UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

___________

FORM 10-K

~~___________~~ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

~~ANNUAL~~For ~~REPORT~~the ~~UNDER~~fiscal ~~SECTION~~year 13ended ORDecember ~~15(D) OF THE SECURITIES~~31, 2011

EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2010

Commission File Number: 333-152376

___________________________________

	GLOBAL SMART ENERGY, INC.
	( FORMERLY TRIANGLE ALTERNATIVE NETWORK INCORPORATED)
	(Exact name of Company as specified in its charter)

DELAWARE		26-2691611
(State or other Jurisdiction of		(IRS Employer
of Incorporation or Organization)		Identification No.)

3340 Peachtree Road, N.E., Suite 1800, Atlanta, GA		30326
(Address of principal executive offices)		(Zip Code)

	(404) 230-9600
	(Issuer’s telephone number, including area code)

	GLOBAL SMART ENERGY, INC.
	( FORMERLY TRIANGLE ALTERNATIVE NETWORK INCORPORATED)
	(Exact name of Company as specified in its charter)
DELAWARE		26-2691611
(State or other Jurisdiction of		(IRS Employer
of Incorporation or Organization)		Identification No.)
230 North Park Blvd Suite 104 Grapevine, Texas		76051
(Address of principal executive offices)		(Zip Code)
	(817) 416-2533
	(Issuer’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, $0.005 ~~Par~~par ~~Value~~value per share

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

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

~~Indicate~~Note by– ~~check~~Checking ~~mark whether~~ the ~~issuer~~box ~~(1)~~above will ~~filed~~not ~~all~~relieve ~~reports~~any registrant required to befile ~~filed~~reports bypursuant to Section 13 or 15(d) of the Exchange Act ~~during~~from ~~the~~their ~~past~~obligations under 12those ~~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~~Sections. ~~Yes x No o~~

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

x Yes ¨ No

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

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

Large Accelerated Filer o £ Accelerated Filer o £ Non-Accelerated Filer £ Smaller Reporting Company S

~~Non~~Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-~~Accelerated~~2 ~~Filer o Smaller~~of ~~Reporting~~the ~~Company~~ Exchange Act). Yes x No ¨

~~Indicate~~State the aggregate market value of the voting and non-voting common equity held by ~~check~~non-affiliates ~~mark~~computed ~~whether~~by reference to the ~~registrant~~price isat awhich ~~shell~~the ~~company~~common (equity was last sold, or the average bid and asked price of such common equity, as ~~defined~~of inthe ~~Rule~~last ~~12b-2~~business day of the ~~Exchange~~registrant’s ~~Act).Yes~~most ~~xNo o~~recently completed second fiscal quarter.

~~Issuer’s~~The ~~revenues~~aggregate ~~for~~market ~~its~~value ~~most~~of ~~recent~~the ~~fiscal~~voting ~~year:~~and ~~None~~non-voting common equity on June 30, 2011 held by non-affiliates of the registrant is not applicable as the Company has not yet achieved trading status.

~~The~~Note.—If ~~aggregate~~a ~~market~~determination ~~value~~as to ofwhether ~~the~~a ~~voting~~particular ~~and~~person ~~non-voting~~or ~~common~~entity ~~equity on December 31, 2010 held by non-affiliates of the registrant~~ is ~~not~~an ~~applicable~~affiliate ascannot ~~the~~be ~~Company~~made ~~has~~without ~~not yet achieved trading status.~~involving

Asunreasonable ofeffort ~~March~~and 31expense, ~~2011,~~the ~~there~~aggregate market ~~were~~value ~~3,208,250~~of ~~shares~~the common stock held by non-affiliates may be calculated on the basis of assumptions reasonable under the ~~registrant’s~~circumstances, provided ~~Common~~that ~~Stock~~the ~~outstanding~~assumptions are set forth in this Form.

~~Page~~APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY

~~TRIANGLE~~PROCEEDINGS ~~ALTERNATIVE~~DURING ~~NETWORK~~THE ~~INC.~~PRECEDING FIVE YEARS:

~~Report~~Indicate by oncheck ~~Form~~mark ~~10-K~~whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. ¨ Yes ¨ No

PART I.
Item 1.	Description of Business …………………………………………………………………….	4
Item 1A.	Risk Factors ……………………………………………………………………………….	5
Item 2.	Description of Property ……………………………………………………………………..	7
Item 3.	Legal Proceedings …………………………………………………………………………..	7
Item 4.	Submission of Matters to a Vote of Security Holders ……………………………………...	7
PART II.
Item 5.	Market for Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities ……………………………………………………………………………	7
Item 6.	Selected Financial Data …………………………………………………………………….	8
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	8
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk ……………………………..	8
Item 8.	Financial Statements ………………………………………………………………………..	12
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 …………………………………………………………………...	22
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters …………………………………………….	23
Item 13.	Certain Relationships and Related Transactions …………………………………………...	24
Item 14.	Principal Accountant Fees and Services ……………………………………………………	24
Item 15.	Exhibits ……………………………………………………………………………………..	24

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.

As of March 30, 2012, there were 13,184,410 shares of the registrant’s Common Stock outstanding.

Table of Contents

PART I.

Item 1.	Business	3
Item 1A.	Risk Factors	4
Item 1B.	Unresolved Staff Comments
Item 2.	Properties	4
Item 3.	Legal Proceedings	4
Item 4.	Mine Safety Disclosures	4

PART II.

Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	4
Item 6.	Selected Financial Data	6
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	6
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	6
Item 8.	Financial Statements and Supplementary Data	7
Item 9.	Changes In and Disagreements With Accountants on Accounting and Financial Disclosure	17
Item 9A	Controls and Procedures	17
Item 9B.	Other Information	18

PART III.

Item 10.	Directors, Executive Officers and Corporate Governance	18
Item 11.	Executive Compensation	21
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	23
Item 13.	Certain Relationships and Related Transactions and Director Independence	24
Item 14.	Principal Accountant Fees and Services	24

PART IV.

Item 15.	Exhibits	24

PART I.

FORWARD LOOKING STATEMENTS

This annual report contains certain forward-looking statements and for this purpose any statements contained in this annual report that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, words such as "may," "will," "expect," "believe," "anticipate," "estimate" or "continue" or comparable terminology are intended to identify forward-looking statements. These statements by their nature involve substantial risks and uncertainties, and actual results may differ materially depending on a variety of factors, many of which are not within our control. These factors include but are not limited to economic conditions generally and in the markets in which the Company may participate, competition within the Company’s chosen industry, technological advances and failure by us to successfully develop business relationships.

ITEM 1. DESCRIPTION OF BUSINESS .

(a)

Business Development

Global Smart Energy, Inc. (formerly Triangle Alternative Network Incorporated) (“GSEI.”) is a development stage company that was incorporated in the state of Delaware on April 1, 2008 and was the holding company for Triangle Alternative Network, LLC (“TAN, LLC” and, together with GSEI., "GSEI", the "Company", "we", "us" or "our"). We are a start-up company that was originally organized to develop a television network to provide programming to the Gay, Lesbian, Bi-Sexual and Trans-gender (“GLBT”) Community.

After attempting to develop programming, it was determined that the company did not want to develop this particular programming and had not entered into a definitive contract to sell the programming. The film and production costs ~~have~~were ~~been~~ transferred to related parties in exchange for the debt owed to them for advances to the Company.

(b) Business of Issuer

~~The~~GSEI ~~Company,~~was ~~based~~incorporated onin ~~current proposed business activities, is a “blank check” company. The Securities and Exchange Commission (~~the ~~“SEC”)~~State ~~defines~~of ~~those~~Delaware on ~~companies~~April ~~as “any development stage company that is issuing a penny stock~~1, ~~within~~2008 ~~the~~under ~~meaning of Section 3 (a)(51) of~~ the ~~Securities~~name ~~Exchange Act~~ of ~~1934,~~Triangle asAlternative ~~amended (the “Exchange Act”)~~Network, ~~and~~Inc. ~~that~~The ~~has~~Company noofficially ~~specific~~changed ~~business plan or purpose, or has indicated that~~ its ~~business~~name ~~plan is~~ to ~~merge~~Global ~~with~~Smart ~~an unidentified company or companies~~Energy, Inc.” ~~Under~~on ~~SEC~~February ~~Rule 12b-2 under the Securities Act of 1933~~8, as2011. ~~amended~~GSE ~~(the “Securities Act”), the Company also qualifies as a “shell company,” because it~~ has no orfull ~~nominal~~time ~~assets~~employees. ~~(other~~Our ~~than~~principal ~~cash)~~executive ~~and~~offices noare orlocated ~~nominal~~at ~~operations.~~3340 ~~Many~~Peachtree ~~states have enacted statutes~~Road, ~~rules and regulations limiting the sale of securities of “blank check” companies in their respective jurisdictions~~N. ~~Management does not intend to undertake any efforts to cause a market to develop in our securities~~E., ~~either debt or equity~~ Atlanta, ~~until~~GA weand ~~have~~our ~~successfully~~telephone ~~concluded~~number ais ~~business~~(404) ~~combination~~230-9600. ~~The Company intends to comply with the periodic reporting requirements of the Exchange Act for so long as we are subject to those requirements.~~

~~The~~Effective ~~analysis~~October 2, 2011 in a special meeting of ~~new~~the ~~business~~Board ~~opportunities~~of ~~will~~Directors, beE. ~~undertaken~~Lamar by“Lou” orSeals, ~~under~~III ~~the~~was ~~supervision~~elected as Chairman of the ~~officers~~Board of Directors and ~~directors~~CEO of the Company~~. The~~ ~~Company~~to ~~has~~be ~~had preliminary~~effective ~~contact and~~October ~~discussions~~22, ~~with the~~2001. Frank ~~representative~~O’Donnell, ofCEO ~~one~~and ~~entity~~Director, ~~regarding~~Lyle aMortensen ~~possible~~CFO ~~business~~and ~~combination.~~Director ~~The~~and Gerry ~~Company~~Shirren, ~~has~~Director ~~unrestricted~~resigned ~~flexibility~~for inpersonal ~~seeking,~~reasons ~~analyzing~~ and ~~participating~~had inno ~~potential~~disagreements ~~business~~with ~~opportunities~~the Company. Prior Into ~~its~~resignation the ~~efforts~~Board toof ~~analyze~~Directors ~~potential~~elected ~~acquisition~~E. ~~targets~~Lamar Seals, ~~the~~III ~~Company~~and John ~~will~~W. ~~consider~~Bonner, ~~the~~Jr. ~~following~~as ~~kinds~~directors to replace them until further action by a majority of ~~factors:~~the shareholders.

(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.

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 or obtain written consent to obtain the approval of the holders of a majority of the outstanding shares. 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.

We presently have no employees. Our officers and directors are engaged in outside business activities and we anticipate they will devote to our business very limited time until the acquisition of a successful business opportunity has been consummated. We expect no significant changes in the number of our employees other than such changes, if any, incident to a business combination.

(c) Reports to security holders

(1) The Company is not required to deliver an annual report to security holders and at this time does not anticipate the distribution of such a report.

(2) The Company will file reports with the SEC. The Company is currently a reporting company and will comply with the requirements of the Exchange Act.

(3) The public may read and copy any materials the Company files with the SEC at the SEC's Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC- 0330. Additionally, the SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, which can be found at http://www.sec.gov.

Competition

Our primary goal is the acquisition of a target company or business seeking the perceived advantages of being a publicly held corporation. The Company faces vast competition from other shell companies with the same objectives. The Company is in a highly competitive market for a small number of business opportunities which could reduce the likelihood of consummating a successful business combination. A large number of established and well-financed entities, including small public companies and venture capital firms, are active in mergers and acquisitions of companies that may be desirable target candidates for us. Nearly all these entities have significantly greater financial resources, technical expertise and managerial capabilities than we do; consequently, we will be at a competitive disadvantage in identifying possible business opportunities and successfully completing a business combination. These competitive factors may reduce the likelihood of our identifying and consummating a successful business combination.

Patent and Trademarks

We currently do not own any patents, trademarks or licenses of any kind.

Government Regulations

There are no government approvals necessary to conduct our current business.

Employees

We presently have no employees apart from our management. Our officers and director are engaged in outside business activities and anticipate they will devote to our business very limited time until the acquisition of a 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.

ITEM 1A. RISK FACTORS

AnWe ~~investment~~are ina ~~the~~smaller ~~Company~~reporting iscompany ~~highly~~as ~~speculative~~defined by inRule ~~nature~~12b-2 ~~and~~of ~~involves~~the anSecurities ~~extremely~~Exchange ~~high~~Act ~~degree~~ of ~~risk.~~1934 ~~There~~and ~~may~~are benot ~~conflicts~~required ofto ~~interest~~provide ~~between~~the ~~our~~information ~~management~~under ~~and~~this ~~our non-management stockholders~~item.

~~Conflicts~~ITEM ~~of interest create the risk that management may have an incentive to act adversely to the interests of other investors~~2. ADESCRIPTION ~~conflict~~OF of interest may arise between our management's personal pecuniary interest and its fiduciary duty to our stockholders. Further, our management's own pecuniary interest may at some point compromise its fiduciary duty to our stockholders.PROPERTY

Our ~~business~~headquarters isare ~~difficult~~located toat ~~evaluate~~3340 ~~because~~Peachtree Road, weN.E., ~~have~~Atlanta, noGA. At ~~operating~~the ~~history~~current time the Company shares office space in the office of the current CEO and is not charged rent due to a lack of operations.

AsITEM ~~the Company has no operating history or revenue and only minimal assets, there is a risk that we will be unable to continue as a going concern and consummate a business combination~~3. ~~The~~LEGAL Company has had no recent operating history nor any revenues or earnings from operations since inception. We have no significant assets or financial resources. We will, in all likelihood, sustain operating expenses without corresponding revenues, at least until the consummation of a business combination. This may result in our incurring a net operating loss that will increase continuously until we can consummate a business combination with a profitable business opportunity. We cannot assure you that we can identify a suitable business opportunity and consummate a business combination.PROCEEDINGS

~~There~~We isare ~~competition~~not ~~for~~a ~~those~~party to ~~private~~any ~~companies~~material ~~suitable~~legal ~~for~~proceedings aand ~~merger~~there ~~transaction~~are no material legal proceedings pending with respect to our property. We are not aware of ~~the~~any ~~type~~legal proceedings contemplated by ~~management~~any governmental authorities involving either us or our property. None of our directors, officers or affiliates is an adverse party in any legal proceedings involving us or our subsidiaries, or has an interest in any proceeding which is adverse to us or our subsidiaries.

~~The~~ITEM ~~Company is in a highly competitive market for a small number of business opportunities which could reduce the likelihood of consummating a successful business combination~~4. WeMINE ~~are~~SAFETY ~~and will continue to be an insignificant participant in the business of seeking mergers with, joint ventures with and acquisitions of small private and public entities~~DISCLOSURES. A large number of established and well-financed entities, including small public companies and venture capital firms, are active in mergers and acquisitions of companies that may be desirable target candidates for us. Nearly all these entities have significantly greater financial resources, technical expertise and managerial capabilities than we do; consequently, we will be at a competitive disadvantage in identifying possible business opportunities and successfully completing a business combination. These competitive factors may reduce the likelihood of our identifying and consummating a successful business combination.

~~Future~~Not ~~success is highly dependent on the ability of management to locate and attract a suitable acquisition~~Applicable.

~~The~~PART ~~nature of our operations is highly speculative and there is a consequent risk of loss of your investment~~II. The success of our plan of operation will depend to a great extent on the operations, financial condition and management of the identified business opportunity. While management intends to seek business combination(s) with entities having established operating histories, we cannot assure you that we will be successful in locating candidates meeting that criterion. In the event we complete a business combination, the success of our operations may be dependent upon management of the successor firm or venture partner firm and numerous other factors beyond our control.

~~Effective~~Market March 18, 2011 the Company has signed a Binding Letter of Intent (the “LOI”) with respect to the acquisition of a majority control of a private operating company. No assurances can be given that we will successfully conclude a business combination with this private company unless they are able to comply with all of the terms of the LOI and the subsequent Purchase Agreement that is to be drafted consistent with the terms of the LOI. This LOI is with a company that specializes in clean electric transportation systems and energy storage technologies and products. These technologies and products include Electric Vehicles, EV Propulsion Systems, Performance Vehicle Development, and Energy Storage with Power Grid Applications.Information

~~Lyle~~The ~~Mortensen, the current CEO of the~~ Company,’s iscommon ~~also~~stock ~~an officer, director and a shareholder in the entity with which the Company has signed the LOI. Mr. Mortensen~~ is ~~less~~not actively ~~than~~trading aas ~~10%~~of ~~shareholder~~December in31, ~~the company to be acquired~~2011.

~~ICAG,~~Holders ~~Inc, a majority shareholder~~ of ~~the~~Our ~~Company,~~Common ~~is also a majority shareholder of the target company.~~Stock

WeAs ~~cannot~~of ~~guarantee~~March ~~that~~30, 2011, we ~~will~~had be71 ~~able~~stockholders ~~to negotiate the final terms~~ of ~~this~~record ~~business~~based ~~combination~~ on aCompany ~~favorable~~information ~~basis~~ and ~~there~~provided isby ~~consequently~~our atransfer ~~risk~~agent ~~that~~and ~~any~~as ~~funds~~authorized ~~allocated~~by tothe ~~this acquisition will be lost~~Company.

