UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

~~[X]~~	~~ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~[X]	ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
		For the fiscal year ended July 31, 2008
		For the fiscal year ended December 31, 2009
~~[ ]~~	~~TRANSITION~~[ ~~REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT~~]	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
		For the transition period from _________ to ________
		Commission file number: 333-147835

Bright Screens, Inc. (Exact name of registrant as specified in its charter)

PrismOne Group, Inc.
(Exact name of registrant as specified in its charter)
Nevada	20-8768424
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
2295 South Hiawassee Rd. Suite 418, Orlando FL	32835
(Address of principal executive offices)	(Zip Code)
Registrant’s telephone number: 321-292-1000

Nevada		20-8768424
Securities registered under Section 12(b) of the Exchange Act:
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
Title of each class	Name of each exchange on which registered
10120 S. Eastern Ave., #2 Las Vegas, Nevada		89052
None	not applicable
(Address of principal executive offices)		(Zip Code)
Securities registered under Section 12(g) of the Exchange Act:
Title of class
None

Registrant’s telephone number: 702-767-7001
Securities registered under Section 12(b) of the Exchange Act:
Title of each class	Name of each exchange on which registered
none	not applicable
Securities registered under Section 12(g) of the Exchange Act:
Title of each class	Name of each exchange on which registered
none	not applicable

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

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [ X] No [X ]

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if ~~disclosure~~any, ofevery ~~delinquent~~Interactive ~~filers~~Data File required to be submitted and posted pursuant to ~~Item~~Rule 405 of Regulation S-KT (§ ~~229~~232.405 of this chapter) isduring ~~not contained herein, and will not be contained, to~~ the ~~best~~preceding of12 ~~registrant’s~~months ~~knowledge, in definitive proxy~~ (or ~~information~~ ~~statements~~for ~~incorporated~~such byshorter ~~reference~~period inthat ~~Part~~the ~~III~~registrant ofwas ~~this~~required ~~Form~~to ~~10-K or~~submit ~~any~~and ~~amendment~~post tosuch ~~this Form 10-K~~files). Yes [ X] No [X ]

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

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

Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [X]

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

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter. ~~N/A~~$833,715.27

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date. 522,~~340~~731,~~000~~503 as of ~~January~~May 1913, ~~2009~~ 2010.

Table of Contents

TABLE OF CONTENTS

		Page
PART I
Item 1.	Business	3
Item 1A.	Risk Factors	117
Item 1B.	Unresolved Staff Comments	12
Item 2.	Properties	7
Item 2.	Properties	12
Item 3.	Legal Proceedings	7
Item 3.	Legal Proceedings	12
Item 4.	Submission of Matters to a Vote of Security Holders	12
PART II
Item 5.	Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities	137
Item 6.	Selected Financial Data	15
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	10
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 8.	Financial Statements and Supplementary Data	13
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	17
Item 9.	Changes In and Disagreements With Accountants on Accounting and Financial Disclosure	14
Item 8.	Financial Statements and Supplementary Data	17
Item 9A(T).	Controls and Procedures	14
Item 9.	Changes In and Disagreements With Accountants on Accounting and Financial Disclosure	17
Item 9A(T).	Controls and Procedures	17
Item 9B.	Other Information	18
PART III
Item 10.	Directors, Executive Officers and Corporate Governance	1816
Item 11.	Executive Compensation	2119
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	2422
Item 13.	Certain Relationships and Related Transactions, and Director Independence	2523
Item 14.	Principal Accountant Fees and Services	2523
PART IV
Item 15.	Exhibits, Financial Statement Schedules	2624

Table of Contents

PART I

Item 1. Business

~~We are a~~ ~~Nevada~~Company ~~corporation, formed March 30, 2007. We hold the exclusive worldwide license to a proprietary, patented video screen technology known as “Optical Channel Plates.”~~ Overview

~~Products and~~We ~~Methods~~were incorporated in the state of ~~Competition~~Nevada as Bright Screens, Inc. on March 30, 2007. On June 16, 2009, we merged with PrismOne Group, Inc. and changed our name to PrismOne Group, Inc. We conduct all operations through our wholly owned operational subsidiary, PrismOne Group LLC, a Florida limited liability company organized December 1, 2006.

~~Optical Channel~~Business Plates is a new technology for use in video projection screens. Current projection screen technology produces screens which absorb light projection, leading to seemingly insoluble problems with the brightness and clarity of ~~the image.~~Company

~~Optical Channel~~We ~~Plates~~are ~~allows~~in athe ~~new~~business ~~method~~ of ~~almost~~providing ~~energy~~and ~~free~~managing ~~projection~~computer, incommunications, ~~daylight conditions~~multimedia, toand beother ~~commercialized~~network systems for businesses, buildings, and communities (our “Products” and “Services”). AtOur aProducts ~~very~~and ~~reasonable~~Services ~~cost~~allow ofbusiness ~~installation~~or building managers to easily and ~~almost~~ noefficiently ~~ongoing~~consolidate ~~cost~~and ofmanage ~~projection~~their (network infrastructure, communications, multimedia, security, and ~~almost~~environment ~~negligible~~needs, ~~cost~~eliminating ofthe ~~maintenance~~ difficulty and frustration of ~~the~~trying ~~screen~~to ~~itself)~~operate ~~any~~numerous, ~~user~~separate ~~wishing~~systems to ~~establish~~meet athese ~~public~~needs. ~~presence~~We ~~can~~currently doprovide ~~so very~~consulting, ~~easily~~design, procurement, installation, integration, support, and management services related to our Products, and we are continually refining our Product offerings through research and assessments.

~~Imagine one~~Our ~~wall~~principal ofexecutive aoffices ~~commercial~~are ~~building,~~located ~~presently~~at ~~occupied~~2295 bySouth anHiawassee ~~illuminated sign~~Rd. ~~The~~, ~~sign~~Suite is418, static in display. Replacement of the display panels is expensive and requires a visit from the sign people. By installing a Optical Channel Plates screen in its place and portioning a projector at some distance from the screenOrlando, ~~the retailer (in this example) creates a dynamic sign environment with the purpose of stopping people walking by~~FL, ~~catching their attention and beginning to sell them before they are even in the store~~32835.

~~Clothing retailers~~Our ~~can~~Products ~~display fashion shows, sporting goods can display skiing movies in the winter~~ and sailing ones in the summer, restaurants can display live movie of their customers already having a good time inside. Presentations need not be canned. The internet is a source of many webcams (bears feeding on streams in Alaska in September, news events, public service announcements) all of which can stop people who are rushing by and get them to look. Normally retailers pay substantial sums to get this to happen. Now... new possibilities open up for the inventive retailer.Services

ToWe ~~be successful~~are engaged in the ~~marketplace,~~business ~~Optical~~of ~~Channel~~providing ~~Plates~~and ~~requires~~managing acommunications, ~~multi-pronged program~~multimedia, ofand ~~marketing,~~other ~~product~~network ~~development,~~systems ~~technology~~for ~~protection~~businesses, buildings, and ~~technology evangelization~~communities. ~~Bright~~The ~~Screens,~~rising ~~Inc.~~demand ~~was~~for ~~incorporated~~technological toconsolidation ~~receive~~and anaccessibility ~~exclusive license~~in toconjunction with the increasing affordability of automation and networking technology, tohas ~~raise~~resulted ~~funds~~in ~~for~~what ~~the~~has ~~commercialization~~thus ~~and exploitation~~far ofbeen ~~this~~a ~~concept,~~highly ~~and~~receptive ~~coordinate~~market ~~the~~for ~~marketing~~our Products and ~~implementation programs~~Services.

~~The unique~~Ideally, ~~opportunity~~we ~~presented~~work with builders and architects to include wiring for networking and automation in buildings as they are constructed. We obtain from suppliers, and provide to our customers, networking equipment and hardware to enable efficient use and management of computer networks, building controls, telephony, and even manufacturing or other industrial equipment as required by our customers. We integrate all of the ~~Optical~~systems ~~Channel~~together, ~~Plate~~so ~~technology~~that isbusinesses ~~best illustrated~~or bybuilding ~~reviewing~~managers may easily and efficiently consolidate and manage their network infrastructure, communications, multimedia, security, operations, and environment needs. Thus, we seek to eliminate the ~~current~~difficulty ~~state~~and frustration of trying to operate numerous, separate systems from a variety of service providers, as well as provide the ~~art~~convenience inof ~~projection panels:~~remotely monitoring and controlling a variety of systems. We currently provide consulting, design, procurement, installation, integration, support, and management services related to our Products, and we are continually refining our Product offerings through research and assessments.

~~Existing Projection~~As ~~Panels~~a &beneficial ~~Their~~return ~~Drawbacks:~~to the utilization of our system, buildings become more aware of the occupancy demands of its systems and dynamically increase or decrease various systems to generate the most energy efficient and sustainable operation. We are evaluating the inclusion of energy systems into our portfolio of work as an integral part of our business plan, thus tying buildings and spaces, technology, and energy into a fully integrated approach to address the needs of a “greener” economy.

Current video screen technology is based one of three projection methods: (1) reflective (projection of flat surfaces), (2) passive (rear projection), and (3) radiating (emanating their own light).

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~~All~~We ~~three basic~~currently ~~technologies~~offer ~~have~~Products ~~similar~~ and ~~overlapping~~Services ~~problems~~in ~~and~~the ~~each~~following ~~subset has other problems exclusive to its own category.~~areas:

~~The existing~~Computer methods of reflective projection on flat surfaces do not shield any surrounding light emanating sources. Further, their own reflection can interfere with the ones from its surroundings. To solve this problem, the use of metalized fabrics or plastics has been introduced with some good results. The results are not optimal because they generally need to be viewed from a distance (typical movie theatre). Further, to mitigate interference from other light sources, the viewing room is best left dark to enhance contrast.Networking

~~Large projection~~We TVcurrently ~~screens~~install ~~create~~and ~~too~~configure ~~much~~LANs, ofVPNs, ~~dichroism~~Intranets, ~~when~~and isExtranets ~~viewed~~to ~~from~~interconnect ~~wide angles. “Dichroic”~~computers ~~refers~~and toother anetwork-capable ~~material~~equipment infor ~~which~~businesses, ~~light~~office inbuildings, ~~different polarization~~and ~~states~~industrial ~~travelling~~facilities. ~~through~~This itincludes ~~experience~~installing anetwork ~~varying absorption. A~~servers, ~~partial~~providing ~~solution~~access to ~~this~~the isinternet, and providing management software to ~~create~~allow afor ~~bowed~~network ~~surface on~~oversight ~~the~~and ~~projection~~control ~~screen~~both locally and remotely. The ~~energy~~networks ~~consumption~~are the backbone of ~~such~~the another ~~active~~Products ~~device~~and ~~is much~~Services ~~higher~~we ~~than~~provide. aBy ~~simple~~interconnecting ~~projector~~all ~~since~~of the ~~entire~~computer, ~~screen~~communications, ~~must~~multimedia, security, HVAC, industrial, and other devices, we allow control of all these systems and devices through our management software, which can be ~~energized~~ accessed either locally or remotely through the internet, cell phones, or PDAs.

~~Large screens that are in use in stadiums have each `pixel' energized to radiate its own light The construction cost rapidly rises through 6 figures to 7 figures (and even 8 figures).~~Communications

~~The energy~~We ~~cost~~offer Voice-over-Internet protocol (VoIP), a protocol optimized for the transmission of ~~large~~voice ~~illuminated~~through ~~screens~~the ~~runs~~Internet or other packet-switched networks. VoIP is often used abstractly to ~~megawatts~~refer into ~~certain~~the ~~cases~~actual transmission of voice (rather than the protocol implementing it). ~~The common~~This ~~problems~~latter concept is also referred to ~~each~~as ~~method~~IP telephony, Internet telephony, voice over broadband, broadband telephony, and broadband phones. Using a single network to carry voice and data is cost-efficient, especially where users have underused network capacity that can carry VoIP at no additional cost. VoIP-to-VoIP phone calls are: sometimes free, while VoIP calls connecting to public switched telephone networks (VoIP-to-PSTN) may have a cost that is borne by the VoIP user. Voice-over-IP systems carry telephony signals as digital audio, typically reduced in data size through speech data compression techniques, encapsulated in a data-packet stream over IP.

·We ~~Diffusion~~also offer On-Demand Provisioning to our clients. Through this unique service, ~~which~~clients ~~disperses~~have ~~the~~access ~~reflected~~to ~~light~~as ~~that~~many ~~emanates~~telephone ~~from~~lines aas ~~single~~they ~~point,~~need ~~i.e.~~at any given time, arather ~~dot~~than ~~from~~having a ~~reflecting~~set ~~surface~~number orof alines. ~~pixel~~This ~~from~~eliminates concerns that incoming calls might be missed if all of a ~~CRT/LCD~~company’s lines are in use. Similarly, with On-Demand Provisioning, sales personnel and other employees never need to wait until a ~~greater~~line ~~angle~~is ~~than~~available ~~that~~to ofplace ~~the~~an ~~observation~~outgoing ~~point~~call ofbecause the ~~viewer~~number ~~and~~of ~~results~~lines inavailable ~~weaker~~expands as demand expands and ~~possibly~~contracts ~~fussy~~as ~~reflection~~demand falls. ~~Difficult~~Clients ~~viewing~~are ~~under~~then ~~strong~~billed ~~lighting~~for ~~conditions~~their ~~for~~telecommunication ~~CRTs~~usage ~~and~~on ~~LCDs~~a monthly basis, based upon the average number of lines they use during the month.

~~· Power consumption for CRT displays.~~Multimedia

·Conference ~~Geometric~~rooms ~~distortions~~or presentation rooms are pre-wired by us for ~~CRT~~Surround ~~displays~~Sound and any other multimedia accessories. Proper wiring infrastructure brings the highest quality digital television signals to every room. Early in the design process, we work directly with the architect to design spaces that are ideal for multimedia presentations, video conferences, and other events.

· Very narrow viewing angles for large screens, especially for rear projections.

· Not able to achieve single dot multi color pixels since each pixel can use only one of the three guns available.

· Dichroic effects from close distance observation, especially for rear projection.

· Manufacturing defects for CRTs (geometric distortions) that require tube/deflection coils (yoke) to be adjusted with extra magnetic elements.

· Problem with CRTs, because of harmful radiation levels, due to prolonged exposures.

· Manufacturing problems for LCDs due to pixel defects (black or constantly lit pixels) that cause rejection.

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~~The Optical Channel Plates technology suffers from none of these problems, and seems to solve them.~~Competition

~~The Optical~~We ~~Channel~~compete ~~Plates~~with ~~Technology~~a number of established companies that provide networking and communications solutions to business owners as well as those that sell and install Building Automation Systems. Companies who now specialize in residential systems also provide products and equipment to businesses, or could easily enter this market should they desire to do so. These companies enjoy brand recognition which exceeds that of our brand name. We compete with companies that have significantly greater financial, distribution, advertising, and marketing resources than we do, including:

~~The superior~~· ~~projection~~EDS ~~panel~~Enterprise ~~made~~Solutions ~~possible~~is bya ~~our~~subsidiary ~~technology~~of ~~evolves~~Hewlett ~~around~~Packard, ~~the~~that ~~use of~~claims ~~fiber~~to ~~optic~~have ~~strands~~founded ~~that~~the ~~have~~information ~~been~~technology ~~plated~~outsourcing ~~(gilded)~~industry ~~along~~nearly ~~their~~50 ~~lengths~~years ago. ~~The fibers~~Today, ~~are~~EDS ~~packed~~delivers ~~together~~a ~~and~~broad ~~glued~~portfolio inof ~~tight~~information ~~bunches.~~technology, ~~The~~applications x and ybusiness ~~dimensions~~process ofoutsourcing ~~the~~services ~~bunch, which~~to ~~will~~clients bein ~~that~~the ~~viewing area~~manufacturing, ~~can~~financial beservices, ofhealthcare, ~~any~~communications, ~~possible~~energy, ~~size~~transportation, ~~but~~and ~~its~~consumer ~~z dimension~~and ~~needs~~retail industries, and to begovernments ofaround ~~substantial~~the ~~length,~~world. toThis ~~enable~~includes acommunications ~~sequential~~and ~~slicing~~networking ~~of the~~systems ~~bunch~~and solutions.

~~The slices~~· ofHome Automation Inc. supplies home control products for businesses and homeowners around the ~~Fiber~~world. ~~Optic~~Their ~~bunch~~products ~~will~~include behome ~~polished~~control onsystems, ~~both~~lighting ~~sides~~control products, whole home audio products, and ~~will~~energy management tools. These may be ~~plated~~ installed in ~~one~~new ofor ~~them,~~existing inhomes ~~case~~and ~~that~~may ~~reflective~~be ~~light~~accessed isand ~~required~~controlled byover the ~~application,~~ itelephone or over the Internet.e. They also offer interface options for their Home Control Systems, ~~like~~including anTouch ~~ordinary~~screens, ~~projection~~consoles, ~~screen~~and software that allows users to access and control their homes over the Internet or via their Windows Media Center. InTheir ~~case~~home ~~that~~automation ~~rear projection~~accessories isinclude ~~needed~~a ~~then~~line noof ~~platting~~wireless ~~will~~security beproducts, ~~added~~mounting equipment, sensors, cables, expansion accessories, and demo systems.

