination with~~is andeemed ~~unaffiliated~~to ~~entity,~~have ~~that~~“beneficial ~~entity~~ownership” ~~may~~of ~~desire~~any toshares ~~employ~~of orcapital ~~retain~~stock ~~one~~that orsuch ~~a number~~person ofhas ~~members~~the ofright ~~our~~to ~~management~~acquire ~~for~~within ~~the~~60 ~~purposes~~days of ~~providing~~December ~~services~~31, ~~to the~~2009. ~~surviving~~All ~~entity.~~percentages ~~However,~~for ~~the~~common ~~Company~~stock ~~has~~are ~~adopted~~calculated abased ~~policy~~upon ~~whereby~~a ~~the offer~~total of ~~any~~18,250,000 ~~post-transaction~~shares ~~employment~~outstanding toas ~~members~~ of ~~management~~December ~~will~~31, ~~not~~2009, beplus, ~~a consideration~~ in ~~our~~the ~~decision~~case ~~whether~~of tothe ~~undertake~~person ~~any~~for ~~proposed~~whom ~~transaction. There~~the ~~are~~calculation nois ~~understandings~~made, orthat ~~agreements~~number ~~regarding~~of ~~compensation~~shares ~~our~~of ~~management will~~common ~~receive~~stock ~~after~~that asuch ~~business~~person ~~combination~~has ~~that~~the isright ~~required~~ to beacquire ~~disclosed~~within 60 days of December 31, ~~or otherwise~~2009.

~~No retirement,~~ITEM ~~pension,~~13. ~~profit~~CERTAIN ~~sharing,~~RELATIONSHIPS ~~stock~~AND ~~option~~RELATED orTRANSACTIONS ~~insurance~~AND ~~programs~~DIRECTOR ~~or other similar programs have been adopted by the Company for the benefit of its employees.~~INDEPENDENCE

~~Director~~Certain ~~Compensation~~Relationships and Related Rransactions

WeAt December do31, ~~not currently~~2009, ~~pay~~certain ~~any~~shareholders ~~cash~~of ~~fees~~the Company had made advances to ~~our~~the Company ~~directors,~~in ~~nor~~the doaggregate weamount ~~pay~~of ~~directors’~~$1,526, ~~expenses~~which represents amounts loaned to ~~for~~the ~~attending~~Company ~~board~~to ~~meetings~~pay the Company's operating expenses.

~~Employment~~Director ~~Agreements~~Independence

~~The~~As of December 29, 2009, Messrs. Napper and Uballe and Ms. Odum became the sole directors of the Company. isMessrs. Napper and Uballe and Ms. Odum are not considered "independent" in accordance with rule 4200(a)(15) ~~party~~of tothe ~~any~~NASDAQ Marketplace ~~employment~~Rules. ~~agreements~~We are currently traded on the Over-the-Counter Bulletin Board. The Over-the-Counter Bulletin Board does not require that a majority of the board be independent.

~~Item~~ITEM 1213. ~~Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.~~ EXHIBITS

(a) The following table sets forth, as of April 29, 2008, the number of shares of common stock owned of record and beneficially by executive officers, directors and persons who beneficially own more than 5% of the outstanding shares of common stock of the Company. Unless otherwise set forth below, each of the stockholders has an address located at c/o Accelerated Venture Partners, LLC, 1840 Gateway Drive, Suite 200, Foster City, CA 94404.

Exhibit
Number		Description
31.1.		Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2.		Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Name and Address	Amount and Nature of Beneficial Ownership			Percentage of Class
Accelerated Venture Partners, LLC. (1)		5,000,000			100	%
1840 Gateway Drive, Suite 200
Foster City, CA 94404
Timothy J. Neher (3)		5,000,000	(2)		100	%
1840 Gateway Drive, Suite 200
Foster City, CA 94404
All Officers and		5,000,000	(2)		100	%
Directors as a group
(1 individual)

(1)	Accelerated Venture Partners, LLC, a Delaware limited liability company, is currently owned by Timothy J. Neher, who serves as its Managing Member.
(2)	Represents shares of common stock owned by Accelerated Venture Partners, LLC. Mr. Neher may be deemed the indirect beneficial owner of these shares of common stock since he has sole voting and investment control over the shares.
(3)	Mr. Neher is President, Secretary, Treasurer and sole director of the Company.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