~~Management intends to devote only a limited amount of time to completing the acquisition identified which may adversely impact our ability to identify other suitable acquisition candidates.~~Dividends

~~While~~We ~~seeking~~have ~~business~~not ~~combinations~~declared ~~and~~or ~~assisting~~paid incash ~~the~~dividends on ~~preparation~~our ofcommon ~~the~~stock ~~documents~~since ~~for~~our ~~the~~inception. ~~acquisition~~We ~~under~~intend ~~the~~to ~~terms~~retain ofall ~~the~~future ~~LOI~~earnings, ~~management~~if ~~anticipates~~any, ~~devoting no more than a few hours per week~~ to fund the ~~Company's~~operation ~~affairs~~of inour ~~total.~~business, and, ~~Our~~therefore, ~~officers~~do ~~have~~ not ~~entered~~anticipate ~~into~~paying adividends ~~written~~in ~~employment~~the ~~agreement~~foreseeable ~~with us~~future. ~~However,~~ itFuture iscash ~~anticipated~~dividends, ~~that~~if ~~Mr.~~any, ~~Mortensen and other officers of the target company~~ will ~~enter~~be ~~into~~determined by ~~written~~our ~~employment~~board ~~agreements~~of ~~if a successful merger or acquisition is completed~~directors.

~~The~~Issuer ~~time~~Purchases ~~and cost~~ of ~~preparing~~Equity ~~a private company to become a public reporting company may preclude us from entering into a merger or acquisition with the most attractive private companies.~~Securities

~~Target~~There ~~companies~~were ~~that~~no ~~fail~~stock torepurchases ~~comply~~during ~~with SEC reporting requirements may delay or preclude acquisition. Sections 13 and 15(d) of~~ the year ~~Exchange~~ended ~~Act~~December ~~require reporting companies to provide certain information about significant acquisitions~~31, ~~including certified financial statements for the company acquired, covering one, two, or three years, depending on the relative size of the acquisition~~2011. The time and additional costs that may be incurred by some target entities to prepare these statements may significantly delay or essentially preclude consummation of an acquisition. Otherwise suitable acquisition prospects that do not have or are unable to obtain the required audited statements may be inappropriate for acquisition so long as the reporting requirements of the Exchange Act are applicable.

~~The~~Recent ~~Company~~Sales ~~may~~of beUnregistered ~~subject to further government regulation which would adversely affect our operations.~~Securities

~~Although~~On weMarch ~~will be subject to the reporting requirements under the Exchange Act~~8, ~~management~~2011 ~~believes we will not be subject to regulation under~~ the ~~Investment~~Board ~~Company Act~~ of ~~1940, as amended (~~the ~~“Investment~~Directors authorized ~~Company Act”), since we will not be engaged in~~ the ~~business~~issue of ~~investing~~its orcommon ~~trading~~stock ~~in securities. If we engage in business combinations which result in our holding passive investment interests in a number of entities, we could be subject~~ to ~~regulation under~~ the ~~Investment~~officers ~~Company Act. If so, we would be required to register as an investment company~~ and ~~could~~directors bethat ~~expected to incur significant registration and compliance costs. We~~ have ~~obtained~~been noserving ~~formal~~without ~~determination~~compensation ~~from~~in the ~~SEC as to our status under the Investment Company Act and, consequently, violation of the Investment Company Act could subject us to material adverse consequences.~~following amounts:

Any potential acquisition or merger with a foreign company may subject us to additional risks.

Lyle J. Mortensen, former CEO and director (1)	200,000 shares
Gerry Shirren, former CFO and director (1)	75,000 shares
Tiffany Kalahiki, former secretary and director (2)	25,000 shares

If(1) weresigned ~~enter~~from ~~into~~all apositions ~~business combination~~ with ~~a foreign concern, we will be subject to risks inherent in business operations outside of~~ the ~~United~~Company ~~States.~~on ~~These risks include~~October 21, for example, currency fluctuations, regulatory problems, punitive tariffs, unstable local tax policies, trade embargoes, risks related to shipment of raw materials and finished goods across national borders and cultural and language differences2011. Foreign economies may differ favorably or unfavorably from the United States economy in growth of gross national product, rate of inflation, market development, rate of savings, and capital investment, resource self-sufficiency and balance of payments positions, and in other respects.

~~There~~(2) isresigned ~~currently~~from noall ~~trading~~positions ~~market~~with the ~~for~~Company ~~our~~on ~~common~~January 13, ~~stock~~2011.

~~Our~~The ~~shares~~Company ofalso ~~common~~approved ~~stock are not registered under~~ the ~~securities~~issuance ~~laws~~ of ~~any state or other jurisdiction~~ 1,676,160 ~~and~~shares ~~accordingly~~at ~~there~~$0.045 isper noshare ~~public trading market~~ for ~~our~~the ~~common~~cancellation ~~stock.~~of ~~Further, no public trading market is expected to develop in~~ the ~~foreseeable~~unsecured ~~future~~advances ~~unless~~owed ~~and~~by ~~until~~ the ~~Company~~Corporation completes a business combination with an operating business. Therefore, outstanding shares of our common stock cannot be offered, sold, pledged or otherwise transferred unless subsequently registered pursuant to, orits ~~exempt~~majority ~~from~~shareholder in ~~registration under,~~ the ~~Securities~~amount ~~Act~~ of ~~1933~~$75, ~~as amended (“Securities Act”) and any other applicable federal or state securities laws or regulations~~427.15 ~~Shares~~effective ofMarch ~~our common stock cannot be sold under the exemptions from registration provided by Rule 144 under or Section 4(1) of the Securities Act (“Rule 144”)~~17, ~~unless they meet the requirements of Rule 144(i) of the Securities Act~~2011.

WeOn ~~have~~December ~~never~~23, ~~paid~~2011, ~~dividends~~the onBoard ~~our~~of Directors ~~common~~authorized ~~stock~~the issuance of 6,000,000 shares in conversion of a $30,000 Convertible promissory that was issued on October 21, 2011.

WeOn ~~have~~December ~~never~~23, ~~paid~~2011, ~~dividends~~Emmett onLamar Seals, ~~our~~III ~~common~~converted ~~stock~~a ~~and~~Convertible doPromissory ~~not~~Note ~~presently intend to pay any dividends~~ in the ~~foreseeable~~amount ~~future~~of $30,000.00 Weto ~~anticipate~~6,000,000 ~~that~~shares ~~any funds available for payment~~ of ~~dividends will be re-invested into~~ the Company’s common ~~to further its business strategy~~stock.

~~The~~On February 16, 2012, the Company ~~may~~issued 1,000,000 beshares ~~subject~~of its common stock to ~~certain~~Teresa ~~tax~~Vellardita, ~~consequences~~designee inof ~~our~~Vince ~~business~~Vellardita and 1,000,000 ~~which~~shares ~~may~~to ~~increase~~Emmett ~~our~~Lamar ~~cost~~Seals, III offor ~~doing~~services ~~business~~rendered.

WeAll ~~may~~of ~~not be able to structure our acquisition to result in tax-free treatment for~~ the ~~companies~~above orofferings their stockholders, which could deter third parties from entering into certain business combinations with us or result in being taxed on consideration received in a transaction. Currently, a transaction may be structured so as to result in tax-free treatment to both companies, as prescribed by various federal and ~~state~~sales ~~tax~~were deemed ~~provisions. We intend~~ to ~~structure~~be ~~any~~exempt ~~business~~under ~~combination~~either sorule as506 toof ~~minimize~~Regulation ~~the~~D ~~federal~~ and ~~state~~Section ~~tax~~4(2) ~~consequences~~or toRule ~~both~~902 usof ~~and~~Regulation ~~the~~S ~~target entity; however, we cannot guarantee that the business combination will meet the statutory requirements~~ of ~~a tax-free reorganization or that~~ the ~~parties~~Securities ~~will~~Act ~~obtain the intended tax-free treatment upon a transfer~~ of 1933, ~~stock~~as ~~or assets~~amended. ~~A non-qualifying reorganization could result in the imposition of both federal and state taxes that may have an adverse effect on both parties to the transaction.~~

~~Our business will have no revenues unless and until we merge with or acquire an operating business.~~5

WeITEM ~~are a development stage company and have had no revenues from operations~~6. WeSELECTED ~~may~~FINANCIAL ~~not realize any revenues unless and until we successfully merge with or acquire an operating business.~~DATA

~~The~~We ~~Company~~are ~~intends~~a tosmaller ~~issue~~reporting ~~more~~company ~~shares~~as indefined by aRule ~~merger~~12b-2 orof ~~acquisition,~~the ~~which~~Securities ~~will~~Exchange ~~result~~Act inof ~~substantial~~1934 ~~dilution~~and are not required to provide the information under this item.

~~Our~~ITEM ~~Certificate of Incorporation authorizes the issuance of a maximum of 50,000,000 shares of common stock~~7. Any merger or acquisition effected by us may result in the issuance of additional securities without stockholder approval and may result in substantial dilution in the percentage of our common stock held by our then existing stockholders. Moreover, the common stock issued in any such merger or acquisition transaction may be valued on an arbitrary or non-armMANAGEMENT’~~s-length~~S ~~basis~~DISCUSSION byAND ~~our~~ANALYSIS ~~management,~~OF ~~resulting~~FINANCIAL inCONDITION anAND ~~additional~~RESULTS ~~reduction~~OF in the percentage of common stock held by our then existing stockholders. Our Board of Directors has the power to issue any or all of such authorized but unissued shares without stockholder approval. To the extent that additional shares of common stock or preferred stock are issued in connection with a business combination or otherwise, dilution to the interests of our stockholders will occur and the rights of the holders of common stock might be materially and adversely affected.OPERATIONS

The ~~Company~~following ~~has~~discussion ~~conducted~~and noanalysis ~~market~~is ~~research~~intended oras ~~identification~~a review of ~~business~~significant ~~opportunities,~~factors ~~which~~affecting ~~may~~our ~~affect~~financial condition and results of operations for the periods indicated. The discussion should be read in conjunction with our ~~ability~~consolidated financial statements and the notes presented herein. In addition to ~~identify~~historical information, the following Management's Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements that involve risks and uncertainties. Our actual results could differ significantly from those anticipated in these forward-looking statements as a ~~business~~result toof ~~merge~~certain ~~with~~factors ordiscussed ~~acquire~~in this annual report.

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

~~Because~~The wefollowing ~~may~~discussion ~~seek~~of toour ~~complete~~financial condition, achanges ~~business~~in ~~combination~~financial ~~through~~condition aand ~~“reverse~~results ~~merger”,~~of ~~following~~operations ~~such~~for athe ~~transaction~~year weended ~~may~~December ~~not~~31, 2011 should be ~~able~~read toin ~~attract~~conjunction with our audited financial statements and related notes for the ~~attention~~year ofended ~~major~~December ~~brokerage~~31, ~~firms~~2011.

~~Additional~~The ~~risks~~analysis ~~may~~of ~~exist~~new ~~since~~business we opportunities will ~~assist~~be aundertaken ~~privately~~by ~~held~~or ~~business~~under tothe ~~become~~supervision ~~public through a “reverse merger.” Securities analysts~~ of ~~major~~the ~~brokerage~~officers ~~firms~~and ~~may~~directors ~~not provide coverage~~ of ~~our Company since there is no incentive to brokerage firms to recommend~~ the ~~purchase of our common stock~~Company. NoThe ~~assurance~~Company ~~can~~has beunrestricted ~~given~~flexibility in ~~that~~seeking, ~~brokerage~~analyzing ~~firms~~and ~~will~~participating ~~want to conduct any secondary offerings on behalf of our post-merger company~~ in ~~the~~potential ~~future.~~business opportunities

6RESULTS OF OPERATIONS

WeFor ~~cannot~~the ~~assure~~year ~~you~~ended ~~that~~December ~~following~~31, a2011 ~~business~~compared ~~combination~~to ~~with~~the anperiod ended ~~operating~~December ~~business~~31, ~~our common stock will be listed on NASDAQ or any other securities exchange.~~2010

~~Following~~From ~~a business combination, we may seek the listing of~~ our ~~common~~inception ~~stock~~ on ~~NASDAQ~~May ~~or other securities exchange. However~~23, ~~we cannot assure you that following such a transaction~~2007, ~~we will be able~~ (inception) to ~~meet~~December ~~the initial listing standards of either of those or any other stock exchange~~31, ~~or that we will be able to maintain a listing of our common stock on either of those or any other stock exchange. After completing a business combination~~2011, ~~until our common stock is listed on the NASDAQ or another stock exchange,~~ we ~~expect~~have ~~that~~generated ~~our~~no common stock would be eligible to trade on the OTC Bulletin Board, another over-the-counter quotation system, or on the “pink sheets,” where our stockholders may find it more difficult to dispose of shares or obtain accurate quotations as to the market value of our common stockrevenue. InWe ~~addition,~~earned weno ~~would~~revenues beduring ~~subject to an SEC rule that, if it failed to meet~~ the ~~criteria~~twelve ~~set~~month ~~forth~~period inended ~~such~~December ~~rule~~31, ~~imposes~~2011 and ~~various~~no ~~practice~~revenues ~~requirements~~for ~~on broker-dealers who sell securities governed by~~ the ~~rule~~period toended ~~persons~~December ~~other than established customers and accredited investors. Consequently~~31, ~~such rule may deter broker-dealers from recommending or selling our common stock, which may further affect its liquidity~~2010. ~~This would also make it more difficult for us to raise additional capital following a business combination.~~

WeOperating expenses for the twelve months ended December 31, 2011 totaled $118,844, resulting in an increase of 519% percent from the comparable period of 2010. This increase resulted primarily from the fact that administrative expenses increased in preparation of possible acquisitions, which were not accomplished. The operations taking place prior to September 30, 2008 have ~~never~~been ~~paid~~discontinued, ~~dividends~~and onare ~~our~~classified ~~common~~in ~~stock~~the financial statements as such.

We ~~have~~incurred ~~never~~a ~~paid~~net ~~dividends~~loss onof ~~our~~$122,410 ~~common~~during the ~~stock~~twelve ~~and~~month doperiod ~~not~~ended ~~presently~~December ~~intend~~31, to2011, ~~pay~~resulting ~~any~~in ~~dividends~~an increase in the ~~foreseeable~~loss ~~future.~~of Weapproximately ~~anticipate~~537% ~~that~~from ~~any~~the ~~funds~~loss ~~available~~of $19,212 for ~~payment~~the ofperiod ~~dividends~~ended ~~will~~December be31, ~~re-invested~~2010. ~~into~~Basic net loss per share from continuing operations was $0.02 for the ~~Company~~twelve month period ended December 31, 2011, compared to ~~further~~$0.01 ~~its~~for ~~business~~the ~~strategy~~comparable period of 2010.

~~ITEM~~Liquidity ~~2. DESCRIPTION~~and OFCapital ~~PROPERTY~~Resources

~~Our~~As ~~headquarters~~of ~~are~~December ~~located~~31, at2011, ~~230~~we ~~North~~had ~~Park~~a ~~Boulevard~~negative working ~~Suite~~capital ~~104,~~of ~~Grapevine~~$16,949 ~~Texas~~compared ~~76051. At~~to ~~the~~a ~~current~~negative ~~time~~working ~~the~~capital ~~Company~~of ~~shares~~$92,581at ~~office~~December ~~space~~31, in2010. ~~the~~The ~~office~~change of ~~the~~$75,632 ~~current~~or ~~CEO~~81.7% in ~~and~~working iscapital ~~not~~resulted ~~charged~~primarily ~~rent~~from ~~due~~the toconversion of a ~~lack~~related ofparty ~~operations~~payable into common stock.

~~ITEM~~During 3the twelve months ended December 31, 2011 we experienced negative cash flow of $100,030 from operating activities. ~~LEGAL~~ ~~PROCEEDINGS~~We recognized positive cash flow from financing activities, relating to contributions to capital, proceeds from share issuance, repayments to and conversion from related party loans, in the amount of $99,855.

WeITEM ~~are not a party to any material legal proceedings and there are no material legal proceedings pending with respect to our property~~7A. WeQUANTITATIVE ~~are~~AND ~~not~~QUALITATIVE ~~aware~~DISCLOSURES ofABOUT ~~any~~MARKET legal proceedings contemplated by any governmental authorities involving either us or our property. None of our directors, officers or affiliates is an adverse party in any legal proceedings involving us or our subsidiaries, or has an interest in any proceeding which is adverse to us or our subsidiaries.RISK

~~Lyle~~We ~~Mortensen,~~are ~~CEO and his consulting company Aritex Consultants, Inc., have been included in~~ a ~~legal~~smaller ~~proceeding~~reporting ~~that has requested the cancellation of certificates issued in another~~ company ~~when~~as hedefined by ~~was~~Rule an12b-2 ~~officer and director~~ of ~~that~~the ~~company.~~Securities ~~The~~Exchange ~~shares~~Act ~~were issued pursuant to a plan~~ of ~~reorganization~~1934 and itare isnot ~~the~~required ~~position of Mr. Mortensen that the claim of the petitioners is without merit. Even if the petitioners were~~ to ~~prevail~~provide ~~it would have no direct monetary or indirect effect on~~ the ~~Company. This~~information ~~lawsuit~~under ~~has~~this ~~recently been settled and resulted in no adverse consequences to Mr~~item. ~~Mortensen or his consulting company.~~

~~ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF THE SECURITY HOLDERS.~~6

InITEM ~~the~~8. ~~Annual~~FINANCIAL ~~Meeting of the Company, on January 10, 2011, the following items were submitted to the security holders for a vote, which all were approved by a majority of the shares entitled to vote:~~STATEMENTS.

