UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10 - Q

[mark one]

•

QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

•

For the quarterly period ended: ~~October~~January 31, ~~2009~~2010

TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period

Commission File Number 001-15665

UC HUB Group, Inc.

(Exact name of registrant as specified in its charter)

NEVADA

(State or other jurisdiction of incorporation or organization)

88-0389393

(I.R.S. Employer Identification No.)

10 Appaloosa Lane, West Hills, Ca 91307

(Address of principal executive offices including Zip Code)

(800) 278-8870

(Registrant’s telephone number, including area code)

Former Address

285 EAST WARM SPRINGS ROAD, SUITE 105, LAS VEGAS, NEVADA, 89119

Registrant's telephone number, including area code: (800) 278-8870

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes o No x

Number of shares outstanding of the issuer’s common stock as of the latest practicable date: 52,~~717~~967,~~804~~804shares ~~shares~~ of common stock, $.001 par value per share, as of ~~December~~January 1431, ~~2009~~2010.

Transitional Small Business Disclosure Format (check one): Yes o No x

UCQUARTERLY ~~HUB~~REPORT ~~Group,~~ON ~~Inc.~~FORM 10-Q

FOR THE THREE MONTHS ENDED JANUARY 31, 2010

TABLE OF CONTENTS

UC HUB GROUP, INC.

Index

		Page
PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements
	Consolidated Balance Sheet as of October 31, 2009 (unaudited)	3
	Consolidated Balance Sheet as of January 31, 2010 (unaudited)	3
	Consolidated Statement of Operations for the three months ended October 31, 2009 and 2008 (unaudited)	4
	Consolidated Statement of Operations for the three months ended January 31, 2010 and 2009 (unaudited)	4
	Consolidated Statements of Cash Flows for the three months ended October 31, 2009 and 2008 (unaudited)	5
	Consolidated Statements of Cash Flows for the three months ended January 31, 2010 and 2009 (unaudited)	5
	Notes to Consolidated Financial Statements (unaudited)	6-15
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3	Quantitative and Qualitative Disclosures about Market Risk	19
Item 4	Controls and Procedures	19
	PART II. OTHER INFORMATION	20
Item 1	Legal Proceedings	20
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	20
Item 3	Defaults Upon Senior Securities	20
Item 4	Submission of Matter to a Vote of Security Holders	20
Item 5	Other Information	20
Item 6	Exhibits	20
	Signatures	21

PART I. FINANCIAL INFORMATION


Item 1.	Financial Statements

UC HUB Group & Subsidiaries, Inc.

Consolidated Balance Sheet

for the Quarter Ended ~~October~~January 31, ~~2009~~2010

		2009	2008
		January 31		October 31
		2010		2009
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	210,~~267~~015	$	(62,~~155)~~267
Loans Receivable	$	30,000	$	-30,000
Other current assets		-		46,378
Total current assets	$	40,015	$	32,267
Total current assets	$	32,267	$	40,222
Accumulated depreciation of ($49,934)		(49,934)		38,171
Property and equipment, net of accumulated depreciation of ($49,934)		38,171		650
Mining Equipment		40,761		0
Licenses and Software		0		105,900
Property and equipment		51,245		0
Marketable Securities (Investment PSPP)		0		0
Total assets		82,087		70,438
Total assets		70,438		146,768
LIABILITIES AND STOCKHOLDERS' (DEFICIT)
CURRENT LIABILITIES
Accounts payable		~~608~~613,~~348~~573		~~247~~608,~~838~~348
Accrued Officer Salary		1,~~058~~088,500		~~524~~1,~~905~~058,500
Notes Payable		1,~~324~~312,~~099~~247		1,~~390~~324,~~055~~099
Accrued Interest Payable		72,001		72,001
Total current liabilities		3,~~062~~086,~~948~~321		23,~~162~~062,~~798~~948
LONG TERM LIABILITIES
Convertible Debenture		818,000		~~918~~818,000
Long term payables		~~611~~674,~~738~~238		~~395~~611,~~500~~738
Total Long Term Liabilities		1,~~429~~492,~~738~~238		1,429,738
Total Liabilities		4,~~492~~578,~~687~~559		34,~~476~~492,~~298~~687
Stockholders' (deficit)
Convertible Preferred stock, 10,000,000 shares authorized, .001 par value per share; 4,292,292 shares issued and outstanding at October 31, 2009		4,292		4,292
Convertible Preferred stock, 10,000,000 shares authorized, .001 par value per share; 4,292,292 shares issued and outstanding at January 31, 2010		4,733		4,292
Common stock, .001 par value 50,000,000 shares authorized, 52,717,804 shares issued and outstanding at October 31, 2009		52,718		29,593
Common stock, .001 par value 500,000,000 shares authorized, 52,967,804 shares issued and outstanding at January 31, 2010		564,115		52,718
Stock subscription receivable		-		-
Additional paid-in capital		15,795,414		16,307,252
Additional paid-in capital		16,307,252		15,981,183
Accumulated (deficit)		(20,860,734)		(20,786,510)
		0		0
Accumulated (deficit)		(20,786,510)		(19,344,598)
Deferred Compensation		-		-
Common Stock Issued in Advance		-		-

Total stockholder's (deficit)		(4,~~422~~496,~~248~~473)		(34,~~329~~422,~~530~~248)
Total liabilities and stockholders' (deficit)	$	7082,~~438~~087	$	~~146~~70,~~768~~438

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

UC HUB Group & Subsidiaries, Inc.

Consolidated Statement of Operations

for the Quarter Ended ~~October~~January 31, ~~2009~~2010

		2009	2008
Revenues	$	0	$	0
Cost of Sales	$	-	$	(13,351)
Gross Profit	$	0	$	0
Selling, general, and administrative expenses	$	132,240	$	46,294
Total operating expenses	$	132,240	$	172,882
Loss before other income and expense	$	(132,240)	$	(32,942)
Income (loss) before income taxes	$	(132,240)	$	(32,942)
Income tax benefit	$	0	$	0
Net Loss	$	(132,240)	$	(32,942)
NET LOSS PER COMMON SHARE
Profit (Loss) from operations
Loss from discontinued operations
Net loss	$	.003	$	.003
PER SHARE INFORMATION - BASIC AND FULLY DILUTED
Weighted average shares outstanding		: 52,717,804		: 29,592,804

(3 Months Unaudited)


		2010	2009

Revenues	$	0	$	0

Cost of Sales	$	-	$	-

Gross Profit	$	0	$	0

Selling, general, and administrative expenses	$	210,422	$	132,240

Total operating expenses	$	210,422	$	132,240

Loss before other income and expense	$	(210,422)	$	(132,240)

Income (loss) before income taxes	$	(210,422)	$	(132,240)

Other Income		3,957

Income tax benefit	$	0	$	0

Net Loss	$	(206,464)	$	(132,240)

NET LOSS PER COMMON SHARE
Profit (Loss) from operations
Loss from discontinued operations
Net loss	$	.004	$	.003

PER SHARE INFORMATION - BASIC AND FULLY DILUTED
Weighted average shares outstanding		: 52,967,804		: 52,717,804

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

UC HUB Group & Subsidiaries, Inc.

