POWER SPORTS FACTORY, INC.
6950 Central Highway
Pennsauken, NJ 08109
December 16, 2008
Securities and Exchange Commission
Washington, D.C. 20549
| RE: | Power Sports Factory, Inc. |
(formerly Purchase Point Media Corp.)
SEC Comment Letter dated September 4, 2008
Form 10-K for the year ended December 31, 2007
Form 10-Q for the quarterly period ended March 31, 2008
File No. 0-25385
Dear Sir/Madam:
We are submitting herein the responses of Power Sports Factory, Inc. (the “Company”) to the comments set forth in your comment letter dated September 4, 2008 on the captioned filings under the Securities Exchange Act of 1934, as amended.
As part of the response to the Commission’s comments, by the close of 2008, the Company plans to file a second amended Form 10-K for the year ended December 31, 2007 (the “Second Amended Form 10-K”) and a second amended Form 10-Q for the quarterly period ended March 31, 2008.
Form 10-K for the year ended December 31, 2007
Report of Independent Registered Public Accounting Firm, page 16
1. | Auditor’s Report. In the Amended Form 10-K, the auditor’s report will reflect the reference to Note 14. |
Financial Statements
2. | Recapitalization. The additional paid-in capital of $74,000 has been changed to $-0- of PSF, the acquirer. The stated capital for the initial capitalization consisted of 60,000,000 common shares with a stated capital of $174,000 and 1,650,000 preferred shares with a stated capital of $27,500. The total capitalization of PSF prior to the reverse acquisition was $201,500. The change will be reflected in the Second Amended Form 10-K. |
The acquisition of PPMC will be reflected in the Second Amended Form 10-K. The elimination of the additional paid-in capital of $138,928 has been offset against the retained deficit of $4,054,757 (which includes an additional loss of $41,944 from July 1, 2007 to the date of the acquisition). Attached as Schedule A are trial balances immediately prior to the acquisition, restated balance sheet (Schedule B) and statement of stockholders' deficiency as of December 31, 2007 (Schedule C).
3. | Preferred Stock Deposit. The issuance of the preferred stock for the deposit on inventory has been recorded as a non-cash transaction in the cash flow statement. The proceeds from the sales of preferred stock on the cash flow statement reflect cash received from the sale of preferred stock in a separate transaction. |
4. | Non-Reliance 8-K; Internal Control. The Company will file an Item 4.02 Form 8-K reporting non-reliance on the financial statements issued prior to the restatement. |
In accordance with §240.13a-14(c) of the General Rules and Regulations, Securities Exchange Act of 1934, for purposes of the certification rules applicable to filings under Section 13 of the Exchange Act, "disclosure controls and procedures" are defined as controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in the reports filed or submitted by it under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission's rules and forms. "Disclosure controls and procedures" include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in its Exchange Act reports is accumulated and communicated to the issuer's management, including its principal executive and financial officers, as appropriate to allow timely decisions regarding required disclosure.
The Company believes its “disclosure controls and procedures” as so defined are effective. The error leading to the restatement of our Form 10-K/A for the year ended December 31, 2007 and our Form 10-Q for the quarterly period ended March 31, 2008, was an error in the application of the accounting rules relating reverse acquisitions, and was not due to our internal failure to ensure that information required to be disclosed by an issuer in its Exchange Act reports is accumulated and communicated to the issuer's management, including its principal executive and financial officers, as appropriate to allow timely decisions regarding required disclosure.
The undersigned, Shawn Landgraf, the Chief Executive Officer of the Company, is primarily responsible for the accuracy and adequacy of the disclosure in the Company’s filings with the Securities and Exchange Commission.
I acknowledge that staff comments or changes to disclosure in response to staff comments in the filings reviewed by the staff do not foreclose the Commission from taking any action with respect to the filings and that the Company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
I am also aware that the Division of Enforcement has access to all information we provide to the staff of the Division of Corporation Finance in your review of our filings or in response to your comments on our filings.
Sincerely,
POWER SPORTS FACTORY, INC.