1.CERTIFIED ~~Lyle~~PUBLIC J.ACCOUNTANTS ~~Mortensen,~~& ~~Gerry Shirren and Tiffany Kalahiki were elected as directors of the Company.~~CONSULTANTS

2.REPORT ~~The~~OF ~~name~~INDEPENDENT ofREGISTERED ~~the~~PUBLIC ACCOUNTING ~~Company was changed to Global Smart Energy, Inc., and;~~FIRM

3.To ~~The~~the ~~Bylaws~~Board of ~~the~~Directors ~~Company were amended to permit stockholders~~ and ~~directors to approve corporate actions through executing majority written consents in lieu of holding meetings.~~Stockholders

~~PART~~Global ~~II.~~Smart Energy, Inc

~~ITEM~~We ~~5. MARKET~~have ~~FOR~~audited ~~COMMON~~the ~~EQUITY~~accompanying balance sheets of Global Smart Energy, ~~RELATED~~Inc ~~STOCKHOLDER~~(A ~~MATTERS~~Development ~~AND~~Stage Company) as of December 31, 2011 and 2010 and the related statements of operations, stockholders’ equity (deficit), and cash flows for the years then ended and from inception (May 23, 2007) to December 31, 2011. 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.

~~ISSUER~~We ~~PURCHASES~~conducted OFour ~~EQUITY~~audits ~~SECURITIES~~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 audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control over the financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

~~Market~~In ~~Information~~our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Global Smart Energy, Inc (A Development Stage Company) as of December 31, 2011 and 2010 and the results of its operation and its cash flow for the years then ended and from inception (May 23, 2007) to December 31, 2011, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 4 to the financial statements, the Company has suffered recurring losses from operations, which raise substantial doubt about its ability to continue as a going concern. Management’s ~~common~~plans ~~stock~~in isregard to these matters are also described in Note 4. The financial statements do not ~~actively~~include ~~trading~~any asadjustments ofthat ~~December~~might ~~31,~~result ~~2010~~from the outcome of this uncertainty.

~~Holders~~De ofJoya ~~Our~~Griffith ~~Common~~& ~~Stock~~Company, LLC

As/s/ ofDe ~~March~~Joya ~~31,~~Griffith ~~2011,~~& ~~we had 65 stockholders of record based on~~ Company, ~~information and provided by our transfer agent.~~LLC

~~Dividends~~Henderson, Nevada

WeMarch ~~have not declared or paid cash dividends on our common stock since our inception. We intend to retain all future earnings~~30, if any, to fund the operation of our business, and, therefore, do not anticipate paying dividends in the foreseeable future. Future cash dividends, if any, will be determined by our board of directors.2012

~~Securities~~Global ~~Authorized~~Smart ~~for~~Energy, ~~Issuance Under Equity Compensation Plans~~Inc.

On(A ~~March~~Development 8,Stage ~~2011 the Board of the Directors authorized the issue of its common shares to the officers and directors that have been serving without compensation in the following amounts:~~Company)

Lyle J. Mortensen, CEO and director	200,000 shares
Gerry Shirren, CFO and director	75,000 shares
Tiffany Kalahiki, past secretary and director	25,000 shares

Balance Sheet

~~Issuer Purchases of Equity Securities~~(Audited)

There were no stock repurchases during the year ended December 31, 2010.

		December 31,
		2011			2010
Assets

Cash and Cash Equivalents	$	80		$	255
Prepaid Expenses					3,000
Total Current Assets		80			3,255

Total assets	$	80		$	3,255

Liabilities And Stockholders' Deficit

Accounts payable And Accrued Expenses	$	5,175		$	20,409
Related Party Payable		11,855			75,427
Total Current Liabilities		17,030			95,836

Total Liabilities		17,030			95,836

Stockholders' Deficit

Common Stock 50,000,000 shares authorised at par value of $ 0.005, 11,184,410 shares and 3,208,250 shares issued and outstanding, respectively		55,922			16,041
Additional Paid in Capital		221,369			63,209
Accumulated Deficit from Development Stage		(294,241	)		(171,831	)
Total Stockholders' deficit		(16,950	)		(92,581	)

Total Liabilities & Stockholders' Deficit	$	80		$	3,255

~~Recent~~The ~~Sales~~accompanying notes are an integral part of ~~Unregistered~~these ~~Securities~~financial statements

~~During the year ended December 31, 2009 the Company issued 225,000 shares of common stock at $0.01 per share as consideration for services rendered.~~7

OnGlobal ~~March~~Smart 8Energy, ~~2011 the Company approved a resolution to issue 300,000 shares of common stock at $0~~Inc.~~045 per share as consideration for services rendered to the current and past officers and directors of the Corporation.~~

~~The~~(A ~~Company~~Development ~~also~~Stage approved the issue of 1,676,160 shares at $0.045 per share for the cancellation of the unsecured advances owed by the Corporation to its majority shareholder in the amount of $75,427.15 effective March 17, 2011.Company)

7Statement of Operations

~~ITEM 6. SELECTED FINANCIAL DATA~~(Audited)

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

							From Inception
	For the Year Ended						(May 23, 2007)
	December 31,						Through
	2011			2010			December 31, 2011

Revenues	$	-		$	-		$	-

Compensation - O & D		53,500						53,500
Professional Fees		47,970						47,970
General and Administrative		17,374			19,212			189,204
Total Operating Expenses		118,844			19,212			290,674

Loss from Operations		(118,844	)		(19,212	)		(290,674	)


Other Income/ (Expense)
Interest expense		(3,566	)					(3,566	)

Net Loss	$	(122,410	)	$	(19,212	)	$	(294,241	)

Basic Loss per Commmon Share	$	(0.02	)	$	(0.01	)

Weighted Average No. of
Common Shares Outstanding		4,933,692			3,208,250

~~ITEM~~The ~~7. MANAGEMENT’S~~accompanying ~~DISCUSSION~~notes ~~AND~~are ~~ANALYSIS~~an OFintegral ~~FINANCIAL~~part of ~~CONDITION~~these ~~AND~~financial ~~RESULTS OF OPERATIONS~~statements

The following discussion and analysis is intended as a review of significant factors affecting our financial condition and results of operations for the periods indicated. The discussion should be read in conjunction with our consolidated financial statements and the notes presented herein. In addition to historical information, the following Management's Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements that involve risks and uncertainties. Our actual results could differ significantly from those anticipated in these forward-looking statements as a result of certain factors discussed in this annual report. 8

~~A. Management’s~~Global ~~Plan~~Smart ofEnergy, ~~Operation~~Inc.

~~The~~(A ~~following~~Development ~~discussion~~Stage of our financial condition, changes in financial condition and results of operations for the year ended December 31, 2010 should be read in conjunction with our audited financial statements and related notes for the year ended December 31, 2010.Company)

~~The~~Statement ~~analysis~~ of ~~new~~Stockholders' business opportunities will be undertaken by or under the supervision of the officers and directors of the Company. The Company has unrestricted flexibility in seeking, analyzing and participating in potential business opportunitiesDeficit

~~RESULTS~~(From OFInception ~~OPERATIONS~~May 23, 2007 to December 31, 2011)

~~For the year ended December 31, 2010 compared to the period ended December 31, 2009~~(Audited)

From our inception on May 23, 2007, (inception) to December 31, 2010, we have generated no revenue. We earned no revenues during the twelve month period ended December 31, 2010 and no revenues for the period ended December 31, 2009

									Deficit Accumulated
							Additional		During the			Total
	Common Stock						Paid-In		Development			Stockholders'
	Shares			Amount			Capital		Stage			Deficit

Balance, May 23, 2007		-		$	-		$	-	$	-		$	-

Common stock issued for services at $0.075 per share		5,000,000			25,000			50,000		-			75,000

Net loss for the year ended
December 31, 2007		-			-			-		(85,762	)		(85,762	)

Balance, December 31, 2007 (audited)		5,000,000			25,000			50,000		(85,762	)		(10,762	)

Common stock cancelled		(2,216,750	)		(11,084	)		11,084		-			-

Common stock issued for services at $0.01 per share		200,000			1,000			1,000		-			2,000

Net loss for the year ended
December 31, 2008		-			-			-		(29,370	)		(29,370	)

Balance, December 31, 2008 (audited)		2,983,250			14,916			62,084		(115,132	)		(38,132	)

Common stock issued for services at $0.01 per share		225,000			1,125			1,125		-			2,250

Net loss for the twelve months
ended December 31, 2009		-			-			-		(37,487	)		(37,487	)

Balance, December 31, 2009 (audited)		3,208,250			16,041			63,209		(152,619	)		(73,369	)

Net loss for the twelve months
Ended December 31, 2010		-			-			-		(19,212	)		(19,212	)

Balance, December 31, 2010 (audited)		3,208,250			16,041			63,209		(171,831	)		(92,581	)

Common Stock issued for Services
At $0.045 per share		300,000			1,500			12,000		-			13,500

Common Stock issued for settlement of related party payables at $0.045 per share		1,676,160			8,381			67,046		-			75,427

Common Stock issued for settlement of related party advances at 0.005 per share		6,000,000			30,000								30,000
Settlement of note payable and treated as additional paid-in capital								61,551					61,551
Reversal of amount payable to shareholder of the company, amount has to be credited to additional paid-in capital								17,563					17,563
Net Loss for the year ended 31-Dec-11		-			-			-		(122,410	)		(122,410	)

Balance, December 31, 2011(audited)		11,184,410		$	55,922		$	221,369	$	(294,241	)	$	(16,950	)

~~Operating~~The ~~expenses~~accompanying ~~for~~notes ~~the~~are ~~twelve~~an ~~months~~integral ~~ended December 31, 2010 and 2009 totaled $19,212 and $37,487 resulting in a decrease~~ part of ~~49%~~these ~~percent from the comparable period of 2009. This decrease resulted primarily from the fact that operations taking place prior to September 30, 2008 have been discontinued, and are classified in the~~ financial statements ~~as such.~~

We incurred a net loss of $19,212 during the twelve month period ended December 31, 2010 , resulting in a decrease in the loss of approximately 49% from the loss of $37,487 for the period ended December 31, 2009. Basic net loss per share from continuing operations was $0.01 for the twelve month period ended December 31, 2010, compared to $0.01 for the comparable period of 2009.9

~~Liquidity~~Global ~~and~~Smart ~~Capital~~Energy, ~~Resources~~Inc.

As(A ofDevelopment ~~December~~Stage 31, 2010, we had a negative working capital of $92,581 compared to a negative working capital of $73,369 at December 31, 2009. The change of $19,212 or 26% in working capital resulted primarily from our operating losses.Company)

~~During~~STATEMENTS ~~the~~OF ~~twelve~~CASH months ended December 31, 2010 we experienced negative cash flow of $21,863 from operating activities. We recognized positive cash flow from financing activities, relating to proceeds from related party loans, in the amount of $22,000.FLOWS

~~ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK~~(Audited)

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

							For the period from
							May 23, 2007
	For the year ended December 31,						(Date of Inception)
	2011			2010			to December 31, 2011

CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(122,410	)	$	(19,212	)	$	(294,241	)
Adjustment to reconcile net loss to net
cash used by operating activities
Interest		3,550			-			3,550
Common Stock issued for services		13,500						92,750
Changes in operating assets and liabilities:
Changes in Accounts Payable		2,330			349			22,739
Change in Current Assets		3,000			(3,000	)		-
NET CASH USED IN OPERATING ACTIVITIES		(100,030	)		(21,863	)		(175,202	)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from related party loans		11,855			22,000			87,282
Proceeds from Share Issuance		230,000			-			230,000
Additional Capital Contributed		(142,000	)		-			(142,000	)
NET CASH PROVIDED BY FINANCING ACTIVITIES		99,855			22,000			175,282

NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS		(175	)		137			80

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		255			118		$	-
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	80		$	255		$	80

SUPPLEMENTAL DISCLOSURE OF CASH FLOWS
INFORMATION
Interest paid	$	-		$	-		$	625
Income taxes paid	$	-		$	-		$	-
Shares issued to settle related party payables	$	105,427		$	-		$	105,427
Settlement of related party payables and recorded as additional paid-in capital	$	79,114		$	-		$	79,114

~~ITEM~~The ~~8. FINANCIAL~~accompanying ~~STATEMENTS~~notes are an integral part of these financial statements.

810

GLOBAL SMART ENERGY, INC.

(~~Formerly~~A ~~Triangle~~Development ~~Alternative~~Stage ~~Network, Inc.~~Company)

(ANotes ~~Development~~to ~~Stage~~Financial ~~Company)~~Statements

~~FINANCIAL STATEMENTS~~(Audited)

~~December~~1. ~~31,~~SUMMARY ~~2010~~OF ~~and~~SIGNIFICANT ~~2009~~ACCOUNTING POLICIES

~~Page~~Nature of Business

9Triangle Alternative Network Inc. (TAN, Inc.) was incorporated in the State of Delaware on April 1, 2008. TAN, Inc. was a holding company for and operated through its wholly owned subsidiary Triangle Alternative Networks LLC, (TAN, LLC) a limited liability company organized in the State of Florida on May 23, 2007. TAN LLC was organized to engage in the business of producing and broadcasting television programming which focuses on the GLBT (Gay-Bi-Sexual-Transgender) community. During 2008, the Company discontinued the pursuit of the original business plans of TAN LLC. The Company has not realized significant revenues as of December 31, 2011 and is classified as a development stage enterprise in accordance with ASC Topic 915.

COn OFebruary N8, T2011, Epursuant to Na Tshareholder Smeeting on January 10, 2011 the Company changed its name to Global Smart Energy, Inc. (the “Company”).

Report of Independent Registered Public Accounting Firm		11
Balance Sheets		12
Statements of Operations		13
Statement of Stockholders’ Deficit		14
Statements of Cash Flows		15
Notes to the Financial Statements		16

Use of Estimates

10The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

~~REPORT~~Basic OF(Loss) ~~INDEPENDENT~~per ~~REGISTERED PUBLIC ACCOUNTING FIRM~~Share

ToBasic (loss) per share is calculated by dividing the ~~Board~~Company’s net loss applicable to the weighted average number of ~~Directors~~shares outstanding during the period. Diluted earnings per share are calculated by dividing the Company’s net income available to shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted average number of shares outstanding adjusted for any potentially dilutive debt or equity. There are no such shares outstanding as of December 31, 2011 and ~~Stockholders~~December 31, 2010.

Global Smart Energy, Inc.

	For the Year			For the Year
	Ended			Ended
	December 31,			December 31,
	2011			2010
Loss (numerator)	$	(122,410	)	$	(19,212	)
Units (denominator)		4,933,692			3,208,250.
Per share amount	$	(0.02	)	$	(0.01	)

~~( Formerly Triangle Alternative Networks Inc,)~~Dividends

WeThe ~~have~~Company ~~audited~~has ~~the~~not ~~accompanying~~adopted ~~balance~~any policy ~~sheets~~regarding payment of ~~Global Smart Energy, Inc~~dividends. ~~formerly~~No ~~Triangle~~dividends ~~Alternative~~have ~~Network,~~been ~~Inc.,~~paid (Aduring ~~Development~~any ~~Stage Company) as~~ of ~~December 31, 2010 and 2009 and~~ the ~~related~~periods ~~statements of operations, stockholders’ deficit, and cash flows for the years ended December 31, 2010 and 2009, and from inception (May 23, 2007) to December 31, 2010~~shown. Global Smart Energy, Inc. formerly Triangle Alternative Network, Inc. management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audits.

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

InThe ~~our~~Company ~~opinion,~~has ~~the~~no ~~financial statements referred to above present fairly, in all material respects, the financial position~~ component of ~~Global~~other ~~Smart~~comprehensive ~~Energy, Inc~~income. ~~formerly Triangle Alternative Networks~~Accordingly, ~~Inc.~~net (Aincome ~~Development~~equals ~~Stage~~comprehensive ~~Company)~~income ~~as of December 31, 2010, and 2009, and the results of its operations and its cash flows~~ for the ~~years~~periods ended December 31, ~~2010~~2011 and ~~2009 and from inception (May 23, 2007) to~~ December 31, 2010 ~~in conformity with accounting principles generally accepted in the United States of America~~.

~~The~~Advertising accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 4 to the financial statements, the Company has suffered recurring losses from operations, which raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 4. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.Costs

DeThe ~~Joya~~Company’s ~~Griffith~~policy &regarding advertising is to expense advertising when incurred. The Company incurred $-0- and $-0- of advertising expense during the periods ended December 31, ~~LLC~~2011 and December 31, 2010, respectively.

~~/s/ De Joya Griffith & Company, LLC~~11

~~Henderson~~GLOBAL SMART ENERGY, ~~Nevada~~INC.

