U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 2007
OR
[] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR
THE TRANSITION PERIOD FROM ______________ TO ______________
COMMISSION FILE NUMBER: 0-51109
RMD TECHNOLOGIES, INC.
(Exact Name of Company as Specified in Its Charter)
California 72-1530833
(State or Other Jurisdiction of Incorporation (I.R.S. Employer
or Organization) Identification No.)
1597 Alamo Road, Holtville, California 92250
(Address of Principal Executive Offices)
(760) 356-2039
(Company's Telephone Number)
(Former Name, Former Address, and Former Fiscal Year, if Changed Since
Last Report)
Indicate by check mark whether the Company (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Company was
required to file such reports), and (2) been subject to such filing requirements
for the past 90 days. Yes X No .
Indicate by check mark whether the Company is a shell company (as defined in
Rule 12b-2 of the Exchange Act): Yes No X
As of October 19, 2007, the Company had 18,312,300 shares of common stock issued
and outstanding.
Transitional Small Business Disclosure Format (check one): Yes No X .
5
RMD TECHNOLOGIES, INC.
Index
Page
Number
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheet as of August 31, 2007 (unaudited) 2
Statements of Operations
for the three months ended August 31, 2007 and 2006 (unaudited) 3
Statements of Cash Flows for the three months ended
August 31, 2007 and 2006 (unaudited) 4
Notes to Consolidated Financial Statements (unaudited) 5
Item 2. Management's Discussion and Analysis or Plan of Operations 7
Item 3. Controls and Procedures 11
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 12
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 12
Item 3. Defaults Upon Senior Securities 12
Item 4. Submission of Matters to a Vote of Security Holders 12
Item 5. Other Information 12
Item 6. Exhibits 12
SIGNATURES
RMD TECHNOLOGIES, INC.
BALANCE SHEET
(Unaudited)
August 31,
ASSETS 2007
-----------------
Current Assets
Cash $ 950
Accounts receivable, net of allowance of $10,317 492
-----------------
Total Current Assets 1,442
Furniture and equipment - net of accumulated depreciation of $19,782 2,723
Other Assets
Security deposits 5,911
-----------------
Total Assets $ 10,076
=================
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts payable and accrued liabilities $ 316,093
Capital lease obligations 6,860
Loan agreements 5,904
Accrued payroll 148,470
Accrued interest - related party convertible debenture 19,184
Related party loans 509,800
-----------------
Total Current Liabilities 1,006,311
Long Term Liabilities
Convertible debt 5,000
Convertible debenture (net of unamortized debt discount of $46,989) 53,011
-----------------
Total Liabilities 1,064,322
Stockholders' Deficit
Common stock, no par value
100,000,000 shares authorized,
17,612,300 shares issued and outstanding 146,300
Additional paid-in capital 100,000
Accumulated deficit (1,300,546)
-----------------
Total Stockholders' Deficit (1,054,246)
-----------------
Total Liabilities and Stockholders' Deficit $ 10,076
=================
See Accompanying Notes to Financial Statements
RMD TECHNOLOGIES, INC.
STATEMENTS OF OPERATIONS
(Unaudited)
For the Three Months Ended
August, 31
2007 2006
-------------- ---------------
Net sales $ 11,075 $ 90,555
Cost of sales 6,627 134,441
-------------- --------------
Gross profit (loss) 4,448 (43,886)
-------------- --------------
Selling, general, and administrative expenses
Depreciation 582 1,231
Payroll expenses 33,367 --
Professional fees 30,077 --
Other selling, general, and administrative expenses 25,070 212,762
-------------- --------------
Total selling, general and administrative expenses 89,096 213,993
-------------- --------------
Total loss from operations (84,648) (257,879)
Other Expenses
Interest expense (15,504) (10,573)
Loss on sale of vehicles (5,465) --
--------------- --------------
Total income (loss) $ (105,617) $ (268,452)
============== ==============
Basic and diluted net income (loss) per weighted average share $ (.01) $ (.02)
============== ==============
Weighted average number of common shares used to compute
net (loss) per weighted average share 17,481,865 15,002,300
============== ==============
See Accompanying Notes to Financial Statements
RMD TECHNOLOGIES, INC.