Consolidated Statements of Cash Flows

for the Quarter Ended ~~October~~January 31, ~~2009~~2010

		2009		2008
OPERATING ACTIVITIES
Net (loss)	$	(132,240)	)	$	(32,942)
Adjustments to reconcile net (loss) to net cash (used in) operating activities:
Changes in:
Accounts receivable
Other current assets
Loans Payable		(35,632)
Accounts payable		18,544	)		53,175
Accrued Salary		(5,000)
Net cash (used in) operating activities		(154,327)	)		20,233
INVESTING ACTIVITIES
Acquisition of property and equipment		(13,000)
Net cash (used in) investing activities		(13,000)			-
FINANCING ACTIVITIES
Convertible Debentures		(50,000)
Investments		116,000
Capital Stock		103,750
Net cash provided by financing activities		169,750			-
Net increase (decrease) in cash		2,423	)		20,233
CASH AT BEGINNING OF QUARTER		(156)			(26,388)
CASH AT END OF QUARTER	$	2,267		$	(6,155)

(3 Months Unaudited)


		20109		2009

OPERATING ACTIVITIES
Net (loss)	$	(206,464)	)	$	(132,240)
Adjustments to reconcile net (loss) to net cash (used in) operating activities:
Changes in:
Accounts receivable
Other current assets
Loans Payable		(54,984)			(35,632)
Accounts payable		23,769	)		18,544
Accrued Salary		(25,000)			(5,000)
Net cash (used in) operating activities		(205,179)	)		(154,327)

INVESTING ACTIVITIES
Acquisition of property and equipment		(16,900)			(13,000)
Net cash (used in) investing activities		(16,900)			(13,000)

FINANCING ACTIVITIES
Convertible Debentures		(50,000)			(50,000)
Investments		168,500			116,000
Capital Stock		103,750			103,750
Loans		10,000
Net cash provided by financing activities		232,250			169,750

Net increase (decrease) in cash		10,171	)		2,423

CASH AT BEGINNING OF QUARTER		(156)			(156)

CASH AT END OF QUARTER	$	10,015		$	2,267

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

UC HUB GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

NOTE A - SUMMARY OF ACCOUNTING POLICIES

A summary of the significant accounting policies applied in the preparation of the accompanying financial statements follows.

BUSINESS AND BASIS OF PRESENTATION

UC Hub Group Inc. ("Company" or "UC Hub") was originally formed on February 22, 1999 under the laws of the State of California and subsequently became a Nevada Corporation through a California Public Hearing. .

The consolidated financial statements include the accounts of the Company, and its wholly-owned subsidiaries. Significant inter-company transactions have been eliminated in consolidation.

UC ~~Hub~~HUB Group Inc is ~~mining~~ in the mineral resource business and the oil and gas business. This business generally consists of three stages: exploration, ~~company~~development and production. Mineral resource companies that are in ~~precious~~the ~~metals,~~exploration ~~gems~~stage have not yet found mineral resources in commercially exploitable quantities and are engaged in exploring land in an effort to discover them. Mineral resource companies that have located a mineral resource in commercially exploitable quantities and are preparing to extract that resource are in the development stage, while those engaged in the extraction of a known mineral resource are in the production stage. Our company is in the development state as we have identified commercial sapphires and gold and existing oil properties that are currently pumping oil. The oil and gas business is a Joint Venture with Rector Drilling of Crawford County Illinois. Our current mineral properties consist of sapphires and gold and garnets and iron ore in the leased areas of Helena, Montana.

LIQUIDITY

As shown in the accompanying financial statements, the Company incurred a net loss of $~~132~~206,~~240~~464 and $32132,~~942~~240 during the three months ended ~~October~~January 31, ~~2009~~2010 and ~~2008~~2009, respectively. The Company's current liabilities exceeded its current assets by $ 42,~~422~~432,~~249as~~734 as of ~~October~~January 31, ~~2009~~2010 (see Note B).

ESTIMATES

The preparation of the financial statement in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.

F-6

UC HUB GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

REVENUE RECOGNITION

The Company recognizes revenue when earned in accordance with SEC Staff Accounting Bulletin No. 101, "Revenue Recognition in Financial Statements" ("SAB 101").

On December 17, 2003, the SEC staff released Staff Accounting Bulletin (SAB) No. 104, Revenue Recognition. The staff updated and revised the existing revenue recognition in Topic 13, Revenue Recognition, to make its interpretive guidance consistent with current accounting guidance, principally EITF Issue No. 00-21, "Revenue Arrangements with Multiple Deliverables." Also, SAB 104 incorporates portions of the Revenue Recognition in Financial Statements - Frequently Asked Questions and Answers document that the SEC staff considered relevant and rescinds the remainder. The company's revenue recognition policies are consistent with this guidance; therefore, this guidance will not have an immediate impact on the company's consolidated financial statements.

CASH EQUIVALENTS

The Company considers cash on hand, deposits in banks, and short-term investments purchased with an original maturity date of three months or less to be cash and cash equivalents. The carrying amounts reflected in the balance sheets for cash and cash equivalents approximate the fair values due to short maturities of these instruments.

INCOME TAXES

The Company has adopted Financial Accounting Standard No. 109 (SFAS 109) which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Temporary differences between taxable income reported for financial reporting purposes and income tax purposes are insignificant.

F-7

UC HUB GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

RECLASSIFICATIONS

Certain reclassifications have been made in prior years' financial statements to conform to classifications used in the current year.

PROPERTY AND EQUIPMENT

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using straight-line methods over the estimated useful lives of the assets, principally three to five years, or the term of the lease, if shorter, for leasehold improvements.

IMPAIRMENT OF LONG-LIVED ASSETS

The Company has adopted Statement of Financial Accounting Standards No. 144 (SFAS 144). The Statement requires that long-lived assets and certain identifiable intangibles held and used by the Company be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a forecasted inability to achieve break-even operating results over an extended period. The Company evaluates the recoverability of long-lived assets based upon forecasted undercounted cash flows. Should impairment in value be indicated, the carrying value of intangible assets will be adjusted, based on estimates of future discounted cash flows resulting from the use and ultimate disposition of the asset. SFAS No. 144 also requires assets to be disposed of be reported at the lower of the carrying amount or the fair value less costs to sell.

of an asset may not be recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a forecasted inability to achieve break-even operating results over an extended period. The Company evaluates the recoverability of long-lived assets based upon forecasted undercounted cash flows. Should impairment in value be indicated, the carrying value of intangible assets will be adjusted, based on estimates of future discounted cash flows resulting from the use and ultimate disposition of the asset. SFAS No. 144 also requires assets to be disposed of be reported at the lower of the carrying amount or the fair value less costs to sell.

COMPREHENSIVE INCOME

Statement of Financial Accounting Standards No. 130 ("SFAS 130"), "Reporting Comprehensive Income," establishes standards for reporting and displaying of comprehensive income, its components and accumulated balances. Comprehensive income is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, SFAS 130 requires that all items that are required to be recognized under current accounting standards as components of comprehensive income be reported in a financial statement that is displayed with the same prominence as other financial statements. The Company does not have any items of comprehensive income in any of the periods presented.