~~March~~(A ~~21,~~Development ~~2011~~Stage Company)

11Notes to Financial Statements

GLOBAL SMART ENERGY, INC. (Formerly Triangle Alternative Network, Inc.)
(A Development Stage Company)
Balance Sheets
ASSETS
	December 31,				December 31,
	2010				2009
		(audited)				(audited)
CURRENT ASSETS
Cash and cash equivalents		$	255			$	118
Prepaid expenses			3,000				-
Total current assets			3,255				118
TOTAL ASSETS		$	3,255			$	118
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable and accrued expenses		$	20,409			$	20,060
Related party payable			75,427				53,427
Total current liabilities			95,836				73,487
TOTAL LIABILITIES			95,836				73,487
STOCKHOLDERS' DEFICIT
Common stock; 50,000,000 shares authorized
at par value of $0.005, 3,208,250
shares issued and outstanding, respectively			16,041				16,041
Additional paid-in capital			63,209				63,209
Accumulated deficit from development stage			(171,831	)			(152,619	)
Total stockholders' deficit			(92,581	)			(73,369	)
TOTAL LIABILITIES AND STOCKHOLDERS'
DEFICIT		$	3,255			$	118
The accompanying notes are an integral part of these financial statements.

(Audited)

121. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

~~GLOBAL~~Cash ~~SMART~~and ~~ENERGY,~~Cash ~~INC.~~Equivalents

~~(Formerly~~The ~~Triangle~~Company ~~Alternative~~considers ~~Network,~~all highly ~~Inc~~liquid instruments purchased with an original maturity of three months or less to be cash equivalents to the extent the funds are not being held for investment purposes.)

(A Development Stage Company)
Statements of Operations
(Audited)
							From Inception
							(May 23,
	For the Year			For the Year			2007) through
	Ended			Ended			December 31,
	12/31/10			12/31/09			2010
REVENUES	$	-		$	-		$	-
OPERATING EXPENSES
General and administrative		19,212			37,487			90,913
Total operating expenses		19,212			37,487			90,913
LOSS FROM OPERATIONS		(19,212	)		(37,487	)		(90,913	)
DISCONTINUED OPERATIONS					-			(80,918	)
NET LOSS	$	(19,212	)	$	(37,487	)	$	(171,831	)
BASIC INCOME (LOSS) PER COMMON SHARE
CONTINUING OPERATIONS	$	(0.01	)	$	(0.01	)
DISCONTINUED OPERATIONS	$	-		$	0.00
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING		3,208,250			3,015,305
The accompanying notes are an integral part of these financial statements

Reclassifications

13Certain amounts relating to the prior year’s financial statements have been reclassified to conform with the results of the current year presentation. These reclassifications had no effect on the previously reported results of operations or accumulated deficit.

~~GLOBAL~~Income ~~SMART ENERGY, INC.~~Taxes

(Formerly TRIANGLE ALTERNATIVE NETWORK, INC.)
(A Development Stage Company)
Statement of Stockholders' Deficit
From Inception (May 23, 2007) to December 31, 2010 (Audited)
									Deficit
									Accumulated
							Additional		During the			Total
	Common Stock						Paid-In		Development			Stockholders'
	Shares			Amount			Capital		Stage			Deficit
Balance, May 23, 2007		-		$	-		$	-	$	-		$	-
Common stock issued for services
at $0.075 per share		5,000,000			25,000			50,000		-			75,000
Net loss for the year ended
December 31, 2007		-			-			-		(85,762	)		(85,762	)
Balance, December 31, 2007		5,000,000			25,000			50,000		(85,762	)		(10,762	)
Common stock cancelled		(2,216,750	)		(11,084	)		11,084		-			-
Common stock issued for services
at $0.01 per share		200,000			1,000			1,000		-			2,000
Net loss for the year ended
December 31, 2008		-			-			-		(29,370	)		(29,370	)
Balance, December 31, 2008		2,983,250			14,916			62,084		(115,132	)		(38,132	)
Common stock issued for services
at $0.01 per share		225,000			1,125			1,125		-			2,250
Net loss for the Year
ended December 31, 2009		-			-			-		(37,487	)		(37,487	)
Balance, December 31, 2009		3,208,250			16,041			63,209		(152,619	)		(73,369	)
Net loss for the Year Ended December 31, 2010										(19,212	)		(19,212	)
Balance, December 31, 2010		3,208,250		$	16,041		$	63,209	$	(171,831	)	$	(92,581	)
The accompanying notes are an integral part of these financial statements.

The Company provides for income taxes under ASC Topic 740, Accounting for Income Taxes. ASC Topic 740 requires the use of an asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse. The Company has elected to be taxed as a corporation for Federal and State income taxes.

14ASC Topic 740 requires the reduction of deferred tax assets by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.

GLOBAL SMART ENERGY, INC. (Formerly Triangle Alternative Network, INC.
(A Development Stage Company)
Statements of Cash Flows
(Audited)
								From Inception
								(May 23,
		For the Year			For the Year			2007) through
		Ended			Ended			December 31,
		December 31, 2010			December 31, 2009			2009
OPERATING ACTIVITIES
Net loss		$	(19,212	)	$	(37,487	)	$	(171,831	)
Adjustments to Reconcile Net Income (Loss) to Net
Cash used by operating activities:
Common stock issued for services			-			2,250			79,250
Changes in operating assets and liabilities:
Changes in accounts payable			349			(1,013	)		20,409
	Change in Current Assets		(3,000	)					(3,000	)
	Net cash used by operating activities		(21,863	)		(36,250	)		(75,172	)
INVESTING ACTIVITIES
Discontinued operations			-			-			(54,553	)
	Net cash used in investing activities		-			-			(54,553	)
FINANCING ACTIVITIES
Discontinued operations			-			-			6,304
Proceeds from related party loans			22,000			36,368			75,427
	Net cash provided by financing activities		22,000			36,368			81,731
NET INCREASE (DECREASE) IN CASH			137			118			(47,994	)
Discontinued operations			-			-			48,249
CASH AT BEGINNING OF PERIOD			118			-			-
CASH AT END OF PERIOD		$	255		$	118		$	255
SUPPLEMENTAL DISCLOSURES OF
CASH FLOW INFORMATION
CASH PAID FOR:
Interest		$	-		$	-		$	625
Income Taxes		$	-		$	-		$	-
The accompanying notes are an integral part of these financial statements.

The provision for income taxes differs from the amounts which would be provided by applying the statutory federal income tax rate of 35% to the net loss before provision for income taxes for the following reasons:

15Net deferred tax assets consist of the following components as of:

GLOBAL SMART ENERGY, INC.

	December 31,			December 31,
	2011			2010
NOL carryover		294,241			171,831
Deferred tax asset		102,984			60,141
Valuation allowance		(102,984	)		(60,141	)
Net deferred tax asset	$	-		$	-

~~(FORMERLY~~At ~~TRIANGLE~~December ~~ALTERNATIVE~~31, ~~NETWORK~~2011, ~~INC~~the Company had deferred tax assets before offsetting valuation allowance calculated at an expected rate of 35% of approximately $102,984.) At December 31, 2010, the Company had calculated deferred tax assets before offsetting valuation allowance calculated at an expected rate of 35% of approximately $60,141.

(AAs ~~Development~~management ~~Stage~~of the Company) cannot determine that it is more likely than not that the Company will realize the benefit of its deferred tax assets, a valuation allowance equal to the deferred tax assets was recorded at the Company’s year-end financial reporting dates.

~~Notes~~At December 31, 2011 and 2010 the Company had net operating loss carry forwards of approximately $294,241 and $171,831, respectfully, which will expire through the year 2031. The change in the valuation allowance from December 31, 2010 to ~~Financial~~December ~~Statements~~31, 2011 is $42,843. This change is primarily due to the increase in the Company’s net operating loss carry forwards.

~~(Audited)~~The valuation allowance will be evaluated at the end of each year, considering positive and negative evidence about whether the asset will be realized. At that time, the allowance will either be increased or reduced. Reduction could result in the complete elimination of the allowance if positive evidence indicates that the value of the deferred tax asset is no longer impaired and the allowance is no longer required.

~~1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES~~12

~~Nature~~GLOBAL ofSMART ~~Business~~ENERGY, INC.

~~Global Smart Energy, Inc. formerly Triangle Alternative Network Inc.~~ (~~TAN,~~A ~~Inc.) was~~Development ~~incorporated~~Stage in the State of Delaware on April 1, 2008. TAN, Inc. was a holding company for and operated through its wholly owned subsidiary Triangle Alternative Networks LLC, (TAN, LLC) a limited liability company organized in the State of Florida on May 23, 2007. TAN LLC was organized to engage in the business of producing and broadcasting television programming which focuses on the GLBT (Gay-Bi-Sexual-Transgender) community. During 2008, the Company disposed of TAN LLC and recorded its operations as discontinued. The Company has not realized significant revenues as of December 31, 2010 and is classified as a development stage enterprise in accordance with ASC Topic 915.)

OnNotes ~~February 8, 2011, pursuant~~ to aFinancial ~~shareholder meeting on January 10, 2011 the Company changed its name to Global Smart Energy, Inc.~~Statements

~~Use of Estimates~~(Audited)

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period1. ~~Actual~~SUMMARY ~~results~~OF ~~could~~SIGNIFICANT ~~differ~~ACCOUNTING ~~from~~POLICIES ~~those estimates.~~(Continued)

~~Basic~~Due ~~(Loss)~~to ~~per~~the ~~Share~~change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards of $294,240 for federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur net operating loss carry forwards may be limited as to use in future years.

~~Basic~~Accounting (loss) per share is calculated by dividing the Company’s net loss applicable to the weighted average number of shares outstanding during the period. Diluted earnings per share are calculated by dividing the Company’s net income available to shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares outstanding adjusted for any potentially dilutive debt or equity. There are no such shares outstanding as of December 31, 2010 and December 31, 2009.Basis

	For the Year Ended December 31, 2010			For the Year Ended December 31, 2009
Loss (numerator)	$	(19,212	)	$	(37,487	)
Units (denominator)		3,208,250			3,015,305.
Per share amount	$	(0.01	)	$	(0.01	)

The basis is accounting principles generally accepted in the United States of America. The Company has adopted a December 31 fiscal year end.

~~Dividends~~Stock-based compensation

The Company ~~has~~accounts ~~not~~for ~~adopted~~share ~~any~~based ~~policy~~payments ~~regarding~~in ~~payment~~accordance with ASC 718, Compensation – Stock Compensation, which requires all share-based payments to employees, including grants of employee ~~dividends~~stock options, to be recognized in the financial statements based on the grant date fair value of the award. NoIn ~~dividends~~accordance with ~~have~~ASC ~~been~~718-10-30-9, ~~paid~~Measurement ~~during~~Objective ~~any~~– Fair Value at Grant Date, the Company estimates the fair value of the ~~periods~~award using ~~shown~~a valuation technique. For this purpose, the Company uses the Black-Scholes option pricing model. The Company believes this model provides the best estimate of fair value due to its ability to incorporate inputs that change over time, such as volatility and interest rates, and to allow for actual exercise behavior of option holders. Compensation cost is recognized over the requisite service period which is generally equal to the vesting period. Upon exercise, shares issued will be newly issued shares from authorized common stock.

~~Comprehensive~~ASC ~~Income~~505, “Compensation-Stock Compensation”, establishes standards for the accounting for transactions in which an entity exchanges its equity instruments to non employees for goods or services. Under this transition method, stock compensation expense includes compensation expense for all stock-based compensation awards granted on or after January 1, 2006, based on the grant-date fair value estimated in accordance with the provisions of ASC 505.

~~The~~Recent ~~Company~~Accounting ~~has no component of other comprehensive income. Accordingly, net income equals comprehensive income for the periods ended December 31, 2010 and December 31, 2009.~~Pronouncements

~~Advertising~~The ~~Costs~~Company has evaluated the recent accounting pronouncements through ASU 2012-02 and believes that none of them will have a material effect on the company’s financial statements.

~~The Company’s policy regarding advertising is to expense advertising when incurred~~2. ~~The~~COMMON ~~Company incurred $-0- and $-0- of advertising expense during the periods ended December 31, 2010 and December 31, 2009, respectively.~~STOCK

~~Cash~~On June 16, 2008, the Company completed a forward stock split of 5 shares for 1 increasing the total shares outstanding from 1,000,000 shares to 5,000,000 shares. During the year ended December 31, 2008, Mr. Grunberg resigned his position as a member of the Company’s Board of Directors and ~~Cash~~he ~~Equivalents~~returned all of his common stock to the Company. Likewise Mr. Altfeld resigned as Interim CEO and Mr. Pancoast as COO and their common stock shares were returned to the Company. A total of 2,224,250 shares were returned to the Company and cancelled as a result of these resignations and the discontinuation of TAN LLC.

~~For~~In ~~purposes~~October, ~~of the Statement of Cash Flows~~2008, the Company issued ~~considers~~200,000 ~~all~~shares ~~highly liquid instruments purchased with a maturity~~ of ~~three~~common ~~months~~stock orat ~~less~~$0.01 toper beshare ~~cash equivalents~~ to ~~the~~a ~~extent~~consultant ~~the funds are not being held~~ for ~~investment~~services ~~purposes~~performed.

~~Income Taxes~~13

~~The~~GLOBAL ~~Company~~SMART ~~provides for income taxes under ASC Topic 740~~ENERGY, ~~Accounting for Income Taxes~~INC. ~~ASC Topic 740 requires the use of an asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences~~

~~between~~(A ~~the~~Development ~~financial~~Stage ~~statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse. The~~ Company ~~has elected to be taxed as a corporation for Federal and State income taxes.~~)

~~ASC~~Notes ~~Topic~~to ~~740~~Financial requires the reduction of deferred tax assets by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.Statements

The provision for income taxes differs from the amounts which would be provided by applying the statutory federal income tax rate of 39% to the net loss before provision for income taxes for the following reasons:(Audited)

~~Net~~In ~~deferred~~December, ~~tax~~2009, ~~assets~~the ~~consist~~Company issued 225,000 share of ~~the~~common ~~following~~stock ~~components~~at as$0.01 ~~of:~~per share to consultants for services performed.

	December 31, 2010			December 31, 2009
NOL carryover		171,831			152,619
Deferred tax asset		60,141			53,417
Valuation allowance		(60,141	)		(53,417	)
Net deferred tax asset	$	-	)	$	-	)

On March 8, 2011 the Board of the Directors authorized the issue of its common shares to the officers and directors that had been serving without compensation in the following amounts:

AtLyle ~~December 31, 2010, the Company had deferred tax assets before offsetting valuation allowance calculated at an expected rate of 35% of approximately $60,141~~J. ~~At December 31~~Mortensen, ~~2009,~~former ~~the~~CEO ~~Company~~and ~~had~~director ~~calculated deferred tax assets before offsetting valuation allowance calculated at an expected rate of 35% of approximately $53~~200,~~417.~~000 shares

AsGerry ~~management~~Shirren, offormer ~~the~~CFO ~~Company~~and ~~cannot~~director ~~determine that it is more likely than not that the Company will realize the benefit of its deferred tax assets~~75,000 ~~a valuation allowance equal to the deferred tax assets was recorded at the Company’s year-end financial reporting dates.~~shares

16Tiffany Kalahiki, past secretary and director 25,000 shares

AtThe ~~December~~Company ~~31,~~approved ~~2010 and 2009~~ the ~~Company~~issue ~~had net operating loss carry forwards~~ of ~~approximately $171~~1,~~831~~676,160 ~~and~~shares at $~~152,619,~~0.045 ~~respectfully,~~per ~~which~~share ~~will~~for ~~expire through~~ the ~~year~~cancellation ~~2030. The~~of ~~change in~~ the ~~valuation~~unsecured ~~allowance~~advances ~~from~~owed ~~December~~by ~~31,~~the ~~2009~~Company to ~~December~~its ~~31,~~majority ~~2010~~shareholder ~~is $6,724. This change is primarily due to the increase~~ in the ~~Company’s~~amount of ~~net~~$75,427.15.effective ~~operating~~March ~~loss~~17, ~~carry forwards~~2011.

~~The~~On ~~valuation~~December ~~allowance~~23, ~~will~~2011 ~~be evaluated at~~ the ~~end~~Board of ~~each~~Directors ~~year, considering positive and negative evidence about whether~~ authorized the ~~asset~~issuance ~~will~~of ~~be realized. At that time~~6,000,000 ~~the~~shares ~~allowance will either be increased or reduced. Reduction could result~~ in ~~the~~conversion ~~complete elimination~~ of ~~the~~a ~~allowance~~$30,000 ifConvertible ~~positive~~promissory ~~evidence indicates~~ that ~~the~~was ~~value~~issued ofon ~~the~~October ~~deferred~~21, ~~tax asset is no longer impaired and the allowance is no longer required~~2011.

~~Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards of $171,831 for federal income tax reporting purposes are subject to annual limitations~~3. ~~Should~~RELATED aPARTY ~~change in ownership occur net operating loss carry forwards may be limited as to use in future years.~~ PAYABLES

~~Impairment~~All current expenses of ~~Long~~the Company including purchase of property and equipment, production costs and expenses, advertising expenses, general and administrative expenses and interest expense have been paid with advances from a related party of the Company. The related party payables are non-~~Lived~~interest bearing, ~~Assets~~unsecured, and due upon demand. At December 31, 2011 and 2010, the Company owed $11,855 and $75,427 respectively for these payables.