Shawn Landgraf
Chief Executive Officer
SCHEDULE A
PURCHASE POINT MEDIA CORP
TRAIL BALANCE
SEPTEMBER 30, 2007
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | TRIAL BALANCE | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
ACCT # | | | | DR | | | CR | | | TRANSACTION | | | | | | | | | ADJUSTED T/B | | | | | | | | | | |
| | | | 07/01/07 | | | | | | AJE # | | | DR | | | AJE # | | | CR | | | 09/30/07 | | | | | | REF | | | COMB | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | 0.00 | | | | | | | | | | |
| 1070 | | CASH - | | | 0.00 | | | | | | | | | | | | | | | | | | | 0.00 | | | | | | | | 310 | | | | | | | |
1912 | | PATENTS & TRADEMARKS | | | 23,743.00 | | | | | | | | | | | | | 6 | | | | 23,743.00 | | | | 0.00 | | | | | | | | 313-1 | | | | | | | 1 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
1914 | | ACCUMULATED AMORT | | | | | | | 15,300.03 | | | | 6 | | | | 15,640.37 | | | | 2 | | | | 340.34 | | | | | | | | (0.00 | ) | | | 313-1 | | | | 0.00 | | | | 1 | |
| 1200 | | LOAN RECEIVABLE PSF | | | 200,000.00 | | | | | | | | | | | | | | | | 6 | | | | 200,000.00 | | | | 0.00 | | | | | | | | 312 | | | | | | | | | |
| 1201 | | INTEREST RECEIVABLE - PSF | | | 1,500.00 | | | | | | | | 7 | | | | 2,580.00 | | | | 6 | | | | 4,080.00 | | | | 0.00 | | | | | | | | 312 | | | | | | | | | |
| 1300 | | PREPAID EXPENSES | | | | | | | | | | | | | | | | | | | | | | | | | | | 0.00 | | | | | | | | | | | | | | | | | |
1915 | | SECURITY DEPOSITS | | | | | | | | | | | | | | | | | | | | | | | | | | | 0.00 | | | | | | | SALY | | | | | | | | | |
| 1100 | | INVESTMENT - PSF | | | | | | | | | | | | | | | | | | | | | | | | | | | 0.00 | | | | | | | | 311 | | | | | | | | | |
| 1840 | | COMPUTER EQUIPMENT | | | 4,900.61 | | | | | | | | | | | | | | | | 6 | | | | 4,900.61 | | | | 0.00 | | | | | | | | 313 | | | | | | | | 2 | |
| 1845 | | ACCUM DEPREC COMPUTER | | | | | | | 3,240.43 | | | | 6 | | | | 3,381.99 | | | | 1 | | | | 141.56 | | | | | | | | 0.00 | | | | 313 | | | | (0.00 | ) | | | 2 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 2115 | | ACCOUNTS PAYABLE | | | | | | | 110,523.39 | | | | 6 | | | | 110,523.39 | | | | | | | | | | | | | | | | 0.00 | | | | 355 | | | | | | | | 4 | |
| 2115-1 | | ACCRUED INTEREST - RELATED | | | | | | | 476,950.70 | | | | 6 | | | | 493,806.23 | | | | 5 | | | | 16,855.53 | | | | | | | | 0.00 | | | | 355 | | | | | | | | | |
| 2117 | | ACCOUNTS PAYABLE - RELATED | | | | | | | 288,000.00 | | | | 6 | | | | 306,000.00 | | | | 5 | | | | 18,000.00 | | | | | | | | 0.00 | | | | 355 | | | | | | | | | |
| 2118 | | ACCRUED EXPENSES | | | | | | | 84,481.12 | | | | 6 | | | | 87,243.05 | | | | 5 | | | | 2,761.93 | | | | | | | | 0.00 | | | | 355 | | | | — | | | | 4 | |
| 2110 | | DUE TO AMTEL | | | | | | | 567,911.25 | | | | 6 | | | | 567,911.25 | | | | | | | | | | | | | | | | 0.00 | | | | 361 | | | | | | | | 3 | |
| 2111 | | DUE TO ALPAC | | | | | | | 200,000.00 | | | | 6 | | | | 200,000.00 | | | | | | | | | | | | | | | | 0.00 | | | | | | | | | | | | | |
| 2120 | | DUE TO OFF /SHAREHD AF | | | | | | | 314,968.29 | | | | 6 | | | | 321,392.44 | | | | 3-4 | | | | 6,424.15 | | | | | | | | (0.00 | ) | | | 361 | | | | (0.00 | ) | | | 3 | |
| | | NOTE PAYABLE | | | | | | | | | | | | | | | | | | | 6 | | | | 1,200,000.00 | | | | | | | | 1,200,000.00 | | | | | | | | | | | | | |
| | | DIVIDEND PAYABLE | | | | | | | | | | | | | | | | | | | 6 | | | | 673,175.11 | | | | | | | | 673,175.11 | | | | | | | | | | | | | |