STATEMENTS OF CASH FLOWS
(Unaudited)
For the Three Months Ended
August 31,
2007 2006
---------------- -----------------
Operating Activities
Net income (loss) $ (105,617) $ (268,452)
Adjustments to reconcile net (loss) to
cash (used in)operating activities:
Depreciation 582 1,231
Accrued interest 7,195 10,573
Accretion of principal related to convertible debenture 8,394 8,394
Loss on disposal of fixed assets 5,465 --
Changes in operating assets and liabilities:
Change in accounts receivable 398 (15,451)
Change in prepaid expenses -- 7,100
Change in deferred revenue -- (7,200)
Change in accounts payable and accrued liabilities 78,963 66,239
---------------- -----------------
Net Cash Used in Operating Activities (4,620) (197,566)
---------------- -----------------
Financing Activities
Decrease in bank overdraft -- 3,960
Proceeds from notes payable 5,000 158,915
Proceeds from loans from related individuals -- 13,367
Proceeds from stock subscriptions -- 24,970
Payments made on capital leases -- (3,646)
---------------- -----------------
Net Cash Provided by Financing Activities 5,000 197,566
---------------- -----------------
Increase (decrease) in cash 380 --
Cash at Beginning of the Period 570 --
---------------- -----------------
Cash at End of the Period $ 950 $ --
================ =================
Supplemental schedule of noncash investing and financing activities:
Interest paid $ -- $ --
Taxes paid $ -- $ --
Common stock issued for services $ 37,500 $ --
See Accompanying Notes to Financial Statements
RMD TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Condensed - RMD Technologies, Inc. ("the Company") has elected to omit
substantially all footnotes to the financial statements for the three months
ended August 31, 2007 since there have been no significant changes (other than
indicated in other footnotes) to the information previously reported by the
Company in its annual report filed on Form 10-KSB for the fiscal year ended May
31, 2007.
Unaudited Information - The information furnished herein was taken from the
books and records of the Company without audit. However, such information
reflects all adjustments (which include only normal recurring adjustments) that
are, in the opinion of management, necessary to properly reflect the results of
the interim periods presented. The information presented is not necessarily
indicative of the results from operations expected for the full fiscal year.
Reclassification - Certain amounts in prior-year financial statements have been
reclassified for comparative purposes to conform with presentation in the
current-year financial statements.
NOTE 2 GOING CONCERN
The Company's financial statements have been presented on the basis that it is a
going concern, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business. At August 31, 2007, the Company
had current liabilities that exceeded current assets by $1,004,869, had incurred
significant losses during the last few years, and had negative cash flow from
operations. These factors create an uncertainty about the Company's ability to
continue as a going concern. In this regard, management is proposing to raise
any necessary additional funds not provided by operations through loans or
through additional sales of common stock. There is no assurance that the Company
will be successful in raising this additional capital or in achieving profitable
operations. The financial statements do not include any adjustments that might
be necessary if the Company is unable to continue as a going concern.
NOTE 3 COMMON STOCK
During the three months ending August 31, 2007, the Company issued 750,000
shares of common stock for payment of legal services valued at $37,500 ($.05 per
share).
Item 2. Management's Discussion and Analysis or Plan of Operations
FORWARD LOOKING STATEMENTS
Some of the statements contained in this Form 10-QSB that are not historical
facts are "forward-looking statements" which can be identified by the use of
terminology such as "estimates," "projects," "plans," "believes," "expects,"
"anticipates," "intends," or the negative or other variations, or by discussions
of strategy that involve risks and uncertainties. We urge you to be cautious of
the forward-looking statements, that such statements, which are contained in
this Form 10-QSB, reflect our current beliefs with respect to future events and
involve known and unknown risks, uncertainties and other factors affecting our
operations, market growth, services, products and licenses. No assurances can be
given regarding the achievement of future results, as actual results may differ
materially as a result of the risks we face, and actual events may differ from
the assumptions underlying the statements that have been made regarding
anticipated events. Factors that may cause actual results, our performance or
achievements, or industry results, to differ materially from those contemplated
by such forward-looking statements include without limitation:
o Our ability to attract and retain management, and to integrate
and maintain technical information and management information
systems;
o Our ability to raise capital when needed and on acceptable
terms and conditions;
o The intensity of competition; and
o General economic conditions.