The Company ~~continually~~approved ~~monitors~~the ~~events~~issue ~~and changes in circumstances that could indicate carrying amounts~~ of ~~long-lived~~1,676,160 ~~assets~~shares at ~~may not be recoverable~~$0.045 ~~When~~per ~~such~~share ~~events~~for ~~or changes in circumstances are present,~~ the ~~Company~~cancellation ~~assesses~~of the ~~recoverability~~unsecured ofadvances ~~long-lived~~owed ~~assets~~ by ~~determining whether~~ the ~~carrying~~Corporation ~~value~~to ofits ~~such~~majority ~~assets~~shareholder ~~will~~in ~~be recovered through undiscounted expected future cash flows. If~~ the ~~total of the future cash flows is less than the carrying~~ amount of ~~those assets~~$75,427 ~~the~~effective ~~Company~~March ~~recognizes~~17, ~~an impairment loss based on the excess of the carrying amount over the fair value of the assets~~2011. ~~Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell.~~

~~Accounting~~4. ~~Basis~~GOING CONCERN

The ~~basis~~accompanying isfinancial ~~accounting~~statements have ~~principles~~been prepared in conformity with generally accepted inaccounting principle, which contemplate continuation of the ~~United~~Company ~~States~~as a going concern. However, the Company has accumulated deficit of ~~America~~$294,241 as of December 31, 2011. The Company currently has ~~adopted~~limited liquidity, and has not established a ~~December~~stabilized 31source ~~fiscal~~of ~~year~~revenues ~~end~~sufficient to cover operating costs over an extended period of time.

~~Stock-based~~Management ~~compensation~~anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses. The Company intends to position itself so that it may be able to raise additional funds through the capital markets. In light of management’s efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.

~~As of December 31, 2010 and December 31, 2009, the Company has not issued any share-based payments to its employees.~~14

~~The~~GLOBAL ~~Company~~SMART ~~adopted ASC Topic 718 effective January 1~~ENERGY, ~~2006 using the modified prospective method~~INC. Under this transition method, stock compensation expense includes compensation expense for all stock-based compensation awards granted on or after January 1, 2006, based on the grant-date fair value estimated in accordance with the provisions of ASC Topic 718.

~~Recent~~(A ~~Accounting~~Development ~~Pronouncements~~Stage Company)

InNotes ~~January 2010, the FASB issued Accounting Standards Update (ASU) 2010-01, “Equity (Topic 505-10): Accounting for Distributions~~ to ~~Shareholders~~Financial with Components of Stock and Cash (A Consensus of the FASB Emerging Issues Task Force)”. This amendment to Topic 505 clarifies the stock portion of a distribution to shareholders that allows them to elect to receive cash or stock with a limit on the amount of cash that will be distributed if not a stock dividend for purposes of applying Topics 505 and 260. Effective for interim and annual periods ending on or after December 15, 2009, and would be applied on a retrospective basis. The Company does not expect the provisions of ASU 2010-01 to have a material effect on the financial position, results of operations or cash flows of the Company.Statements

~~In January 2010, the FASB issued Accounting Standards Update~~ (~~ASU~~Audited) 2010-02, “Consolidation (Topic 810): Accounting and Reporting for Decreases in Ownership of a Subsidiary”. This amendment to Topic 810 clarifies, but does not change, the scope of current US GAAP. It clarifies the decrease in ownership provisions of Subtopic 810-10 and removes the potential conflict between guidance in that Subtopic and asset derecognition and gain or loss recognition guidance that may exist in other US GAAP. An entity will be required to follow the amended guidance beginning in the period that it first adopts FAS 160 (now included in Subtopic 810-10). For those entities that have already adopted FAS 160, the amendments are effective at the beginning of the first interim or annual reporting period ending on or after December 15, 2009. The amendments should be applied retrospectively to the first period that an entity adopted FAS 160. The Company does not expect the provisions of ASU 2010-02 to have a material effect on the financial position, results of operations or cash flows of the Company.

~~In January 2010, the FASB issued Accounting Standards Update (ASU) 2010-6, “Improving Disclosures about Fair Value Measurements~~5.” ~~This~~OTHER update requires additional disclosure within the roll forward of activity for assets and liabilities measured at fair value on a recurring basis, including transfers of assets and liabilities between Level 1 and Level 2 of the fair value hierarchy and the separate presentation of purchases, sales, issuances and settlements of assets and liabilities within Level 3 of the fair value hierarchy. In addition, the update requires enhanced disclosures of the valuation techniques and inputs used in the fair value measurements within Levels 2 and 3. The new disclosure requirements are effective for interim and annual periods beginning after December 15, 2009, except for the disclosure of purchases, sales, issuances and settlements of Level 3 measurements. Those disclosures are effective for fiscal years beginning after December 15, 2010. As ASU 2010-6 only requires enhanced disclosures, the Company does not expect that the adoption of this update will have a material effect on its financial statements.ITEMS

InThe ~~February~~Company ~~2010,~~entered ~~the~~into ~~FASB~~a ~~issued~~private ~~Accounting~~transaction ~~Standards~~for ~~Update~~a ~~2010-09~~Private Placement ~~(ASU~~of ~~2010-09),~~a ~~Subsequent~~Promissory ~~Events~~note ~~(Topic~~for ~~855)~~$200,000 ~~amending~~to ~~guidance~~assist onin ~~subsequent~~the ~~events~~financing toof ~~alleviate~~the ~~potential~~Company ~~conflicts~~on ~~between~~June ~~FASB~~14, ~~guidance~~2011. ~~and~~The ~~SEC~~Board ~~requirements. Under~~of Directors assigned this ~~amended~~liability ~~guidance~~and transferred $142,000 ~~SEC~~of ~~filers~~cash ~~are~~in nothe ~~longer~~Bank ~~required~~of America Account to ~~disclose~~a ~~the~~private ~~date~~company ~~through~~in ~~which~~Las ~~subsequent~~Vegas ~~events~~that is ~~have~~a ~~been~~majority ~~evaluated~~owned incompany ~~originally~~by ~~issued~~Frank O’Donnell and ~~revised~~Lyle ~~financial statements~~Mortensen. ~~This~~ ~~guidance~~The ~~was~~private ~~effective~~company ~~immediately~~agreed ~~and~~to wehold ~~adopted~~Global ~~these~~Smart ~~new~~Energy, Inc. ~~requirements~~(Delaware) harmless for the ~~period~~deficit ~~ended~~between ~~November~~the ~~30,~~principal ~~2010. The~~and ~~adoption~~accrued ofinterest ~~this~~and ~~guidance~~the ~~did~~amount ~~not~~received ~~have~~in aCash ~~material~~from ~~impact~~the onBank of ~~our~~America ~~financial statements~~account.

InOn ~~March~~October ~~2010~~21, 2011 the ~~FASB~~Company ~~issued~~entered into ~~ASU~~a ~~No.~~private ~~2010-11,~~placement ~~"Derivatives~~of ~~and~~a ~~Hedging~~Convertible ~~(Topic~~Promissory ~~815~~Note (the”Note”): ~~Scope~~in ~~Exception~~the ~~Related~~amount of $30,000.00. The terms of the Note called for an election by the holder in due course to ~~Embedded~~convert ~~Credit~~the ~~Derivatives"~~promissory ~~(codified~~note ~~within~~into ~~ASC~~6,000,000 ~~815~~shares -of ~~Derivatives~~Common ~~and~~Stock ~~Hedging)~~of the Company. ~~ASU~~ ~~2010-11~~On ~~improves~~December ~~disclosures~~15, ~~originally~~2011 ~~required~~the ~~under~~holder ~~SFAS~~of ~~No.~~the ~~161. ASU~~Note ~~2010-11~~assigned all terms of the note to Seals Entertainment Company, LLC (Seals), which is ~~effective~~owned ~~for~~by ~~interim~~the current CEO and ~~annual~~member ~~periods~~of ~~beginning~~the ~~after~~Board ~~June~~of 15Directors, ~~2010~~E. ~~The~~ ~~adoption~~Lamar ofSeals, ~~ASU~~III. ~~2010-11~~On isDecember ~~not~~23, ~~expected~~2011Seals elected to ~~have~~exercise ~~any~~his ~~material~~option ~~impact~~and onconvert ~~our~~the ~~financial~~promissory ~~position~~note into 6,000,000 ~~results~~shares of ~~operations~~the orCompany’s ~~cash~~Common ~~flows~~Stock.

In April 2010, the FASB issued ASU No. 2010-17, "Revenue Recognition - Milestone Method (Topic 605): Milestone Method of Revenue Recognition" (codified within ASC 605 - Revenue Recognition). ASU 2010-17 provides guidance on defining a milestone and determining when it may be appropriate to apply the milestone method of revenue recognition for research or development transactions. ASU 2010-17 is effective for interim and annual periods beginning after June 15~~, 2010. The adoption of ASU 2010-17 is not expected to have any material impact on our financial position, results of operations or cash flows.~~

InGLOBAL ~~May~~SMART ~~2010~~ENERGY, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-19 (ASU 2010-19), Foreign Currency (Topic 830): Foreign Currency Issues: Multiple Foreign Currency Exchange RatesINC. The amendments in this Update are effective as of the announcement date of March 18, 2010. The Company does not expect the provisions of ASU 2010-19 to have a material effect on the Company's financial position, results of operations or cash flows of the Company.

~~The~~(A ~~Company~~Development ~~has~~Stage ~~evaluated the recent accounting pronouncements through ASU 2011-01 and believes that none of them will have a material effect on the company’s financial statements.~~Company)

~~2. COMMON STOCK~~Notes to Financial Statements

On June 16, 2008, the Company completed a forward stock split of 5 shares for 1 increasing the total shares outstanding from 1,000,000 shares to 5,000,000 shares. During the year ended December 31, 2008, Mr. Grunberg resigned his position as a member of the Company’s Board of Directors and he returned all of his common stock to the Company. Likewise Mr. Altfeld resigned as Interim CEO and Mr. Pancoast as COO and their common stock shares were returned to the Company. A total of 2,216,750 shares were returned to the Company and cancelled as a result of these resignations and the discontinuation of TAN LLC.(Audited)

~~In October, 2008, the Company issued 200,000 shares of common stock at $0~~6.01 ~~per~~SUBSEQUENT ~~share to a consultant for services performed.~~EVENTS

17By Written Consent on February 7, 2012, a majority of the shareholders authorized the Board of Directors to increase the Authorized Shares of Common Stock of the Company to 100,000,000 shares and to create a Preferred Class of Stock in the maximum amount of 200,000,000 shares.

InOn ~~December~~February 16, ~~2009~~2012, the Company issued ~~225~~1,000,000 ~~share~~shares of common stock atto ~~$0.01~~Teresa ~~per~~Vellardita, ~~share~~designee of Vince Vellardita, and 1,000,000 shares of common stock to ~~consultants~~Emmett Lamar Seals, III for services ~~performed~~.

~~In March, 2011, the Board of Directors authorized the issue of 300,000 shares of its common stock at $0.045 to the current and past officers of the Company.~~16

~~ICAG,~~ITEM ~~Inc~~9., ~~the~~CHANGES ~~majority~~IN ~~shareholder~~AND onDISAGREEMENTS ~~March~~WITH ~~17,~~ACCOUNTANTS ~~2011~~ON ~~agreed~~ACCOUNTING toAND ~~receive~~FINANCIAL ~~1,676,160 shares of common stock, at a price of $0~~DISCLOSURE.45 per share, in satisfaction of unsecured advances made to the Company in the amount of $75,427.. After the issuance of these shares, ICAG, Inc. will own approximately 74.27 % of the total outstanding stock of the Company.

3None. ~~RELATED PARTY PAYABLES~~

~~All~~ITEM current expenses of the Company including purchase of property and equipment, production costs and expenses, advertising expenses, general and administrative expenses and interest expense have been paid with advances from a related party of Company9A. ~~The~~CONTROLS ~~related~~AND ~~party payables are non-interest bearing, unsecured, and due upon demand~~PROCEDURES. ~~At December 31, 2010 and 2009, the Company owes $75,427 and 53,427 respectively for these payables.~~

~~4. GOING~~Disclosure ~~CONCERN~~Controls and Procedures

~~The~~Based ~~accompanying~~on ~~financial~~an ~~statements~~evaluation ~~have~~as ~~been~~of ~~prepared~~the indate ~~conformity~~of the ~~with~~end ~~generally~~of ~~accepted~~the ~~accounting~~period ~~principle,~~covered ~~which~~by ~~contemplate~~report, ~~continuation~~our ofChief ~~the~~Executive ~~Company~~Officer asand aChief ~~going~~Financial ~~concern. However~~Officer, conducted an evaluation of the effectiveness ~~Company~~of ~~has~~the ~~accumulated~~design ~~deficit~~and operation of ~~$171~~our disclosure controls and procedures,~~831~~ as ofrequired ~~December~~by ~~31,~~Exchange ~~2010. The~~Act ~~Company~~Rule ~~currently~~13a-15. ~~has~~Based on ~~limited~~that ~~liquidity~~evaluation, our Chief Executive Officer and ~~has~~Chief ~~not~~Financial ~~established~~Officer aconcluded ~~stabilized~~that ~~source~~our disclosure controls and procedures were effective as of ~~revenues~~the ~~sufficient~~end of the period covered by this report to ~~cover~~ensure ~~operating~~that ~~costs~~information ~~over~~required anto ~~extended~~be ~~period~~disclosed ofby us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms.

~~Management~~Disclosure ~~anticipates~~controls ~~that~~and ~~the~~procedures ~~Company~~are ~~will~~controls and beother ~~dependent,~~procedures ~~for~~that ~~the~~are ~~near~~designed ~~future,~~to onensure ~~additional~~that ~~investment~~information ~~capital~~required to ~~fund~~be ~~operating~~disclosed ~~expenses.~~in ~~The~~our ~~Company~~reports ~~intends~~filed toor ~~position~~submitted ~~itself~~under the soExchange ~~that~~Act itis ~~may~~recorded, beprocessed, ~~able~~summarized toand ~~raise~~reported, ~~additional~~within ~~funds through~~ the ~~capital~~time ~~markets.~~periods Inspecified ~~light~~in ofthe ~~management~~SEC’s ~~efforts,~~rules ~~there~~and forms. ~~are~~Disclosure nocontrols ~~assurances~~and ~~that~~procedures ~~the~~include, ~~Company~~without ~~will~~limitation, becontrols ~~successful~~and inprocedures ~~this~~designed orto ~~any~~ensure ofthat ~~its~~information required ~~endeavors~~to orbe ~~become~~disclosed ~~financially~~in ~~viable~~our ~~and~~reports ~~continue~~filed asunder athe ~~going~~Exchange ~~concern. These~~Act ~~financial~~is ~~statements~~accumulated doand ~~not~~communicated ~~include~~to ~~any~~management, ~~adjustments~~including ~~relating~~our Chief toExecutive ~~the~~Officer ~~recoverability~~ and ~~classification~~our ofChief ~~recorded~~Financial ~~asset amounts~~Officer, orto ~~amounts~~allow ~~and~~timely ~~classification~~decisions ofregarding ~~liabilities~~required ~~that might result from this uncertainty~~disclosure.

~~5. DISCONTINUED~~Management’s ~~OPERATIONS~~Annual Report on Internal Control Over Financial Reporting

~~During~~Management ~~2008,~~is ~~the~~responsible ~~Company~~for ~~discontinued~~establishing and ~~the~~maintaining ~~operations~~adequate ofinternal ~~its~~control ~~wholly~~over ~~owned~~financial ~~subsidiary~~reporting ~~TAN~~as ~~LLC~~defined in Exchange Act Rule 13a-15(f). Management conducted ~~The~~an ~~Company~~evaluation ~~sold~~of ~~assets~~the ~~with~~effectiveness aof ~~net~~the ~~book~~internal ~~value~~control over financial reporting as of ~~$54~~December 31,~~661~~ to2010, ~~satisfy~~using ~~liabilities~~the criteria established in Internal Control – Integrated Framework issued by the ~~amount~~Committee of ~~$72,692.~~Sponsoring AOrganizations of ~~disposal~~the ~~gain~~Treadway Commission (COSO). Because of $4its inherent limitations,~~844~~ oninternal ~~the~~control ~~sale~~over ~~was~~financial ~~recorded~~reporting asmay ~~discontinued~~not prevent ~~operations~~or detect misstatements. Also, ~~The~~projections ~~summarized~~of ~~financial~~any ~~statements~~evaluation of ~~the~~effectiveness ~~discontinued~~to ~~operations~~future periods are assubject ~~follows~~to atthe risk ~~December~~that 31controls may become inadequate because of changes in conditions, ~~2008:~~or that the degree of compliance with the policies or procedures may deteriorate.

~~ASSETS~~A material weakness is a control deficiency, or combination of control deficiencies, that results in more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected. As a result of management’s assessment, management has determined that there is a material weakness due to the lack of proper segregation of duties. In order to address and resolve this weakness we will endeavor to locate and appoint additional qualified personnel to the board of directors and pertinent officer positions as the Company operations increase.

