Bitzio (BTZO) 8-K/A Completion of Acquisition or Disposition of Assets

Exhibit 99.2

THINKING DRONE , INC.

(FKA THINKING DRONE , LLC.)

Condensed Balance Sheets

	September 30,			December 31,
	2011			2010
	(Unaudited)
ASSETS
CURRENT ASSETS
Cash		$	16,728		$	10,000
Accounts receivable			57,643			79,059
TOTAL CURRENT ASSETS			74,371			89,059
TOTAL ASSETS		$	74,371		$	89,059
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued expenses		$	1,692		$	6,069
TOTAL CURRENT LIABILITIES			1,692			6,069
STOCKHOLDERS' EQUITY
Common stock, no par value, 2,000,000
shares authorized and outstanding			-			-
Additional paid-in capital			-			-
Retained earnings			72,679			82,990
TOTAL STOCKHOLDERS' EQUITY			72,679			82,990
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY		$	74,371		$	89,059

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

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THINKING DRONE, INC

(FKA THINKING DRONE, LLC)

Condensed Statements of Operations

(Unaudited)

	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2011		2010		2011		2010
REVENUES	$	218,019	$	319,412	$	518,080	$	630,392
OPERATING EXPENSES
Advertising and marketing		15,338		1,843		30,535		2,005
Payroll expense		54,537		70,652		158,878		219,909
Contractors expense		32,738		12,707		78,314		29,923
Professional fees		4,582		-		4,582		-
General and administrative		5,171		3,425		19,890		12,108
Total Operating Expenses		112,366		88,627		292,199		263,945
INCOME FROM OPERATIONS		105,653		230,785		225,881		366,447
OTHER INCOME
Other income		780		-		1,230		300
Total Other Income		780		-		1,230		300
INCOME BEFORE INCOME TAXES		106,433		230,785		227,111		366,747
PROVISION FOR INCOME TAXES		-		-		-		-
NET INCOME	$	106,433	$	230,785	$	227,111	$	366,747
EARNINGS PER SHARE	$	0.05	$	0.12	$	0.11	$	0.18
BASIC AND DILUTED WEIGHTED AVERAGE
NUMBER OF COMMON SHARES OUTSTANDING		2,000,000		2,000,000		2,000,000		2,000,000

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

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THINKING DRONE, INC

(FKA THINKING DRONE, LLC)

Condensed Statements of Stockholders' Equity

					Additional					Total
	Common Stock				Paid-In		Retained			Stockholders'
	Shares		Amount		Capital		Earnings			Equity
Balance, December 31, 2009		2,000,000	$	-	$	-	$	64,534		$	64,534
Net shareholder distributions		-		-		-		(482,592	)		(482,592	)
Net income for the year ended
December 31, 2010		-		-		-		501,048			501,048
Balance, December 31, 2010		2,000,000		-		-		82,990			82,990
Net shareholder distributions (unaudited)		-		-		-		(237,422	)		(237,422	)
Net income for the nine months ended
September 30, 2011 (unaudited)		-		-		-		227,111			227,111
Balance, September 30, 2011 (unaudited)		2,000,000	$	-	$	-	$	72,679		$	72,679

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

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THINKING DRONE, INC

(FKA THINKING DRONE, LLC)

Condensed Statements of Cash Flows

(Unaudited)

	For the Nine Months Ended
	September 30,
	2011			2010
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	227,111		$	366,747
Changes in operating assets and liabilities:
Accounts receivable		21,416			64,522
Accounts payable and accrued expenses		(4,377	)		4,010
Net Cash Provided by Operating Activities		244,150			435,279
CASH FLOWS FROM INVESTING ACTIVITIES		-			-
CASH FLOWS FROM FINANCING ACTIVITIES
Shareholder distributions		(237,422	)		(308,505	)
Net Cash Used in Financing Activities		(237,422	)		(308,505	)
NET INCREASE IN CASH		6,728			126,774
CASH AT BEGINNING OF PERIOD		10,000			12
CASH AT END OF PERIOD	$	16,728		$	126,786
SUPPLEMENTAL DISCLOSURES OF
CASH FLOW INFORMATION:
CASH PAID FOR:
Interest	$	-		$	-
Income Taxes		-			-
NON-CASH FINANCING ACTIVITIES:	$	-		$	-

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

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THINKING DRONE, LLC.

Notes to the Condensed Financial Statements

September 30, 2011 (Unaudited)

NOTE 1 - INTERIM CONSOLIDATED FINANCIAL STATEMENTS

The accompanying condensed interim financial statements have been prepared by the Company without audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at September 30, 2011, and for all periods presented herein, have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted.  It is suggested that these condensed interim financial statements be read in conjunction with the financial statements and notes thereto included in the Company's December 31, 2010 audited financial statements.  The results of operations for the periods ended September 30, 2011 and 2010 are not necessarily indicative of the operating results for the full years.

NOTE 2 -   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

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

Recent Accounting Pronouncements

The Company has evaluated recent accounting pronouncements and their adoption has not had or is not expected to have a material impact on the Company’s financial position or statements.

NOTE 3 - SUBSEQUENT EVENTS

On November 9, 2011, Bitzio, Inc.’s wholly owned subsidiary, Bitzio Holdings, Inc., completed the purchase from the shareholders of all of the shares of the Company pursuant to a September 14, 2011 agreement, as amended. There is no material relationship between Bitzio, Inc. and the Sellers, other than the agreement.

As consideration for the acquisition, Bitzio Holdings, Inc. will pay the Sellers 5,000,000 shares of common stock of Bitzio, Inc. immediately and $500,000 cash, of which $50,000 is to be paid on or before November 30, 2011, not less than $25,000 is to be paid on or before the last day of each month commencing December 31, 2011 plus interest commencing from the closing date at 5.25 percent per annum computed monthly on the unpaid balance, if any, and the unpaid balance and unpaid interest, if any, is to be paid on or before October 31, 2012.

In accordance with ASC 855-10 Company management reviewed all material events through the date of this report.  There are no material subsequent events to report.

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