Usa Graphite (USGT) 10-Q 2011 Q2 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended August 31, 2010

o  TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT

For the transition period from _________ to _________

Commission File Number: 000-52044

MAGNUM OIL INC.

(Name of Small Business Issuer in its charter)

Nevada	26-2940624
(state or other jurisdiction of incorporation or organization)	(I.R.S. Employer I.D. No.)

E-2-14 Block E, Plaza Damas

Jalan Hartamas 1, Sri Hartamas

Kuala Lumpur, Malaysia

(Address of principal executive offices)

(603) 525-3380

Issuer’s telephone number

Indicate by check mark whether the registrant (1) filed all reports r equired 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 require to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes   þ   No o

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

Large accelerated filer  o      Accelerated filer  o     Non-accelerated filer  o     Smaller reporting company þ

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

APPLICABLE ONLY TO CORPORATE ISSUERS

As of October 14, 2010 the registrant had 48,400,000 shares of common stock outstanding.

MAGNUM OIL INC.

Table of Contents

PART I - FINANCIAL INFORMATION		3
	Item 1.  Fina ncial Statements.	3
	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.	5
	Item 3.  Quantitative and Qualitative Disclosures About Market Risk.	6
	Item 4 Controls and Procedures.	6
PART II – OTHER INFRMATION		7
	Item 1.  Legal Proceedings.	7
	Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.	7
	Item 3.  Defaults Upon Senior Securities.	7
	Item 4.  Submission of Matters to a Vote of Security Holders.	7
	Item 5.  Other Information.	7
	Item 6.  Exhibits.	7
	SIGNATURES	7

2

PART I - FINANCIAL INFORMATION

Safe Harbor Statement

This report on Form 10-Q contains certain forward-looking statements.  All statements other than statements of historical fact are “forward-looking statements” for purposes of these provisions, including any projections of earnin gs, revenues, or other financial items; any statements of the plans, strategies, and objectives of management for future operation; any statements concerning proposed new products, services, or developments; any statements regarding future economic conditions or performance; statements of belief; and any statement of assumptions underlying any of the foregoing. Such forward-looking statements are subject to inherent risks and uncertainties, and actual results could differ materially from those anticipated by the forward-looking statements.

These forward-looking statements involve significant risks and uncertainties, including, but not limited to, the following: competition, promotional costs, and risk of declining revenues.  Our actual results could differ materially from those anticipated in such forward-looking statements as a result of a number of factors.  These forward-looking statements are made as of the date of this filing, and we assume no obligation to update such forward-looking statements.  The following discusses our financial condition and results of operations based upon our financial statements which have been prepared in conformity with accounting principles generally accepted in the United States.  It should be read in conjunction with our financial statements and the notes thereto included elsewhere herein.

Item 1.  Financial Statements

The unaudited interim financial statements of Magnum Oil Inc. (the “Company”, “Magnum”, “we”, “our”, “us”) follow.  All currency references in this report are in U.S. dollars unless otherwise noted.

The accompanying Financial Statements of Magnum Oil Inc. should be read in conjunction with the Company's Annual Report on Form 10-K for the year ended February 28, 2009.  Significant accounting policies disclosed therein have not changed except as noted below.

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MAGNUM OIL INC.

(A Development Stage Company)

Unaudited

(Express in U.S. Dollars)

August 31, 2010

Unaudited Consolidated Balance Sheets	F-1
Unaudited Consolidated Statements of Operations	F-2
Unaudited Consolidated Statement of Stockholders' Deficit	F-3
Unaudited Consolidated Statement of Cash Flows	F-4
Unaudited Consolidated Notes to the Financial Statements	F-5

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MAGNUM OIL, INC.