~~The~~· ~~Fiber optic~~Custom ~~strands~~Solutions, ~~can~~Inc. bemakes ~~made~~the ~~from~~HomeVision®, ~~various~~HomeVision-Pro, ~~transparent~~and ~~materials,~~HomeVision-PC ~~such~~that ascome ~~glass, plastic,~~with ~~etc~~PC software. A ~~number~~Their ofHomeVision ~~options~~controller, ~~are~~brings ~~available~~together ~~for~~seven ~~this~~home ~~invention which~~automation ~~deliver~~features ~~results~~in ~~that~~a ~~are~~single ~~tailored~~unit, toincluding ~~the~~video ~~application’s needs. For~~output ~~example~~(displays menus and control screen on the ~~fiber~~TV), ~~optic~~two-way ~~strands~~infrared ~~can~~(controls beaudio/visual ~~plated~~equipment), ~~externally to~~two-way ~~enhance~~X-10 ~~their~~(controls ~~internal~~and ~~reflectivity~~monitors ~~for~~lights, ~~the~~appliances, ~~transmission~~thermostats, ~~through~~security ~~the fiber~~systems, etc. ~~Extension~~), to24 ~~this~~digital isinputs/outputs to(provides ~~use~~direct ~~plated~~connections ~~plastic~~to ~~fibers~~other ~~with~~equipment), ~~low melting~~battery-backed ~~point~~clock ~~end~~(controls ~~after~~events ~~the~~based ~~platting~~on ~~the~~time, ~~gluing~~date, ~~and~~sunset, ~~the~~etc.), ~~slicing~~two-way ofserial ~~the~~interface ~~bunch~~(provides ~~of fibers;~~full ~~the~~control ~~material~~and ofstatus ~~the~~reporting ~~fibers~~via ~~can~~a bePC ~~heated~~with ~~and~~voice ~~removed~~recognition byand ~~melting~~voice response), ~~leaving~~ and ~~slice~~web server (provides control of ~~pipes~~HomeVision ~~glued~~from ~~together~~any web browser).

~~The shape of the fiber~~· ~~optic~~AMX ~~strands~~designs ~~can~~and bemanufactures ~~round~~hardware orand ~~polygons.~~software Acapable ~~round~~of ~~shape~~remotely ~~strand~~controlling ~~will~~a ~~leave the~~wide ~~opposite~~variety of ~~'topological'~~equipment. ~~triangle~~Typical ~~between~~uses ~~the~~include ~~adjacent~~room ~~fiber~~automation ~~strands~~in ~~and glue~~boardrooms, ~~with~~auditoriums, nomuseums ~~transparent~~or ~~properties~~home ~~needs~~theaters, towhere beusers ~~used.~~employ Onfixed ~~the~~and ~~other~~wireless ~~hand~~touchscreens ~~the~~and ~~use of~~remotes ato ~~hexagon~~control ~~shaped~~devices ~~fiber~~such ~~strand~~as ~~will~~video ~~not~~projectors ~~leave~~and ~~these~~displays, ~~topological triangles~~PCs, ~~but will~~DVD ~~need~~and ~~the~~VCR ~~platting~~players ofand ~~the~~recorders, ~~strands~~cameras, toteleconferencing besystems, ~~done~~audio/video atswitchers ~~slice level~~ and ~~with~~processing ~~small separations~~equipment, ~~between~~motorized ~~the~~projection ~~strands~~screens, todrapes, ~~enable~~lighting, ~~platting~~HVAC systems, and ~~'gluing~~a bywide ~~platting'~~variety of other types of equipment. ~~The ideal~~Other ~~shape~~common isuses ainclude ~~hexagonal~~entertainment ~~polygon~~systems, ~~but~~industrial acommand ~~triangle~~and ~~can~~control becenters, ~~used~~security ~~too:~~systems, hotels and restaurants.

Automated Logic Corporation offers building control solutions, and their systems are installed in commercial office buildings, industrial plants, critical mission facilities, healthcare facilities, educational facilities, government complexes, hospitality and entertainment venues and retail locations worldwide. Their clients range from small, family-owned businesses to large corporations such as Sun Microsystems, Harley-Davidson, Cisco Systems, UPS, Lockheed Martin, Conoco, and DuPont-Merck.

We compete primarily on the basis of quality, brand name recognition, and price. We believe that our success will depend upon our ability to remain competitive in our product areas. The failure to compete successfully in the future could result in a material deterioration of customer loyalty and our image and could have a material adverse effect on our business.

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~~The~~Intellectual fiber optic strands or small pipes are internally reflective and have a length that is dictated by the application. For reflective applications one of the ends of the solid strands will be plated and in the case of the pipes the material will be removed to leave the plated part of the strand.Property

~~The diameter~~Once ofwe determine the ~~fibers~~final ~~will~~design befeatures ~~related~~for toour ~~the~~PRISM ~~distance~~(Presence ofResponse ~~viewing~~and Integrated Systems Management) Controller, ~~but~~we intend to file a patent on its unique features. We will ~~not be~~file ~~smaller~~for ~~than~~patent pending status as we design and develop our first PRISM Controller. We will apply for patent protection and/or copyright protection in the ~~wavelengths~~United ofStates. We intend to undertake the ~~various~~process ~~light~~to ~~frequencies~~trademark our logo, name, and other branding assets.

~~The simplest~~We ~~option~~intend ~~for~~to ~~the~~aggressively ~~panel's~~assert ~~construction~~our isrights tounder ~~use~~trade ~~round~~secret, ~~plated~~unfair ~~fiber strands~~competition, ~~drawn~~trademark ~~from~~and ~~looms~~copyright ~~that~~laws ~~are~~to ~~driven~~protect ~~through~~our aintellectual ~~matrix of holes~~property, ~~which resembles~~including ~~the desired end~~ product. Atdesign, aproprietary ~~predefined~~manufacturing ~~distance~~processes ~~the~~and ~~strands~~technologies, ~~will~~product ~~be clamped~~research ~~together~~ and ~~plating~~concepts ~~will~~and berecognized ~~applied~~trademarks. ~~with~~These ~~the~~rights ~~appropriate~~are ~~solution.~~protected ~~The plating~~through on the ~~already~~acquisition ~~plated~~of ~~fiber~~patents ~~strands,~~and ~~thus~~trademark ~~adding~~registrations, ~~metal on~~ the ~~touching points~~maintenance of ~~the~~trade ~~fibers~~secrets, ~~which~~the ~~will~~development ~~result~~of intrade ~~their~~dress, ~~permanent~~and, ~~welding.~~where ~~The alignment~~appropriate, oflitigation ~~the~~against ~~strands~~those ~~will~~who beare, ~~helped~~in ~~with~~our ~~the~~opinion, ~~use~~infringing ofthese ~~ultrasonic vibrators~~rights.

While there can be no assurance that registered trademarks will protect our proprietary information, we intend to assert our intellectual property rights against any infringer. Although any assertion of our rights can result in a substantial cost to, and diversion of effort by, our company, management believes that the protection of our intellectual property rights is a key component of our operating strategy.

Regulatory Matters

We are unaware of and do not anticipate having to expend significant resources to comply with any governmental regulations of our industry. We are subject to the laws and regulations of those jurisdictions in which we plan to sell our product, which are generally applicable to business operations, such as business licensing requirements, income taxes and payroll taxes. Aside from standard local and national building codes, the computer networking and building automation industries are not generally subject to special regulatory and/or supervisory requirements.

Employees

In addition to our officers and directors, we currently have a total of 4 employees, all of which are full time. We also engage various non-employee consultants from time to time as needed. Our President oversees all administration and business development.

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The plating will be applied by pumping the plating solution through the topological triangles (gaps) of the clamped strands. Because the plating solution loses its diluted metal content as the solution is travelling through the gaps and unevenly deposit of material, more at the entry points, its travelling length will be restricted and the welded part of the clamped fiber strands will be sliced, leaving a small section of welding part to be used as the guide for the next slice.

The openings that will be left from the topological triangles will be filled with a non-transpired resin that will be pumped into the openings under pressure.

The slice then is polished on both sides and plated in one of them (in case that the need for the through transparency do not arise) to be used as a reflective projection panel. When no plating is applied, on either side, then the slice can be used for rear projection.

The surface reflections of the polished side, for the reflective and the passive through rear projection, may create unwanted light diffusion that at close proximity will fudge the picture. The avoidance of this problem can be overcome with the use of the removal of the plastic material from the fiber strands, provided that the malting point is low, thus leaving instead of fiber optic strands small pipes welded together, for the passive or rear projection, and the reflective bottom of the plated side of the slice.

In case that hexagonal or triangle shape strands will be used the plating (welding) of the strands is more complex and the possible two welding ways can be used. First, the strands at their ends, before the slicing point, individually or in rows, will be ultrasonically vibrated to create topical friction that will weld their flat surfaces. (This kind of ultrasonic welding is used for the attachment of the wire connection of the microchips to the external pins).

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The plating/welding of the polygon shaped strands can be achieved with the application of the plating at the moment of the emergence the strands from the matrix with the circulation, under pressure between the gaps, of the plating fluid. As the plating is progressing the top part of the matrix will sealed off, because the plating will deposit more metal, due its longer exposure to plating.

The slicing can be arranged to be made at the point where the left cut section is plated enough to restrict the flow (escape) of the plating fluids from the matrix's face. One of the poles, the anode, of the applied electrical potential will be the side of the extruded matrix, and to control the even distribution of the electrical current and even plating, the strands at the rear

The need for very large panels that will be able to cover large areas, without the shown discontinuation of attached adjacent small panels, can be overcome with the joining of smaller panels using plating at their points of contact, because the gaps, i.e., the topological triangles or the spaces between the polygons will not be eliminated. This kind of approach will enable the formation of very large sheets that if their thickness is thin enough will allow their packaging into rolls.

Another approach to the design of the panel(s) can be developed for the development of extreme high-resolution displays. The problem with the blackening of pixel in the LCD will be overcome with employment of the above-described technique. The said technique will employ mechanical or quartz light rotators to deliver the horizontal and vertical scans. The optical strands, before plating, can be stretched with the use of altered temperature levels the convert the strands into cone shapes. This approach will enable the strands to be curved and driven to areas were the scanning can be applied to their entry points. The strands can be solid or pipes. The elongation of the strands can create the possible smallest dot of a pixel. With improved techniques, at a particular stage of the strands lengths, three strands can be joined together to create a dot color pixel instead of the used three, in the existing color LCD of CRT displays become serious prospects for a sale.

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Target Market and Marketing Methods

Optical Channel Plates, as a technology, is considered to be a "device". In marketing terms this means that it is a tool or innovation but without the specific focus of an already implemented product the marketplace which makes a device into a product.

Most companies which try to implement a new technology do so with a standard marketing program which relies very heavily on advertising. In the opinion of this company's management, advertising, which may possibly be useful, cannot deliver on the promise of targeted results.

The marketing program envisioned by this company relies heavily on the specific identification of individual companies who can be approached with a tailored, individualized message with specific goals as to how much the retail experience can be changed and how. It is the combination of device, target focus, economic feasibility and execution in It is on the basis that a strict representation of the savings which will accrue to the customer through implementation of the Optical Channel Plates technique, that the claims can be made as to market penetration and probable financial compensation to this company.

This is what we refer to as an "alternative marketing approach". The technology is re-cast as a solution to a specific targeted industry segment.

Potential Markets

Commercial Retail

The first and best market is the commercial retail market.

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We see the store front being changed from a combination of display window, static sign and entry door to one of display window, variable programming sign and entry portal.

The prime purpose is to start selling the customer before they enter the store.

Computer Game Companies

While this will not be addressed in the near future the Optical Channel Plate technology allows for a wall sized screen to display computer games in action. Mated with a stereo audio system, this may change the computer game experience.

The Computer Gaming industry is the fastest growing industry in today's technology driven society. With the introduction of Internet gaming, this industry has no signs of ever slowing down. In order to offer good playable games with interesting and engrossing content, computer games always have to use the latest techniques and hardware in every aspect of computing. The Optical Channel Plates technology offers a big screen variant, at affordable prices.

Here is a list of some of the top players in this field:

1. Access Software 2. Acclaim Entertainment 3. Activision 4. Atari 5. Blizzard Entertainment 6. Broderbund 7. Capcom Entertainment 8. C.O.R.E Digital Pictures 9. DreamWorks Interactive 10. Dream Catcher Interactive 11. Electronic Arts 12. Eidos Interactive 13. Epic Mega Games 14. Humongous Entertainment 15. Interplay 16. Lucas Arts and Entertainment 17. MGM interactive 18. MicroPlay Gaming 19. Microprose 20. Microsoft Gaming Division 21. Sony Interactive 22. SGI

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Public Service Announcements

Since the projector could be hooked to the internet as a feed, it is possible - in a future variant - to register such signs and require that intermittent public service announcements be site cast. These could range from the merely useful, such as weather announcements, to public safety messages.

Compliance With Governmental Regulation

We are not currently subject to direct federal, state or local regulation other than regulations applicable to businesses generally. Management is unaware of any existing or probable governmental regulations which would materially affect our business.

Employees

We do not have any full time employees. Our executive officers and directors are our only employees.

Research and Development Expenditures

We have not incurred any research or development expenditures since our incorporation.

Subsidiaries

We not have any subsidiaries.

Intellectual Property

We hold the exclusive worldwide license for the use and commercialization of our Optical Channel Plates Technology.

The patent application process for the Optical Channel Plates technology began on the 18th of June, 1998 with a provisional application in the UK and continued with applications for US and European patents.

GB 2364791 was granted on December 29, 2004 (our ref. P/1021.GB). US 6,928,219 was granted on August 9, 2005 (our ref. P/1021.US), and EP 1325363 was granted on 8th November 2006 (our ref. P/1021.EP)

The European Patent is being validated in Germany, France and Ireland. The German patent office has assigned the patent number DE 601 24 412.5-08 to the EP(DE) patent. The French and Irish patent offices will use the European Patent number.

Item 1A. Risk Factors.

A smaller reporting company is not required to provide the information required by this Item.

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Item 1B. Unresolved Staff Comments

A smaller reporting company is not required to provide the information required by this Item.

Item 2. Properties

WeOur doprincipal ~~not own~~executive oroffices ~~lease~~are ~~any~~located ~~real~~at ~~property~~2295 South Hiawassee Rd., Suite 418, Orlando, FL, 32835.

We lease approximately 3,600 square feet of space and business equipment at this location for monthly payments of $10,500, including utilities and all other costs. The lease on this location is scheduled to expire in 2011 and can be extended in five year increments. We have recently expanded our operations to an additional office located at 146 West Plant Street, Suite 300, Winter Garden, FL 34787 in anticipation of expanding our operations. We lease approximately 7,200 square feet of space at this location for monthly payments of $21,000, including utilities and all other costs. The lease on this location is scheduled to expire in 2014 and can be extended in five year increments.

Item 3. Legal Proceedings

We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.

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

No matters were submitted to a vote of the Company's shareholders during the fiscal year ended October 31, 2008.

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PART II

Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities

Market Information

Our common stock is currently eligible to be quoted on the OTC Bulletin Board (“OTCBB”), which is sponsored by FINRA, under the symbol “PMOZ.OB.” The OTCBB is a network of security dealers who buy and sell stock. The dealers are connected by a computer network that provides information on current "bids" and "asks", as well as volume information. ~~Our shares are quoted on the OTCBB under the symbol “BRGN.”~~

The following table sets forth the range of high and low bid quotations for our common stock for each of the periods indicated as reported by the OTCBB. These quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.

Fiscal Year Ending October 31, 2008
Fiscal Year Ending December 31, 2009
Quarter Ended	High $	Low $
October 31, 2008	n/a	n/a
December 31, 2009	.17	.1602
July 31, 2008	n/a	n/a
September 30, 2009	.88	.80
April 30, 2008	n/a	n/a
June 30, 2009	N/A	N/A
January 31, 2008	n/a	n/a
March 31, 2009	N/A	N/A

Fiscal Year Ending December 31, 2008
Quarter Ended	High $	Low $
December 31, 2008	N/A	N/A

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Penny Stock

The SEC has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a market price of less than $5.00, other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or system. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the SEC, that: (a) contains a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading; (b) contains a description of the broker's or dealer's duties to the customer and of the rights and remedies available to the customer with respect to a violation of such duties or other requirements of the securities laws; (c) contains a brief, clear, narrative description of a dealer market, including bid and ask prices for penny stocks and the significance of the spread between the bid and ask price; (d) contains a toll-free telephone number for inquiries on disciplinary actions; (e) defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and (f) contains such other information and is in such form, including language, type size and format, as the SEC shall require by rule or regulation.

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The broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer with (a) bid and offer quotations for the penny stock; (b) the compensation of the broker-dealer and its salesperson in the transaction; (c) the number of shares to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock; and (d) a monthly account statement showing the market value of each penny stock held in the customer's account.

In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written acknowledgment of the receipt of a risk disclosure statement, a written agreement as to transactions involving penny stocks, and a signed and dated copy of a written suitability statement.

These disclosure requirements may have the effect of reducing the trading activity for our common stock. Therefore, stockholders may have difficulty selling our securities.