SEGMENT INFORMATION

The Company adopted Statement of Financial Accounting Standards No. 131, Disclosures about Segments of an Enterprise and Related Information ("SFAS 131"). SFAS establishes standards for reporting information regarding operating segments in annual financial statements and requires selected information for those segments to be presented in interim financial reports issued to stockholders. SFAS 131 also establishes standards for related disclosures about products and services and geographic areas. Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker, or decision making group, in making decisions how to allocate resources and assess performance. The information disclosed herein, materially represents all of the financial information related to the Company's principal operating segment.

segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker, or decision making group, in making decisions how to allocate resources and assess performance. The information disclosed herein, materially represents all of the financial information related to the Company's principal operating segment.

F-8

UC HUB GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

NET LOSS PER SHARE

The Company has adopted Statement of Financial Accounting Standard No. 128, "Earnings Per Share," specifying the computation, presentation and disclosure requirements of earnings per share information. Basic earnings per share have been calculated based upon the weighted average number of common shares outstanding. Stock options and warrants have been excluded as common stock equivalents in the diluted earnings per share because they are either anti-dilutive, or their effect is not material.

STOCK BASED COMPENSATION

The Company applies the intrinsic value-based method of accounting prescribed by Accounting Principles Board Opinion 25, "Accounting for Stock Issued to Employees", and related interpretations, in accounting for its stock option plans. As such, compensation expense would be recorded on the date of grant only if the current market price of the underlying stock exceeded the exercise price. Statement of Financial Accounting Standards (SFAS) No. 123, "Accounting for Stock-Based Compensation", established accounting and disclosure requirements using a fair value-based method of accounting for stock-based employee compensation plans. As allowed by SFAS No.123, the Company has elected to continue to apply the intrinsic value-based method of accounting described above, and has adopted the disclosure requirements of SFAS No. 123 which are included in Note 17. The Company has also adopted the annual disclosure provisions of SFAS No. 148 in its financial reports for the year ended October 31, 2002 and for the subsequent periods.

~~Had compensation cost for~~ the ~~Plans~~intrinsic ~~been determined~~ value-based onmethod ~~the~~of ~~fair~~accounting ~~value~~described atabove, ~~the~~and ~~grant~~has ~~dates~~adopted ~~consistent with~~ the ~~method~~disclosure requirements of SFAS No. 123, ~~the~~which ~~Company's~~are ~~net~~included ~~loss~~in ~~and~~Note ~~net~~17. ~~loss~~The ~~per~~Company ~~common~~has ~~and~~also ~~common~~adopted ~~equivalent share for~~ the ~~years~~annual ~~ended~~disclosure ~~October~~provisions ~~31,~~of ~~2008~~SFAS ~~and~~No. ~~2007~~148 ~~would~~in ~~have~~its ~~been~~financial ~~increased~~reports tofor the ~~pro~~quarter ~~forma~~ended ~~amounts~~January ~~indicated~~31, ~~below:~~2010.

	October 31,
	2,008		2,009
Net Loss, as reported		(32,942)		(132,240)
Add: Total stock based employee compensation
compensation expense determined under fair
market value based method for all awards		-		-
Pro forma net loss		(32,942)		(132,240)
Earnings per share:
Basic and diluted loss per share:
As reported		(0.003)		(0.003)
Pro forma		(0.003)		(0.003)

Had compensation cost for the Plans been determined based on the fair value at the grant dates consistent with the method of SFAS 123, the Company's net loss and net loss per common and common equivalent share for the quarters ended January 31, 2010 and 2009 would have been increased to the pro forma amounts indicated below:


	January 31,
	2,010		2,009
Net Loss, as reported		(206,464)		(132,240)
Add: Total stock based employee compensation
compensation expense determined under fair
market value based method for all awards		-		-

Pro forma net loss		(206,464)		(132,240)

Earnings per share:
Basic and diluted loss per share:

As reported		(0.004)		(0.003)

Pro forma		(0.004)		(0.003)

In accordance with EITF 96-18 the measurement date to determine fair value was the date at which a commitment for performance by the counter party to earn the equity instrument was reached. The Company valued the shares issued for consulting services at the rate which represents the fair value of the services received which did not differ materially from the value of the stock issued.

F-9

UC HUB GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

CONCENTRATIONS OF CREDIT RISK

Financial instruments and related items, which potentially subject the Company to concentrations of credit risk, consist primarily of cash, cash equivalents and trade receivables. The Company places its cash and temporary cash investments with high credit quality institutions. At times, such investments may be in excess of the FDIC insurance limit. The Company periodically reviews its trade receivables in determining its allowance for doubtful accounts. The allowance for doubtful accounts was $0 as of ~~October~~January 31, ~~2009~~2010.

ADVERTISING

The Company follows a policy of charging the costs of advertising to expenses incurred. The Company incurred advertising expenses of $~~855~~0 and $0855 during the years ended ~~October~~January 31, ~~2009~~2010 and ~~2008~~2009, respectively.

NEW ACCOUNTING PRONOUNCEMENTS

In ~~April~~May ~~2003~~2009, the ~~FASB~~Financial ~~issued~~Accounting ~~SFAS~~Standards ~~No.~~Board ~~149,~~ ("~~Amendments of Statement 133 on Derivative Instruments and Hedging Activities,~~FASB") ~~which~~issued ~~amends~~Accounting ~~and~~Standards ~~clarifies~~Codification ~~financial~~Topic ~~accounting~~No. ~~and reporting for derivative instruments~~855, ~~including~~Subsequent ~~certain derivative instruments embedded in other contracts and for hedging activities under SFAS No~~Events. ~~133.~~ This ~~pronouncement~~guidance isestablishes ~~effective~~general ~~for~~standards ~~contracts~~of ~~entered~~accounting ~~into~~for ~~or modified after June 30~~and, ~~2003~~disclosure ~~(with certain exceptions)~~of, ~~and~~events ~~for~~that ~~hedging~~occur ~~relationships designated~~ after ~~June~~the ~~30,~~balance ~~2003.~~sheet ~~The~~date ~~adoption~~but ofbefore ~~SFAS No. 149 did not have a material impact on the Company's consolidated~~ financial statements. Inare ~~May 2003, the FASB~~ issued ~~SFAS~~or ~~No.~~are ~~150,~~available ~~"Accounting~~to ~~for~~be ~~Certain Financial Instruments with Characteristics of both Liabilities and Equity~~issued." ~~SFAS~~It ~~No.~~sets ~~150~~forth ~~establishes standards for how a company classifies and measures certain financial instruments with characteristics of both liabilities and equity, and is effective for public companies as follows:~~ (i) inthe ~~November~~period ~~2003,~~after the ~~FASB~~balance ~~issued~~sheet ~~FASB~~date ~~Staff~~during ~~Position ("FSP") No. 150-03,~~ which ~~defers~~management ~~indefinitely~~of (a) ~~the~~reporting ~~measurement~~entity ~~and~~should ~~classification~~evaluate ~~guidance~~events ofor ~~SFAS~~transactions ~~No.~~that ~~150~~may occur for ~~all~~potential ~~mandatory~~recognition ~~redeemable~~or ~~non-controlling~~disclosure ~~interests~~ in ~~(and~~the ~~issued~~financial ~~by) limited-life consolidated subsidiaries~~statements, ~~and~~ (~~b) SFAS No. 150's measurement guidance for other types of mandatory redeemable non-controlling interests, provided they were created before November 5, 2003; (~~ii) ~~for financial instruments entered into or modified after May 31, 2003 that are outside~~ the ~~scope~~circumstances ofunder ~~FSP~~which ~~No.~~an 150-3; and (iii) otherwise, at the beginning of the first interim period beginning after June 15, 2003. The Company adopted SFAS No. 150 on the aforementioned effective dates. The adoption of this pronouncement did not have a material impact on the Company's results of operations or financial condition.entity