(Formerly PTM PUBLICATIONS INCORPORATED)

(A Development Stage Company)

 CONSOLIDATED BALANCE SHEETS

Unaudited

		August 31, 2010		February 28, 2010
				(Audited)
ASSETS
CURRENT ASSETS
Cash	$	6,013	$	2,255
Prepaid Expenses		2,680		-
TOTAL ASSETS	$	8,693	$	2,255
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT  LIABILITIES
Accounts payable and accrued liabilities	$	91,984	$	91,167
Loans from Related Party		61,465		16,981
TOTAL CURRENT LIABILITIES	$	153,449	$	108,148
STOCKHOLDERS'  EQUITY ( DEFICIT )
Capital stock
Authorized
50,000,000 shares of common stock, $0.001 par value,
Issued and outstanding
48,400,000 shares of common stock	$	48,400	$	48,400
Additional Paid in Capital		16,600		16,600
Deficit accumulated during the development stage		(212,344)		(173,588)
Foreign currency translation adjustments		2,588		2,695
TOTAL STOCKHOLDER'S EQUITY/(DEFICIT)	$	(144,756)	$	(105,893)
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY/(DEFICIT)	$	8,693	$	2,255

The accompanying notes are an integral part of these financial statements

F-1

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MAGNUM OIL, INC.

(Formerly PTM PUBLICATIONS INCORPORATED)

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF OPERATIONS

Unaudited

		3 months					3 months			6 months			6 months		Cumulative results from inception
			ended			ended			ended			ended			(December 13, 2005) to
			August 31, 2010			August 31, 2009			August 31, 2010			August 31, 2009			August 31, 2010
REVENUE
Revenues	$		-	$		-		$	-		$	-		$	19,295
Total Revenues	$		-	$		-		$	-		$	-		$	19,295
			&nb sp;
EXPENSES
O ffice and general	$		6,589	$		5,949		$	11,630		$	11,775		$	152,426
Professional Fees			20,469			6,926			27,126			6,926			79,213
Total Expenses	$		27,057	$		12,875		$	38,756		$	18,701	$	231,639
NET LOSS	$		(27,057)	$		(12,875)		$	(38,756)		$	(18,701)		$	(212,344)
BASIC AND DILUTED LOSS PER COMMON SHARE		$	-		$		-	$		-	$		-
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING		$	48,400,000		$		48,400,000	$		48,400,000	$		48,400,000

The accompanying notes are an integral part of these financial statements

F-2

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MAGNUM OIL, INC.

(Formerly PTM PUBLICATIONS INCORPORATED)

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

From inception (December 13, 2005) to August 31, 2010

Unaudited

												Deficit
		Common Stock										accumulated		Accumulated
									Additional			during the		Other
		Number of							Paid-in			development		Comprehensive
		shares				Amount			Capital			stage		Income(loss)				Total
Common stock issued for cash at $0.000227									& nbsp;
per share on December 14, 2005		22,000,000		$		22,000		$	(17,000)		$	-	$	-		$		5,000
Net loss, February 28, 2006												(983)						(983)
Foreign currency translation adjustments														34			34
Balance, February 28, 2006		22,000,000		$		22,000		$	(17,000)		$	(983)	$	34		$		4,051
Stock issued for cash during the quarter
August 31, 2006 @$0.00227 per share		26,400,000				26,400			33,600									60,000
Net loss, February 28, 2007												-						-
Foreign currency translation adjustments														2,683				2,683
Balance, February 28, 2007		48,400,000		$		48,400		$	16,600		$	(983)	$	2,717		$		66,734
	&n bsp;
Net loss, February 28, 2008												(52,058)						(52,058)
Foreign currency translation adjustments													350				350
Balance, February 28, 2008		48,400,000		$		48,400		$	16,600		$	(53,041)	$	3,067		$		15,026
Net loss, February 28, 2009												(75,309)						(75,309)
Foreign currency translation adjustments														5,988				5,988
Balance, February 28, 2009		48,400,000		$		48,400		$	16,600		$	(128,350)	$	9,055		$		(54,295)
Net loss, February 28, 2010												(45,238)						(45,238)
Foreign currency translation adjustments														(6,360)				(6,360)
Balance, February 28, 2010		48,400,000		$		48,400		$	16,600		$	(173,588)	$	2,695		$		(105,893)
Net loss, August 31, 2010												(38,756)							(38,756)
Foreign currency translation adjustments															(107)				(107)
Balance, August 31, 2010			48,400,000		$		48,400	$		16,600	$	(212,344)	$		2,588		$		(144,756)

The accompanying notes are an integral part of these financial statements

F - -3

MAGNUM OIL, INC.