| 3350 | | COMMON STOCK | | | | | | | 2,042,484.58 | | | | | | | | | | | | | | | | | | | | | | | | 2,042,484.58 | | | | 375 | | | | | | | | | |
| 3351 | | ADD'L PAID IN CAPITAL | | | | | | | 138,926.34 | | | | | | | | | | | | | | | | | | | | | | | | 138,926.34 | | | | 375 | | | | | | | | | |
| 3390 | | PREFERRED STOCK | | | | | | | 170.00 | | | | | | | | | | | | | | | | | | | | | | | | 170.00 | | | | 375 | | | | | | | | | |
| 3560 | | RETAINED EARNINGS (DEFICIT) | | | 4,012,812.52 | | | | | | | | | | | | | | | | | | | | | | | | 4,012,812.52 | | | | | | | | 375 | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | 4,242,956.13 | | | | 4,242,956.13 | | | | | | | | 2,108,478.72 | | | | | | | | 2,150,422.23 | | | | 4,012,812.52 | | | | 4,054,756.03 | | | | | | | | | | | | | |
| | | | | | 0.00 | | | | | | | | | | | | | | | | | | | | 41,943.51 | | | | (41,943.51 | ) | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | SELLING GEN'L & ADMIN | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 5000 | | INTEREST INCOME | | | | | | | | | | | | | | | | | | | 7 | | | | 2,580.00 | | | | | | | | 2,580.00 | | | | | | | | | | | | | |
| 5790 | | AUTO | | | | | | | | | | | 4 | | | | 1,620.35 | | | | | | | | | | | | 1,620.35 | | | | | | | | | | | | | | | | | |
| 5690 | | INTEREST EXPENSE | | | | | | | | | | | 5 | | | | 16,855.53 | | | | | | | | | | | | 16,855.53 | | | | | | | | 390-1 | | | | | | | | | |
| 5630 | | CONSULTING | | | | | | | | | | | | | | | | | | | | | | | | | | | 0.00 | | | | | | | | | | | | | | | | | |
| 5660 | | AMORTIZATION & DEPREC | | | | | | | | | | | 1-2 | | | | 481.90 | | | | | | | | | | | | 481.90 | | | | | | | 313 & 313-1 | | | | | |
| 5615 | | ADVERTISING | | | | | | | | | | | 4 | | | | 74.32 | | | | | | | | | | | | 74.32 | | | | | | | | | | | | | | | | | |
| 5785 | | TRAVEL | | | | | | | | | | | | | | | | | | | | | | | | | | | 0.00 | | | | | | | | | | | | | | | | | |
| 5786 | | TRAVEL & ENTERTAINMENT | | | | | | | | | | | | | | | | | | | | | | | | | | | 0.00 | | | | | | | | | | | | | | | | | |
| 5687 | | TRANSFER AGENT | | | | | | | | | | | | | | | | | | | 5 | | | | 4,088.07 | | | | (4,088.07 | ) | | | | | | | | | | | | | | | | |
| 5692 | | LEGAL | | | | | | | | | | | | | | | | | | | | | | | | | | | 0.00 | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 5781 | | FILINGS | | | | | | | | | | | 3 | | | | 35.00 | | | | | | | | | | | | 35.00 | | | | | | | | | | | | | | | | | |
| 5780 | | TELEPHONE | | | | | | | | | | | 3 | | | | 73.48 | | | | | | | | | | | | 73.48 | | | | | | | | | | | | | | | | | |
| 5700 | | OFFICE | | | | | | | | | | | 4 | | | | 263.38 | | | | | | | | | | | | 263.38 | | | | | | | | | | | | | | | | | |
| 5610 | | ACCOUNTING | | | | | | | | | | | 5 | | | | 6,850.00 | | | | | | | | | | | | 6,850.00 | | | | | | | | | | | | | | | | | |
| 5760 | | RENT | | | | | | | | | | | 4 | | | | 4,300.92 | | | | | | | | | | | | 4,300.92 | | | | | | | | | | | | | | | | | |
| 5761 | | STATE FILING FEES | | | | | | | | | | | | | | | | | | | | | | | | | | | 0.00 | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 0.00 | | | | | | | | | | | | | | | | | |
| 5631 | | MARKETING | | | | | | | | | | | | | | | | | | | | | | | | | | | 0.00 | | | | | | | | | | | | | | | | | |
| 5720 | | MISCELLANEOUS | | | | | | | | | | | | | | | | | | | | | | | | | | | 0.00 | | | | | | | | | | | | | | | | | |
| 5800 | | OFFICER PAYROLL | | | | | | | | | | | 5 | | | | 18,000.00 | | | | | | | | | | | | 18,000.00 | | | | | | | | 355 | | | | | | | | | |
| 5661 | | BOOKKEEPING | | | | | | | | | | | | | | | | | | | | | | | | | | | 0.00 | | | | | | | | | | | | | | | | | |