Outstanding Options, Warrants or Convertible Debt

As of April 20, 2010 we did not have any outstanding options, warrants or convertible debt.

Holders of Our Common Stock

As of ~~January~~ 19April 20, ~~2009~~2010, we had ~~5,340,000~~64 ~~shares of our common stock issued and outstanding, held by 34~~ shareholders of record.

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Dividends

There are no restrictions in our articles of incorporation or bylaws that prevent us from declaring dividends. The Nevada Revised Statutes, however, do prohibit us from declaring dividends where after giving effect to the distribution of the dividend:

1.	we would not be able to pay our debts as they become due in the usual course of business, or;

2.	our total assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights of shareholders who have preferential rights superior to those receiving the distribution.

We ~~have~~ did not ~~declared~~declare any dividends on common stock in the fiscal year ended December 31, 2009, and we do not plan to declare any dividends on common stock in the foreseeable future.

During the fiscal year ended December 31, 2009, we accrued dividends on our Series A Preferred Stock in the amount of $30,000. Pursuant to the Certificate of Designation governing our Series A Preferred Stock, dividends accrue annually at the rate of 6.5% of the stated value of the stock, which is $10 per share. Dividends on Series A Preferred Stock are capped at 1% of our gross revenues in the relevant year, but may not be less than 2% of the stated value of the stock. The dividends accrued on Series A Preferred Stock during the year ended December 31, 2009 represent the minimum dividend (i.e., 2% of stated value) allowed by the Certificate of Designation.

Securities Authorized for Issuance under Equity Compensation Plans

WeAs doof April 15, 2010, we did not have any equity compensation ~~or incentive~~ plans.

Recent Sales of Unregistered Securities

Equity Compensation Plan Information
Plan category	Number of securities to be issued upon exercise of outstanding options, warrants and rights (a)	Weighted-average exercise price of outstanding options, warrants and rights (b)	Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (c)
Equity compensation plans approved by security holders	0	0	0
Equity compensation plans not approved by security holders	0	0	0
Total	0	0	0

~~None.~~9

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Item 6. Selected Financial Data

A smaller reporting company is not required to provide the information required by this Item.

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

Forward-Looking Statements

Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.

~~Business Goals~~Plan ~~and~~of ~~Operational~~Operation ~~Progress~~in tothe ~~Date~~Next Twelve Months

WeProduct had originally planned to spend the later part of our first full fiscal year and the beginning of our second fiscal year focused on marketing and related presentation of our product to potential licensees for the Bright Screens technology and potential joint venture partners for production of our first commercial products. Our original plan was develop various marketing materials centered on a proto-type product which could be presented to these potential business partners during the fall of 2008.Development

~~During the~~Sales last 12 months, however, we have encountered difficulties in scaling up our prototype. The issues are concentrated around availability of materials that are a) compatible with the technical requirements for the Bright Screens product and b) ~~inexpensive~~Distribution ~~enough to serve as material suitable for larger scale production.~~Strategy

15Our goal is for our communications and networking Products and Services to be fully integrated within our PRISM (Presence Response and Integrated Systems Management) Controller, currently under development, in addition for inclusion of technology and approaches currently under development to monitor and manage Energy usage systems (Lighting, HVAC and Audio Visual) and Security (access control and surveillance camera). In order to achieve our goal, we intend to increase awareness of our Products and Services with potential customers, who we anticipate will be business owners, building managers, and community managers, and to actively partner with or acquire technologies or companies that enhance our product offering. Currently, beyond the web presence of www.prismone.com, we do not actively market our products or services but have relied on a word-of-mouth process to attract clients. While this has been successful, we believe that a much greater growth can be realized with the introduction of a coordinated marketing campaign. We intend to do this by engaging in the following:

Attending national and regional networking, communications, and building technology events and conferences. There are events and conferences managed by regional and central institutions and organizations to promote products and services related to the sustainability within various vertical markets and include computer networking, communications, and building technology industries. We plan to attend a number of events attended by merchants and representatives in these industries in order to further expose our product. These events will include trade meetings, promotional events, seminars, and conferences.

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~~The combination~~· ofDeveloping ~~these~~direct ~~two~~marketing ~~factors~~programs ~~has~~to ~~left~~attract usretailers. ~~unsure,~~In ataddition ~~the~~to ~~moment,~~attending ofthe ~~how~~foregoing ~~to proceed~~conferences toand ~~finalize~~seminars, ~~the~~we ~~scale-up~~intend to ~~production~~market ~~and~~directly ~~the~~to ~~introduction~~business ofowners, ~~marketing and~~building ~~production~~managers, ~~itself.~~community ~~Work~~managers, islocal, ~~ongoing~~regional toand ~~develop~~state ~~new~~governments. ~~sources~~Our ofmarketing ~~materials~~will ~~but we~~include ~~are~~conducting ~~unsure,~~seminars atand the ~~moment,~~use ~~when~~of aonline ~~smooth~~and ~~flow~~traditional ~~from~~advertising ~~our~~media ~~existing~~such ~~prototype, through~~as ~~final~~newspapers ~~prototyping,~~ and ~~then~~trade ~~to commercialization can take place~~publications.

~~Our efforts~~· Promoting to ~~move~~the ~~forward~~public ~~with~~through ~~the~~internet-based ~~development~~ and ~~marketing~~traditional ofmedia ~~our~~advertising. ~~proprietary technology~~We ~~are~~intend ~~continuing~~to use Internet-based and wetraditional ~~believe~~media ~~that~~to promote our ~~technology~~product ~~continues~~directly to ~~hold~~the ~~a promising~~public ~~level~~to ofraise ~~long-term~~public ~~commercial~~awareness ~~potential. If~~of our ~~difficulties~~ inProducts ~~scaling-up~~and ~~our~~Services. ~~prototype~~A ~~continue,~~priority ~~however,~~for ~~our~~marketing ~~ability~~will be to ~~continue~~ asenhance aour ~~going~~current ~~concern~~client ~~may~~facing beweb ~~doubtful~~presence, www.prismone.com.

~~Results~~ We do not currently employ any sales personnel. In the short term, we intend continue to use the services of ~~Operations~~our management to sell our Product. As we expand our business operations, however, we plan to employ sales representatives to promote and sell our products and services to potential customers nationally and internationally. These sales representatives will be responsible for ~~the~~soliciting, ~~years~~selecting ~~ended~~and ~~October~~securing 31accounts within a particular regional territory. We expect to pay such sales representatives on a commission basis. In addition, ~~2008~~we may pay each sales representative a base salary. We expect to provide service and ~~2007~~support to our sales representatives, including advertising and sales materials.

WeSales have not earned any revenues since the inception of our business and we earned no revenues during the fiscal year ended October 31, 2008. We incurred operating expenses and net losses in the amount of $49,031 for the year ended October 31, 2008. We incurred operating expenses and net losses in the amount of $2,125 from our inception on March 30, 2007 through the fiscal year ended October 31, 2007. We have incurred total net losses of $51,156 from inception through October 31, 2008.Personnel

~~Our losses~~We ~~are~~do ~~attributable~~not tocurrently ~~operating~~employ ~~expenses~~any ~~together~~sales ~~with~~personnel. aIn ~~lack~~the short term, we intend continue to use the services of ~~any revenues~~our management to sell our Product. As we expand our business operations, however, we plan to employ sales representatives to promote and sell our products and services to potential customers nationally and internationally.

Results of Operations for the Years Ended December 31, 2009 and December 31, 2008

Income. We recorded $1,365,061 in total revenues from continuing operations for the year ended December 31, 2009. Our cost of goods sold for the year ended December 31, 2009 was $437,286, resulting in gross profit of $927,775 for 2009. By comparison, we recorded $1,253,873 in revenues for the year ended December 31, 2008. Our cost of goods sold for the year ended December 31, 2008 were $433,334, resulting in gross profit of $820,539 for 2008.

Operating and Other Expenses. Operating expenses from continuing operations were $1,453,253 for the year ended December 31, 2009, compared to $1,061,764 for the year ended December 31, 2008. The largest components of expense items for each of the last two fiscal years were general and administrative expenses and payroll. We experience a net other income in the amount of $31,065 for the year ended December 31, 2009, compared to net other expenses of $4,084 for the fiscal year ended December 31, 2008. During the year ended December 31, 2009 the other income was largely the result of a gain on settlement.

Net Loss. We recorded a loss of $494,413 for the year ended December 31, 2009, compared to a net loss of $245,308 for the year ended December 31, 2008.

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Liquidity and Capital Resources

AsAt ~~of October~~December 31, ~~2008~~2009, we had ~~current~~$224,010 ~~assets~~ in ~~the~~current ~~amount~~assets ofand $71482, ~~consisting~~358 ~~entirely~~in ~~of cash. Our~~ current liabilities ~~as of October 31~~, ~~2008, were~~resulting ~~$12,836. Thus,~~in ~~we had~~ a working capital deficit of $12258,~~765 as of October 31, 2008~~348.

At present, we have only $1,077 in cash on hand. We anticipate that we will require approximately $2,000,000 in order to fully implement our business plan in the next twelve months. Our revenues are not sufficient to cover our business operations at their current or expanded levels, and we may need to obtain additional debt or equity financing. We do not currently have any arrangements in place to secure such financing, and there is no guarantee that we will be able to obtain financing should it be required. In connection with raising this additional capital, we would incur appropriate accounting and legal fees. Should our revenues be sufficient to cover the costs of any such expansion, we will not seek additional financing.

Cash Flows from Operating Activities

Net cash used by operating activities was $271,921 for the year ended December 31, 2009. By comparison, operating activities used net cash of $136,776 for the year ended December 31, 2008.

Off Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our investors.

Going Concern

WeOur financial statements have ~~not~~ ~~attained~~been ~~profitable~~prepared ~~operations~~on ~~and~~a ~~are~~going ~~dependent~~concern ~~upon~~basis, ~~obtaining~~which ~~financing~~assumes that we will continue to ~~pursue~~ ~~future~~realize orour ~~expanded~~assets ~~operations~~and discharge our liabilities in the normal course of business. WeDuring ~~have~~the ~~incurred~~twelve ~~cumulative~~months ended December 31, 2009, we generated a net ~~losses~~loss of $51494,~~156 since~~413, ~~our~~and ~~inception~~ended ~~and~~the ~~require~~period with a working capital ~~for~~deficit ~~our~~of ~~contemplated operational~~$258,348. These ~~and~~circumstances ~~marketing~~have ~~activities~~raised toa ~~take~~substantial ~~place.~~doubt ~~Our~~about our ability to ~~raise additional~~continue ~~capital~~as ~~through~~a ~~the~~going ~~future~~concern. Management’s ~~issuances~~plans offor ~~the~~our ~~common~~continuation ~~stock~~as isa ~~unknown. The~~going ~~obtainment~~concern ofare ~~additional~~dependent ~~financing,~~upon the ~~successful~~continuing ~~development~~attainment of profitable operations, our ~~contemplated~~ ~~plan~~ability to extend payment of ~~operations,~~management and ~~our~~license ~~transition~~fees payable to Burshan, ~~ultimately~~LLC, a related party, and our ability to ~~the attainment~~raise ofequity ~~profitable~~or ~~operations~~debt ~~are~~financing ~~necessary~~if ~~for~~and uswhen needed. Our financial statements do not include any adjustments to ~~continue operations. For~~the ~~these~~recoverability ~~reasons,~~and ~~our~~classification ~~auditors~~of ~~stated~~recorded inasset ~~their~~amounts ~~report~~ and classification of liabilities that ~~they~~might ~~have~~be ~~substantial~~necessary ~~doubt~~should we ~~will~~ be ~~able~~unable to continue as a going concern.

~~Purchase~~ The success of our business plan during the next 12 months and beyond is contingent upon us generating sufficient revenue to cover our costs of operations, or ~~Sale~~upon us obtaining additional financing. Should our revenues be less than anticipated or our expenses are greater than anticipated, then we may need to delay payment of ~~Equipment~~management and license fees to a related party and/or seek to obtain business capital through the use of private equity fundraising or shareholders loans. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, or at all. Similarly, there can be no assurance that we will be able to generate sufficient revenue to cover the costs of our business operations.

~~We do not expect to purchase or sell any plant or significant equipment.~~12

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Personnel

Ms. Carl Wimmer, our President, CEO, CFO and sole Director, is currently devoting approximately 1 to 5 hours per week to meet our needs. We currently have no other employees. We currently do not have specific plans to increase our number of employees.

Off Balance Sheet Arrangements

As of October 31, 2008, there were no off balance sheet arrangements.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

A smaller reporting company is not required to provide the information required by this Item.

Item 8. Financial Statements and Supplementary Data

See the financial statements annexed to this annual report.

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

No events occurred requiring disclosure under Item 307 and 308 of Regulation S-K during the fiscal year ending October 31, 2008.

Item 9A(T). Controls and Procedures

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in company reports filed or submitted under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include without limitation, controls and procedures designed to ensure that information required to be disclosed in company reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our chief executive officer and treasurer, as appropriate to allow timely decisions regarding required disclosure.

As required by Rules 13a-15 and 15d-15 under the Exchange Act, our chief executive officer and chief financial officer carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of October 31, 2008. Based on their evaluation, they concluded that our disclosure controls and procedures were effective.

Our internal control over financial reporting is a process designed by, or under the supervision of, our chief executive officer and chief financial officer and effected by our board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of our financial reporting and the preparation of our financial statements for external purposes in

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accordance with generally accepted accounting principles. Internal control over financial reporting includes policies and procedures that pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets; provide reasonable assurance that transactions are recorded as necessary to permit preparation of our financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with the authorization of our board of directors and management; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements.

Under the supervision and with the participation of our management, including our chief executive officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on this evaluation under the criteria established in Internal Control – Integrated Framework, our management concluded that our internal control over financial reporting was effective as of October 31, 2008.

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

During the most recently completed fiscal quarter, there has been no change in our internal control over financial reporting that has materially affected or is reasonably likely to materially affect, our internal control over financial reporting.

Item 9B. Other Information

None

PART III

Item 10. Directors, Executive Officers and Corporate Governance

The following information sets forth the names of our current directors and executive officers, their ages as of October 31, 2008 and their present positions.

Directors:

Name	Age
Carl Wimmer	55
Rossana Ferriz	27

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Executive Officers:

Name	Age	Office(s)
Carl Wimmer	55	President, CEO, CFO, Secretary, Director
Rossana Ferriz	27	Vice-President of Corporate Development and Director
Mindy L. Smith	43	Treasurer
Dr. Evan Arkas	64	Chief Technology Officer

Set forth below is a brief description of the background and business experience of our executive officers and directors.

Carl Wimmer, President, Secretary, CEO, CFO and Director.

Mr. Wimmer has spent the past 37 years, since graduation from high school, continually involved in the development of new projects. Since 1983 Mr. Wimmer has expanded his range of interests to include projects which require the introduction of new technologies. Mr. Wimmer’s primary business experience and interests are summarized below:

2001 - Present	IHC Invest Inc.
1995 - Present	UFIL Unified Data Technologies Ltd.
1992 - Present	FTC Technology Corporation
1987-Present	Universal Firmware Project
1983-1988	Co-Founder, Sparrowhawk Aeroplane project
1970 - present	Real Estate Development, commercial projects and subdivisions

As head of IHC Invest, Inc., Mr. Wimmer currently focuses on the marketing, sales and commercialization of emerging applications that, like Optical Channel Plates, are based on proprietary technology.

Rossana Ferriz, Vice-President of Corporate Development and Director.

Ms. Ferriz is experienced in the field of business management and operations and holds a B.A. in Business Administration from the Insituto Tecnologico y de Estudios Superiores de Occidente (ITESO). Ms. Ferriz recently served as a manager at HQ Global – Regus, a provider of outsourced corporate workspaces and related products and services in Guadalajara, Mexico.

Dr. Evan Arkas, Ph.D., Chief Technology Officer.

Dr. Arkas is the inventor of our patented Optical Channel Plates technology and has been actively involved in its development together with Ralph A. Wimmer, who is the current owner of the technology and the licensor to Bright Screens, Inc. Dr. Arkas holds a Ph.D. in physics from the University of Athens. The following is brief summary of Dr. Arkas’ professional history for the past five years:

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1999 - Present Solar Concentrator Project (Prometheus, Inc.)

1987 to present Engaged in the commercialization of Arkas invented technologies, including the FMTE process (invented in 1992).

Dr. Arkas is the author of two books and numerous scholarly papers. He currently holds four patents related to perpendicular recording and reading systems for disk drives, photo-electromagnetic recording mediums, a flat screen laser projection system and one jointly for a device for producing near-coherent light. Additionally, Evan Arkas Ph.D. has several other inventions to his credit, including an apnea monitor, which incorporates unique signal processing techniques.

Mindy L. Smith, Treasurer

Mindy Smith is a 16 year resident of Las Vegas, originally from Los Angeles she received her Bachelors of Science degree in Accounting from California State University at Northridge in 1987. She holds licenses to practice accounting in California and Nevada. Mindy has been in private practice since moving to Las Vegas in 1991 and specializes in small business and start-up entities.

Directors

Our bylaws authorize no less than one (1) director. We currently have two Directors.