(Formerly PTM PUBLICATIONS INCORPORATED)

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF CASH FLOWS

Unaudited

				6 months		6 months		December 13, 2005
				ended		ended		(date of inception) to
				August 31, 2010		August 31, 2009		August 31, 2010
OPERATING ACTIVITIES
	Net loss		$	(38,756)	$	(18,701)	$	(212,344)
	Adjustment to reconcile net loss to net cash
	used in operating activities
	Depreciation			-		205		2,826
	Loss on Disposition of Assets			-		-		4,608
	Increase in Prepaid Expenses			(2,680)		-		(2,680)
	Foreign Transaction loss			-		-		698
	Foreign currency translation loss			(107)		(4,034)		2,588
	Increase (decrease) in accrued expenses			38,801		11,326		129,968
	Loan Payable - Related Party			6,500		11,357		23,480
NET CASH PROVIDED BY (USED IN)OPERATING ACTIVITIES
			$	3,758	$	153	$	(50,856)
INVESTING ACTIVITIES
	Purchase of fixed assets			-		-		(11,468)
	Disposition of fixed assets			-		-		3,337
NET CASH PROVIDED BY INVESTING ACTIVITIES
			$	-	$	-	$	(8,131)
FINANCING ACTIVITIES		;
	Proceeds from sale of common stock			-		-		2,200
	Additional paid-in capital			-		-		62,800
NET CASH PROVIDED BY FINANCING ACTIVITIES
			$	-	$	-	$	65,000
NET INCREASE ( DECREASE) IN CASH			$	3,758	$	153	$	6,013
CASH, BEGINNING OF PERIOD			$	2,255	$	3,068	$	-
CASH, END OF PERIOD			$	6,013	$	3,221	$	6,013
Supplemental cash flow information and noncash financing activities:
Cash paid for:
	Interest	&n bsp;	$	-	$	-	$	-
	Income taxes		$	-	$	-	$	-

The accompanying notes are an integral part of these financial statements

F-4

MAGNUM OIL, INC.

(A Development Stage Enterprise)

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

August 31, 2010

NOTE 1 – NATURE OF OPERATIONS AND BASIS OF PRESENTATION

Magnum Oil, Inc. (Formerly PTM Publications Incorporated) (the “Company”) was incorporated under the laws of the State of Nevada on December 13, 2005.  The Company is in the development stage.  Its activities to date have included capital formation, organizat ion and development of its business plan.  The Company has commenced operations.  On July 15, 2010 the company changed its name to Magnum Oil Inc.

The Company operated through its lone subsidiary: PTM Publications Sdn Bhd, a Malaysian Corporation.

The Company decided to cease the operation of subsidiary in January 2010.

Magnum Oil, Inc. (the parent company) is now a holding company

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Accounting

The Company’s financial statements are prepared using the accrual method of accounting.  The Compan y has elected a February year-end.

Basic Earnings per Share

The Company computes earnings (loss) per share in accordance with Accounting Standards Codification (“ASC”) 260, Earnings per Share.  ASC 260 specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock.  The Company has adopted the provisions of ASC 260 effective December 13, 2005 (inception).

Basic earnings (loss) per share amounts are computed by dividing the net income (loss) by the weighted average number of common shares outstanding.  Diluted earnings (loss) per share are the same as basic earnings (loss) per share due to the lack of dilutive items in the Company.

Cash Equivalents

The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.

Use of Estimates and Assumptions

The preparation of financial statements in conformity with generally accepted accounting principles 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.

Stock-Based Compensation

The Company records stock-based compensation in accordance with ASC 718, Compensation – Stock Based Compensation, using the fair value method.  All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable.  Equity instruments issued to employees and the cost of the services received as consideration are measured and recognized based on the fair value of the equity instruments issued.

F-5

MAGNUM OIL, INC.

(A Development Stage Company)

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

August 31, 2010

Income Taxes

Income taxes are provided in accordance with ASC 740, Income Taxes.  A deferred tax asset or liability is recorded for all temporary differences between fin ancial and tax reporting and net operating loss carry forwards.  Deferred tax expense (benefit) results  from  the net  change  during  the  year of  deferred  tax  assets  and liabilities.

Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.  Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

Comprehensive Income

ASC 220, Comprehensive Income, establishes standards for the reporting and display of comprehensive income and its components in the consolidated financial statements.  As August 31, 2010, the Company‘s only component of comprehensive income (loss) was foreign currency translation adjustments.

Recent Accounting Pronouncements

In May 2009, FASB issued ASC 855, Subsequent Events, which establishes general standards of for the evaluation, recognition and disclosure of events and transactions that occur after the balance sheet date.  Although there is new terminology, the standard is based on the same principles as those that currently exist in the auditing standards.  The standard, which includes a new required disclosure of the date through which an entity has evaluated subsequent events, is effective for interim or annual periods ending after June 15, 2009.  The adoption of ASC 855 did not have a material effect on the Company’s financial statements.

In June 2009, the FA SB issued guidance now codified as ASC 105, Generally Accepted Accounting Principles as the single source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in conformity with U.S. GAAP, aside from those issued by the SEC. ASC 105 does not change current U.S. GAAP, but is intended to simplify user access to all authoritative U.S. GAAP by providing all authoritative literature related to a particular topic in one place.  The adoption of ASC 105 did not have a material impact on the Company’s financial statements, but did eliminate all references to pre-codification standards.

The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

NOTE 3 - GOING CONCERN

The accompanying financial statements are presented on a going concern basis.  The Company had limited operations during the period from December 13, 2005 (inception) to August 31, 2010 and generated a net loss of $212,344.  This condition raises substantial doubt about the Company’s ability to continue as a going concern.  Because the Company is currently in the development stage and has minimal expenses, management believes that the company’s current cash of $6,013 will not be sufficient to cover the expenses they will incur during the next twelve months and that they will need  developing operations and may need to raise additional funding to continue operations.

Management plans to r aise additional funds through debt or equity offerings.  There is no guarantee that the Company will be able to raise any capital through this or any other offerings.

F-6

MAGNUM OIL, INC.

(A Developme nt Stage Company)

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

August 31, 2010

NOTE 4 - INCOME TAXES

Deferred tax assets:		August 31, 2010
Net operating loss carryforwards	$	212,344
Gross deferred tax assets	$	74,320
Valuation allowance	$	(74,320)
Net deferred tax assets	$	0

Realization of deferred tax assets is dependent upon sufficient future taxable income during the period that deductible temporary differences and carryforwards are exp ected to be available to reduce taxable income.  As the achievement of required future taxable income is uncertain, the Company recorded a valuation allowance.

NOTE 5 - NET OPERATING LOSSES

As of August 31, 2010, the Company has a net operating loss carryforwards of approximately $212,344 Net operating loss carryforward expires twenty years from the date the loss was incurred.

NOTE 6 - STOCK TRANSACTIONS

Transactions, other than employees’ stock issuance, are in accordance with ASC 505.  Thus issuances shall be accounted for based on the fair value of the consideration received.  Transactions with employees’ stock issuance are in accordance with ASC 718.  These i ssuances shall be accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, or whichever is more readily determinable.

On December 14, 2005, the company issued a total of 22,000,000 shares of $0.000227 par value common stock as founder's shares to Jasmin Bin Omar Jayaseelan, Jefferi Bin Omar Jayaseelan and Cheryl Lim Phaik Suan, all of whom are officers and directors of our company.  Mr. Jasmin Jayaseelan and Mr. Jefferi Jayaseelan received 8,800,000 shares each, and Ms. Lim received 4,400,000 shares.  The shares were issued in exchange for cash in the aggregate amount of $5,000.

In August 2006, the company completed an offering of shares of common stock in accordance with an SB-2 registration statement declared effective by the Securities and Exchange Commission on May 4, 2006.  The company s old 26,400,000 shares of common stock, par value $0.001, at a price of $0.00227 per share to approximately 32 investors.  The aggregate offering price for the offering closed in August 2006 was $60,000, all of which was collected from the offering.

As of August 31, 2010 the Company had 48,400,000 shares of common stock issued and outstanding.