ASSETS HELD FOR SALE
Cash and cash equivalents	$	441
Total Current Assets		441
EQUIPMENT, net		19,610
OTHER ASSETS
Film and production costs		34,500
Deposits		110
Total Other Assets		34,610
TOTAL ASSETS	$	54,661
LIABILITIES USED TO SATISFY ASSETS
CURRENT LIABILITIES
Notes payable	$	12,979
Related party payables		59,983
TOTAL LIABILITIES	$	72,962

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

~~6. SUBSEQUENT~~Changes ~~EVENTS~~in Internal Control Over Financial Reporting

OnThere ~~January~~has ~~10,~~been ~~2010~~no ~~the~~change ~~Company~~in ~~held~~our ~~its~~internal control ~~Annual~~over ~~Meeting~~financial ~~and~~reporting ~~approved~~that occurred during our last fiscal quarter (our fourth fiscal quarter in the ~~following~~case ~~actions:~~of an annual report) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

1. Lyle J. Mortensen, Gerry Shirren and Tiffany Kalahiki were elected as directors to hold office until the next annual meeting of the stockholders of the Company, or until successors are elected and qualified.17

2.The ~~Approval~~term ~~was~~“internal ~~received~~control toover ~~change~~financial reporting” is defined as a process designed by, or under the ~~name~~supervision of, the Company’s ~~from~~principal ~~Triangle~~executive ~~Alternative~~and principal ~~Network~~financial ~~Incorporated~~officers, toor ~~Global~~persons ~~Smart~~performing ~~Energy~~similar functions, ~~Inc.~~and effected by the Company’s board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

~~3. Article 2 Section 2.07~~ (ea) ~~of the Company Bylaws were amended and restated in order~~ Pertain to ~~authorize~~ the ~~execution~~maintenance of ~~written~~records ~~consents~~that ofin ~~the~~reasonable ~~Majority~~detail ~~stockholders~~accurately toand ~~approve~~fairly ~~corporate~~reflect ~~actions, as allowable by~~ the ~~Delaware~~transactions ~~Corporate~~and ~~laws,~~dispositions ~~in lieu~~ of ~~holding~~the assets ~~annual or special meetings~~ of the ~~stockholders.~~Company;

On(b) Provide reasonable ~~January~~assurance ~~13,~~that ~~2011,~~transactions ~~Tiffany~~are ~~Kalahiki~~recorded ~~resigned~~ as annecessary ~~officer~~to ~~and~~permit ~~director~~preparation of ~~the~~financial ~~Registrant~~statements ~~for~~in ~~personal~~accordance ~~reasons and not due to any disagreement~~ with generally ~~the~~accepted ~~Registrant~~accounting principles, and~~/or~~ ~~its~~that ~~officers~~receipts and ~~Directors.~~expenditures ~~Gerry~~of ~~Shirren,~~ the ~~current~~Company ~~Chief~~are ~~Financial~~being ~~Officer~~made ofonly ~~the~~in ~~Company,~~accordance ~~was~~with authorizations ~~appointed~~of tomanagement ~~serve~~and asdirectors ~~the Secretary~~ of the Company.; and

On(c) Provide reasonable ~~March~~assurance 8,regarding ~~2011,~~prevention ~~the~~or ~~Board~~timely detection of ~~Directors~~unauthorized ~~authorized~~acquisition, ~~the~~use ~~issue~~or ofdisposition ~~300,000 shares~~ of ~~its~~the ~~common~~Company’s assets ~~stock~~that atcould ~~$0.045~~have toa ~~the~~material ~~current~~effect ~~and~~on ~~past officers of~~ the ~~Company~~financial statements.

~~Effective~~ITEM ~~March 18, 2011 the Company has entered into a binding Letter of Intent (the “LOI”) for the acquisition of the majority control of Advanced Power Technologies, Inc~~9B. ~~(“APT”),~~OTHER ~~a Nevada corporation~~INFORMATION. APT is an existing business that is currently operating through its subsidiaries in the “green energy” field. The final details will be included in a definitive purchase agreement that is to be prepared, subject to the items included in the Binding Letter of Intent signed.

18None.

~~Under~~PART the LOI the acquisition is to be solely for shares of the Company on the basis of one share of the Company’s common stock for one share of common stock of APT acquired. Other terms of the LOI are as follows:III

1)ITEM ~~The parties shall use their reasonable efforts to proceed promptly with the negotiation of the Agreement with an anticipated closing no longer than 45 days from the date of this signing~~10. ~~Until~~DIRECTORS aAND ~~definitive~~EXECUTIVE ~~purchase agreement is completed, this LOI shall remain binding on the Parties~~OFFICERS.

2)Identity ~~Following the signing~~ of ~~this~~directors ~~LOI by both parties, APT will afford GSE~~ and ~~its~~executive officers, employees and agents full and free access to APT’s contracts, books and records, including but not limited to, complete financial statements to be subject to independent audit for the two complete years prior to the date of this LOI.

3)The ~~GSE~~following ~~shall~~table sets beforth ~~responsible~~information ~~for~~regarding ~~all~~our ~~fees,~~executive ~~costs~~officers and ~~expenses~~directors. ~~incurred~~Each byof itour ~~including~~executive ~~any~~officers ~~third~~has ~~party~~been ~~due~~elected ~~diligence~~by inour ~~connection~~board of ~~with~~directors ~~the~~and ~~proposed~~serves ~~acquisition.~~until ~~The~~his ~~APT~~or ~~shall~~her besuccessor ~~responsible~~is ~~for~~duly ~~its~~elected ~~own~~and ~~costs, including legal costs in connection with the acquisition.~~qualified:

4) The APT and GSE agree to keep confidential this agreement, along with all documents and information supplied by APT, with the exception of Board members, agents, attorneys, accountants or other parties necessary to the due diligence.

Name	Age	Position
E. Lamar “Lou” Seals, III	51	President, Chief Executive Officer, Chief Financial Officer and Chairman of the Board of Directors
John W. Bonner, Jr.	43	Executive Vice President and Treasurer and Director
Edward A. Mearns III	58	Secretary and Director
Frank A. O’Donnell (1) Lyle J Mortensen (1)	59 72	Former Chief Executive Officer and Director Former Chief Executive Officer and Director
Gerry Shirren (1)	53	Former Chief Financial Officer and Director
Tiffany Kalahiki (2)	39	Former Secretary and Director

5(1) ~~APT~~resigned ~~and~~from ~~GSE~~all ~~agree~~positions towith the ~~notify~~Company ~~one~~on ~~another~~October 21, ~~if any matter comes to their attention that might reasonably be expected to materially affect the acquisition~~2011.

6(2) ~~The~~resigned ~~purchase~~from ~~price~~all ~~for~~positions ~~100%~~with the ofCompany ~~APT~~on isJanuary 13, ~~established at:~~2011.

~~Shares~~The ~~that~~principal ~~represent~~occupations ~~approximately~~and ~~98%~~business ~~Global~~experience for ~~Smart~~at ~~Energy~~least ~~Common~~the ~~Stock~~past ~~following~~five ~~the~~years ~~completion~~ of ~~the~~each ~~purchase~~director and executive officer is as follows.

7)E. ~~The~~Lamar ~~APT~~“Lou” ~~shareholders~~Seals, atIII ~~closing~~- ~~will~~Mr. ~~receive~~Seals ~~stock~~served as ~~for~~Chairman, ~~their~~Chief ~~respective~~Executive ~~equity~~Officer ~~interest~~and President of Seals Communications Corporation, a media, marketing and television production company, from 1984 to 2006. In 1996, he founded Seals Communications Group, Inc. and served as Chairman, Chief Executive Officer and President from 1996 to 2008. He is currently the Chairman, Chief Executive Officer, President and Partner of TUFF TV Media Group, LLC, a digital broadcast network. He is also the Chairman, Chief Executive Officer and President of Seals Entertainment Company, LLC, a leading independent owner and producer of television programming. Mr. Seals attended Georgia State University.

8)John ~~All~~W. ~~APT~~Bonner, ~~Shareholders~~Jr. ~~will~~- beMr. ~~required~~Bonner tohas ~~sign~~served anas ~~approved~~the ~~subscription~~Chief Executive ~~document~~Officer inand ~~order~~Director toof ~~receive~~Southeast Properties, Inc., a commercial real estate firm offering asset management, leasing and brokerage services, since 2006. He joined TUFF TV Media Group, LLC as a partner and Director in 2009. Mr. Bonner attended the ~~shares~~University of Tennessee at Chattanooga.

9)Edward ~~APT’s~~A. ~~management~~Mearns ~~team,~~III of- ~~Robert~~Mr. ~~Braner,~~Mearns ~~Frank~~has ~~O’Donnell~~served ~~and~~as ~~Lyle~~the J.Chief Operating ~~Mortensen~~Officer and ~~others~~Director asof ~~designated~~Clarus atTransphase Scientific, Inc., a technology company in the ~~Executive~~field VPof ~~level~~energy ~~and~~resonance, ~~above~~since 2008. ~~will~~He beserved ~~entitled~~as Counsel for The Health Network, Inc. from 2005 to ~~negotiate~~2008. ~~employment~~Since ~~contracts~~2005, Mr. Mearns has served as the Founder and Executive Director of ~~minimum~~the ~~one~~Action Sports Alliance, a non-~~year~~profit ~~duration~~organization representing professional female athletes. ~~Agreement~~He onhas ~~the~~been Director ~~employments~~of ~~contracts~~The isGrowing anInstitute ~~essential~~since ~~part~~2010. ofMr. ~~this~~Means ~~Agreement~~received ~~and~~a isbachelor’s todegree bein ~~further~~English ~~defined~~literature from Yale University in 1974. In 1979, he received a ~~definitive~~Juris ~~purchase~~Doctor ~~agreement~~degree from University of Virginia School of Law.

10) This LOI may be executed in two or more counterparts, each of which shall be deemed an original and which taken together shall constitute one and the same document. A signature delivered by fax will be deemed executed. The LOI shall be effective on the date the last signature is received.18

~~ITEM~~Frank 9O’Donnell – Mr. ~~CHANGES~~ INO’Donnell ~~AND~~is the ~~DISAGREEMENTS~~CEO ~~WITH~~of ~~ACCOUNTANTS~~a ONPrivate ~~ACCOUNTING~~Nevada Company specializing in Energy related products and Vice-Chairman of TV compass and a founder of the Company. From 1996 to 2004, Mr. O’Donnell was the founder and President of Evolve Products, Inc. From 1986 to1995, he was the founder and Vice President of Universal Electronics, Inc. and from 1979 to 1986 he was the founder and President of Cable Business Associates, Inc. Further, he previously managed the custom designs for Time Warner Cable and Comcast (AT&T/TCI) universal remote controls. Mr. O’Donnell resigned from all positions with the Company on October 21, 2011.

~~AND~~Lyle ~~FINANCIAL~~J ~~DISCLOSURE~~Mortensen- Mr. Mortensen is the owner and operator of Lyle J. Mortensen CPA, a consulting and accounting firm in practice since 1978. After graduation from Arizona State University, he worked for Touche Ross & Company in their Los Angeles, Phoenix, and Salt Lake City offices, serving as Director of Tax Operations (Salt Lake City office) from 1975 until 1978, when he established his private practice. Recently he served as the Chief Financial Officer for Advanced Growing Systems, Inc. from the date of inception through the registration process with the SEC and transition from a private company to a publicly held company that trades on the NASDAQ over the counter (Pink Sheets). He remains as an active member of the Board of Directors. His experience in accounting and consulting includes serving as the chief financial officer of an international investment banking firm; representing clients before the Internal Revenue Service, NASD, and other regulatory bodies; and preparing Securities and Exchange Commission documents. He has also functioned as the chief financial officer for several small companies, giving them financial and accounting structure and direction as needed. Mr. Mortensen resigned from all positions with the Company on October 21, 2011.

~~None~~Gerry Shirren- Mr. Shirren is a Fellow of the Association of Certified Accountants FCCA and has been involved in the media industry for nearly 20 years. From 2006 to the present, Mr. Shirren has served as a financial consultant to U.S. companies involved in film, television, rights acquisitions and exploitation, bankruptcy turnarounds, corporate acquisition and financing. From June 2005 to March 2008, Mr. Shirren has served as Chief Executive Officer and joint managing Director of Digital Animation Media Limited, an Ireland-based company involved in the development production and exploitation of animation properties for film and television. From August 2005 to January 2008, Mr. Shirren has served as Chief Executive Officer and Director of Cambridge Animation Systems Limited, a United Kingdom based animation software tolls company with operations based in Ireland and the United Kingdom. From 1995 to June 2005, Mr. Shirren served as Chief Executive Officer and Joint Managing Director of TerraGlyph, which was initially the European Production center for the Chicago based TerraGlyph Interactive and subsequently became an independent film, television and interactive production studio. Mr. Shirren obtained his Business Diploma, with Honors, from the Athlone Institute of Technology in Ireland. Mr. Shirren resigned from all positions with the Company on October 21, 2011.

~~ITEM~~Tiffany ~~9A(T)~~Kalahiki- Ms. ~~CONTROLS~~Kalahiki ~~AND~~graduated ~~PROCEDURES~~cum laude from the University of Nevada in 2003 with a BS in Elementary Education. Since 2004, she has worked in the Clark County School District as a teacher and substitute teacher. Ms. Kalahiki has been the Vice President of ICAG, Inc., and Investment and Holding Company, since 1998. Since 2008, Ms. Kalahiki has served as Secretary of BPT, Inc. On January 13, 201, Ms. Kalahiki resigned for personal purposes and had no disagreements with the Company or its officers.

~~Disclosure~~The ~~Controls~~Board believes that each of the Company’s directors is highly qualified to serve as a member of the Board. Each of the directors has contributed to the mix of skills, core competencies and ~~Procedures~~qualifications of the Board.

~~Based~~None ~~on an evaluation as~~ of ~~the date of the end of the period covered by report,~~ our ~~Chief~~current directors ~~Executive~~hold ~~Officer~~or ~~and~~held ~~Chief~~any ~~Financial~~directorships ~~Officer,~~during ~~conducted an evaluation of~~ the ~~effectiveness~~past offive ~~the~~years ~~design~~in ~~and~~other ~~operation~~reporting ~~of our disclosure controls and procedures, as required by Exchange Act Rule 13a-15~~companies. ~~Based on that evaluation~~Presently, ~~our~~none ~~Chief~~of ~~Executive Officer and Chief Financial Officer concluded that~~ our ~~disclosure~~directors is ~~controls~~an ~~and~~“independent ~~procedures~~director” ~~were~~under the ~~effective~~Corporate asGovernance ofRules ~~the end~~ of the ~~period~~NASDAQ ~~covered~~Stock ~~by this report to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded~~Market, ~~processed~~Inc., ~~summarized~~Rule 5605(a)(2). There ~~and~~are ~~reported~~no ~~within~~family ~~the~~relationships ~~time~~among ~~periods~~any ~~specified~~of byour ~~the~~directors ~~SEC’s~~or ~~rules~~executive ~~and forms~~officers.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and our Chief Financial Officer, to allow timely decisions regarding required disclosure.19

~~Management’s~~Corporate ~~Annual~~Governance ~~Report on Internal Control Over Financial Reporting~~Guidelines

~~Management~~Our isBoard ~~responsible~~has ~~for~~long believed ~~establishing~~that ~~and~~good ~~maintaining~~corporate ~~adequate~~governance ~~internal~~is ~~control~~important ~~over~~to ~~financial~~ensure ~~reporting~~that aswe ~~defined~~are inmanaged ~~Exchange~~for ~~Act~~the ~~Rule 13a~~long-~~15(f). Management~~term ~~conducted~~benefit ~~an evaluation~~ of ~~the~~our ~~effectiveness~~stockholders. Our ofcommon ~~the~~stock ~~internal~~is ~~control~~not ~~over~~currently ~~financial~~quoted ~~reporting~~on asany oflisted ~~December~~exchange. 31However, ~~2010,~~our ~~using~~Board ~~the~~believes ~~criteria~~that ~~established~~the incorporate ~~Internal~~governance ~~Control~~rules of –NASDAQ ~~Integrated~~and ~~Framework~~AMEX ~~issued~~represent bygood ~~the~~governance ~~Committee~~standards ofand, ~~Sponsoring~~accordingly, ~~Organizations~~during of the ~~Treadway~~past ~~Commission~~year, ~~(COSO). Because~~our ofBoard ~~its~~has ~~inherent~~continued ~~limitations,~~to ~~internal~~review our ~~control~~governance ~~over~~practices ~~financial~~in ~~reporting~~light ~~may~~of ~~not~~the ~~prevent~~Sarbanes-Oxley orAct ~~detect~~of ~~misstatements. Also~~2002, ~~projections~~the ofnew ~~any~~rules ~~evaluation~~and regulations of ~~effectiveness~~the toSecurities ~~future~~and ~~periods~~Exchange Commission ~~are~~and ~~subject to~~ the ~~risk~~new ~~that~~listing ~~controls~~standards ~~may~~of ~~become~~NASDAQ ~~inadequate~~and ~~because~~AMEX, ofand ~~changes~~it inhas ~~conditions,~~implemented orcertain ~~that~~of the ~~degree~~foregoing ofrules ~~compliance~~and ~~with~~listing standards ~~the~~during ~~policies~~this orpast ~~procedures~~fiscal ~~may deteriorate~~year.