Term of Office

Our Directors are appointed for a one-year term to hold office until the next annual general meeting of our shareholders or until removed from office in accordance with our bylaws. Our officers are appointed by our board of directors and hold office until removed by the board.

Family Relationships

There are no family relationships between or among the directors, executive officers or persons nominated or chosen by us to become directors or executive officers.

Involvement in Certain Legal Proceedings

To the best of our knowledge, during the past five years, none of the following occurred with respect to a present or former director, executive officer, or employee: (1) any bankruptcy petition filed by or 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; (2) any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses); (3) being subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of

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competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his or her involvement in any type of business, securities or banking activities; and (4) being found by a court of competent jurisdiction (in a civil action), the SEC or the Commodities Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.

Audit Committee

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Exchange Act requires our directors and executive officers and persons who beneficially own more than ten percent of a registered class of the Company’s equity securities to file with the SEC initial reports of ownership and reports of changes in ownership of common stock and other equity securities of the Company. Officers, directors and greater than ten percent beneficial shareholders are required by SEC regulations to furnish us with copies of all Section 16(a) forms they file. To the best of our knowledge based solely on a review of Forms 3, 4, and 5 (and any amendments thereof) received by us during or with respect to the year ended June 30, 2006, the following persons have failed to file, on a timely basis, the identified reports required by Section 16(a) of the Exchange Act during fiscal year ended June 30, 2008:

Name and principal position	Number of late reports	Transactions not timely reported	Known failures to file a required form
Carl Wimmer	0	0	0
Rosanna Ferriz	0	0	0
Evan Arkas	0	0	0
Mindy Smith	0	0	0

Code of Ethics

As of October 31, 2008, we had not adopted a Code of Ethics for Financial Executives, which would include our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions.

Item 11. Executive Compensation

Compensation Discussion and Analysis

The Company presently not does have employment agreements with any of its named executive officers and it has not established a system of executive compensation or any fixed policies regarding compensation of executive officers. Due to financial constraints typical of those faced

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by a developing business, the company has paid only limited cash compensation to its executive officers. To date, the objective of the Company’s executive compensation has been to provide such reimbursement for the time spent by its executive officers as is feasible within current financial constraints.

Our President and CEO, Carl Wimmer, has not received any compensation for his services as an officer. Mr. Wimmer holds substantial ownership in the Company, however, and is motivated by a strong entrepreneurial interest in developing our operations and potential revenue base to the best of his ability.

Summary Compensation Table

The table below summarizes all compensation awarded to, earned by, or paid to both to our officers and to our directors for all services rendered in all capacities to us for our fiscal years ended October 31, 2008 and 2007.

SUMMARY COMPENSATION TABLE
Name and principal position	Year	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Nonqualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)
Carl Wimmer President, Secretary, CEO, CFO, and Director	2007 2008	0 0	0 0	0 0	0 0	0 0	0 0	0 0	0 0
Rossana Ferriz, Vice-President of Corporate Development and Director	2007 2008	0 11,000	0 0	0 0	0 0	0 0	0 0	0 0	0 0
Mindy Smith, Treasurer	2007 2008	0 10,000	0 0	0 0	0 0	0 0	0 0	0 0	0 0
Evan Arkas, Chief Technology Officer	2007 2008	0 7,500	0 0	0 0	0 0	0 0	0 0	0 0	0 0

Narrative Disclosure to the Summary Compensation Table

We have not entered into any employment agreement or consulting agreement with our executive officers. There are no arrangements or plans in which we provide pension, retirement or similar benefits for executive officers. As compensation for their services during the 2008 fiscal year, our Vice President of Corporate Development, our Treasurer, and our Chief Technology Officer have each been awarded lump-sum payments in the amounts shown above. Our President and CEO has not taken any compensation.

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Outstanding Equity Awards at Fiscal Year-End

The table below summarizes all unexercised options, stock that has not vested, and equity incentive plan awards for each named executive officer as of October 31, 2008.

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END
OPTION AWARDS						STOCK AWARDS
Name	Number of Securities Underlying Unexercised Options (#) Exercisable	Number of Securities Underlying Unexercised Options (#) Unexercisable	Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)	Option Exercise Price ($)	Option Expiration Date	Number of Shares or Shares of Stock That Have Not Vested (#)	Market Value of Shares or Shares of Stock That Have Not Vested ($)	Equity Incentive Plan Awards: Number of Unearned Shares, Shares or Other Rights That Have Not Vested (#)	Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Shares or Other Rights That Have Not Vested (#)
Carl Wimmer President, Secretary, CEO, CFO, and Director	0	0	0	0	0	0	0	0	0
Rossana Ferriz, Vice-President of Corporate Development and Director	0	0	0	0	0	0	0	0	0
Mindy Smith, Treasurer	0	0	0	0	0	0	0	0	0
Evan Arkas, Chief Technology Officer	0	0	0	0	0	0	0	0	0

Compensation of Directors Table

The table below summarizes all compensation paid to our directors for our last completed fiscal year.

DIRECTOR COMPENSATION
Name	Fees Earned or Paid in Cash ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Non-Qualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)
Carl Wimmer	0	0	0	0	0	0	0
Rossana Ferriz	11,000	0	0	0	0	0	0

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Narrative Disclosure to Compensation of Directors Table

Directors do not currently receive any compensation from the Company for their service as members of the Board of Directors. The compensation summarized above reflects the compensation each of our directors received in their capacities as executive officers of the Company.

Stock Option Plans

We have not adopted any stock option or incentive plans.

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

The following table sets forth certain information known to us with respect to the beneficial ownership of our Common Stock as of January 19, 2009, by (1) all persons who are beneficial owners of 5% or more of our voting securities, (2) each director, (3) each executive officer, and (4) all directors and executive officers as a group. The information regarding beneficial ownership of our common stock has been presented in accordance with the rules of the Securities and Exchange Commission. Under these rules, a person may be deemed to beneficially own any shares of capital stock as to which such person, directly or indirectly, has or shares voting power or investment power, and to beneficially own any shares of our capital stock as to which such person has the right to acquire voting or investment power within 60 days through the exercise of any stock option or other right. The percentage of beneficial ownership as to any person as of a particular date is calculated by dividing (a) (i) the number of shares beneficially owned by such person plus (ii) the number of shares as to which such person has the right to acquire voting or investment power within 60 days by (b) the total number of shares outstanding as of such date, plus any shares that such person has the right to acquire from us within 60 days. Including those shares in the tables does not, however, constitute an admission that the named stockholder is a direct or indirect beneficial owner of those shares. Unless otherwise indicated, each person or entity named in the table has sole voting power and investment power (or shares that power with that person’s spouse) with respect to all shares of capital stock listed as owned by that person or entity.

Except as otherwise indicated, all Shares are owned directly and the percentage shown is based on 5,340,000 Shares of Common Stock issued and outstanding as of January 19, 2009.

Title of Class	Name and address of beneficial owner	Number of Shares of Common Stock	Percentage of Common Stock (1)
Common Stock	Carl Wimmer Mar Ego 1452, Depto 122 Guadalajara, Jalisco, Mexico 44610	5,000,000	93.63%
Common Stock	Rossana Ferriz Calz. Poniente 1480-1 Cd. Granja Zapopan, Jalisco, Mexico	--	--

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Common Stock	Mindy L. Smith 1389 European Drive Henderson, NV 89052	--	--
Common Stock	Dr. Evan Arkas 523 Barandon Walk London W11 1WL, United Kingdom	--	--
Common Stock	All Officers and Directors as a Group	5,000,000	93.63%
Common Stock	Other 5% Holders	None	None

Other than the shareholders listed above, we know of no other person who is the beneficial owner of more than five percent (5%) of our common stock.

Item 13. Certain Relationships and Related Transactions, and Director Independence

Except as provided below, none of our directors or executive officers, nor any proposed nominee for election as a director, nor any person who beneficially owns, directly or indirectly, shares carrying more than 5% of the voting rights attached to all of our outstanding shares, nor any members of the immediate family (including spouse, parents, children, siblings, and in-laws) of any of the foregoing persons has any material interest, direct or indirect, in any transaction over the last two years or in any presently proposed transaction which, in either case, has or will materially affect us.

1. On April 5, 2007, we entered into a License Agreement with Ralph Allan Wimmer which grants us the exclusive rights to utilize and commercialize the Optical Channel Plates technology. Under the License Agreement, we are obligated to pay Mr. Wimmer a royalty of five percent (5%) our gross sales. Ralph Allan Wimmer is the brother of our President and CEO, Carl Wimmer.

Item 14. Principal Accounting Fees and Services

Below is the table of Audit Fees (amounts in US$) billed by our auditor in connection with the audit of the Company’s annual financial statements for the years ended:

Financial Statements for the Year Ended July 31	Audit Services	Audit Related Fees	Tax Fees	Other Fees
2008	$1,500	$4,687.50	$0	$0
2007	$0	$0	$0	$0

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PART IV

Item 15. Exhibits, Financial Statements Schedules

Index to Financial Statements Required by Article 8 of Regulation S-X:

Audited Financial Statements:
F-1	Report of Independent Registered Public Accounting Firm
F-2	~~Consolidated~~ Balance Sheets as of ~~October~~December 31, ~~2008~~2009 and ~~2007~~2008;
F-3	Statements of Operations for the years ended ~~October~~December 31, ~~2008~~2009 and ~~2007 and period from inception to October 31,~~ 2008;
F-4	Statement of Stockholders’ ~~Equity~~Deficit for ~~period~~the ~~from~~years ~~inception~~ended toDecember ~~October~~ 31, 2009 and 2008;
F-5	Statements of Cash Flows for the years ended ~~October~~December 31, ~~2008~~2009 and ~~2007 and period from inception to October 31,~~ 2008;
F-6	Notes to Financial Statements

Exhibit Number	Description
3.1	Articles of Incorporation (1)
3.2	Bylaws (1)
23.1	Consent of Moore & Associates, Chtd., Certified Public Accountants
31.1	Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

1 Incorporated by reference to Registration Statement on Form SB-2 filed December 5, 2007.

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~~SIGNATURES~~Report of Independent Registered Public Accounting Firm

~~In accordance~~To ~~with~~The ~~Section~~Board ~~13 or 15(d)~~ of ~~the~~Directors ~~Exchange~~and ~~Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.~~Stockholders

~~Bright Screens~~Prism One Group, Inc.

By:	/s/Carl Wimmer
	Carl Wimmer President, Chief Executive Officer, Chief Financial Officer and Director
	January 29, 2009

Winter Garden, Florida

InWe ~~accordance~~have ~~with~~audited ~~Section~~the 13accompanying orbalance ~~15(d)~~ sheets of ~~the~~Prism ~~Exchange~~One ~~Act~~Group, ~~this~~Inc ~~report~~as ~~has~~of ~~been~~December ~~signed~~31, ~~below~~2009 byand ~~the~~2008, ~~following~~and ~~persons on~~the ~~behalf~~related statements of ~~the~~operations, ~~registrant~~stockholders’ deficit, and incash flows for the ~~capacities~~years ~~and~~then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the ~~dates indicated:~~financial statements based on our audit.

By:	/s/Carl Wimmer
	Carl Wimmer President, Chief Executive Officer, Chief Financial Officer and Director
	January 29, 2009

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

By:	/s/Rossana Ferriz
	Rossana Ferriz Director
	January 29, 2009

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Prism One Group, Inc. as of December 31, 2009 and 2008, and the results of their operations and cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States.

~~Table~~The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 1 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 1. The financial statements do not include any adjustments that might result from the outcome of ~~Contents~~this uncertainty.

~~MOORE~~ De Joya Griffith & ~~ASSOCIATES~~Company, ~~CHARTERED~~LLC

~~ACCOUNTANTS~~/s/ ~~AND ADVISORS~~De Joya Griffith & Company, LLC

~~PCAOB~~Henderson, ~~REGISTERED~~Nevada

~~REPORT~~May ~~OF INDEPENDENT~~13, ~~REGISTERED PUBLIC ACCOUNTING FIRM~~2010

To the Board of Directors

Bright Screens, Inc.

(A Development Stage Company)

We have audited the accompanying balance sheets of Bright Screens, Inc. (A Development Stage Company) as of October 31, 2008 and 2007, and the related statements of operations, stockholders’ equity (deficit) and cash flows for the year then ended October 31, 2008, from inception on March 30, 2007 through October 31, 2007, and from inception on March 30, 2007 through October 31, 2008. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audit in accordance with 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. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Bright Screens, Inc. (A Development Stage Company) as of October 31, 2008 and 2007, and the related statements of operations, stockholders’ equity (deficit) and cash flows for the year then ended October 31, 2008, from inception on March 30, 2007 through October 31, 2007, and from inception on March 30, 2007 through October 31, 2008, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 4 to the financial statements, the Company has accumulated deficit of $51,156 as of October 31, 2008, currently has limited liquidity, and has not completed its efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time. These factors raise substantial doubt about its ability to continue as a going concern. Management’s plans concerning these matters are also described in Note 4. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Moore & Associates, Chartered

Moore & Associates Chartered

Las Vegas, Nevada

January 29, 2009

6490 West Desert Inn Rd, Las Vegas, NV 89146 (702) 253-7499 Fax (702) 253-7501

F-1

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~~BRIGHT SCREENS~~PrismOne Group, ~~INC~~Inc.

Balance Sheets

ASSETS
	October 31,2008		October 31,2007
	December 31, 2009		December 31, 2008
CURRENT ASSETS
Cash	$	711,077	$	3655,~~070~~684
Total Current Assets		71		36,070
Accounts receivable, net		29,651		17,080
PROPERTY AND EQUIPMENT, net		709		905
Accounts receivable related party, net		11,672		-
TOTAL ASSETS	$	780	$	36,975
Other receivable- related party		35,000		-
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Equipment held for sale		73,317		-
Equipment, net		73,293		-
Prepaid expenses		-		10,000
Total current assets		224,010		82,764
TOTAL ASSETS	$	224,010	$	82,764
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable	$	11,736	$	-
Bank overdrafts		9,720		-
Related party payable		1,100		-
Accounts payable and accrued expenses		370,015		257,355
Total Current Liabilities		12,836		-
Capital lease		53,590		-
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred dividends accrued - related party		30,000		-
Preferred stock, 10,000,000 shares authorized at par value of $0.001, no shares issued and outstanding		-		-
Due to related party		19,033		158,312
Common stock, 90,000,000 shares authorized at par value of $0.001, 5,340,000 shares issued and outstanding		5,340		5,340
Total current liabilities		482,358		415,667
Additional paid-in capital		33,760		33,760
Note payable - related party		200,000		-
Deficit accumulated during the development stage		(51,156)		(2,125)
TOTAL LIABILITIES		682,358		415,667
Total Stockholders' Equity (Deficit)		(12,056)		36,975
STOCKHOLDERS' DEFICIT
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$	780	$	36,975
Preferred stock, $0.001 par value 10,000,000 shares authorized; issued and outstanding 274,000 and 0 outstanding at December 31, 2009 and 2008, respectively		274		-
Common stock, $0.001 par value 90,000,000 shares authorized; issued and outstanding 22,731,503 and 0 at December 31, 2009 and 2008, respectively.		22,732		-
Additional paid in capital		515,962		-
Accumulated other comprehensive loss		(140,000)		-
Accumulated deficit		(857,316)		(332,903)
Total stockholders' deficit		(458,348)		(332,903)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	224,010	$	82,764

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

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PrismOne Group, Inc.

Statements of Operations

	For the Year EndedOctober 31,2008		From Inceptionon March 30,2007 ThroughOctober 31,2007		From Inceptionon March 30,2007 ThroughOctober 31,2008
	For theYear Ended December 31,
REVENUES	$	-	$	-	$	-
	2009		2008
COST OF SALES		-		-		-
REVENUES	$	1,365,061	$	1,253,873
GROSS MARGIN		-		-		-
COST OF GOODS SOLD		437,286		433,334
OPERATING EXPENSES
GROSS PROFIT		927,775		820,539
General and administrative		49,031		2,125		51,156
OPERATING EXPENSES
Total Operating Expenses		49,031		2,125		51,156
General and administrative		262,352		326,083
LOSS FROM OPERATIONS		(49,031)		(2,125)		(51,156)
Professional fees		83,031		28,000
OTHER EXPENSES
Management fees -related party		336,000		186,000
Interest expense		-		-		-
Payroll expenses		661,870		281,681
Total Other Expenses		-		-		-
Licenses and permits- related party		110,000		240,000
LOSS BEFORE INCOME TAXES	$	(49,031)	$	(2,125)	$	(51,156)
Total operating expenses		1,453,253		1,061,763
PROVISION FOR INCOME TAXES		-		-		-
LOSS FROM OPERATIONS		(525,478)		(241,225)
NET LOSS	$	(49,031)	$	(2,125)	$	(51,156)
OTHER INCOME (EXPENSES)
BASIC LOSS PER SHARE	$	(0.01)	$	(0.00)
Gain on settlement		51,000		-
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING		5,340,000		5,340,000
Interest expense		(20,154)		(4,445)
Interest income		219		361
Total other income (expenses)		31,065		(4,084)
NET LOSS	$	(494,413)	$	(245,308)
Comprehensive loss:
Unrealized loss in equity securities held	$	(140,000)	$	-
Total comprehensive loss	$	(634,413)	$	(245,308)
Net loss per common share:
Basic	$	(0.04)	$	-
Weighted average common shares outstanding:
Basic		12,660,487		-

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

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~~Statements~~PrismOne ofGroup, ~~Stockholders' Equity (Deficit)~~Inc.