~~(b) The~~AUDIT ~~Company currently has not authorized any compensation plans or individual compensation arrangements.~~FEES

~~Item~~The 13aggregate fees billed by our auditors, Paritz & Co., ~~Certain~~PA, ~~Relationships~~for professional services rendered for the audit of our annual financial statements for fiscal year ended December 31, 2009 and ~~Related~~review ~~Transactions~~of our interim financial statements for the first, second and third quarters of 2009 was approximately $4,500. The aggregate fees billed by our auditors for professional services rendered for the audit of our annual financial statements for fiscal year ended December 31, 2008 and review of our interim financial statements for the first, second and third quarters of 2008 was approximately $4,500.

~~Except as otherwise indicated herein, there have been no related party transactions, or any other transactions or relationships required to be disclosed pursuant to Item 404 of Regulation S~~AUDIT-K.RELATED FEES

~~Item~~During ~~14. Principal~~the ~~Accounting~~last ~~Fees~~two ~~and~~fiscal ~~Services~~years, no fees were billed or incurred for assurance or related services by our auditors that were reasonably related to the audit or review of financial statements reported above.

~~Paritz~~TAX ~~& Co. (“Paritz”) is the Company's independent registered public accounting firm.~~FEES

~~Audit~~There ~~Fees~~were no tax preparation fees billed for the fiscal years ender December 31, 2009 or 2008.

~~The aggregate~~ALL ~~fees billed or to be billed by Paritz for professional services~~OTHER rendered for the audit of our annual financial statements and limited review of financial statements included in our quarterly reports on Form 10-Q or services that are normally provided in connection with statutory and regulatory filings were $1,000 for the period from April 29, 2008 (Inception) to December 31, 2008.FEES

~~Audit-Related~~During ~~Fees~~the last two fiscal years, no other fees were billed or incurred for services by our auditors other than the fees noted above. Our board, acting as an audit committee, deemed the fees charged to be compatible with maintenance of the independence of our auditors.

~~There were~~THE ~~no fees billed~~BOARD orOF toDIRECTORS bePRE-APPROVAL filled by Paritz for assurance and related services that are reasonably related to the performance of the audit or review of the Company’s financial statements for the period from April 29, 2008 (Inception) to December 31, 2008.POLICIES

~~Tax~~We do not ~~Fees~~have a separate audit committee. Our full board of directors performs the functions of an audit committee. Before an independent auditor is engaged by us to render audit or non-audit services, our board of directors pre-approves the engagement. Board of directors pre-approval of audit and non-audit services will not be required if the engagement for the services is entered into pursuant to pre-approval policies and procedures established by our board of directors regarding our engagement of the independent auditor, provided the policies and procedures are detailed as to the particular service, our board of directors is informed of each service provided, and such policies and procedures do not include delegation of our board of directors' responsibilities under the Exchange Act to our management. Our board of directors may delegate to one or more designated members of our board of directors the authority to grant pre-approvals, provided such approvals are presented to the board of directors at a subsequent meeting. If our board of directors elects to establish pre-approval policies and procedures regarding non-audit services, the board of directors must be informed of each non-audit service provided by the independent auditor. Board of directors pre-approval of non-audit services, other than review and attest services, also will not be required if such services fall within available exceptions established by the SEC. For the fiscal year ended December 31, 2009, 100% of audit-related services, tax services and other services performed by our independent auditors were pre-approved by our board of directors.

~~There were~~Our ~~no fees billed~~board orhas toconsidered bewhether ~~filled~~the byservices ~~Paritz~~described ~~for~~above ~~professional~~under ~~services~~the ~~for~~caption ~~tax~~"All ~~compliance, tax~~Other ~~advice~~Fees", ~~and~~which ~~tax~~are ~~planning~~currently ~~were~~none, ~~for~~is ~~the~~compatible ~~period~~with ~~from~~maintaining ~~April~~the ~~29, 2008 (Inception)~~auditor's ~~to December 31, 2008~~independence.

~~All~~The board ~~Other~~approved ~~Fees~~all fees described above.