| 5725 | | GOV'T FEE | | | | | | | | | | | 4 | | | | 56.70 | | | | | | | | | | | | 56.70 | | | | | | | | | | | | | | | | | |
| | | | | | 0.00 | | | | 0.00 | | | | | | | | 48,611.58 | | | | | | | | 6,668.07 | | | | 44,523.51 | | | | 2,580.00 | | | | | | | | | | | | | |
| | | | | | 0.00 | | | | | | | | | | | | | | | | | | | | (41,943.51 | ) | | | 41,943.51 | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 6 | | PATENTS | | | | | | | 23,743.00 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | ACCUM AMORT | | | 15,640.37 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | LOAN PSF | | | | | | | 200,000.00 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | INTEREST RECEIVABLE PSF | | | | | | | 4,080.00 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | COMPUTER EQUIP | | | | | | | 4,900.61 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | ACC/ DEPREC | | | 3,381.99 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | ACC/PAY | | | 110,523.39 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | ACC/EXP | | | 87,243.05 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | ACC/INT RELATED PARTY | | | 493,806.23 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | ACC/PAY RELATED PARTY | | | 306,000.00 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | DUE AMTEL | | | 567,911.25 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | DUE ALPAC | | | 200,000.00 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | DUE OFFICER | | | 321,392.44 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | NOTE PAYABLE | | | | | | | 1,200,000.00 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | DIVIDEND PAYABLE | | | | | | | 673,175.11 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | 2,105,898.72 | | | | 2,105,898.72 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
POWER SPORTS FACTORY, INC.
CONSOLIDATED BALANCE SHEETS
| | | | | | |
ASSETS | | | | | | |
| | December 31, | |
| | 2007 | | | 2006 | |
Current Assets: | | | | | | |
Cash | | $ | 11,146 | | | $ | 46,740 | |
Cash - restricted | | | — | | | | 173,264 | |
Accounts receivable | | | 3,959 | | | | — | |
Note receivable - related party | | | — | | | | 366,400 | |
Inventory | | | 937,703 | | | | 1,612,904 | |
Prepaid expenses | | | 135,319 | | | | — | |
Total Current Assets | | | 1,088,127 | | | | 2,199,308 | |
| | | | | | | | |
Property and equipment-net | | | 71,389 | | | | 57,493 | |
| | | | | | | | |
Other assets | | | 9,876 | | | | 13,876 | |
| | | | | | | | |
TOTAL ASSETS | | $ | 1,169,392 | | | $ | 2,270,677 | |
| | | | | | | | |
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY) | | | | | | | | |
| | | | | | | | |
Current Liabilities: | | | | | | | | |
Accounts payable | | $ | 1,096,769 | | | $ | 120,206 | |
Accounts payable - related party | | | 80,172 | | | | — | |
Note payable | | | — | | | | 1,570,376 | |
Current portion of long-term debt | | | 164,772 | | | | 2,540 | |
Note payable to related party | | | 11,466 | | | | 54,266 | |
Accrued expenses | | | 192,804 | | | | 122,873 | |
Current portion of convertible debt | | | 262,159 | | | | — | |
Income taxes payable | | | — | | | | 128,032 | |
Dividend payable | | | 673,176 | | | | — | |
| | | | | | | | |
Total Current Liabilities | | | 2,481,318 | | | | 1,998,293 | |
| | | | | | | | |
Long term liabilites: | | | | | | | | |
Long-term debt - less current portion | | | 10,461 | | | | 12,639 | |
Long-term convertible debt | | | 24,143 | | | | — | |
Total Long-term Liabilities | | | 34,604 | | | | 12,639 | |