AInvolvement ~~material weakness is a control deficiency, or combination of control deficiencies, that results~~ in ~~more~~Certain ~~than~~Legal a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected. As a result of management’s assessment, management has determined that there is a material weakness due to the lack of proper segregation of duties. In order to address and resolve this weakness we will endeavor to locate and appoint additional qualified personnel to the board of directors and pertinent officer positions as the Company operations increase.Proceedings

~~This~~During ~~Annual~~the ~~Report~~last ~~does~~ten ~~not~~years, ~~include~~except anas ~~attestation~~indicated below, ~~report~~no ofdirector, ~~the~~executive ~~company's~~officer, ~~registered~~promoter ~~public~~or ~~accounting firm regarding internal~~ control ~~over~~person ~~financial reporting. Management's report was not subject to attestation by the company's registered public accounting firm pursuant to temporary rules~~ of the ~~Securities~~Company ~~and Exchange Commission that permit the company to provide only management's report in this annual report~~has:

~~Changes~~(1) Had a inbankruptcy ~~Internal~~petition ~~Control~~filed ~~Over~~by ~~Financial~~or ~~Reporting~~against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time;

~~There has been no change in our internal control over financial reporting that occurred during our last fiscal quarter~~ (~~our~~2) Been convicted ~~fourth fiscal quarter~~ in ~~the~~a ~~case~~criminal ofproceeding ~~an annual report) that has materially affected,~~ or isbeen ~~reasonably~~subject ~~likely~~ to ~~materially~~a ~~affect~~pending criminal proceeding, ~~our~~excluding ~~internal~~traffic ~~control~~violations ~~over~~and ~~financial~~other ~~reporting.~~minor offenses;

19(3) Been subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities;

~~The~~(4) Been found ~~term~~by ~~“internal~~a ~~control~~court ~~over~~of ~~financial~~competent ~~reporting”~~jurisdiction is(in ~~defined as~~ a ~~process~~civil ~~designed by~~action), ~~or under~~ the ~~supervision of~~SEC, ~~the Company’s principal executive and principal financial officers,~~ or ~~persons performing similar functions, and effected by~~ the ~~Company’s~~Commodities ~~board~~Futures ofTrading ~~directors,~~Commission ~~management and other personnel,~~ to ~~provide~~have violated ~~reasonable~~a ~~assurance~~federal ~~regarding~~or ~~the~~state ~~reliability~~securities ofor ~~financial~~commodities ~~reporting~~law, and the ~~preparation~~judgment ofhas ~~financial~~not ~~statements~~been ~~for~~reversed, ~~external~~suspended ~~purposes~~or invacated; ~~accordance with generally accepted accounting principles and includes those policies and procedures that:~~or

(a5) ~~Pertain~~Been the subject to, ~~the~~or ~~maintenance~~a party to, any sanction or order, not subsequently reverse, suspended or vacated, of ~~records~~any ~~that~~self-regulatory inorganization, any ~~reasonable~~registered ~~detail~~entity, ~~accurately~~or ~~and~~any ~~fairly~~equivalent ~~reflect~~exchange, ~~the~~association, ~~transactions~~entity ~~and~~or ~~dispositions~~organization ofthat ~~the~~has ~~assets~~disciplinary ofauthority ~~the~~over ~~Company;~~its members or persons associated with a member.

~~(b) Provide~~On ~~reasonable~~August ~~assurance~~5, ~~that~~2008, ~~transactions~~the ~~are~~United ~~recorded~~States asBankruptcy Court ~~necessary~~for tothe ~~permit~~Central ~~preparation~~District of ~~financial~~California ~~statements~~entered inan ~~accordance~~Order ~~with~~Confirming ~~generally~~Second ~~accepted~~Amended ~~accounting~~Plan ~~principles,~~of ~~and~~Reorganization ~~that~~under ~~receipts~~Chapter ~~and expenditures~~ 11 of the ~~Company~~Bankruptcy ~~are~~Code ~~being~~of ~~made~~Valcom, ~~only~~Inc., inof ~~accordance~~which ~~with~~Vince ~~authorizations~~Vellardita, ofa ~~management~~former director and ~~directors~~officer, ofis ~~the~~Chief ~~Company;~~Executive ~~and~~Officer.

~~(c) Provide~~Code ~~reasonable assurance regarding prevention or timely detection~~ of ~~unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.~~Ethics

~~ITEM~~Our 9Bboard of directors has not adopted a code of ethics due to the fact that we presently have three directors, and we are in the development stage of our operations. ~~OTHER~~ ~~INFORMATION~~We anticipate that we will adopt a code of ethics when we increase either the number of our directors and officers or the number of our employees.

~~None.~~Audit ~~Not applicable.~~Committee

~~PART~~Our ~~III~~board of directors is comprised of three directors and has not established an audit committee. Accordingly, our Board of Directors presently performs the functions that would customarily be undertaken by an audit committee.

~~ITEM~~Compensation ~~10. DIRECTORS AND EXECUTIVE OFFICERS.~~Committee

~~Identity~~We do not presently have a compensation committee. Our Board of ~~directors~~Directors ~~and~~currently ~~executive~~acts ~~officers~~as our compensation committee.

~~The~~Nominating following table sets forth information regarding our executive officers and directors. Each of our executive officers has been elected by our board of directors and serves until his or her successor is duly elected and qualified:Committee

Name	Age	Position
Lyle J Mortensen	70	Chief Executive Officer, Director
Gerry Shirren	51	Chief Financial Officer, Director
Tiffany Kalahiki	36	Secretary, Director until January 13, 2011

We do not presently have a nominating committee. Our Board of Directors currently acts as our nominating committee.

~~The principal occupations and business experience for at least the past five years of each director and executive officer is as follows.~~20

~~Lyle~~ITEM J11. ~~Mortensen-~~EXECUTIVE ~~Chief Executive Officer and Chairman of the Board~~COMPENSATION

~~Mr.~~Executive Mortensen is the owner and operator of Lyle J. Mortensen CPA, a consulting and accounting firm in practice since 1978. After graduation from Arizona State University, he worked for Touche Ross & Company in their Los Angeles, Phoenix, and Salt Lake City offices, serving as Director of Tax Operations (Salt Lake City office) from 1975 until 1978, when he established his private practice. Recently he served as the Chief Financial Officer for Advanced Growing Systems, Inc. from the date of inception through the registration process with the SEC and transition from a private company to a publicly held company that trades on the NASDAQ over the counter (Pink Sheets). He remains as an active member of the Board of Directors.Compensation

~~His~~Executive ~~experience~~Officers ~~in accounting~~ and consulting includes serving as the chief financial officer of an international investment banking firm; representing clients before the Internal Revenue Service, NASD, and other regulatory bodies; and preparing Securities and Exchange Commission documents. He has also functioned as the chief financial officer for several small companies, giving them financial and accounting structure and direction as needed.Directors

~~Gerry~~The ~~Shirren-~~following tables set forth certain information about compensation paid, earned or accrued for services by (i) our Chief ~~Financial~~Executive Officer and ~~Director~~(ii) all other executive officers who earned in excess of $100,000 in the fiscal years ended December 31, 2011 and 2010 (“Named Executive Officers”):

Mr. Shirren is a Fellow of the Association of Certified Accountants FCCA and has been involved in the media industry for nearly 20 years. From 2006 to the present, Mr. Shirren has served as a financial consultant to U.S. companies involved in film, television, rights acquisitions and exploitation, bankruptcy turnarounds, corporate acquisition and financing. From June 2005 to March 2008, Mr. Shirren has served as Chief Executive Officer and joint managing Director of Digital Animation Media Limited, an Ireland-based company involved in the development production and exploitation of animation properties for film and television. From August 2005 to January 2008, Mr. Shirren has served as Chief Executive Officer and Director of Cambridge Animation Systems Limited, a United Kingdom based animation software tolls company with operations based in Ireland and the United Kingdom. From 1995 to June 2005, Mr. Shirren served as Chief Executive Officer and Joint Managing Director of TerraGlyph, which was initially the European Production center for the Chicago based TerraGlyph Interactive and subsequently became an independent film, television and interactive production studio. Mr. Shirren obtained his Business Diploma, with Honors, from the Athlone Institute of Technology in Ireland.

Name and Principal Position	Year		Salary ($)		Bonus ($)		Stock Awards ($)*		Option Awards ($)*		Non-Equity Incentive Plan Compensation ($)		Nonqualified Deferred Compensation ($)		All Other Compensation ($)		Total ($)

E. Lamar “Lou” Seals, III		2011		0		0		0		0		0		0		0		0
President, Chief Executive Officer, Chief Financial Officer and Chairman		2010		0		0		0		0		0		0		0		0

John W. Bonner, Jr.		2011		0		0		0		0		0		0		0		0
Executive Vice President, Treasurer and Director		2010		0		0		0		0		0		0		0		0

Edward A. Mearns III		2011		0		0		0		0		0		0		0		0
Secretary and Director		2010		0		0		0		0		0		0		0		0

Frank O’Donnell (1)		2011		20,000		0		0		0		0		0		0		20,000
Former Chief Executive Officer and Director		2010		0		0		0		0		0		0		0

Lyle J Mortensen (1,3)		2011		20,000		0		9,000		0		0				0		29,000
Former Chief Executive Officer, and Director		2010		0		0		0		0		0		0		0

Gerry Shirren (1)		2011		0		0		3,375		0		0		0		0		3,375
Chief Financial Officer, and Director		2010		0		0		0		0		0		0		0		0

Tiffany Kalahiki (2)		2011		0		0		1,125		0		0		0		0		1,125
Secretary and Director		2010		0		0		0		0		0		0		0		0

~~Tiffany~~(1) ~~Kalahiki-~~resigned ~~Secretary,~~from ~~Treasurer~~all ~~and~~positions ~~Director~~with the Company on October 21, 2011.

~~Ms.~~(2) ~~Kalahiki~~resigned ~~graduated cum laude~~ from ~~the~~all ~~University~~positions ~~of Nevada in 2003~~ with ~~a BS in Elementary Education. Since 2004, she has worked in~~ the ~~Clark County School District as a teacher and substitute teacher. Ms. Kalahiki has been the Vice President of ICAG, Inc., and Investment and Holding~~ Company, ~~since~~on ~~1998. Since 2008~~January 13, Ms2011. ~~Kalahiki has served as Secretary of BPT, Inc.~~

On January 13, 2011 Ms. Kalahiki resigned for personal purposes and had no disagreements with the Company or its officers. Gerry Shirren was appointed to serve as the Secretary until the election and qualification of another individual to serve in this capacity.21

~~There~~(3) ~~are~~compensation noreceived ~~family~~through ~~relationships~~Aritex ~~among~~Consultants, ~~any~~Inc. offor his ~~our directors or executive officers~~services.

20Equity Compensation, Pension or Retirement Plans

~~Corporate~~No ~~Governance~~retirement, ~~Guidelines~~pension, profit sharing, stock option or insurance programs or other similar programs have been adopted by the Company for the benefit of its employees.

~~Our~~DIRECTOR Board has long believed that good corporate governance is important to ensure that we are managed for the long-term benefit of our stockholders. Our common stock is not currently quoted on any listed exchange. However, our Board believes that the corporate governance rules of NASDAQ and AMEX represent good governance standards and, accordingly, during the past year, our Board has continued to review our governance practices in light of the Sarbanes-Oxley Act of 2002, the new rules and regulations of the Securities and Exchange Commission and the new listing standards of NASDAQ and AMEX, and it has implemented certain of the foregoing rules and listing standards during this past fiscal year. TAN has also adopted a Code of Ethics for Senior Financial Officers that is applicable to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. Our Board is also considering adopting during this current fiscal year additional corporate governance guidelines to assist it in the exercise of its duties and responsibilities and to serve the best interests of TAN and its stockholders. COMPENSATION

The Company’s directors currently serve without compensation. However, on March 8, 2011 the Board ~~Determination~~of the Directors authorized the issue of ~~Independence~~its common shares to the officers and directors that had been serving without compensation in the following amounts:

Under NASDAQ and AMEX rules, generally speaking, a director will only qualify as an "independent director" if, in the opinion of our Board, that person does not have a relationship which would interfere with the exercise of independent judgment in carrying out the responsibilities of a director. Our Board has determined that Lyle J Mortensen, Gerry Shirren and Tiffany Kalahiki do not have a relationship which would interfere with the exercise of independent judgment in carrying out the responsibilities of a director and that, consequently, each of these directors is an "independent director" as defined under Rule 4200(a)(15) of the NASDAQ Marketplace Rules and similar AMEX rules.

Lyle J. Mortensen, Former CEO and director	200,000 shares
Gerry Shirren, Former CFO and director	75,000 shares
Tiffany Kalahiki, Former secretary and director	25,000 shares

~~The~~COMPENSATION ~~standing~~DISCUSSION ~~committees~~AND of the Board are the Audit Committee and the Compensation Committee. The Board does not currently have a nominating committee and has not established any specific procedure for selecting candidates for director. Directors are currently nominated by a majority vote of the Board. There is also no established procedure for stockholder communications with members of the Board or the Board as a whole. However, stockholders may communicate with our Company at the number indicated, and such communications are either responded to immediately or are referred to the president or chief financial officer for a response. During fiscal 2009, each of the incumbent directors, during his period of service, attended at least 75% of the total number of meetings held by the Board.ANALYSIS

~~Involvement~~Executive inCompensation ~~Certain~~Guiding ~~Legal Proceedings~~Principles

~~During~~None of the ~~last~~officers ~~five~~have ~~years,~~received ~~except~~compensation. Management is asprepared ~~indicated~~to ~~below,~~accept nomodest ~~director,~~initial ~~executive~~salaries ~~officer,~~to ~~promoter~~obtain orfinancing ~~control~~for ~~person~~startup. Going offorward, ~~the~~our ~~Company~~general ~~has~~compensation philosophy ~~had~~is orfurther ~~has~~guided ~~been~~by ~~subject~~the following principles specific to our executives:

~~(1) any~~● A ~~bankruptcy~~strong ~~petition~~link ~~filed~~between bypay orand Company ~~against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time;~~performance.

~~(2) any~~● Executives aligned ~~conviction~~with instockholders aand ~~criminal~~managing ~~proceeding~~from orthe ~~being~~perspective ~~subject~~of toowners with a ~~pending~~meaningful ~~criminal~~equity ~~proceeding;~~stake in TAN in the form of grants of stock options and restricted stock.

~~(3) any~~● A ~~order,~~competitive compensation ~~judgment,~~package orthat ~~decree,~~will ~~not~~enable ~~subsequently~~the ~~reversed,~~Company ~~suspended~~to orattract ~~vacated,~~and ofmotivate ~~any~~high-performing ~~court~~talent ofand ~~competent~~that ~~jurisdiction,~~is ~~permanently~~strongly orcompetitive with ~~temporarily~~other ~~enjoining,~~companies ~~barring, suspending or otherwise limiting his involvement~~ in ~~any~~our ~~type of business, securities or banking activities; or~~industry.

~~(4) being~~● A ~~found~~simple ~~by a court of competent jurisdiction, the Commission or the Commodity Futures Trading Commission to have violated any federal or state securities or commodities law,~~ and ~~the~~cost-efficient ~~judgment has not been reversed, suspended, or vacated~~program design.

On The ~~August~~Compensation 5,Committee ~~2008, the United States Bankruptcy Court for the Central District~~ of ~~California~~our Board ~~entered an Order Confirming Second Amended Plan~~ of ~~Reorganization~~Directors ~~under~~determines ~~Chapter 11 of~~ the ~~Bankruptcy~~base ~~Code~~salary of(and ~~Valcom,~~any ~~Inc.,~~bonus ofand ~~which~~equity-based ~~Vince~~compensation) ~~Vellardita,~~for aeach ~~former~~executive ~~director and~~ officer, ~~is Chief Executive Officer~~annually.~~of Valcom, Inc.~~

~~Code of Ethics~~22

~~Our~~ITEM ~~board of directors has not adopted a code of ethics due to the fact that we presently have three directors, and we are in the development stage of our operations~~12. WeSECURITY ~~anticipate~~OWNERSHIP ~~that~~OF weCERTAIN ~~will~~BENEFICIAL ~~adopt~~OWNERS aAND ~~code~~MANAGEMENT ofAND ~~ethics~~RELATED ~~when~~STOCKHOLDER ~~we increase either the number of our directors and officers or the number of our employees~~MATTERS.

~~Audit~~Security ~~Committee~~Ownership of Certain Beneficial Owners

~~Our~~The ~~board~~following oftable ~~directors~~sets isforth ~~comprised~~the ofbeneficial ownership ~~three~~information ~~directors~~of ~~and~~our ~~has~~common ~~not~~stock ~~established~~at anDecember ~~audit~~31, ~~committee. Accordingly~~2011, ~~our Board of Directors presently performs the functions that would customarily be undertaken by an audit committee.~~for:

21● each person known to us to be the beneficial owner of more than 5% of our common stock;

~~ITEM~~● each ~~11. EXECUTIVE~~named ~~COMPENSATION~~executive officer;

~~Executive~~● each ~~Compensation~~of our directors; and

~~Executive~~● all ~~Officers~~of our executive officers and ~~Directors~~directors as a group.

~~The~~We ~~following~~have ~~tables~~determined beneficial ~~set~~ownership ~~forth~~in ~~certain~~accordance with the rules of the SEC. Except as indicated by the footnotes below, we believe, based on the information ~~about~~furnished ~~compensation~~to ~~paid~~us, ~~earned~~that orthe ~~accrued~~persons ~~for~~and ~~services~~entities bynamed ~~(i)~~in ~~our~~the ~~Chief~~table ~~Executive~~below ~~Officer~~have sole voting and ~~(ii)~~investment power with respect to all ~~other~~shares ~~executive~~of ~~officers~~common ~~who~~stock ~~earned~~reflected inas ~~excess~~beneficially ofowned. ~~$100,000~~We inhave based our calculation of the ~~fiscal~~percentage ~~years~~of ~~ended~~beneficial ownership ~~December~~on 3111,184,410 ~~2010~~shares ~~and~~of ~~2009~~common ~~(“Named~~stock ~~Executive~~outstanding ~~Officers”):~~on December 31, 2011.