~~There were no fees billed or to be billed by Paritz for other products and services for the period from April 29, 2008 (Inception) to December 31, 2008.~~23

~~Audit~~PART ~~Committee’s Pre-Approval Process~~IV

~~The~~ITEM ~~Board of Directors acts as the audit committee of the Company~~15. EXHIBITS, ~~and accordingly,~~ ~~all~~FINANCIAL ~~services~~STATEMENT ~~are approved by all the members of the Board of Directors.~~SCHEDULES

~~Part~~The IVfollowing documents are filed as part of this 10-K:

~~Item 15~~1. FINANCIAL ~~Exhibits, Financial Statement Schedules~~STATEMENTS

~~(a) We~~The ~~set~~following ~~forth~~documents ~~below~~are afiled ~~list of our audited financial statements included~~ in ~~Item~~Part II, Item 8 of this annual report on Form 10-K.:

Statement		Page
Index to Financial Statements		F-1
Report of Independent Registered Public Accounting Firm		F-2
Balance Sheets		F-3
Statements of Operations		F-4
Statement of Changes in Stockholder’s Equity		F-5
Statements of Cash Flows		F-6
Notes to Financial Statements		F-7

Report of Paritz & Co., PA, Independent Registered Certified Public Accounting Firm

~~(b)~~· ~~Index to~~Balance ~~Exhibits~~Sheets ~~required~~as byof ~~Item~~December ~~601~~31, of2009 ~~Regulation~~and ~~S-K.~~2008

Exhibit		Description
*3.1		Certificate of Incorporation
*3.2		By-laws
23.1		Consent of Independent Accountants
31.1		Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Annual Report on Form 10-K for the year ended December 31, 2008
32.1		Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002

Statements of Operations for the years ended December 31, 2009 and 2008 and the period from inception (April 29, 2008) to December 31, 2009 (audited)

*· ~~Filed~~Statements asof anStockholders’ ~~exhibit~~Deficit tofrom ~~the~~inception ~~Company's~~(April ~~registration statement on Form 10~~29, as2008) ~~filed~~to ~~with~~December ~~the Securities and Exchange Commission on March 19~~31, ~~2008~~2009 ~~and incorporated herein by this reference.~~(audited)

Statement of Cash Flows for the years ended December 31, 2009 and 2008 and the period from inception (April 29, 2008) to December 31, 2009 (audited)

Notes to Financial Statements (audited)

2. FINANCIAL STATEMENT SCHEDULES

All financial statement schedules have been omitted as they are not required, not applicable, or the required information is otherwise included.

3. EXHIBITS

The exhibits listed below are filed as part of or incorporated by reference in this report.

Exhibit No.		Identification of Exhibit

31.1.		Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2.		Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1		Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

SIGNATURES

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

Dated: March 24, 2009	ACCELERATED ACQUISITIONS III, INC.
	By:	/s/ Timothy J. Neher
		Timothy J. Neher
		President and Director
		Chief Executive Officer
		Principal Executive Officer
Dated: March 24, 2009	By:	/s/ Timothy J. Neher
		Timothy J. Neher
		Principal Financial Officer

	CLS Capital Group, Inc.
	(Registrant)

By
	/s/ Redell Vincent Napper III

	Redell Vincent Napper III
	Chief Financial Officer, Principal Executive Officer, Principal Financial Officer, Treasurer and Director

Date
	March 30, 2010

By
	/s/ Reynaldo Uballe Jr.

	Reynaldo Uballe Jr.
	COO, and Director

Date
	March 30, 2010

InPursuant ~~accordance~~to ~~with~~the ~~Section~~requirements ~~13 or 15(d)~~ of the Securities Exchange Act of 1934, this report has been signed below by the following ~~persons~~person on behalf of the registrant and in the capacity ~~capacities~~ and on the ~~dates~~date indicated.

	Title	Date
/s/ Timothy J. Neher	President and Sole Director	March 24, 2009
Timothy J. Neher	Chief Executive Officer

By
	/s/ Redell Vincent Napper II

	Redell Vincent Napper II
	Chief Financial Officer, Principal Executive Officer, Principal Financial Officer, Treasurer and Director

Date
	March 30, 2010

By
	/s/ Reynaldo Uballe Jr.

	Reynaldo Uballe Jr.
	COO, and Director

Date
	March 30, 2010

By
	/s/ Helen Odum

	Helen Odum
	Secretary and Director

Date
	March 30, 2010

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