	Common Stock			AdditionalPaid-in		DeficitAccumulatedDuring theDevelopment
	Shares	Amount		Capital		Stage		Total
Balance, inception, March 30, 2007	-	$	-	$	-	$	-	$	-
Contributed capital	-		-		100		-		100
Common stock issued for cash at $0.001 per share on April 4, 2007	5,000,000		5,000		-		-		5,000
Common stock issued for cash at $0.10 per share on July 18, 2007	340,000		340		33,660		-		34,000
Net loss for the period ended October 31, 2007	-		-		-		(2,125)		(2,125)
Balance, October 31, 2007	5,340,000		5,340		33,760		(2,125)		36,975
Net loss for the year ended October 31, 2008	-		-		-		(49,031)		(49,031)
Balance, October 31, 2008	5,340,000	$	5,340	$	33,760	$	(51,156)	$	(12,056)

Statement of Stockholders Deficit

Twelve Months ended December 31, 2009

(Unaudited)

	Series A Preferred Stock				$0.001 Par value Common Stock				Additional		Accumulated Other Comprehensive		Accumulated		Total Stockholders
	Shares		Amount		Shares		Amount		Paid-In-Capital		Income		(Deficit)		Deficit
Balance at January 1, 2008		-		-		-		-		-		-	$	(87,594)	$	(87,594)

Net loss		-		-		-		-		-		-		(245,309)		(245,309)

Balance at December 31, 2008		-		-		-		-		-		-		(332,903)		(332,903)

Recapitalization		274,000		274		22,200,003		22,200		152,994		-		-		175,468

Contributed captial - debt forgiveness										313,500						313,500

Issuance of stock for cash and services		-		-		531,500		532		49,468		-		-		50,000

Dividends declared		-		-		-		-		-		-		(30,000)		(30,000)

Net loss		-				-		-		-		(140,000)		(494,413)		(634,413)

Balance at December 31, 2009		274,000	$	274		22,731,503	$	22,732	$	515,962	$	(140,000)	$	(857,316)	$	(458,384)

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

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PrismOne Group, Inc.

Statements of Cash Flows

(Unaudited)

	For the Year EndedOctober 31,2008		From Inceptionon March 30,2007 ThroughOctober 31,2007		From Inceptionon March 30,2007 ThroughOctober 31,2008
	For the Years Ended December 31,
OPERATING ACTIVITIES
	2009		2008
Net loss	$	(49,031)	$	(2,125)	$	(51,156)
CASH FLOWS FROM OPERATING ACTIVITIES
Adjustments to reconcile net loss to net cash used by operating activities:
Net income (loss)	$	(494,413)	$	(245,308)
Depreciation expense		196		82		278
Adjustments to reconcile net loss to net cash used by operating activities:
Changes to operating assets and liabilities:
Depreciation		9,415		-
Changes in accounts payable		11,736		-		11,736
Shares issued for services		49,468		-
Net Cash Used in Operating Activities		(37,099)		(2,043)		(39,142)
Gain on settlement		(51,000)		-
INVESTING ACTIVITIES
Changes in operating assets and liabilities
Purchase of property and equipment		-		(987)		(987)
Change in accounts receivable		(12,571)		(11,155)
Net Cash Used in Investing Activities		-		(987)		(987)
Change in accounts receivable - related party		(135,672)
FINANCING ACTIVITIES
Change in Prepaid Expenses		10,000		(10,000)
Proceeds from related party payables		1,100		-		1,100
Change in accounts payable and other current liabilities		352,843		129,688
Proceeds from common stock issued		-		39,100		39,100
Net Cash Used by Operating Activities		(271,921)		(136,776)
Net Cash Provided by Financing Activities		1,100		39,100		40,200
CASH FLOWS FROM INVESTING ACTIVITIES
NET DECREASE IN CASH		(35,999)		36,070		71
Equipment		(20,372)		0
CASH AT BEGINNING OF PERIOD		36,070		-		-
Payments for capital lease obligation		(8,746)		-
CASH AT END OF PERIOD	$	71	$	36,070	$	71
Net Cash Used by Operating Activities		(29,118)		-
SUPPLEMENTAL DISCLOSURES OF
CASH FLOWS FROM FINANCING ACTIVITIES
CASH FLOW INFORMATION
Change in bank overdraft		9,720		-
CASH PAID FOR:
Proceeds from notes payable related party		200,000		-
Interest	$	-	$	-	$	-
Proceeds net of repayments to due to related party		36,189		190,323
Income Taxes	$	-	$	-	$	-
Sale of common stock		532		-
Net Cash Provided by Financing Activities		246,432		190,323
NET INCREASE IN CASH		(54,607)		53,547
CASH AT BEGINNING OF PERIOD		55,684		2,137
CASH AT END OF PERIOD	$	1,077	$	55,684
SUPPLIMENTAL DISCLOSURES OF CASH FLOW INFORMATION
CASH PAID FOR:
Interest	$	-
Income Taxes	$	-

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

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~~BRIGHT SCREENS,~~NOTE ~~INC.~~1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS

OCTOBER 31, 2008 AND 2007

1. Summary of Significant Accounting Policies

Nature of Business

~~Bright Screens~~PrismOne Group, Inc., ~~(the~~a ~~Company)~~Nevada ~~was~~corporation, ~~incorporated~~is in the ~~State~~business of ~~Nevada~~providing onand ~~March~~managing 30computer, ~~2007.~~ ~~The~~communications, ~~Company~~multimedia, isand ~~engaged~~other innetwork ~~developing~~systems afor ~~proprietary~~businesses, ~~video~~buildings, ~~screen~~and ~~technology known~~communities as(our “~~Optical~~Products” ~~Channel~~and ~~Plates~~“Services”). Our Products and ~~currently~~Services ~~holds~~allow business or building managers to easily and efficiently consolidate and manage their network infrastructure, communications, multimedia, security, and environmental needs, eliminating the ~~exclusive~~difficulty ~~worldwide license~~and frustration of trying to ~~this~~operate ~~patented~~numerous ~~technology~~separate systems to meet these needs. ~~The~~ We ~~Company~~currently ~~has~~provide ~~not~~consulting, ~~realized significant~~design, ~~revenues~~procurement, installation, integration, support and management services related to ~~date~~our Products, and ~~therefore~~are iscontinually ~~classified~~refining asour aProduct ~~development~~offerings ~~stage company~~through research and assessments. The Company has two office locations in Central Florida.

~~Use~~Merger ~~of Estimates~~Transactions

~~The preparation~~PrismOne ofGroup, ~~financial~~LLC ~~statements~~(“LLC”) inwas ~~conformity~~the ~~with~~ accounting ~~principles generally~~predecessor ~~accepted~~to in the ~~United~~Company ~~States~~and on February 9, 2009 all the members of ~~America~~LLC ~~requires~~transferred ~~management~~their membership interests to ~~make estimates~~PrismOne ~~and~~Group, ~~assumptions~~Inc., ~~that~~a ~~affect~~newly ~~the~~formed ~~reported~~corporation, ~~amounts~~in exchange for all of ~~assets~~the issued and ~~liabilities~~ atoutstanding ~~the~~capital ~~date~~stock of ~~the~~PrismOne ~~financial~~Group, ~~statements~~Inc, ~~and~~consisting ~~the~~at ~~reported~~that ~~amounts~~time of ~~revenue~~ 274,000 shares of preferred stock and ~~expenses~~13,700,003 ~~during~~shares ~~the~~of ~~reporting~~common ~~period~~stock. ~~Actual~~PrismOne ~~results~~Group, ~~could~~Inc. ~~differ from~~had no assets or operations prior to this transaction. Accordingly, the financial statements of the Company prior to February 9, 2009 are those ~~estimates~~of LLC.

~~Basic~~On June 16, 2009, the Company consummated a reverse merger transaction in which PrismOne Group, Inc. (~~Loss~~“PrismOne”) ~~per~~merged ~~Common Share~~with and into Bright Screens Acquisition Corp. (“Acquisition Sub”), a wholly-owned Nevada subsidiary of Bright Screens, Inc. (“BrightScreens”), a publicly reporting Nevada corporation. On June 17, 2009, Bright Screens merged with the Acquisition Sub in a short-form merger transaction under Nevada law in which Bright Screens was the surviving entity and, in connection with this short form merger, changed its name to PrismOne Group, Inc., effective June 17, 2009.

~~Basic (loss)~~Pursuant ~~per share is calculated by dividing the Company’s net loss applicable~~ to ~~common~~ ~~shareholders by~~ the ~~weighted~~terms ~~average~~and ~~number~~conditions of ~~common shares during~~ the ~~period.~~ ~~Diluted~~reverse ~~earnings~~merger per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents outstanding as of October 31, 2008.transaction:

	(Loss)		Shares	Basic (Loss) Per Share
	(Numerator)		(Denominator)	Amount
For the Year Ended October 31, 2008	$	(49,031)	5,340,000	$	(0.01)
For the Period Ended October 31, 2007	$	(2,125)	5,340,000	$	(0.00)

· Each share of PrismOne common stock issued and outstanding immediately prior to the closing of the Merger was converted into the right to receive 0.4 shares of Bright Screens common stock. As a result, the shareholders of PrismOne received 5,480,000 (pre-split) newly issued shares of Bright Screens common stock.

~~Revenue Recognition~~· Each share of PrismOne Series A Preferred Stock issued and outstanding immediately prior to the closing of the Merger was converted into the right to receive one share of Bright Screens’ newly created Series A Preferred Stock. As a result, the Series A Preferred shareholders of PrismOne received 274,000 newly issued shares of Bright Screens Series A Preferred Stock.

~~The Company~~· Following ~~recognizes~~the ~~revenue~~closing ~~when~~of ~~products~~the ~~are~~reverse ~~fully~~merger, ~~delivered~~the orformer ~~services~~president ~~have been~~and ~~provided~~CEO of BrightScreens, Mr. Carl Wimmer, canceled and ~~collection~~returned isall ~~reasonably~~50,000,000 ~~assured~~shares of his shares of BrightScreens common stock.

~~Comprehensive Income~~· Following the closing of the reverse merger, in a separate transaction, the company authorized a forward split of 2.5 shares for each share of common stock issued and outstanding at the time of the split. All references to common stock in these financial statements have been retroactively restated so as to give effect to this stock-split.

~~The Company~~· As ~~has~~a noresult, ~~component~~following ofthese ~~other~~events, ~~comprehensive~~there ~~income.~~were ~~Accordingly~~22,200,003 ~~net~~shares ~~income equals~~of ~~comprehensive~~common ~~income~~stock ~~for~~and ~~the~~274,000 ~~periods~~shares ~~ended~~of ~~October~~Series ~~31, 2008~~A Preferred Stock issued and outstanding.

The stockholders of PrismOne possess majority voting control of the public company following the reverse merger and now control the board of directors. PrismOne is deemed to be the accounting acquirer in the reverse merger. Accordingly, the financial statements included herein are those of PrismOne Group, Inc. and its predecessor PrismOne Group, LLC.

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~~BRIGHT SCREENS,~~Going ~~INC.~~Concern

~~(A DEVELOPMENT~~Our ~~STAGE~~financial ~~COMPANY)~~statements have been prepared on a going concern basis, which assume that we will continue to realize our assets and discharge our liabilities in the normal course of business. As of December 31, 2009, we had an accumulated deficit of $857,316 and a working capital deficit of $258,348. This raises substantial doubt about our ability to continue as a going concern. Management’s plans for our continuation as a going concern are dependent upon the attainment of profitable operations and our ability to extend payment of management and license fees payable to Burshan LLC, a related party, and to raise equity or debt financing if and when needed. Our financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classifications of liabilities that might be necessary should we be unable to continue as a going concern.

~~NOTES~~The ~~TO FINANCIAL~~success ~~STATEMENTS~~of our business plan during the next 12 months and beyond is contingent upon us generating sufficient revenue to cover our costs of operations, or upon us obtaining additional financing. Should our revenues be less than anticipated or our expenses be greater than anticipated, then we may need to delay payment of management and license fees to our related party and/or obtain business capital through the use of private equity fundraising or stockholder loans. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, or at all. Similarly, there can be no assurance that we will be able to generate sufficient revenue to cover the costs of our business operations.

~~OCTOBER 31,~~Cash ~~2008~~and ~~AND~~cash ~~2007~~equivalents

1For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. ~~Summary~~ The carrying value of ~~Significant Accounting~~these ~~Policies~~investments ~~(Continued)~~approximates fair value.

~~Advertising Costs~~Accounts receivable

~~The Company’s~~Accounts ~~policy~~receivable ~~regarding~~are ~~advertising~~reported isat tothe ~~expense~~customers' ~~advertising~~outstanding ~~when~~balances ~~incurred~~less any allowance for doubtful accounts. ~~The~~ ~~Company~~Interest ~~had~~is not ~~incurred~~accrued ~~any~~on ~~advertising~~overdue ~~expense~~accounts asreceivable. The ofCompany ~~October~~evaluates ~~31,~~receivables ~~2008~~on ~~and 2007~~a regular basis for potential reserve.

~~Cash~~Fixed ~~and Cash Equivalents~~Assets

~~For purposes~~Fixed ofassets are stated at cost. Major renewals and improvements are charged to the ~~Statement~~asset accounts while replacements, maintenance and repairs, which do not improve or extend the lives of ~~Cash~~the ~~Flows~~respective assets, are expensed. At the ~~Company~~time ~~considers~~property ~~all~~and ~~highly~~equipment ~~liquid instruments~~are ~~purchased~~retired ~~with~~or aotherwise ~~maturity~~disposed of, ~~three~~the ~~months~~asset orand ~~less~~related toaccumulated bedepreciation ~~cash equivalents~~accounts toare ~~the~~relieved ~~extent~~of the ~~funds~~applicable amounts. Gains or losses from retirements or sales are ~~not~~credited ~~being~~or ~~held~~charged ~~for~~to ~~investment purposes~~income.

~~Income Taxes~~The Company depreciates its fixed assets on a straight line basis over a three year life.

~~The Company~~Revenue ~~provides for income taxes under Statement of Financial Accounting Standards No. 109, Accounting for Income Taxes. SFAS No. 109~~Recognition

~~Requires the~~The ~~use~~Company ofrecognizes anrevenue ~~asset~~for ~~and~~installation ~~liability~~services ~~approach~~related into ~~accounting~~the ~~for~~initial ~~income~~setup ~~taxes. Deferred~~of ~~tax~~hardware ~~assets~~ and ~~liabilities~~communications ~~are~~systems ~~recorded~~upon ~~based~~completion onof the ~~differences between~~installation ~~the~~and ~~financial~~acceptance ~~statement~~by ~~and~~the ~~tax~~customer. Revenues ~~bases~~related ofto ~~assets~~voice, ~~and~~data, ~~liabilities~~ and ~~the tax~~communications ~~rates~~platform inservices ~~effect when these differences~~ are ~~expected~~recognized tomonthly ~~reverse. The Company’s predecessor operated~~ as ~~entity~~the ~~exempt~~services ~~from~~are ~~Federal and State income taxes~~provided.

~~SFAS~~Earnings ~~No. 109~~(Loss) ~~requires~~per ~~the~~Common ~~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.~~Share

~~The provision~~Basic ~~for~~ income ~~taxes~~(loss) ~~differs~~per ~~from~~common ~~the~~share ~~amounts~~is ~~which~~computed ~~would~~by bedividing ~~provided~~net income (loss) by ~~applying~~ the ~~statutory~~weighted ~~federal~~average shares outstanding. Diluted income ~~tax~~(loss) ~~rate~~per common share is computed by dividing adjusted net income by the weighted average shares outstanding plus potential common shares which would arise from conversion of ~~39%~~preferred stock. Potential common shares related to ~~the~~conversion ~~net~~of ~~loss~~preferred ~~before provision~~stock ~~for~~were not included in diluted income ~~taxes~~(loss) ~~for~~per ~~the~~share ~~following~~since ~~reasons:~~their effects were anti-dilutive.

	October 31, 2008		October 31, 2007
Income tax expense at statutory rate	$	(19,122)	$	( 829)
Common stock issued for services		0		0
Valuation allowance		19,122		829
Income tax expense per books	$	0	$	0

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

	October 31, 2008		October 31, 2007
NOL Carryover	$	19,951	$	829
Valuation allowance		(19,951)		(829)
Net deferred tax asset	$	0	$	0

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~~BRIGHT SCREENS,~~Income ~~INC.~~Taxes

~~(A DEVELOPMENT~~Deferred ~~STAGE~~income ~~COMPANY)~~taxes are recognized for the tax consequences of temporary differences between the financial reporting bases and the tax bases of the Company’s assets and liabilities. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense is the tax payable or refundable for the period plus or minus the change during the period in deferred tax assets and liabilities.