Inshould ~~December~~recognize ~~2003,~~events ~~the~~or ~~FASB~~transactions ~~issued~~occurring aafter revision of SFAS No. 132, "Employers' Disclosures About Pensions And Other Postretirement Benefits." This pronouncement, SFAS No. 132-R, expands employers' disclosures about pension plans and other post-retirement benefits, but does not change the ~~measurement~~balance orsheet ~~recognition~~date ofin ~~such~~its ~~plans~~financial ~~required~~statements ~~by SFAS No. 87, No. 88,~~ and ~~No.~~(iii) ~~106. SFAS No. 132-R retains~~ the ~~existing~~disclosures ~~disclosure~~that ~~requirements~~an ofentity ~~SFAS~~should ~~No.~~make ~~132, and requires certain additional disclosures~~ about ~~defined~~events ~~benefit~~or ~~post-retirement~~transactions ~~plans.~~that ~~Except~~occurred asafter ~~described in~~ the ~~following~~balance ~~sentence,~~sheet ~~SFAS No~~date. ~~132-R~~The guidance is effective for ~~foreign~~interim ~~plans~~or ~~for~~annual ~~fiscal~~financial ~~years~~periods ending after June 15, ~~2004;~~2009 ~~after~~and ~~the~~was ~~effective~~adopted ~~date,~~with ~~restatement~~no ~~for~~material ~~some~~effect ofon the ~~new~~Company's ~~disclosures~~statement ~~is required for earlier annual periods. Some~~ of ~~the~~financial ~~interim-period~~condition ~~disclosures~~or ~~mandated~~results ~~by SFAS No. 132-R (such as the components~~ of net periodic benefit cost, and certain key assumptions) are effective for foreign plans for quarters beginning after December 15, 2003; other interim-period disclosures will not be required for the Company until the first quarter of 2006operations. ~~Since the Company~~

~~does~~In ~~not~~June ~~have~~2009, ~~any~~the ~~defined~~FASB ~~benefit~~issued ~~post-retirement~~SFAS ~~plans~~No. 168, ~~the~~“The ~~adoption~~FASB ofAccounting ~~this~~Standards ~~pronouncement~~Codification ~~did~~and ~~not~~the ~~have~~Hierarchy ~~any~~of ~~impact~~Generally onAccepted ~~the~~Accounting ~~Company's~~Principles ~~results~~a replacement of ~~operations~~FASB orStatement ~~financial condition~~No. ~~Other~~162" ~~significant~~(“SFAS ~~recent~~168"). Under ~~accounting~~SFAS ~~pronouncements~~168, ~~issued by~~ the FASB ~~(including~~Accounting ~~its~~Standards ~~Emerging~~Codification ~~Issues Task Force~~ (~~"EITF"~~Codification)), will become the ~~American~~sole ~~Institute~~source of ~~Certified~~authoritative ~~Public~~U.S. ~~Accountants,~~GAAP ~~and~~to ~~the~~be ~~SEC~~applied ~~are~~by ~~discussed~~non-governmental ~~elsewhere~~entities. SFAS in168 ~~these~~is ~~notes~~effective tofor the ~~consolidated~~ financial statements. Inissued ~~the~~for ~~opinion~~interim ofand ~~management,~~annual ~~significant~~periods ~~recent~~ending ~~accounting~~after ~~pronouncements~~September ~~did~~15, ~~not~~2009. The oradoption will ~~not~~ have ano material ~~effect~~impact on the ~~consolidated~~Company’s financial statements but will require that interim and annual filings include references to the Codification.

In ~~November~~June ~~2004~~2009, the ~~Financial Accounting Standards Board (~~FASB) issued ~~SFAS~~Accounting ~~151,~~Standards ~~Inventory~~Codification Costs*Topic ~~an amendment of ARB~~ No. 43105-10, ~~Chapter~~The 4.FASB ~~This~~Accounting ~~Statement~~Standards ~~amends~~Codification ~~the~~and ~~guidance in ARB No. 43, Chapter 4, "Inventory Pricing," to clarify~~ the ~~accounting~~Hierarchy ~~for abnormal amounts~~ of ~~idle~~Generally ~~facility~~Accepted ~~expense,~~Accounting ~~freight,~~Principles ~~handling costs, and wasted material~~ (~~spoilage). Paragraph 5 of ARB 43, Chapter 4, previously stated that~~ "~~under~~ASC ~~some circumstances, items such as idle facility expense, excessive spoilage, double freight, and re~~105-~~handling costs may be so abnormal as to require treatment as current period charges~~10"). This ~~Statement~~guidance ~~requires~~establishes ~~that~~the ~~those~~FASB ~~items~~Accounting beStandards ~~recognized~~Codification ~~as current-period charges regardless of whether they meet~~ (the ~~criterion of~~ "~~so abnormal.~~Codification") Inas ~~addition,~~the ~~this~~source ~~Statement requires that allocation~~ of ~~fixed~~authoritative ~~production~~accounting ~~overheads~~principles recognized toby the ~~costs~~FASB ofto ~~conversion~~ be ~~based~~applied onby ~~the~~nongovernmental ~~normal~~entities ~~capacity of~~ in the ~~production~~preparation ~~facilities.~~of ~~This~~financial ~~Statement~~statements isin ~~effective~~conformity ~~for~~with ~~inventory~~U.S. ~~costs incurred during fiscal years beginning after June 15, 2006~~GAAP. Rules ~~Management~~and ~~does~~interpretive ~~not~~releases ~~believe the adoption~~ of ~~this Statement will have any immediate material impact on~~ the ~~Company.~~SEC Inunder ~~December~~authority ~~2004,~~of ~~the~~federal securities ~~FASB~~laws ~~issued~~are ~~SFAS~~also ~~No.152,~~sources ~~"Accounting for Real Estate Time-Sharing Transactions*an amendment~~ of ~~FASB~~authoritative ~~Statements No~~U. ~~66 and 67" ("SFAS 152) The amendments made by Statement 152 This Statement amends FASB Statement No~~S. ~~66,~~GAAP ~~Accounting~~ for ~~Sales~~SEC registrants. ofAll ~~Real~~guidance ~~Estate,~~contained toin ~~reference~~ the ~~financial~~Codification ~~accounting~~carries ~~and~~an ~~reporting~~equal ~~guidance~~level ~~for real estate time-sharing transactions that is provided in AICPA Statement~~ of ~~Position (SOP) 04-2, Accounting for Real Estate Time-Sharing Transactions~~authority. ~~This~~The ~~Statement~~Codification ~~also~~superseded ~~amends~~all ~~FASB Statement No. 67, Accounting for Costs and Initial Rental~~existing

Fnon-10SEC accounting and reporting standards. All other non-grandfathered, non-SEC accounting literature not included in the Codification is non-authoritative. The FASB will not issue new standards in the form of Statements, FASB Staff Positions or Emerging Issues Task Force Abstracts. Instead, it will issue Accounting Standards Updates ("ASUs"). The FASB will not consider ASUs as authoritative in their own right. ASUs will serve only to update the Codification, provide background information about the guidance and provide the basis for conclusions on the change(s) in the Codification. References made to FASB guidance throughout this document have been updated for the Codification.