On May 23, 2010 the company received approval from FINRA for a forward split of common share of 22:1.  All share amounts have been retroactively adjusted for all periods presented.

NOTE 7 - STOCKHOLDERS’ EQUITY

The stockholders’ equity section of the Company contains the following classes of capital stock as of August 31, 2010: Common stock, $0.001 par value: 50,000,000 shares authorized; 48,400,000 shares issued and outstanding.

NOTE 8 – LOAN PAYABLE – RELATED PARTY

A shareholder loan of $23,481 is payable on demand and without interest.  A related party loan of $12,904 is payable on demand and without interest.  The Loan from a related party of $25,000 bears 5% interest and is repayable on June 7, 2011.

F-7

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

This section of this report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance.  Forward looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions or words which, by their nature, refer to future events.  You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report.  These forward looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions

Results of Operations

Our financial statements and information for the three and six months ended August 31, 2010 have been prepared by our Management on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business.  We generated no revenues during the three and six months ended August 31, 2010 and have incurred total net losses of $212,344 from inception to August 31, 2010.  

Three months Ended August 31, 2010 compare d to the Three months Ended August 31, 2009

We incurred net losses of $27,057, or $0.00 per share, for the three-month period ended August 31, 2010, as compared to net losses of $12,875, or $0.00 per share, for the three-month period ended August 31, 2009.  The increase was mainly attributed to increased professional fees ($20,469 - 2010 compared to $6,926 - 2009.  Our other expenses for the three-month period ended August 31, 2010 consisted of office and general of $6,589 ($5,949 - 2009). 

Six months Ended August 31, 2010 compared to the Six months Ended August 31, 2009

We incurred net losses of $38,756, or $0.00 per share, for the six-month period ended August 31 , 2010, as compared to net losses of $18,701, or $0.00 per share, for the six-month period ended August 31, 2009.  The increase was mainly attributed to increased professional fees ($27,126 - 2010 compared to $6,926 - 2009.  Our other expenses for the six-month period ended August 31, 2010 consisted of office and general fees in the amount of $11,630 ($11,775 - 2009).

Liquidity and Capital Resources

At August 31, 2010, we had total assets of $8,693 consisting of cash in the bank in the amount of $6,013 and prepaid expenses of $2,680.

Our accounts payable and accrued liabilities at August 31, 2010 were $91,984.  In addition, we have outstanding loans from related parties in the amount of $61,465.  Thi s loan balance is non-interest bearing, unsecured and has no fixed terms of repayment.

There are currently no options, warrants, rights or other securities conversion rights issued and/or outstanding.

5

Off-Balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.

Inflation

The amounts presented in the financial statements do not provide for the effect of inflation on our operations or financial position.  The net operating losses shown would be greater than reported if the effects of inflation were reflected either by charging operations with amounts that represent replacement costs or by using other in flation adjustments.

Item 3.  Quantitative And Qualitative Disclosures Of Market Risk.

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

Item 4.  Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures, as defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934 (the "Exchange Act"), that 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 recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms and that such information is accumulated and communicated to our sole officer, as appropriate to allow timely decisions regarding required disclosure. We carried out an evaluation, under the supervision and with the participation of our sole officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of August 31, 2010.  Based on the evaluation of these disclosure controls and procedures, and in light of the material weaknesses in our internal control over financial reporting identified in our Annual Report on Form 10-K for the year ended February 28, 2009, the sole officer concluded that our disclosure controls and procedures are ineffective.

Changes in internal controls

We have not yet implemented any of the recommended changes to internal control over financial reporting listed in our Annual Report on Form 10-K for the year ended February 28, 2009.  As such, there were no changes in our internal control over financial reporting, as defined in Rule 13a-15(f) promulgated under the Exchange Act, during the quarter ended August 31, 2010 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II – OTHER INFORMATION

Item 1.  Legal Proceedings.

Not applicable.

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

Exhibit Number	Description
31.1	Certification of the Chief Executive Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	MAGNUM OIL INC.
Date:  October 20, 2010	By: /s/ Patrick DeBlois
	Patrick DeBlois
	President, Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer, Secretary, Treasurer and Director

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