| | | | | | | | |
TOTAL LIABILITIES | | | 2,515,922 | | | | 2,010,932 | |
| | | | | | | | |
Stockholders' Equity (Deficiency): | | | | | | | | |
Preferred Stock; no par value - authorized 50,000,000 shares | | | | | | | | |
Series B Convertible - outstanding 2,303,216 | | | | | | | | |
and 1,650,000 shares | | | 2,687,450 | | | | 27,500 | |
Common stock, no par value - authorized 100,000,000 | | | | | | | | |
shares - outstanding 98,503,940 and 60,000,000 shares | | | 2,216,485 | | | | 174,000 | |
Additional paid-in capital | | | 355,000 | | | | — | |
Retained earnings (deficit) | | | (6,605,465 | ) | | | 58,245 | |
| | | | | | | | |
Total Stockholders' Equity (Deficiency) | | | (1,346,530 | ) | | | 259,745 | |
| | | | | | | | |
TOTAL LIABILITIES AND | | | | | | | | |
STOCKHOLDERS' EQUITY (DEFICIENCY) | | $ | 1,169,392 | | | $ | 2,270,677 | |
| | | | | | | | |
| | | | | | | | |
See notes to consolidated financial statements.
SCHEDULE C
POWER SPORTS FACTORY, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIENCY)
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | Additional | | | Retained | | | | |
| | Preferred Stock | | | Common Stock | | | Paid - In | | | Earnings | | | | |
| | Shares | | | Amount | | | Shares | | | Amount | | | Capital | | | (Deficit) | | | Total | |
Balance, January 1, 2006 | | | 1,650,000 | | | $ | 27,500 | | | | 60,000,000 | | | $ | 174,000 | | | $ | — | | | $ | 494,817 | | | $ | 696,317 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net loss | | | — | | | | — | | | | — | | | | — | | | | — | | | | (436,572 | ) | | | (436,572 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance, December 31, 2006 | | | 1,650,000 | | | | 27,500 | | | | 60,000,000 | | | | 174,000 | | | | — | | | | 58,245 | | | | 259,745 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Effect of reverse merger | | | | | | | | | | | 38,503,940 | | | | 2,042,485 | | | | | | | | (3,915,661 | ) | | | (1,873,176 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Conversion of debt for preferred stock (valued at $4.99 per share) | | | 240,716 | | | | 1,200,000 | | | | | | | | | | | | | | | | | | | | 1,200,000 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Issuance of preferred stock for services (valued at $3.00 - $14.00 per share) | | | 265,900 | | | | 726,950 | | | | — | | | | — | | | | — | | | | — | | | | 726,950 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Issuance of preferred stock for debt | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(valued at $5.00 per share) | | | 92,600 | | | | 463,000 | | | | — | | | | — | | | | — | | | | — | | | | 463,000 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Contribution by shareholders | | | — | | | | — | | | | — | | | | — | | | | 175,000 | | | | — | | | | 175,000 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Beneficial conversion feature | | | — | | | | — | | | | — | | | | — | | | | 180,000 | | | | — | | | | 180,000 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Sale of preferred stock | | | 54,000 | | | | 270,000 | | | | — | | | | — | | | | — | | | | — | | | | 270,000 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net loss | | | — | | | | — | | | | — | | | | — | | | | — | | | | (2,748,049 | ) | | | (2,748,049 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance, December 31, 2007 | | | 2,303,216 | | | $ | 2,687,450 | | | | 98,503,940 | | | $ | 2,216,485 | | | $ | 355,000 | | | $ | (6,605,465 | ) | | $ | (1,346,530 | ) |
See notes to consolidated financial statements.