OnIn ~~December~~October 162009, ~~2004,~~ the ~~Financial Accounting Standards Board ("~~FASB") ~~published~~issued ~~Statement of Financial~~ Accounting Standards Codification Topic No. ~~123 (Revised 2004)~~605, ~~Share~~Multiple-~~Based~~Deliverable ~~Payment~~Revenue ~~("SFAS 123R")~~Arrangements. ~~SFAS~~This ~~123R~~guidance ~~requires~~establishes ~~that~~a ~~compensation~~selling ~~cost~~price ~~related~~hierarchy tofor ~~share-based~~determining ~~payment transactions be recognized in~~ the ~~financial~~selling ~~statements.~~price ~~Share-based payment transactions within the scope~~ of ~~SFAS~~a ~~123R~~deliverable ~~include~~and ~~stock~~expands ~~options,~~the ~~restricted~~disclosures ~~stock~~required ~~plans,~~for ~~performance~~multiple-~~based~~deliverable ~~awards,~~revenue ~~stock~~arrangements. ~~appreciation~~This ~~rights,~~guidance ~~and~~is ~~employee~~effective ~~share~~for ~~purchase~~revenue ~~plans.~~arrangements ~~The~~that ~~provisions~~are ofentered ~~SFAS~~into ~~123R~~or are ~~effective~~materially asmodified ofin ~~the~~fiscal ~~first~~years ~~interim~~beginning ~~period~~on ~~that~~or ~~begins~~ after June 15, ~~2006. Accordingly~~2010, ~~the~~with ~~Company~~early ~~will~~adoption ~~implement the revised standard in the fourth quarter of fiscal year 2006~~permitted. ~~Currently,~~The ~~the~~ Company ~~accounts~~is ~~for~~currently ~~its~~evaluating ~~share-based payment transactions under~~ the ~~provisions~~impact of ~~APB~~adopting ~~25, which does not necessarily require the recognition of compensation cost in the financial statements. Management is assessing the implications of~~ this ~~revised~~guidance ~~standard,~~on ~~which~~its ~~may materially impact the Company's~~ results of operations ~~in the fourth quarter of fiscal year 2006~~ and ~~thereafter~~financial position.

On December 16, 2004, FASB issued Statement of Financial Accounting Standards No. 153, Exchanges of Non-monetary Assets, an amendment of APB Opinion No. 29, Accounting for Non-monetary Transactions (" SFAS 153"). This statement amends APB Opinion 29 to eliminate the exception for non-monetary exchanges of similar productive assets and replaces it with a general exception for exchanges of non-monetary assets that do not have commercial substance. Under SFAS 153, if a non-monetary exchange of similar productive assets meets a commercial-substance criterion and fair value is determinable, the transaction must be accounted for at fair value resulting in recognition of any gain or loss. SFAS 153 is effective for non-monetary transactions in fiscal periods that begin after June 15, 2006. The Company does not anticipate that the implementation of this standard will have a material impact on its financial position, results of operations or cash flows.

NOTE B - GOING CONCERN

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying financial statements during the Quarters ended ~~October~~January 31, ~~2009~~2010 and ~~2008~~2009, the Company incurred losses of ($~~132~~206,~~240~~464) and ($32132,~~942~~240) respectively. In addition, the Company has a stockholder's deficit of (4,~~422~~496,~~248~~473). These factors among others may indicate that the Company will be unable to continue as a going concern for a reasonable period of time.

The Company's existence is dependent upon management's ability to develop profitable operations. Management is devoting substantially all of its efforts to becoming a public entity so that capital financing may be achieved. The accompanying statements do not include any adjustments that might result should the Company be unable to continue as a going concern. In order to improve the Company's liquidity, the Company's management is actively pursing additional equity financing through discussions with investment bankers and private investors. There can be no assurance the Company will be successful in its effort to secure additional equity financing.

NOTE C – MARKETABLE SECURITIES

~~In 2008 the transaction involving eSafe was rescinded..~~ None

F-11

UC HUB GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

NOTE D - PROPERTY AND EQUIPMENT

Property and equipment at ~~October~~January 31, ~~2009~~2010 consists of the following:

Accumulated depreciation			(49,934)
Computers and Equipment			45,752
Mining Equipment			3640,~~861~~761
Furniture and Equipment			5,493
Property and Equipment			3842,~~171~~071

NOTE E - INCOME TAXES

The Company has adopted Financial Accounting Standard No. 109 which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Temporary differences between taxable income reported for financial reporting purposes and income tax purposes are insignificant.

At ~~October~~January 31, ~~2009~~2010, the Company has available for federal income tax purposes a net operating loss carry-forward of approximately that may be used to offset future taxable income. In the opinion of management, it is more likely than not that the benefits will not be realized based upon the earnings history of the Company.

NOTE F - LOSSES PER SHARE

The following table presents the computation of basic and diluted losses per share:


Gross Profit		0

Selling, general, and administrative expenses	$	(132,240)
Mining Expenses		(62,588)
Total operating expenses		(132,240)
Selling, general, and administrative expenses	$	(147,834)
Loss before other income and expense		(132,240)
Total operating expenses		(210,422)
Loss before other income and expense		(210,422)
Other income (expense)		-
Other Income		-3,957
Net other Income (loss) before income taxes		(~~132~~206,~~240~~464)
Income tax benefit		-
Net Loss		(~~132~~206,~~240~~464)
NET LOSS PER COMMON SHARE		.~~003~~004

F-12

UC HUB GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

NOTE G - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

Accounts payable and accrued liabilities at ~~October~~January 31, ~~2009~~2010 are as follows:

Accounts payable			~~608~~613,~~348~~573
Accrued Officer Salary			1,~~058~~088,500
Accrued Interest Payable			72,001
Loans payable			1,~~324~~305,~~099~~979
TOTAL CURRENT LIABILITIES			2,~~454~~472,~~601~~749

NOTE H - NOTES PAYABLE

Promissory Notes payable

Convertible Debenture			818,000
Settlements			70,738
Investments			116,000
Loans			10,000
Investments			168,500
Notes payable			425,000
TOTAL LONG TERM LIABILITIES			1,~~429~~492,~~738~~238