~~NOTES~~The ~~TO FINANCIAL~~Company ~~STATEMENTS~~follows the provisions of the FASB Accounting ASC 740, Income Taxes (“ASC 740”) (formerly referenced as FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes- an interpretation of FASB Statement No. 109). ASC 740 provides guidance on the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The Company has not recognized a liability as a result of the implementation of ASC 740. A reconciliation of the beginning and ending amount of unrecognized tax benefits has not been provided since there is no unrecognized benefit as of the date of adoption. The Company has not recognized interest expense or penalties as a result of the implementation of ASC 740. If there were an unrecognized tax benefit, the Company would recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. The Company files income tax returns in the U.S. federal jurisdiction and in various states.

~~OCTOBER 31,~~Use ~~2008~~of ~~AND 2007~~Estimates

~~1. Summary~~The preparation of ~~Significant Accounting~~financial ~~Policies~~statements ~~(Continued)~~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 and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expense during the reporting period. Actual results could differ from those estimates.

~~Income~~Financial ~~Taxes (Continued)~~Instruments

~~Due~~In to January 2008, the ~~change~~Company inadopted ~~ownership~~FASB ~~provisions~~ASC 820, Fair Value Measurements and Disclosures (“ASC 820”) (Formerly referenced as SFAS No. 157, Fair Value Measurements), to value its financial assets and liabilities. The adoption of ~~the~~ASC ~~Tax~~820 ~~Reform~~did ~~Act~~not have a significant impact on the Company’s results of ~~1986~~operations, ~~net~~financial ~~operating loss~~position ~~carry~~or ~~forwards~~cash offlows. ASC ~~$51~~820 defines fair value,~~156~~ establishes a framework for ~~federal~~measuring ~~income~~fair ~~tax~~value ~~reporting~~under ~~purposes~~GAAP ~~are subject~~and toexpands ~~annual~~disclosures ~~limitations.~~about ~~Should~~fair avalue ~~change~~measurements. ASC in820 ~~ownership~~defines ~~occur~~fair ~~net~~value ~~operating loss~~as ~~carry~~the ~~forwards~~exchange ~~may~~price that would be ~~limited~~paid asby toan ~~use~~external inparty ~~future~~for ~~years~~an asset or liability (exit price).

~~Impairment~~ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of ~~Long-Lived Assets~~observable inputs and minimize the use of unobservable inputs when measuring fair value. Three levels of inputs may be used to measure fair value:

The Company continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will 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, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell.

·	Level 1 – Active market provides quoted prices for identical assets or liabilities;
·	Level 2 – Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable with market data; and

~~Accounting Basis~~· Level 3 – Unobservable inputs that are supported by little or no market activity, therefore requiring an entity to develop its own assumptions about the assumptions that market participants would use in pricing.

~~The~~Fair ~~basis is~~value ~~accounting~~estimates ~~principles~~discussed ~~generally~~herein ~~accepted~~are inbased ~~the~~upon ~~United~~certain ~~States~~market assumptions and pertinent information available to management as of ~~America~~ December 31, 2009. The Company ~~has~~uses ~~adopted~~the anmarket ~~October~~approach 31to ~~fiscal~~measure ~~year end~~fair value for its Level 1 financial assets and liabilities. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities.

~~Inventory~~The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments which include cash, accounts receivable, accounts payable and accrued liabilities are valued using Level 1 inputs and are immediately available without market risk to principal. Fair values were assumed to approximate carrying values for these financial instruments since they are short term in nature and their carrying amounts approximate fair values or they are receivable or payable on demand. The carrying value of note payable to stockholder approximates its fair value because the interest rates associated with the instrument approximates current interest rates charged on similar current borrowings. The Company’s common stock receivable is a Level 1 asset as defined above and its fair value is determined based on the underlying quoted market price of the shares receivable. The Company does not have other financial assets that would be characterized as Level 2 or Level 3 assets.

The Company accounts for inventory of raw materials and finished goods on a cost basis. The inventory is maintained on a first in- first out (FIFO) basis.

Stock-based compensation.

As of October 31, 2008, the Company has not issued any share-based payments to its employees.

The Company adopted SFAS No. 123-R effective January 1, 2006 using the modified prospective method. 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 SFAS No. 123-R.

Recent Accounting Pronouncements

In June 2008, the FASB issued FASB Staff Position EITF 03-6-1, Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities, (“FSP EITF 03-6-1”). FSP EITF 03-6-1 addresses whether instruments granted in share-based payment transactions are participating securities prior to vesting, and therefore need to be included in the computation of earnings per share under the two-class method as described in FASB Statement of Financial Accounting Standards No. 128, “Earnings per Share.” FSP EITF 03-6-1 is effective for financial statements issued for fiscal years beginning on or after

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~~BRIGHT SCREENS,~~Recent ~~INC.~~Accounting Pronouncements

In April 2010, the FASB (~~A DEVELOPMENT~~Financial ~~STAGE~~Accounting ~~COMPANY~~Standards Board) issued Accounting Standards Update 2010-18 (ASU 2010-18), Receivables (Topic 310): Effect of a Loan Modification When the Loan is Part of a Pool That Is Accounted for as a Single Asset-a consensus of the FASB Emerging Task Force. The amendments in this Update are effective for modifications of loans accounted for within pools under Subtopic 310-30 occurring in the first interim or annual period ending on or after July 15, 2010. The amendments are to be applied prospectively. Early application is permitted. The Company does not expect the provisions of ASU 2010-18 to have a material effect on the financial position, results of operations or cash flows of the Company.

~~NOTES~~In ~~TO FINANCIAL~~April ~~STATEMENTS~~2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-17 (ASU 2010-17), Revenue Recognition-Milestone Method (Topic 605): Milestone Method of Revenue Recognition. The amendments in this Update are effective on a prospective basis for milestones achieved in fiscal years, and interim periods within those years, beginning on or after June 15, 2010. Early adoption is permitted. If a vendor elects early adoption and the period of adoption is not the beginning of the entity’s fiscal year, the entity should apply the amendments retrospectively from the beginning of the year of adoption. The Company does not expect the provisions of ASU 2010-17 to have a material effect on the financial position, results of operations or cash flows of the Company.

~~OCTOBER 31~~In April 2010, ~~2008~~the ~~AND~~FASB ~~2007~~(Financial Accounting Standards Board) issued Accounting Standards Update 2010-16 (ASU 2010-16), Entertainment-Casinos (Topic 924): Accruals for Casino Jackpot Liabilities-a consensus of the FASB Emerging Issues Task. The amendments in this Update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2010. The amendments should be applied by recording a cumulative-effect adjustment to opening retained earnings in the period of adoption. The Company does not expect the provisions of ASU 2010-16 to have a material effect on the financial position, results of operations or cash flows of the Company.

~~1. Summary~~In ofApril ~~Significant~~ 2010, the FASB (Financial Accounting ~~Policies~~Standards Board) issued Accounting Standards Update 2010-15 (~~Continued~~ASU 2010-15), Financial Services-Insurance (Topic 944): How Investments held through Separate Accounts Affect an Insurer’s Consolidation Analysis of Those Investments-a consensus of the FASB Emerging Issues Task Force. The amendments in this Update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2010. Early adoption is permitted. The amendments in this Update should be applied retrospectively to all prior periods upon the date of adoption. The Company does not expect the provisions of ASU 2010-15 to have a material effect on the financial position, results of operations or cash flows of the Company.

~~Recent~~In April 2010, the FASB (Financial Accounting ~~Pronouncements~~ Standards Board) issued Accounting Standards Update 2010-14 (~~Continued~~ASU 2010-14), Accounting for Extractive Activities – Oil & Gas - Amendments to Paragraph 932-10-S99-1 (SEC Update). The Amendments are designed to modernize and update the oil and gas disclosure requirements to align them with current practices and changes in technology. The Company does not expect the provisions of ASU 2010-14 to have a material effect on the financial position, results of operations or cash flows of the Company.

~~December 15~~In April 2010, ~~2008~~ ~~and~~the ~~earlier~~FASB ~~adoption~~(Financial isAccounting ~~prohibited.~~Standards WeBoard) ~~are~~issued ~~not~~Accounting ~~required~~Standards toUpdate ~~adopt~~2010-13 ~~FSP~~(ASU ~~EITF 03~~2010-613), Compensation-1;Stock ~~neither~~Compensation do(Topic we718): ~~believe~~Effect ~~that~~of ~~FSP~~Denominating ~~EITF~~the 03Exercise Price of a Share-6Based Payment Award in the Currency of the Market in Which the Underlying Equity Security Trades -1 ~~would~~a consensus of the FASB Emerging Issues Task Force. The amendments in this Update are effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2010. Earlier application is permitted. The Company does not expect the provisions of ASU 2010-13 to have a material effect on ~~our~~ ~~consolidated~~the financial position ~~and~~, results of operations ifor ~~adopted~~cash flows of the Company.

In May 2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 163, “Accounting for Financial Guarantee Insurance Contracts-and interpretation of FASB Statement No. 60”. SFAS No. 163 clarifies how Statement 60 applies to financial guarantee insurance contracts, including the recognition and measurement of premium revenue and claims liabilities. This statement also requires expanded disclosures about financial guarantee insurance contracts. SFAS No. 163 is effective for fiscal years beginning on or after December 15, 2008, and interim periods within those years. SFAS No. 163 has no effect on the Company’s financial position, statements of operations, or cash flows at this time.

In May 2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 162, “The Hierarchy of Generally Accepted Accounting Principles”. SFAS No. 162 sets forth the level of authority to a given accounting pronouncement or document by category. Where there might be conflicting guidance between two categories, the more authoritative category will prevail. SFAS No. 162 will become effective 60 days after the SEC approves the PCAOB’s amendments to AU Section 411 of the AICPA Professional Standards. SFAS No. 162 has no effect on the Company’s financial position, statements of operations, or cash flows at this time.

In March 2008, the Financial Accounting Standards Board, or FASB, issued SFAS No. 161, Disclosures about Derivative Instruments and Hedging Activities—an amendment of FASB Statement No. 133. This standard requires companies to provide enhanced disclosures about (a) how and why an entity uses derivative instruments, (b) how derivative instruments and related hedged items are accounted for under Statement 133 and its related interpretations, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. This Statement is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008, with early application encouraged. The Company has not yet adopted the provisions of SFAS No. 161, but does not expect it to have a material impact on its financial position, results of operations or cash flows.

In December 2007, the SEC issued Staff Accounting Bulletin (SAB) No. 110 regarding the use of a "simplified" method, as discussed in SAB No. 107 (SAB

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~~BRIGHT SCREENS~~In April 2010, ~~INC~~the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-12 (ASU 2010-12), Income Taxes (Topic 740): Accounting for Certain Tax Effects of the 2010 Health Care Reform Acts. After consultation with the FASB, the SEC stated that it “would not object to a registrant incorporating the effects of the Health Care and Education Reconciliation Act of 2010 when accounting for the Patient Protection and Affordable Care Act”. The Company does not expect the provisions of ASU 2010-12 to have a material effect on the financial position, results of operations or cash flows of the Company.

In March 2010, the FASB (~~A DEVELOPMENT~~Financial ~~STAGE~~Accounting ~~COMPANY~~Standards Board) issued Accounting Standards Update 2010-11 (ASU 2010-11), Derivatives and Hedging (Topic 815): Scope Exception Related to Embedded Credit Derivatives. The amendments in this Update are effective for each reporting entity at the beginning of its first fiscal quarter beginning after June 15, 2010. Early adoption is permitted at the beginning of each entity’s first fiscal quarter beginning after issuance of this Update. The Company does not expect the provisions of ASU 2010-11 to have a material effect on the financial position, results of operations or cash flows of the Company.

~~NOTES~~In ~~TO FINANCIAL~~February ~~STATEMENTS~~2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-10 (ASU 2010-10), Consolidation (Topic 810): Amendments for Certain Investment Funds. The amendments in this Update are effective as of the beginning of a reporting entity’s first annual period that begins after November 15, 2009 and for Interim periods within that first reporting period. Early application is not permitted. The Company does not expect the provisions of ASU 2010-10 to have a material effect on the financial position, results of operations or cash flows of the Company.

~~OCTOBER 31~~In February 2010, ~~2008~~the ~~AND~~FASB ~~2007~~(Financial Accounting Standards Board) issued Accounting Standards Update 2010-09 (ASU 2010-09), Subsequent Events (Topic 855): Amendments to Certain Recognition and Disclosure Requirements. This amendment addresses both the interaction of the requirements of this Topic with the SEC’s reporting requirements and the intended breadth of the reissuance disclosure provision related to subsequent events (paragraph 855-10-50-4). All of the amendments in this Update are effective upon issuance of the final Update, except for the use of the issued date for conduit debt obligors. That amendment is effective for interim or annual periods ending after June 15, 2010. The Company does not expect the provisions of ASU 2010-09 to have a material effect on the financial position, results of operations or cash flows of the Company.

1In February 2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-08 (ASU 2010-08), Technical Corrections to Various Topics. ~~Summary~~ This amendment eliminated inconsistencies and outdated provisions and provided the needed clarifications to various topics within Topic 815. The amendments are effective for the first reporting period (including interim periods) beginning after issuance (February 2, 2010), except for certain amendments. The amendments to the guidance on accounting for income taxes in reorganization (Subtopic 852-740) should be applied to reorganizations for which the date of ~~Significant Accounting~~the ~~Policies~~reorganization is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008. For those reorganizations reflected in interim financial statements issued before the amendments in this Update are effective, retrospective application is required. The clarifications of the guidance on the embedded derivates and hedging (~~Continued~~Subtopic 815-15) are effective for fiscal years beginning after December 15, 2009, and should be applied to existing contracts (hybrid instruments) containing embedded derivative features at the date of adoption. The Company does not expect the provisions of ASU 2010-08 to have a material effect on the financial position, results of operations or cash flows of the Company.

~~Recent~~In January 2010, the FASB (Financial Accounting ~~Pronouncements~~ Standards Board) issued Accounting Standards Update 2010-07 (~~Continued~~ASU 2010-07), Not-for-Profit Entities (Topic 958): Not-for-Profit Entities: Mergers and Acquisitions. This amendment to Topic 958 has occurred as a result of the issuance of FAS 164. The Company does not expect the provisions of ASU 2010-07 to have a material effect on the financial position, results of operations or cash flows of the Company.

107), in developing an estimate of expected term of "plain vanilla" share options in accordance with SFAS No. 123 (R), Share-Based Payment. In particular, the staff indicated in SAB 107 that it will accept a company's election to use the simplified method, regardless of whether the company has sufficient information to make more refined estimates of expected term. At the time SAB 107 was issued, the staff believed that more detailed external information about employee exercise behavior (e.g., employee exercise patterns by industry and/or other categories of companies) would, over time, become readily available to companies. Therefore, the staff stated in SAB 107 that it would not expect a company to use the simplified method for share option grants after December 31, 2007. The staff understands that such detailed information about employee exercise behavior may not be widely available by December 31, 2007. Accordingly, the staff will continue to accept, under certain circumstances, the use of the simplified method beyond December 31, 2007. The Company currently uses the simplified method for “plain vanilla” share options and warrants, and will assess the impact of SAB 110 for fiscal year 2009. It is not believed that this will have an impact on the Company’s financial position, results of operations or cash flows.

In December 2007, the FASB issued SFAS No. 160, Noncontrolling Interests in Consolidated Financial Statements—an amendment of ARB No. 51. This statement amends ARB 51 to establish accounting and reporting standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. It clarifies that a noncontrolling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements. Before this statement was issued, limited guidance existed for reporting noncontrolling interests. As a result, considerable diversity in practice existed. So-called minority interests were reported in the consolidated statement of financial position as liabilities or in the mezzanine section between liabilities and equity. This statement improves comparability by eliminating that diversity. This statement is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2008 (that is, January 1, 2009, for entities with calendar year-ends). Earlier adoption is prohibited. The effective date of this statement is the same as that of the related Statement 141 (revised 2007). The Company will adopt this Statement beginning March 1, 2009. It is not believed that this will have an impact on the Company’s financial position, results of operations or cash flows.

In December 2007, the FASB, issued FAS No. 141 (revised 2007), Business Combinations.’This Statement replaces FASB Statement No. 141, Business Combinations, but retains the fundamental requirements in Statement 141. This Statement establishes principles and requirements for how the acquirer: (a) recognizes and measures in its financial statements the identifiable assets

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~~BRIGHT SCREENS~~In January 2010, ~~INC~~the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-06 (ASU 2010-06), Fair Value Measurements and Disclosures (Topic 820): Improving Disclosures about Fair Value Measurements. This amendment to Topic 820 has improved disclosures about fair value measurements on the basis of input received from the users of financial statements. This is effective for interim and annual reporting periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements. Those disclosures are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years. Early adoption is permitted. The Company does not expect the provisions of ASU 2010-06 to have a material effect on the financial position, results of operations or cash flows of the Company.

In January 2010, the FASB (~~A DEVELOPMENT~~Financial ~~STAGE~~Accounting ~~COMPANY~~Standards Board) issued Accounting Standards Update 2010-05 (ASU 2010-05), Compensation – Stock Compensation (Topic 718). This standard codifies EITF Topic D-110 Escrowed Share Arrangements and the Presumption of Compensation.

~~NOTES~~In ~~TO FINANCIAL~~January ~~STATEMENTS~~2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-04 (ASU 2010-04), Accounting for Various Topics—Technical Corrections to SEC Paragraphs.