Name and Principal Position

Year

Salary ($)

Bonus ($)

Stock Awards ($)*

Option Awards ($)*

Non-Equity Incentive Plan Compensation ($)

Nonqualified Deferred Compensation ($)

All Other Compensation ($)

Total ($)

Lyle J Mortensen

2010

Chief Executive Officer, and Director

2009

Gerry Shirren

2010

Chief Financial Officer, and Director

2009

Tiffany Kalahiki

2010

Secretary and Director

2009

Vince Vellardita Former CEO, and Director

2009 2008

$10,000

$2,000

Phil Kizel

2009

Former CEO

2008

Rick Kizel

2009

Former CFO

2008

In computing the number of shares of common stock beneficially owned by a person and the percentage ownership of that person, we deemed outstanding shares of common stock subject to options or warrants held by that person that are currently exercisable or exercisable within 60 days of December 31, 2011. We did not deem these shares outstanding, however, for the purpose of computing the percentage ownership of any other person. It should be noted that no shareholder of the Company currently holds any options or warrants exercisable within 60 days of December 31, 2011. Beneficial ownership representing less than 1% is denoted with an asterisk (.*)

Equity Compensation, Pension or Retirement Plans

Name and Address of Beneficial Owner	Common Stock Beneficially Owned		Percentage Ownership(%)
E. Lamar “Lou” Seals, III CEO, CFO and Director Address: 3340 Peachtree Road, N.E., Suite 1800, Atlanta, GA, 30326		6,000,000		53.6	%
John W. Bonner, Jr. Director Address: 3340 Peachtree Road, N.E., Suite 1800, Atlanta, GA, 30326		-0-		*
Edward A. Mearns III Director Address: 3340 Peachtree Road, N.E., Suite 1800, Atlanta, GA, 30326		-0-		*
Lyle J. Mortensen Former CEO and Director 1701 W. Northwest Highway, Ste 100, Grapevine, TX 76051 Tiffany Kalahiki Address: 918 Noio St., Honolulu HI 96816		25,000		*
Gerry Shirren Former CFO and Director Address: Dublin, Ireland		75,000		*
ICAG, Inc. Address:2222 Driftwood Tide Ave, Henderson, NV 89052		3,997,160		35.74	%
Officers and Directors (3 persons)		6,000,000		53.6	%

NoChanges ~~retirement,~~in ~~pension, profit sharing, stock option or insurance programs or other similar programs have been adopted by the Company for the benefit of its employees.~~Control

~~Audit~~On ~~Committee~~October 21, 2011 the Company entered into a private placement of a Convertible Promissory Note (the”Note”) in the amount of $30,000.00. The terms of the Note called for an election by the holder in due course to convert the promissory note into 6,000,000 shares of Common Stock of the Company. On December 15, 2011 the holder of the Note assigned all terms of the note to Seals Entertainment Company, LLC (“Seals”), which is owned by the current CEO and member of the Board of Directors, E. Lamar Seals, III. On December 23, 2011, Seals elected to convert the promissory note into 6,000,000 shares of the Company’s Common Stock. This transaction changed the control of the Company to E. Lamar Seals, III with 53.6% of the outstanding shares at the time of conversion of the Note in exchange for 6,000,000 shares of the Company’s common stock.

Presently, our Board of Directors is performing the duties that would normally be performed by an audit committee. We intend to form a separate audit committee, and plan to seek potential independent directors. In connection with our search, we plan to appoint an individual qualified as an audit committee financial expert.23

~~OPTIONS/Sars~~ITEM ~~GRANTS~~13. ~~DURING~~CERTAIN ~~LAST~~RELATIONSHIPS ~~FISCAL~~AND ~~YEAR~~RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

~~None~~As of December 31, 2011, the Company is indebted to Seals Entertainment Company, LLC, a shareholder of the Company holding greater than 10% of the issued and outstanding stock, in the amount of $11,855.

~~DIRECTOR~~Other ~~COMPENSATION~~than listed above, none of the directors or executive officers of the Company, nor any person who owned of record or was known to own beneficially more than 5% of the Company’s outstanding shares of its Common Stock, nor any associate or affiliate of such persons or companies, has any material interest, direct or indirect, in any transaction that has occurred since inception, or in any proposed transaction, which has materially affected or will affect the Company.

~~The~~ITEM ~~Company’s directors currently serve without compensation~~14. ~~However,~~PRINCIPAL onACCOUNTANT ~~March~~FEES 8,AND ~~2011 the Board of the Directors authorized the issue of its common shares to the officers and directors that have been serving without compensation in the following amounts:~~SERVICES.

Lyle J. Mortensen, CEO and director	200,000 shares
Gerry Shirren, CFO and director	75,000 shares
Tiffany Kalahiki, past secretary and director	25,000 shares

Audit Fees

~~POTENTIAL~~During ~~CONFLICTS~~the OFfiscal ~~INTEREST~~year ended December 31, 2011, we incurred approximately $10,575 in fees to our principal independent accountants for professional services rendered in connection with the audit and reviews of our financial statements for fiscal year ended December 31, 2011.

~~None~~During the fiscal year ended December 31, 2010, we incurred approximately $7,000 in fees to our principal independent accountants for professional services rendered in connection with the audit and reviews of our financial statements for fiscal year ended December 31, 2010.

~~COMPENSATION~~Audit-Related ~~DISCUSSION AND ANALYSIS~~Fees

~~Executive~~The ~~Compensation~~aggregate ~~Guiding~~fees ~~Principles~~billed during the fiscal years ended December 31, 2011 and 2010 for assurance and related services by our principal independent accountants that are reasonably related to the performance of the audit or review of our financial statements (and are not reported under Item 9(e)(1) of Schedule 14A was $0 and $0, respectively.

~~None~~Tax of the officers have received compensation. Management is prepared to accept modest initial salaries to obtain financing for startup. Going forward, our general compensation philosophy is further guided by the following principles specific to our executives:Fees

~~● A~~The ~~strong~~aggregate ~~link~~fees ~~between~~billed ~~pay~~during the fiscal years ended December 31, 2011 and ~~Company~~2010 ~~performance~~for professional services rendered by our principal accountant tax compliance, tax advice and tax planning was $0 and $0, respectively.

~~● Executives~~All ~~aligned~~Other ~~with stockholders and managing from the perspective of owners with a meaningful equity stake in TAN in the form of grants of stock options and restricted stock.~~Fees

~~● A~~The ~~competitive~~aggregate ~~compensation~~fees ~~package~~billed ~~that~~during ~~will~~the ~~enable~~fiscal years ~~the~~ended ~~Company~~December to31, ~~attract~~2011 and ~~motivate~~2010 ~~high-performing~~for ~~talent~~products and ~~that~~services isprovided ~~strongly~~by ~~competitive~~our ~~with~~principal independent accountants (other ~~companies~~than the services reported in ~~our~~Items ~~industry~~9(e)(1) through 9(e)(3) of Schedule 14A) was $0 and $0, respectively.

~~● A~~Our ~~simple~~Board of Directors pre-approves all audit and ~~cost~~non-~~efficient~~audit ~~program~~services ~~design~~performed by the Company’s auditor and the fees to be paid in connection with such service.

~~The~~ITEM ~~Compensation~~15. ~~Committee~~EXHIBITS ofAND ~~our~~FINANCIAL ~~Board~~STATEMENT ~~of Directors determines the base salary (and any bonus and equity-based compensation) for each executive officer annually.~~SCHEDULES

223.1 Articles of Incorporation (incorporated by reference to our Form S-1 as filed with the Securities and Exchange Commission on July 17, 2008).

~~LIMITATION~~3.2 OFCertificate ~~LIABILITY~~of ~~AND~~Amendment ~~INDEMNIFICATION~~of Certificate of Incorporation.

As3.3 ~~permitted~~Bylaws by(incorporated ~~the Delaware General Corporation Law, we have adopted provisions in our~~ by~~-laws~~ toreference ~~be in effect that limits or eliminates the personal liability of our directors. Consequently, a director will not be personally liable~~ to ~~us or~~ our ~~stockholders~~Form ~~for~~S-1 ~~monetary~~as filed ~~damages~~with orthe ~~breach~~Securities ofand ~~fiduciary~~Exchange ~~duty~~Commission ason aJuly ~~director~~17, ~~except for liability for:~~2008).

~~● any~~31 ~~breach~~Certification ofpursuant ~~the~~to ~~director's~~Section ~~duty~~302 of ~~loyalty~~the toSarbanes-Oxley Act usof ~~or our stockholders;~~2002.

~~● any~~32 ~~act~~Certification orpursuant ~~omission~~to ~~not~~18 inU.S.C. ~~good~~Section ~~faith~~1350, orAs ~~that~~Adopted Pursuant ~~involves~~to ~~intentional~~Section ~~misconduct~~906 orof athe ~~knowing~~Sarbanes-Oxley ~~violation~~Act of ~~law;~~2002.

~~● any~~101.INS XBRL ~~unlawful~~Instance ~~payments related to dividends or unlawful stock repurchases, redemptions or other distributions; or~~Document

~~● any~~101.SCH XBRL ~~transaction~~Taxonomy ~~from~~Extension Schema ~~which the director derived an improper personal benefit.~~Document

~~These~~101.CAL XBRL ~~limitations~~Taxonomy ofExtension Calculation ~~liability do not alter director liability under the federal securities laws and do not affect the availability of equitable remedies such as an injunction or rescission.~~Linkbase

In101.LAB XBRL ~~addition,~~Taxonomy ~~our~~Extension Label ~~by-laws provide that:~~Linkbase

~~● we~~101.PRE XBRL ~~will~~Taxonomy ~~indemnify~~Extension Presentation ~~our directors, officers and, in the discretion of our board of directors, certain employees to the fullest extent permitted by the Delaware and Florida General Corporation Law; and~~Linkbase

~~● we~~101.DEF XBRL ~~will~~Taxonomy ~~advance~~Extension Definition expenses, including attorneys' fees, to our directors and, in the discretion of our board of directors, to our officers and certain employees, in connection with legal proceedings, subject to limited exceptions.Linkbase

We intend to obtain and thereafter maintain general liability insurance that covers certain liabilities of our directors and officers arising out of claims based on acts or omissions in their capacities as directors or officers, including liabilities under the Securities Act of 1933, as amended. Insofar as indemnification for liabilities arising under the Securities Act may be permitted to directors, officers, or persons controlling the Company pursuant to the foregoing provisions, we have been informed that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act and is therefore unenforceable.24

These provisions may discourage stockholders from bringing a lawsuit against our directors for breach of their fiduciary duty. These provisions may also have the effect of reducing the likelihood of derivative litigation against directors and officers, even though such an action, if successful, might otherwise benefit us and our stockholders. Furthermore, a stockholder's investment may be adversely affected to the extent we pay the costs of settlement and damage awards against directors and officers pursuant to these indemnification provisions. We believe that these provisions, the indemnification agreements and the insurance are necessary to attract and retain talented and experienced directors and officers.SIGNATURES

AtPursuant ~~present,~~to ~~there~~the isrequirements noof ~~pending litigation~~ Section 13 or ~~proceeding~~15(d) ~~involving any~~ of ~~our~~the ~~directors~~Securities orExchange ~~officers~~Act ~~where~~of ~~indemnification~~1934, ~~will~~the beCompany ~~required~~caused orthis ~~permitted.~~report Weto ~~are~~be ~~not~~signed ~~aware~~on ofits ~~any~~behalf ~~threatened~~by ~~litigation~~the orundersigned, thereunto ~~proceeding~~duly ~~that might result in a claim for such indemnification~~authorized.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

	GLOBAL SMART ENERGY, INC.

Date: April 3, 2012	By:	/s/ Lamar “Lou” Seals
		President, Chief Executive Officer, Chief Financial Officer
		and Chairman
		(Principal Executive Officer and Principal Financial
		Officer)

~~AND~~In ~~RELATED~~accordance ~~STOCKHOLDER~~with ~~MATTERS~~the Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Security Ownership of Certain Beneficial Owners

Name	Title	Date

/s/ Lamar “Lou” Seals	President, Chief Executive Officer, Chief Financial Officer and Chairman	April 3, 2012
Lamar “Lou” Seals

/s/ John W. Bonner	Executive Vice President, Treasurer and Director	April 3, 2012
John W. Bonner

/s/ Edward A. Mearns	Secretary and Director	April 3, 2012
Edward A. Mearns

~~The following table sets forth the beneficial ownership information of our common stock at December 31, 2009, for:~~25

● each person known to us to be the beneficial owner of more than 5% of our common stock;

● each named executive officer;

● each of our directors; and

● all of our executive officers and directors as a group.

We have determined beneficial ownership in accordance with the rules of the SEC. Except as indicated by the footnotes below, we believe, based on the information furnished to us, that the persons and entities named in the table below have sole voting and investment power with respect to all shares of common stock reflected as beneficially owned. We have based our calculation of the percentage of beneficial ownership on 3,208,250 shares of common stock outstanding on December 31, 2010.

In computing the number of shares of common stock beneficially owned by a person and the percentage ownership of that person, we deemed outstanding shares of common stock subject to options or warrants held by that person that are currently exercisable or exercisable within 60 days of December 31, 2010. We did not deem these shares outstanding, however, for the purpose of computing the percentage ownership of any other person. It should be noted that no shareholder of the Company currently holds any options or warrants exercisable within 60 days of December 31, 2010. Beneficial ownership representing less than 1% is denoted with an asterisk (.*)

Name of Beneficial Owner	Shares Beneficially Owned		Percentage Ownership(%)
Vince Vellardita		225,000		7	%
ICAG, Inc.		2,321,000		72.3	%
Sichenzia, Ross, Friedman, Florrence, LLP		150,000		4.7	%
Tiffany Kalahiki		-0-		*
Gerry Shirren		-0-		*
Officers and Directors (4 persons)		225,000		7	%

Changes in Control.

There are no present arrangements or pledges of the Company’s securities which may result in a change in control of the Company.

In a private sale of his stock, Rick Kizel the former Chief Financial Officer of the Company sold his stock holdings to ICAG, Inc., a private operating Company during the year ending 12-31-08. This sale resulted in ICAG obtaining a majority control of the Company’s outstanding stock.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS,

AND DIRECTOR INDEPENDENCE.

At December 31, 2010, the Company is indebted to ICAG, Inc., a shareholder of the Company holding greater than 10% of the issued and outstanding stock, in the amount of $75,427.

Other than listed above, none of the directors or executive officers of the Company, nor any person who owned of record or was known to own beneficially more than 5% of the Company’s outstanding shares of its Common Stock, nor any associate or affiliate of such persons or companies, has any material interest, direct or indirect, in any transaction that has occurred since inception, or in any proposed transaction, which has materially affected or will affect the Company.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Audit Fees

During the fiscal year ended December 31, 2010, we incurred approximately $7,000 in fees to our principal independent accountants for professional services rendered in connection with the audit and reviews of our financial statements for fiscal year ended December 31, 2010.

During the fiscal year ended December 31, 2009, we incurred approximately $7,000 in fees to our principal independent accountants for professional services rendered in connection with the audit and reviews of our financial statements for fiscal year ended December 31, 2009.

Audit-Related Fees

The aggregate fees billed during the fiscal years ended December 31, 2010 and 2009 for assurance and related services by our principal independent accountants that are reasonably related to the performance of the audit or review of our financial statements (and are not reported under Item 9(e)(1) of Schedule 14A was $0 and $0, respectively.

Tax Fees

The aggregate fees billed during the fiscal years ended December 31, 2010 and 2009 for professional services rendered by our principal accountant tax compliance, tax advice and tax planning was $0 and $0, respectively.

All Other Fees

The aggregate fees billed during the fiscal years ended December 31, 2010 and 2009 for products and services provided by our principal independent accountants (other than the services reported in Items 9(e)(1) through 9(e)(3) of Schedule 14A) was $0 and $0, respectively.

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

3.1 Articles of Incorporation (incorporated by reference to our Form S-1as filed with the Securities and Exchange Commission on July 17, 2008).

3.2 Bylaws (incorporated by reference to our Form S-1as filed with the Securities and Exchange Commission on July 17, 2008).

3.3 Amended and Restated Bylaws

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

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

32.1 Certification of the 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 the 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

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Company caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

GLOBAL SMART ENERGY, INC.

Dated: March 31, 2011 _________/s/ Lyle J Mortensen

By: Lyle J Mortensen

Its: Principal Executive Officer

Dated: March 31, 2011 ______/s/ Gerry Shirren

By: Gerry Shirren

Its: Chief Financial Officer and Principal Accounting Officer

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

SIGNATURE	TITLE	DATE
By: /s/ Lyle J Mortensen	Chief Executive Officer,	March 31, 2011
Lyle J Mortensen	Chairman of the Board
By: /s/ Gerry Shirren	Chief Financial Officer/	March 31, 2011
Gerry Shirren	Director

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