Other notes payable

Pursuant to a Securities Purchase Agreement, dated as of June 6, 2007 (the "Securities Purchase Agreement"), UC Hub Group Inc. (the "Company") sold an Original Issue Discount Self-Liquidating Convertible Debenture having a principal amount of $378,000 (the "Debenture'). The Debenture was sold for $350,000. Except to pay off certain liabilities of the Company totaling approximately $327,000, the proceeds of the offering will be used for working capital purposes. The Debenture does not bear interest. The principal sum of the Debenture must be paid by June 7, 2008 and is convertible into 7,560,000 shares of the Company's common stock, at the Purchasers' option, at a conversion price equal to $0.05 per share (subject to adjustment as provided in the Debenture). On the fist of each month commencing on the first date following the earlier of (a) 30 calendar days following the Effective Date and (b) 180 Calendar days following the Closing Date (as defined in the Securities Purchase Agreement) and terminating upon the full redemption of the Debenture, the Company shall redeem an amount equal to the sum of $21,000 in principal amount of the Debenture and all liquidated damages and other amounts owed to the holder of the Debenture. The full principal amount of the Debenture is due upon a default under the terms of the Debenture. In the event that the Company breaches any representation or warranty in the Securities Purchase Agreement, the outstanding principal amount of the Debenture, plus liquidated damages and other amounts owing in respect thereof through the date of acceleration, shall become, at the holder's election, immediately due and payable in cash at the Mandatory Default Amount (as defined in the Debenture). In connection with the sale of the Debenture, the Company also issued (i) a warrant to purchase 7,560,000 shares of the Company's common stock at a purchase price of $.075 per share, subject to adjustment as provided for in the warrant and a term of exercise of two years from June 7, 2007 (the "Initial Exercise Date") and (ii) a warrant to purchase 7,560,000 shares of the Company's common stock at a purchase price of $.05 per share, subject to adjustment as provided in the warrant, and a term commencing on Initial Exercise Date and terminating on the earlier of (a) 180 days following the date the initial Registration Statement filed by the Company pursuant to the Registration Rights Agreement executed in connection with the execution of the Securities Purchase Agreement is declared effective by the Securities and Exchange Commission and (b) the two year anniversary of the Initial Exercise Date. The Warrants on a cashless basis if at any time after one year from the date of issuance of the warrant there is no effective registration statement registering or no current prospectus available for, the resale of the shares of common stock underlying the warrant. In the event the purchaser exercises the warrants on a cashless basis, then the Company will not receive any proceeds. In addition, the conversion price of the Debenture and the exercise price of the warrants may be adjusted in certain circumstances such as if the Company pays a stock dividend, subdivides or combines outstanding shares of common stock into a greater or lesser number of shares, or takes such other actions as would otherwise result in dilution of the selling stockholder's position. The Company is required to file a registration statement with the Securities and Exchange Commission within 30 days of Closing Date (as defined in the Securities Purchase Agreement), which will include 150% of the common stock underlying the Debenture, and the warrant, any additional shares issuable in connection with any anti-dilution provisions in the note or the warrants and any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing.

(subject to adjustment as provided in the Debenture). On the fist of each month commencing on the first date following the earlier of (a) 30 calendar days following the Effective Date and (b) 180 Calendar days following the Closing Date (as defined in the Securities Purchase Agreement) and terminating upon the full redemption of the Debenture, the Company shall redeem an amount equal to the sum of $21,000 in principal amount of the Debenture and all liquidated damages and other amounts owed to the holder of the Debenture. The full principal amount of the Debenture is due upon a default under the terms of the Debenture. In the event that the Company breaches any representation or warranty in the Securities Purchase Agreement, the outstanding principal amount of the Debenture, plus liquidated damages and other amounts owing in respect thereof through the date of acceleration, shall become, at the holder's election, immediately due and payable in cash at the Mandatory Default Amount (as defined in the Debenture). In connection with the sale of the Debenture, the Company also issued (i) a warrant to purchase 7,560,000 shares of the Company's common stock at a purchase price of $.075 per share, subject to adjustment as provided for in the warrant and a term of exercise of two years from June 7, 2007 (the "Initial Exercise Date") and (ii) a warrant to purchase 7,560,000 shares of the Company's common stock at a purchase price of $.05 per share, subject to adjustment as provided in the warrant, and a term commencing on Initial Exercise Date and terminating on the earlier of (a) 180 days following the date the initial Registration Statement filed by the Company pursuant to the Registration Rights Agreement executed in connection with the execution of the Securities Purchase Agreement is declared effective by the Securities and Exchange Commission and (b) the two year anniversary of the Initial Exercise Date. The Warrants on a cashless basis if at any time after one year from the date of issuance of the warrant there is no effective registration statement registering or no current prospectus available for, the resale of the shares of common stock underlying the warrant. In the event the purchaser exercises the warrants on a cashless basis, then the Company will not receive any proceeds. In addition, the conversion price of the Debenture and the exercise price of the warrants may be adjusted in certain circumstances such as if the Company pays a stock dividend, subdivides or combines outstanding shares of common stock into a greater or lesser number of shares, or takes such other actions as would otherwise result in dilution of the selling stockholder's position. The Company is required to file a registration statement with the Securities and Exchange Commission within 30 days of Closing Date (as defined in the Securities Purchase Agreement), which will include 150% of the common stock underlying the Debenture, and the warrant, any additional shares issuable in connection with any anti-dilution provisions in the note or the warrants and any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing.

Pursuant to a separate Securities Purchase Agreement, dated as of February 16, 2007 (the "Securities Purchase Agreement"), UC Hub Group Inc. (the "Company") sold an second Original Issue Discount Self-Liquidating Convertible Debenture having a principal amount of $540,000 (the "Debenture'). The Debenture was sold for $500,000 and the additional of $40,000 was expensed. Except to pay off certain liabilities of the Company the proceeds of the offering will be used for working capital purposes. The Debenture does not bear interest. The principal sum of the Debenture must be paid by February 16, 2008.

F-13

UC HUB GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

The holder of the Debentures and the warrants many not to convert the Debentures or exercise their warrants and receive shares of the Company's common stock such that the number of shares of common stock held by them in the aggregate and their affiliates after such conversion or exercise exceeds 4.9% of the then issued and outstanding shares of common stock. This limitation may be waived by the holder of the Debenture or warrants upon not less than 61 days' prior notice to the Company, to change the beneficial ownership limitation to 9.99% of the number of shares of the Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock upon conversion of this note or the exercise of the warrants. Upon such a change by a Holder of the Beneficial Ownership Limitation from such 4.99% limitation to such 9.99% limitation, the beneficial ownership limitation may not be further waived by the holder of the notes or warrants.

NOTE I - CAPITAL STOCK

CONVERTIBLE PREFERRED STOCK

The Company is authorized to issue 10,000,000 shares of cumulative preferred stock, par value .001 per share. The preferred shares are convertible to common stock at a current ratio of 3:1. At ~~October~~January 31, ~~2009~~2010 there were 4,292,291 shares of preferred stock issued and outstanding.

COMMON STOCK

The Company is authorized to issue 500,000,000 shares of common stock, par value .001 per share. At the three months ended ~~October~~January 31, ~~2009~~2010 there were 52,~~717~~967,~~804~~804shares ~~shares~~ of common stock issued and outstanding.

NOTE J - COMMITMENTS AND CONTINGENCIES

LEASE COMMITMENTS

The Company does not lease any office space; it uses space provided by its Chief Executive.