~~OCTOBER 31,~~NOTE ~~2008~~2 ~~AND~~– ~~2007~~ACCOUNTS RECEIVABLE

1. Summary of Significant Accounting Policies (Continued)

	2009		2008
Accounts receivable		93,397		24,805
Allowance for doubtful accounts		(52,074)		(7,725)
Accounts receivable, net		41,323		17,080

~~Recent~~NOTE ~~Accounting Pronouncements~~3 ~~(Continued)~~– FIXED ASSETS

~~acquired, the~~Property ~~liabilities assumed,~~ and ~~any~~equipment ~~noncontrolling~~consisted interest in the acquiree; (b) recognizes and measures the goodwill acquired in the business combination or a gain from a bargain purchase; and (c) determines what information to disclose to enable users of the ~~financial~~following ~~statements~~at to evaluate the nature and financial effects of the business combination. This statement applies prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December ~~15,~~ ~~2008. An entity may not apply it before that date. The effective date of this statement is the same as that of the related FASB Statement No. 160~~31, ~~Noncontrolling Interests in Consolidated Financial Statements. The Company will adopt this statement beginning March 1,~~ 2009. Itand ~~is not believed that this will have an impact on the Company’s financial position, results of operations or cash flows.~~2008:

In February 2007, the FASB, issued SFAS No. 159, The Fair Value Option for Financial Assets and Liabilities—Including an Amendment of FASB Statement No. 115. This standard permits an entity to choose to measure many financial instruments and certain other items at fair value. This option is available to all entities. Most of the provisions in FAS 159 are elective; however, an amendment to FAS 115 Accounting for Certain Investments in Debt and Equity Securities applies to all entities with available for sale or trading securities. Some requirements apply differently to entities that do not report net income. SFAS No. 159 is effective as of the beginning of an entities first fiscal year that begins after November 15, 2007. Early adoption is permitted as of the beginning of the previous fiscal year provided that the entity makes that choice in the first 120 days of that fiscal year and also elects to apply the provisions of SFAS No. 157 Fair Value Measurements. The Company adopted SFAS No. 159 beginning March 1, 2008. The adoption of this pronouncement did not have an impact on the Company’s financial position, results of operations or cash flows.

	2009		2008
Furniture & equipment		82,708		-
Accumulated depreciation		(9,415)		-
Fixed assets, net	$	73,293	$	-

~~In September~~Depreciation ~~2006,~~expense ~~the FASB issued SFAS No. 157, Fair Value Measurements This statement defines fair value, establishes a framework~~ for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. This statement applies under other accounting pronouncements that require or permit fair value measurements, the Board having previously concluded in those accounting pronouncements that fair value is the relevant measurement attribute. Accordingly, this statement does not require any new fair value measurements. However, for some entities, the application of this statement will change current practice. This statement is effective for financial statements issued for fiscal years ~~beginning~~ended ~~after~~December ~~November 15~~31, ~~2007,~~2009 and ~~interim~~2008 ~~periods~~was ~~within those fiscal years. Earlier application is encouraged~~$9,415 ~~provided~~and ~~that the reporting entity has not yet issued financial statements for that fiscal year~~$0, ~~including~~ ~~financial statements for an interim period within that fiscal year~~respectively. ~~The Company adopted this statement March 1, 2008. The~~

NOTE 4 – EQUIPMENT HELD FOR SALE

As of December 31, 2009, Prism One has in its possession equipment held for sale for total value of $73,317. This pertains to equipment initially purchased to satisfy Blue Earth Solution Work Order that was conditionally cancelled upon receipt of full payment and stock per the Cancellation Agreement (See note 5 Related Party Transaction for further information). The Company purchased the equipment from Dell and as of the date of the financial statements still owes the amount to vendor. The Company intends to sell the equipment as it is not used in the ordinary course of operations. Should the Company be unable to sell the equipment before the vendor demands payment, the equipment will be returned at book value.

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~~BRIGHT SCREENS,~~NOTE ~~INC.~~5 – RELATED PARTY TRANSACTIONS

~~(A DEVELOPMENT~~Accounts ~~STAGE~~Receivable, ~~COMPANY)~~Other Receivable and Termination Agreement- Related Party

~~NOTES~~On ~~TO FINANCIAL~~July ~~STATEMENTS~~10, 2009, the Company entered into a Termination Agreement with a customer Blue Earth Solutions, Inc. (“Blue Earth”). The Company’s CEO, Samir Burshan, was a member of the Board of Directors of Blue Earth until he resigned on October 31, 2009 and a certain executive of Blue Earth is a member on the Board of Directors of the Company. The Termination agreement served to settle all prior existing obligations between the two parties. In exchange, Blue Earth agreed to pay the Company $75,000 in cash and to issue 500,000 shares of its common stock as settlement of all prior obligations owed to the Company.

~~OCTOBER~~ Immediately prior to the date of the agreement, the Company was owed approximately $195,097 by Blue Earth for services provided during the year ended December 31, ~~2008~~2009. Accordingly, ~~AND~~upon ~~2007~~execution of the termination agreement, the Company adjusted the receivable to reflect the settled amount of $250,000 consisting of $75,000 receivable in cash and $175,000 in common stock representing 500,000 shares valued based on the market price per share of $0.35 as of the date of the termination agreement. As of December 31, 2009 the fair value of the Blue Earth common stock had declined to $0.07 per share. Accordingly, the Company reduced the amount of the common stock receivable to $35,000 and recorded an unrealized loss in common stock receivable of $140,000 during the year ending December 31, 2009.

~~1. Summary~~Accounts ofreceivable ~~Significant Accounting~~after ~~Policies~~settlement referenced above was $46,672 (~~Continued~~net of $40,000 allowance) as of December 31, 2009. This consists of $51,672 in cash receivable and $35,000 in value related to 500,000 shares of the Blue Earth common stock receivable.

~~Recent~~Note ~~Accounting Pronouncements~~Payable ~~(Continued)~~from Shareholder and Due to Shareholder

~~adoption of~~On ~~this~~May ~~pronouncement~~22, ~~did~~2009, ~~not~~the ~~have~~Company’s anCEO ~~impact~~and onmajority stockholder loaned the Company’s ~~financial position~~$200,000. The ~~results~~loan is unsecured, is due 36-months from the date of ~~operations~~issuance, orand ~~cash~~bears ~~flows~~interest at 8.0% per annum. The Company recorded $9,775 of related party interest expense during the year ending December 31, 2009.

2On occasion, the company’s CEO and majority stockholder loans the Company funds on a short-term basis with no terms for interest or repayment. ~~COMMON STOCK~~ As of December 31, 2009, $19,033 was due to the CEO.

OnLicense July 18, 2007, the Company completed an unregistered private offering under the Securities Act of 1933, as amended, relying upon the exemption from registration afforded by Rule 504 of Regulation D promulgated there under. The Company sold 340,000 shares of its $0.001 par value common stock at a price of $0.10 per share for $34,000 in cash.Agreements

3The Company licenses certain proprietary intellectual property and technology to support its clients from Burshan LLC, an entity owned and controlled by the Company’s CEO, Samir Burshan. ~~RELATED~~ During ~~PARTY TRANSACTIONS~~2008, monthly fees under the agreement were $10,000 for one location. On January 1, 2009 the license fees were reduced to $5,000 per month at the existing location. A second location was added effective March 1, 2009 at an additional $5,000 per month. The terms of both agreements are 10 years with a 5 year rolling renewal. Related party license fees are recorded as operating expenses and for the years ending December 31, 2009 and 2008 were $110,000 and $120,000 respectively.

OnLicense ~~April 4,~~fees ~~2007,~~owed in the ~~Company~~amount ~~received~~of $5136,~~000~~500 ~~from~~as ~~its~~of ~~founders~~December ~~for 5~~31,~~000,000~~ ~~shares~~2009 ~~of its~~were ~~common~~waived ~~stock~~and were recorded as additional paid in capital.

~~4. GOING CONCERN~~Management Agreements

The ~~accompanying~~ ~~financial~~Company ~~statements~~leases ~~have~~furnished ~~been~~office ~~prepared~~space inas ~~conformity~~well ~~with generally~~as ~~accepted~~computer ~~accounting principle~~equipment, ~~which~~networking ~~contemplate~~gear ~~continuation~~and communications equipment in the form of a management agreement with Burshan LLC. During 2008 the Company aspaid a$15,500 ~~going~~per ~~concern~~month for the use of one location. ~~However~~On January 1, 2009 the ~~Company~~Management ~~has~~agreement ~~accumulated deficit~~was ofrevised to reduce the monthly payment to $5110,~~156~~500 asper ofmonth ~~October~~for ~~31,~~the ~~2008~~existing location. ~~The~~In ~~Company~~addition, ~~currently~~on ~~has limited~~March ~~liquidity~~1, 2009, the Company entered into a second management agreement with Burshan LLC in which it leased a second fully furnished and ~~has~~equipped ~~not~~location ~~completed~~for ~~its~~$21,000 ~~efforts~~per tomonth. The ~~establish~~agreements are for a ~~stabilized source~~period of ~~revenues~~10 ~~sufficient~~years with rolling renewals for 5 years. Management fees to ~~cover~~related party are recorded as operating ~~costs~~expenses ~~over~~and anfor ~~extended~~the ~~period of~~years ~~time~~ending December 31, 2009 and 2008 were $336,000 and $186,000, respectively.

Management ~~anticipates~~ ~~that~~fees ~~the~~owed ~~Company~~in ~~will be dependent, for~~ the ~~near~~amount ~~future~~of $177,000 ~~on additional~~as ~~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~~December ~~efforts~~31, ~~there~~2009 ~~are~~were nowaived ~~assurances~~and ~~that the~~were ~~Company~~recorded ~~will~~as beadditional ~~successful~~paid in ~~this or any of its endeavors or become financially viable and continue as a going concern~~capital.

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NOTE 6 - STOCKHOLDERS’ DEFICIT

Preferred Stock

The Company has authorized 10,000,000 shares of $0.001 par value preferred stock available for issuance. 274,000 shares of preferred stock are outstanding as of December 31, 2009.

Preferred Stock- Series A

In connection with the reverse merger as discussed in Note 1, the Company issued 274,000 shares of Series A Preferred Stock. The holders of the preferred stock are entitled to dividends at the rate of 6.5% of the $10 stated value calculated annually. Dividends should not exceed 1% of gross annual revenue, but not less than 2% of stated value. of in December in arrears, when and as if declared by the Board of Directors. The preferred shares have fifty votes per share on all matters submitted to a vote of the common stockholders of the Corporation, receive preference to common stockholders with respect to liquidation of the Company and are redeemable in the form of cash or stock at the option of the Company. In the event of notification of the Company’s intent to redeem the preferred stock, the preferred stock holders may elect to convert the shares to 50 shares of common stock. As of December 31, 2009, we have accrued $89,632 for preferred dividends declared.

Common Stock

The authorized common stock is 90,000,000 shares at $0.001 par value. As of December 31, 2009 and 2008, the Company had 22,731,503 and 0 shares of common stock issued and outstanding, respectively.

On June 23, 2009, the Company issued 531,500 shares of common stock for $532 cash to an individual who assisted with consulting services related to the reverse merger transaction. Due to the lack of a readily discernable market value of the Company’s shares at the time, the Company determined that the value of the services performed was a more reliable indicator of the fair value of the stock issued. Accordingly, the Company recorded consulting expense of $49,468 during the year ended December 31, 2009.

NOTE 7 – CONCENTRATIONS

In early October 2009 the Company lost one of its major customers as a result of the customer no longer requiring the Company’s services. The customer accounted for approximately $620,291.23 and approximately 47% of total revenues for the year ended December 31, 2009.

NOTE 8 – COMMITMENTS

The Company entered into a capital lease for equipment on September 2, 2009. The lease term is 36 months with monthly installments of $1,690.

Future minimum lease payments as of December 31, 2009 were:

Year Payable	Amount
2010	$	20,281
2011		20,281
2012		13, 028
Total		53,590

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NOTE 10 – INCOME TAXES

At December 31, 2009 and 2008, the Company had a federal operating loss carry forwards of $857,316 and $332,903, which begins to expire in 2027.

Components of net deferred tax assets, including a valuation allowance, are as follows at December 31, 2009 and 2008:

	2009		2008
Deferred tax assets:
Net operating loss carry forward	$	300,060	$	116,516
Total deferred tax assets		300,060		116,516
Less: Valuation allowance		(300,060)		(116,516)
Net deferred tax assets	$	-	$	-

The valuation allowance for deferred tax assets as of December 31, 2009 and 2008 was $320,932 and $116,516, respectively. In assessing the recovery of the deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income in the periods in which those temporary differences become deductible. Management considers the scheduled reversals of future deferred tax assets, projected future taxable income, and tax planning strategies in making this assessment. As a result, management determined it was more likely than not the deferred tax assets would not be realized as of December 31, 2009 and 2008 and maintained a full valuation allowance.

Reconciliation between the statutory rate and the effective tax rate is as follows at December 31, 2009 and 2008:

	2009	2008
Federal statutory rate	(35.0)%	(35.0)%
State taxes, net of federal benefit	(0.00)%	(0.00)%
Change in valuation allowance	35.0%	35.0%
Effective tax rate	0.0%	0.0%

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

On March 15, 2010, Cross, Fernandez and Riley, LLP was dismissed as the Company’s accountant. The Company engaged De Joya Griffith & Co., LLC as its principal accountants, effective March 15, 2010. The decision to change accountants was approved by the Company’s board of directors.

Prior to retaining the De Joya Griffith & Co., LLC, the Company did not consult with De Joya Griffith & Co., LLC regarding either: (i) the application of accounting principles to a specified transaction, either contemplated or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements; or (ii) any matter that was the subject of a “disagreement” or a “reportable event” (as those terms are defined in Item 304 of Regulation S-K).

Cross, Fernandez and Riley, LLP did not issue any audit reports or opinions regarding the financial statements of the Company for any fiscal year, including any opinion or audit report that contained any adverse opinion or disclaimer of opinion, nor an opinion or report qualified or modified as to uncertainty, audit scope or accounting principles.

During the interim periods ended June 30, 2009 and September 30, 2009, and through the year ended December 31, 2009, and through March 15, 2010 , there were no “disagreements” (as such term is defined in Item 304 of Regulation S-K) with the Former Accountant on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements if not resolved to the satisfaction of the Former Accountant would have caused them to make reference thereto in their reports on the financial statements for such periods.

During the interim periods ended June 30, 2009 and September 30, 2009, and through the year ended December 31, 2009, and through March 15, 2010 , there were no “reportable events” (as such term is defined in Item 304 of Regulation S-K).

Item 9A(T). Controls and Procedures

Disclosure Controls and Procedures

The Company’s management, consisting of its Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of December 31, 2009. Based upon this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of December 31, 2009, the Company’s disclosure controls and procedures were not effective in providing reasonable assurance that information required to be disclosed in the reports that the Company files or submits under the Exchange Act, are timely recorded, processed, summarized and reported as required by the Exchange Act.

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Management’s Annual Report on Internal Control over Financial Reporting

The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rue 13a-15(f) under the Exchange Act). Internal control over financial reporting is a process, including policies and procedures, designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with U.S. generally accepted accounting principles. Based on the results of this assessment, management concluded that the Company’s internal control over financial reporting was ineffective as of December 31, 2009 based on such criteria.

Management did not use a formal framework to conduct the required evaluation of the effectiveness of the Company’s disclosure controls and procedures or the Company’s internal control over financial reporting since, in the view of management, comparison with a formal framework was unwarranted because of (1) the small size of the Company’s current operations and (2) the Company’s executive management structure (consisting of only the Company’s principal executive officer and principal financial officer) which enables management to be aware of all transactions. The Company has limited resources and as a result, a material weakness in financial reporting currently exists, because of our limited resources and personnel, including those described below.

§	The Company lacks personnel with the experience to properly analyze and record complex transactions in accordance with GAAP.

§	The Company has an insufficient quantity of dedicated resources and experienced personnel involved in reviewing and designing internal controls. As a result, a material misstatement of the interim and annual financial statements could occur and not be prevented or detected on a timely basis.

§	The Company has not achieved the optimal level of segregation of duties relative to key financial reporting functions.

The Company does not have an audit committee or an independent audit committee financial expert. While not being legally obligated to have an audit committee or independent audit committee financial expert, it is the management’s view that to have an audit committee, comprised of independent board members, and an independent audit committee financial expert is an important entity-level control over the Company’s financial statements.

§	The Company has not achieved an optimal segregation of duties for executive officers of the Company.

A material weakness is a deficiency (within the meaning of the Public Company Accounting Oversight Board (PCAOB) auditing standard 5) or combination of deficiencies in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. Management has determined that a material weakness exists due to a lack of segregation of duties, resulting from the Company’s limited resources and personnel.

Auditor’s Report on Internal Control over Financial Reporting

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Unregistered Sales of Equity Securities

On June 23, 2009, we issued 531,500 shares of common stock to a single purchaser for a price of $0.001 per share. We engaged in no general solicitation or advertising regarding the issuance of shares, which was exempt under Section 4(2) of the Securities Act.