EMPLOYMENT AND CONSULTING AGREEMENTS

The Company has entered into an employment agreement with its Chief Executive Officer:

F-14

~~Employment~~UC ~~Agreement~~HUB ~~dated as of February 1~~GROUP, ~~2004 with Larry Wilcox as president and chief executive officer~~INC. The term of the agreement is for three years with an automatic extension beginning on the third anniversary of the agreement, and continuing every third anniversary, unless either party notifies the other in writing more than 90 days prior to the extension date that the agreement is no longer to be extended. The agreement provides that Mr. Wilcox may devote time to Wilcox Productions, so long as he continues to completely and adequately perform his duties pursuant to the agreement. Mr. Wilcox will receive a salary of $360,000 per year, plus incentive bonuses and stock options for 1,500,000 shares of our common stock exercisable at $0.16 per share under our 2003 Stock Option Plan. Mr. Wilcox is also subject to a non-competition agreement. NOTE: The 1,500,000 options granted Mr. Wilcox were cancelled on 5/25/2005and replaced with a grant by the board of directors of 6,585,000 options at a $.06 strike price.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

Employment Agreement dated as of February 1, 2004 with Larry Wilcox as president and chief executive officer. The term of the agreement is for three years with an automatic extension beginning on the third anniversary of the agreement, and continuing every third anniversary, unless either party notifies the other in writing more than 90 days prior to the extension date that the agreement is no longer to be extended. The Agreement provides that Mr. Wilcox may devote time to the entertainment business including Wilcox Productions and affiliates, if the Company is unable to pay his sal a ry and so long as he continues to completely and adequately perform his duties pursuant to all factors in the agreement. Mr. Wilcox will receive a salary of $360,000 per year, plus incentive bonuses and stock options for 1,500,000 shares of our common stock exercisable at $0.16 per share under our 2003 Stock Option Plan. Mr. Wilcox is also subject

to a non-competition agreement. NOTE: The 1,500,000 options granted Mr. Wilcox were cancelled on 5/25/2005and replaced with a grant by the board of directors of 6,585,000 options at a $.06 strike price.

The Company has consulting agreements with outside contractors, certain of whom are also Company stockholders. The Agreements are for various terms, some renewable automatically from period to period unless either the Company or Consultant terminates such engagement by written notice.

NOTE L - SETTLEMENT OF LITIGATION

In the ordinary course of business, we may be involved in legal proceedings from time to time. Although occasional adverse decisions or settlements may occur, we believe that the final disposition of such matters will not have material adverse effect on its financial position, results of operations or liquidity. We will seek to minimize disputes with our customers but recognize the inevitability of legal action in today's business environment as an unfortunate price of conducting business.

Sutton Law Center, P.C. v. Altigen Communications, Inc., et al. (including Allcom)

Case No.: CV06-02167

Court: In the Second Judicial District Court of the State of Nevada, Washoe County

Date filed: September 5, 2006

Description: Plaintiff asserts claims against Integrated Communications Systems, Inc., Allcom USA, Inc. and Shawn Jones and Simon Eggington, former employees of Allcom USA, Inc., alleging that defendants installed a defective telephone system for plaintiff and falsely represented the performance of the phone system. Plaintiff seeks damages in the approximate amount of $70,000. Jones and Eggington have indicated that they believe that plaintiff's claims have little of no basis. Discovery has not yet commenced in the case and no trial date has been set.

Embarq Logistics, Inc. v. Allcom USA, Inc., UC Hub Group, Inc., and Vernon Bill Thompson

Case No.: 06C-036007

Court: Justice Court, Las Vegas Township, Clark County, Nevada

Date Filed: November 2006

Description: Plaintiff claims damages of approximately $10,000 for unpaid telephone equipment sold to defendant Allcom USA. Claims are asserted against the remaining defendants on the allegations that they are alter egos of Allcom. Defendants have offered to settle the claim as funds become available to them. No trial date has been set in the case.

NOTE M - SUBSEQUENT EVENTS

UC HUB Group Inc is focused on the development of mining and the oil and gas industry. The Company became a JV partner with Rector Oil on the first well in Illinois on 400 acre lease and has 6 completed additional wells on a 80 acre lease which will require some refurbishing. The first well is over half completed and as weather permits will be completed in a few weeks. The Company projects 4 to 5 pay zones going to a maximum depth of 1900 feet and has hit oil in the first pay zone. The Company expects to begin its mining venture in March 2010 as weather permits for gold and sapphires.

F-15

~~SIGNATURES~~Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

~~Pursuant~~Forward toLooking ~~the~~Statement ~~requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.~~ Notice

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

~~By:~~The ~~/s/~~Company ~~Larry~~is ~~Wilcox~~presently operating as mining and oil and gas Company focused on developing mining leases and oil and gas leases. Our principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through the development of our mining and oil and gas business.

~~Larry~~Results ~~Wilcox~~of Operations

~~Chief~~For ~~Executive~~the ~~Officer~~three months ending January 31, 2010, the Company had no revenues and ~~Director~~incurred expenses of $210,422, of which $147,844 were general and administrative expenses and $62,578 directly related to its mining operations.

~~Date:~~Liquidity ~~December~~and ~~12,~~Capital ~~2009~~ Resources

~~Pursuant~~As toof ~~the~~January ~~requirements~~31, of2010, the ~~Securities~~Company ~~Exchange~~had ~~Act~~assets ofequal ~~1934~~to $82,087 ~~this~~comprised ~~Report~~of ~~has~~cash, ~~been~~furniture ~~signed~~and ~~below~~equipment byand ~~the~~mining ~~following~~equipment. ~~persons~~The onCompany ~~behalf~~had current liabilities of ~~the~~$2,472,749 ~~Registrant~~as ~~and~~of inJanuary ~~the~~31, ~~capacities~~2010 and ontotal ~~the~~liabilities ~~dates~~of ~~indicated~~$4,578,559.

Signature				Title		Date
/s/ Larry Wilcox Larry Wilcox				Chief Executive Officer and Director		December 12 , 2009

The following is a summary of the Company's cash flows from operating, investing, and financing activities:

For the Period from October 31, 2009 through January 31, 2010.



	Three Months
	Ended
	January 31, 2010

Net Cash (Used) by Operating Activities	$	(205,179)	)
Net Cash (Used) by Investing Activities	$	(16,900)
Net Cash (Used) Provided by Financing Activities:	$	232,250


Net Increase (Decrease) in Cash		$	10,171

The Company has nominal assets of $82,086, and has generated no revenues since engaging in the business of mining and oil and gas in early 2009. The Company is also dependent upon the receipt of capital investment or other financing to fund its ongoing operations. If continued funding and capital resources are unavailable at reasonable terms, the Company may not be able to implement its plan of operations.

Plan of Operations

Plan of Operations

The Company will focus the next 12 months on revenue generation from the energy (oil and gas) sector and the mining (gold and sapphire) sector. The Company anticipates generating revenue as of the second quarter of 2010 and projects increases in revenue thereafter. Once revenue is announced, the Company can then begin to review mergers and acquisitions of revenue producing or potentially producing assets. As of now the Company has leveraged a Joint Venture (JV) position in the oil and gas industry with existing oil producing properties.

The Plan of Operations for the oil sector addresses the Joint Venture development of 8 oil wells in Crawford County Illinois. This historic oil basin produces oil from shallow wells and the oil is low in sulfur and considered sweet.