PART III

Item 10. Directors, Executive Officers and Corporate Governance

The following sets forth the names and ages of all of our directors and executive officers as of the date of this annual report. Also provided herein is a brief description of the business experience of each director and executive officer during the past five years and an indication of directorships held by each director in other companies subject to the reporting requirements under the Federal securities laws. All of the directors will serve until the next annual meeting of shareholders and until their successors are elected and qualified, or until their earlier death, retirement, resignation or removal. There are no arrangements or understandings between any director or executive officer and any other person pursuant to which the director or executive officer was selected.

Name	Age	Position Held with the Company
Samir K. Burshan	45	Chief Executive Officer, President, Chief Financial Officer , Director
Roger Wilbert	40	Chief Technology Officer
Lori Jensen Burshan	47	Secretary, Director
David P. Sylvester	50	Director
James E. Zweifel	47	Director

Set forth below is a brief description of the background and business experience of our current executive officers and directors.

Samir K. Burshan – Mr. Burshan has served as the Managing Member of our wholly owned operating subsidiary, PrismOne Group LLC, since its inception in December 2006, and is also our President, CEO, director, and Chairman of the Board. Mr. Burshan is primarily responsible for our general business strategy as well as managing all of our operations and personnel. He has also served on the Board of Edgewood Children’s Ranch since June 2006, serves on the Board of Trustees for the West Orange Chamber of Commerce, is a member of the West Orange Chamber Committee of 101, and represents PrismOne as Trustee representative to the West Orange Chamber. Previously, Mr. Burshan served on the board of Blue Earth Solutions, Inc. between 2008 and October 2009, on the board of Natural Blue Resources, Inc. between August 2009 and October 2009, as Managing Member of Step2 TechKnowledgies Group LLC between 2004 and 2006, where he was in charge of overseeing all operations of the company as well as determining its broader business strategy. Between 1998 and 2006, Mr. Burshan served as President of Step2 Technologies, Inc. where he was similarly in charge of overseeing all operations of the company as well as determining its broader business strategy. Prior to this, Mr. Burshan served as Director of Technology for Hellmuth, Obata & Kassabuam between 1990 and 1998. He graduated from Washington University in St. Louis with a Bachelor of Arts, in Architecture in 1987, a Masters Degree in Architecture in 1989, and a Masters Degree in Construction Administration in 1989.

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Roger Wilbert – Mr. Wilbert has served as the Chief Technology Officer and Vice-President of Product Development of our wholly owned operating subsidiary, PrismOne Group LLC, since inception in December 2006 and holds identical titles with us. Prior to this, between 2005 and 2006 he worked as a consultant at Layer Seven Solutions where his duties included software and network design and development. Between 2003 and 2005, he worked as Senior Systems Engineer at Caldwell Banker Florida where his duties included Network infrastructure and server support.

Lori Jensen Burshan – Lori Burshan joined PrismOne Group LLC in January of 2009 as Vice President in charge of Marketing and Communications/External Communications, and joined our Board of Directors upon our incorporation. Prior to joining PrismOne, Mrs. Burshan had a 24-year career (1984-2008) in Commercial Printing and Marketing, helping build Designers’ Press Inc. into the largest privately held commercial printer in Central Florida. At Designers’ Press, Mrs. Burshan held the position of Senior Account Executive, and was responsible for generating and maintaining sales leads and client accounts. Mrs. Burshan has been a member of the Health Central Hospital Foundation Board of Directors since 2004, where she has served as Chairman of the Board (2007-2008), Executive Board (2005-2009) and various committees. She recently joined the Central Florida YMCA as a Board Member for the Roper YMCA (since 2008). Mrs. Burshan is currently a Sustaining Member of the West Orange Junior Service League (since 2000) where she served as two-time President (2003-2005) and Board member (2001-2007).

David P. Sylvester – Mr. Sylvester has been a member of our Board of Directors since our incorporation. Since 1997, he has worked as a Senior Vice President of Health Central Hospital/Administrator of Health Central Park in Winter Garden, Florida, where he directs overall facility operations for the 228 bed adult day care program, as well as serving on Executive Hospital Management Team. Mr. Sylvester has been President of the Health Central Foundation since 2008, was President of the Florida Healthcare Association between 2006 and 2008, and was a founding member and current Secretary of the FHCA Quality Foundation. He graduated magna cum laude from Thomas College with a Bachelor of Science/Management in Management in 1988, and from Rollins College Crummer Graduate School of Business executive program with an MBA in 2000.

James E. Zweifel – Mr. Zweifel has been a member of our Board of Directors since our incorporation. He is the Owner and Broker of CENTURY 21 Professional Group Inc, which has offices in the Orlando & Ocoee areas of Florida. He is responsible for managing real estate agents, marketing his company’s services, and overseeing daily operations. He has developed his company into one of the largest CENTURY 21 Companies in the United States. His offices have received numerous awards for excellent “Quality Service” as well as outstanding achievements in production. Mr. Zweifel is very active with the Orlando Realtor Association, the Chamber of Commerce, the Rotary and many other local organizations. Mr. Zweifel graduated from the University of Central Florida with a Bachelor’s Degree in Finance in 1985, and also earned a Bachelor’s Degree in Advertising from Northwood University in Midland, MI in 1982.

Term of Office

Our bylaws authorize no less than one (1) and no more than twelve (12) directors. We currently have four directors.

All directors hold office for one-year terms until the election and qualification of their successors. Officers are elected by the board of directors and serve at the discretion of the board.

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Family Relationships

There are no family relationships between or among the directors, executive officers or persons nominated or chosen by the Company to become directors or executive officers, except that two of our officers and directors, Samir Burshan and Lori Burshan, are husband and wife.

Significant Employees

Our executive officer and directors are our only key employees.

Involvement in Certain Legal Proceedings

To the best of our knowledge, during the past five years, none of the following occurred with respect to our present or former director, executive officer, or employee: (1) any bankruptcy petition filed by or 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; (2) any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses); (3) being 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 or her involvement in any type of business, securities or banking activities; and (4) being found by a court of competent jurisdiction (in a civil action), the SEC or the Commodities Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.

Audit Committee

We do not have a separately-designated standing audit committee. The entire Board of Directors performs the functions of an audit committee, but no written charter governs the actions of the Board when performing the functions of what would generally be performed by an audit committee. The Board approves the selection of our independent accountants and meets and interacts with the independent accountants to discuss issues related to financial reporting. In addition, the Board reviews the scope and results of the audit with the independent accountants, reviews with management and the independent accountants our annual operating results, considers the adequacy of our internal accounting procedures and considers other auditing and accounting matters including fees to be paid to the independent auditor and the performance of the independent auditor.

Section 16(a) Beneficial Ownership Reporting Compliance

Our officers, directors and shareholders owning greater than ten percent of our shares are not required to comply with Section 16(a) of the Securities Exchange Act of 1934 because we do not have a class of securities registered under Section 12 of the Securities Exchange Act of 1934.

Code of Ethics

As of December 31, 2009, we had not adopted a Code of Ethics for Financial Executives, which would include our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions.

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Item 11. Executive Compensation

Compensation Discussion and Analysis

We presently do not have employment agreements with any of our named executive officers and have not established any overall system of executive compensation or any fixed policies regarding compensation of executive officers. Currently, the objective of our executive compensation is to provide cash reimbursement for the time spent by our active executive officers to the extent feasible and appropriate in light of our current stage of development. Our executive officers hold substantial ownership in the company and are motivated by a strong entrepreneurial interest in developing our operations and revenue streams to the best of their abilities.

Summary Compensation Table

SUMMARY COMPENSATION TABLE
Name and principal position	Year	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Nonqualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)
Samir K. Burshan CEO, President, CFO, and Director	2009 2008	149,423 0	0 0	0 0	0 0	0 0	0 0	0 0	149,423 0
Roger Wilbert CTO, VP Product Development	2009 2008	124,000 116,865	0 0	0 0	0 0	0 0	0 0	0 0	124,000 116,865
Lori J. Burshan Secretary, VP Marketing and Communications / Ext Relations, and Director	2009 2008	64,904 1,442	0 0	0 0	0 0	0 0	0 0	0 0	64,904 1,442
Carl Wimmer, former President	2009 2008	0 0	0 0	0 0	0 0	0 0	0 0	0 0	0 0
Rossanna Ferriz, former Director	2009 2008	0 11,000	0 0	0 0	0 0	0 0	0 0	0 0	0 11,000
Mindy Smith, former Treasurer	2009 2008	0 10,000	0 0	0 0	0 0	0 0	0 0	0 0	0 10,000
Evan Arkas, former CTO	2009 2008	0 7,500	0 0	0 0	0 0	0 0	0 0	0 0	0 7,500

Narrative Disclosure to Summary Compensation Table

Salary described in the Summary Compensation Table consists of cash payments and accrued amounts owed to such named executive officers as of December 31, 2009. The Company does not have any other forms of compensation arrangements nor has the Company paid such named executive officers any additional compensation. There are no bonus plans, stock awards, option awards, non-equity incentive plans, non-qualified deferred compensation plans or other compensation programs, and there are no outstanding unexercised options, unvested stocks or equity incentive plan awards as of December 31, 2009.

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Employment Agreements

The Company does not have any employment agreements with its executive officers. Our executive officers are employees-at-will and, therefore, may be terminated at any time, with or without cause, and with no severance award owed to them.

Stock Option Grants

We have not granted any stock options to the executive officers or directors since our inception.

Outstanding Equity Awards At Fiscal Year-end Table

The table below summarizes all unexercised options, stock that has not vested, and equity incentive plan awards for each named executive officer outstanding as of the end of our last completed fiscal year.

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END
OPTION AWARDS						STOCK AWARDS
Name	Number of Securities Underlying Unexercised Options (#) Exercisable	Number of Securities Underlying Unexercised Options (#) Unexercisable	Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)	Option Exercise Price ($)	Option Expiration Date	Number of Shares or Shares of Stock That Have Not Vested (#)	Market Value of Shares or Shares of Stock That Have Not Vested ($)	Equity Incentive Plan Awards: Number of Unearned Shares, Shares or Other Rights That Have Not Vested (#)	Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Shares or Other Rights That Have Not Vested (#)
Samir Burshan, CEO, President, Director	-	-	-	-	-	-	-	-	-
Roger Wilbert, CTO, VP Product Development	-	-	-	-	-	-	-	-	-
Lori Burshan, VP Marketing and Communications / Ext Relations	-	-	-	-	-	-	-	-	-
Carl Wimmer, former President	-	-	-	-	-	-	-	-	-
Mindy Smith, former Treasurer	-	-	-	-	-	-	-	-	-
Evan Arkas, former CTO	-	-	-	-	-	-	-	-	-

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Compensation of Directors Table

The table below summarizes all compensation paid to our directors for our last completed fiscal year.

DIRECTOR COMPENSATION
Name	Fees Earned or Paid in Cash ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Non-Qualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)
Samir Burshan	$149,423	-	-	-	-	-	$149,423
Lori Burshan	$69,904	-	-	-	-	-	$69,904
David Sylvester	-	-	-	-	-	-	-
James Zweifel	-	-	-	-	-	-	-
James Cohen, Jr., former director	-	-	-	-	-	-	-
Carl Wimmer, former director	-	-	-	-	-	-	-
Rossanna Ferriz, former director	-	-	-	-	-	-	-

Narrative Disclosure to the Director Compensation Table

Directors do not currently receive any cash compensation from the Company or for their service as members of the Board of Directors. The compensation summarized above reflects the compensation each of our directors received in their capacities as executive officers of the Company.

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

The following table sets forth certain information as to shares of our common stock owned by (i) each person known by us to beneficially own more than 5% of our outstanding common stock, (ii) each of our directors, and (iii) all of our executive officers and directors as a group. Except as otherwise indicated, all shares are owned directly and the percentage shown is based on 22,731,503 shares of common stock issued and outstanding as of May 13, 2010 and on 274,000 Shares of Series A Preferred Stock issued and outstanding as of May 13, 2010.

Name and Address of Beneficial Owners	Title of Class	Amount and Nature of Beneficial Ownership1	% of Class6
Samir K. Burshan 146 W. Plant Str., Suite 300 Winter Garden, FL 34787	Common	25,208,000 Shares2	55.45%
Lori J. Burshan 146 W. Plant Str., Suite 300 Winter Garden, FL 34787	Common	548,000 Shares3	1.21%
James E. Zweifel 146 W. Plant Str., Suite 300 Winter Garden, FL 34787	Common	1,096,000 Shares4	2.41%
Roger Wilbert 146 W. Plant Str., Suite 300 Winter Garden, FL 34787	Common	42,000 shares	0.18%
David P. Sylvester 146 W. Plant Str., Suite 300 Winter Garden, FL 34787	Common	0	0%
Samir K. Burshan 146 W. Plant Str., Suite 300 Winter Garden, FL 34787	Series A Preferred	252,080 Shares5	92.0%
Lori J. Burshan 146 W. Plant Str., Suite 300 Winter Garden, FL 34787	Series A Preferred	5,480 Shares	2.0%
James E. Zweifel 146 W. Plant Str., Suite 300 Winter Garden, FL 34787	Series A Preferred	10,960 Shares	4.0%
DIRECTORS AND OFFICERS – TOTAL
	Common	26,894,000 Shares	59.25%
	Series A Preferred	268,520 Shares	98.00%
Other 5% SHAREHOLDERS
None.

As used in this table, "beneficial ownership" means the sole or shared power to vote, or to direct the voting of, a security, or the sole or shared investment power with respect to a security (i.e., the power to dispose of, or to direct the disposition of, a security). In addition, for purposes of this table, a person is deemed, as of any date, to have "beneficial ownership" of any security that such person has the right to acquire within 60 days after such date.

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Includes 274,000 shares of common stock held by Mr. Burshan, together with 274,000 shares of common stock issuable upon conversion of the Series A Preferred Stock held by Mr. Burshan, 12,330,000 shares of common stock held by Burshan, LLC, and an additional 12,330,000 shares of common stock issuable to Burshan, LLC upon conversion of the Series A Preferred Stock held by that entity. Mr. Burshan, as the manager of Burshan, LLC, has the authority to control voting and investment decisions regarding the entity’s shares of common and preferred stock. Samir Burshan is the spouse of Lori Burshan.

Includes 274,000 shares of common stock held by Mrs. Burshan, together with 274,000 shares of common stock issuable upon conversion of the Series A Preferred Stock held by Mrs. Burshan.

Includes 548,000 shares of common stock held by Mr. Zweifel, together with 548,000 shares of common stock issuable upon conversion of the Series A Preferred Stock held by Mr. Zweifel.

Includes 5,480 shares of Series A Preferred Stock held by Mr. Burshan, together with 246,600 shares of Series A Preferred Stock held by Burshan, LLC.

Percentages for common stock are based on currently issued and outstanding common stock held by the named beneficial owner, without regard to additional shares issuable upon conversion of Series A Preferred stock.

Item 13. Certain Relationships and Related Transactions, and Director Independence

Certain related party transactions are discussed in Note 5 to our Financial Statements included in this Annual Report. Except as disclosed therein, none of our directors or executive officers, nor any proposed nominee for election as a director, nor any person who beneficially owns, directly or indirectly, Shares carrying more than 5% of the voting rights attached to all of our outstanding Shares, nor any members of the immediate family (including spouse, parents, children, siblings, and in-laws) of any of the foregoing persons has any material interest, direct or indirect, in any transaction since our incorporation or in any presently proposed transaction which, in either case, has or will materially affect us.

Item 14. Principal Accounting Fees and Services

Audit Fees

The aggregate audit fees billed for the year ended December 31, 2009 were $35,000. Audit services include the audits of the financial statements included in the Company’s annual reports on Form 10-K and reviews of interim financial statements included in the Company’s quarterly reports on Form 10-Q.

Audit-Related Fees

None.

Tax Fees

None.

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Audit Committee Policies and Procedures

As of the date of this Annual Report, the Company does not have an established audit committee. The appointment of Dejoya Griffith & Co. LLC was approved by the Board of Directors as the principal auditors for the Company. There are no board members that are considered to have significant financial experience. When independent directors with the appropriate financial background join the board, the board plans to establish an audit committee, which will then adopt an appropriate charter and pre-approval policies and procedures in connection with services to be rendered by the independent auditors.

PART IV

Item 15. Exhibits, Financial Statements Schedules

(a) Financial Statements and Schedules – See Item 8

(b) Exhibits:

Exhibit Number	Description
3.1	Articles of Incorporation, as amended1
3.2	Bylaws, as amended1
23.1	Consent of De Joya Griffith & Company, LLC
31.1	Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

1 Incorporated by reference to same exhibits previously filed with the Current Report on Form 8-K filed June 22, 2009.

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SIGNATURES

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

PrismOne Group, Inc.

By:	/s/ Samir K. Burshan
	Samir K. Burshan President, Chief Executive Officer, Chief Financial Officer, and Director
	May 14, 2010

In accordance with Section 13 or 15(d) of the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

By:	/s/ Samir K. Burshan
	Samir K. Burshan, Director
	May 14, 2010

By:	/s/ Lori Jensen Burshan
	Lori Jensen Burshan, Director
	May 14, 2010

By:	/s/ David P. Sylvester
	David P. Sylvester, Director
	May 14, 2010

Filing Compare · PrismOne Group, Inc.