Presently the Company has a Joint Venture Partner in Rector Drilling, Bill Rector, who has represented and drilled over 50 wells. He has his own drilling rigs, trucks, pipe, storage tanks, generators, and other such necessary inventory. The Company raised some minimal capital to assist Rector with two leases that included 8 well sites. There is a 400 acre lease that UC Hub is registered as the JV partner and that 400 acre lease has one completed well on site. This well has surface casing and will be used as an injection well. The cost of drilling these wells is anywhere from $25,000 to $75,000 depending on the equipment used, the depth and the obstacles prior, during and after drilling to depth. Traditionally these wells are Joint Venture deals with the company and the driller while the land owner retains a standard 1/8^th deal. The second well on the 400 acre property has begun and the driller anticipates a 100 barrel a day well, contingent upon hitting 5 pay zones. Presently the well is below 1000 feet and will continue with weather permitting to drill to 1900 feet. The first pay zone produced oil and the Company will now drill deeper to the other anticipated pay zones. The surface casing has been installed and additional lesser diameter casing was also installed on this well as we proceed deeper. The Company anticipates that this 1900 foot well should be completed in April 2010. The Company may decide to drill another 20 wells on this 400 acre lease and may also place additional technology and/or injection wells on this property to potentially accelerate oil and gas production. This well is being drilled and run by a two man crew and all distribution and pick up of oil reserves is in place and established by Rector Drilling for many decades.

In addition to the 400 acre lease the Company has an 80 acre lease with six existing wells on that property. These wells were drilled in the 1980s and are pumping small amounts of oil (1-2 barrels a day as an aggregate). These wells have leaking casing and are not producing the oil that they are capable of producing. The Company intends to replace various parts including and not limited to casings and subsequently it is expected that these wells can potentially increase the production considerably. All wells are in place and completed with pumps, storage tanks, casing and the ancillary equipment. The Company is also a 50-50 Joint Venture partner with the drilling company on these wells. The Company anticipates these wells will be re-worked starting the second quarter of 2010 and begin producing oil at that time.

The Company may have additional expenses of $25,000 and plans on raising that capital through investors that will share in the royalty of such wells. A royalty share agreement is used as a perceived tactic which should preclude dilution and is a strategic move to protect the longevity while potentially providing an upside to the shareholder. The Company is in discussions with three groups regarding funding of the operations.

Gold and Sapphire Mining –

The Company has reported and acquired mining equipment and has trucked said equipment to the mining site near Helena, Montana. The photos of said equipment and the digital library of such are also in part on the Company website for review.

The Company hired a local legal firm with expertise in mining located in Helena Montana. Management flew to Helena to work on contracts and legal issues multiple times. Management also sent consultants and mining companies to perform due diligence on the mining site for sapphires and gold. The Company through hands on efforts of its own and through the efforts of the land owner have produced and documented sapphires and gold on the property. The Company has recently taken some of the raw Montana Sapphires from this El Dorado Bar area and some cut sapphires and presented such to various channels of distribution. The Company has added an international advisor to assist with distribution and sales of such gold and sapphires. The precious metal and colored gem business has definitive experts in various areas including and not limited to, mining, classifying/pricing; cutting; polishing, heat treating, designing, marketing, and sales distribution. The Company has had meetings with the top designers and distributors and each have indicated they are enthused and excited about the “made in the USA” products. The Company has also met with Television Companies and Shopping Networks who have indicated they would like to proceed and market these products to 10-40 million households. The Company remains a mining Company yet is excited about the potential exposure in the Television, IP and Mobile distribution arenas. The Company plans on using these media outlets as the original launch of said products and will then cautiously venture into implementing more lucrative profit centers of design and retail but not until the Company is poised to do so with all of the tools of economics in place.

The Company hired a consultant to recently attend the Gem Show in Tucson, Arizona. The Gem Show provided contacts with miners, designers, cutters, authenticators, ethics group, regulatory groups, and retail distribution groups from the leading cities in the world. The CEO of the Company has met with such parties and has begun discussions with them subsequent to the Gem show and is proceeding with a select group of these leaders by establishing a network for sales and marketing using their very well established brand names in the world. As a result in the near future the Company anticipates establishing relationships in Chanthaburi, Thailand for cutting of the rough Sapphires extracted from the Company’s mines

In the meantime, the Company has a parallel effort taking place at the mine site. The Company is presently in discussions with the hands on operations people who are sourcing materials for the plant. The plant will require the following including a re-circulating pond with appropriate plastic liners; an Operation and Safety Plan which the Company has paid a consultant to write; a title research which has been done and completed; a $5000 bond to be place for Environmental; placards and rails installed on the equipment with safety standards; first aid supplies; MSHAW safety training; accounts set up with iron and other equipment suppliers; a site ditch for the equipment to be placed, integration of the panels and generators according to code. Most of these operational issues are in the process and it is anticipated will be completed this year. Initial funding requirements for this effort will be approximately $200,000 to $500,000. The company is in negotiations for funding of these operations.

The Company anticipates possible negotiations regarding the lowering of its debt to some extent within the year; although at present that remains uncertain. The Company’s CEO continues to make loans and advances to the Company based upon a standard Promissory Note

The Company further anticipates that it will have to increase overhead with 2-3 crew members at the gold and sapphire mining site, and perhaps one additional person at the oil sites.

Off-Balance Sheet Arrangements

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

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

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

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer (Larry Wilcox as the sole officer of the Company), we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (Exchange Act), as of January 31, 2010. Based on this evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that our disclosure and controls are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

There were no changes (including corrective actions with regard to significant deficiencies or material weaknesses) in our internal controls over financial reporting that occurred during the period ended January 31, 2010 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

Sutton Law Center, P.C. v. Altigen Communications, Inc., et al. (including Allcom)

Case No.: CV06-02167

Court: In the Second Judicial District Court of the State of Nevada, Washoe County

Date filed: September 5, 2006

Embarq Logistics, Inc. v. Allcom USA, Inc., UC Hub Group, Inc., and Vernon Bill Thompson

Case No.: 06C-036007

Court: Justice Court, Las Vegas Township, Clark County, Nevada

Date Filed: November 2006

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. None.

Item 3. Defaults Upon Senior Securities. None.

Item 4. Submission of Matters to a Vote of Security Holders. None.

Item 5. Other Information. None.

Item 6. Exhibits. (filed with this report unless indicated below)

EXHIBIT INDEX



Exhibit No.		Description


31.1		Certification of Principal Executive Officer Pursuant to Exchange Act Rule 13a-14(a) or 15d-14(a), as Adopted Pursuant to Section 302 of The Sarbanes Oxley Act of 2002.

31.2		Certification of Principal Financial Officer Pursuant to Exchange Act Rule 13a-14(a) or 15d-14(a), as Adopted Pursuant to Section 302 of The Sarbanes Oxley Act of 2002.

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

SIGNATURES

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

UC HUB GROUP INC.



	By:	/s/ Larry Wilcox

Larry Wilcox

Chief Executive Officer and Director

Date: March 12, 2010

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Signature

/s/ Larry Wilcox

Larry Wilcox

Chief Executive Officer and Director

March 12, 2010

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