All written and oral forward-looking statements made in connection with this
Form 10-QSB that are attributable to us or persons acting on our behalf are
expressly qualified in their entirety by these cautionary statements. Given the
uncertainties that surround such statements, you are cautioned not to place
undue reliance on such forward-looking statements.
For the Three Months Ended August 31, 2007 compared to the Three Months Ended
August 31, 2006.
Results of Operations.
(a) Revenues.
The Company had revenues totaling $11,075 for the three months ended August 31,
2007 as compared with the previous period of $90,555, a decrease of $79,480 or
approximately 88%. This decrease between the two periods was the result of the
reduction of sales from the company's lack of a dedicated sales force. For the
three months ended August 31, 2007, cost of revenues totaled $6,627, compared to
$134,441 in the prior period, a decrease of $127,814 or approximately 95%. This
decrease between the two periods was the result of the company's lack of a
dedicated sales force. Overall, gross profit (loss) totaled $4,448 for the three
months ended August 31, 2007 compared to $(43,886) in the prior period, an
increase of $48,334. This increase between the two periods was the result of a
reduction in payroll and related expenses. The Company's revenues and its
related cost of sales primarily consisted of sales and recycling.
(b) Operating Expenses.
Operating expenses for the three months ended August 31, 2007 were $89,096 as
compared with $213,993 for the prior period, a decrease of $124,897 or
approximately 58%. The overall decrease in operating expenses compared to the
prior period was primarily due to a reduction in payroll and related expenses.
(c) Interest Expense.
Interest expense for the three months ended August 31, 2007 totaled $15,504
compared to $10,573 for the three months ended August 31, 2006, an increase of
$4,931 or approximately 47%. All of the interest expense was to a related party.
The overall increase in interest expense compared to the prior period was
primarily due to an increase in indebtedness.
(d) Net Loss.
The Company's net loss for the three months ended August 31, 2007, totaled
$105,617 as compared with the prior period's net loss of $268,452, a decrease
in net loss of $162,835 or approximately 61%. This decrease was due to a
decrease in selling, general and administrative expenses.
Operating Activities.
The net cash used in operating activities was $(4,620) for the three months
ended August 31, 2007 compared to net cash used in operating activities of
$(197,566) for the three months ended August 31, 2006, a decrease in cash used
by $192,946 or approximately 98%. The change in operating activities is
attributable to a curtailment of operations.
Financing Activities.
The net cash provided by financing activities was $5,000 for the three months
ended August 31, 2007 compared to net cash provided by financing activities of
$197,566 for the three months ended August 31, 2006, resulting in a a decrease
of $192,566.
Liquidity and Capital Resources.
As of August 31, 2007, the Company has total current assets of $1,442 and total
current liabilities of $1,006,311 resulting in a working capital deficit of
$(1,004,869); as of that date the Company had $950 in cash. The Company has
raised capital through borrowings from private individuals.
Whereas the Company has been successful in the past in raising capital, no
assurance can be given that these sources of financing will continue to be
available to us and/or that demand for our equity/debt instruments will be
sufficient to meet our capital needs, or that financing will be available on
terms favorable to the Company. If funding is insufficient at any time in the
future, the Company may not be able to take advantage of business opportunities
or respond to competitive pressures, or may be required to reduce the scope of
its planned service development and marketing efforts, any of which could have a
negative impact on its business and operating results. In addition, insufficient
funding may have a material adverse effect on the Company's financial condition,
which could require it to:
- curtail operations significantly;
- sell significant assets;
- seek arrangements with strategic partners or other parties
that may require the Company to relinquish significant rights
to products, technologies or markets; or
- explore other strategic alternatives including a merger or
sale of the Company.
To the extent that the Company raises additional capital through the sale of
equity or convertible debt securities, the issuance of such securities may
result in dilution to existing stockholders. If additional funds are raised
through the issuance of debt securities, these securities may have rights,
preferences and privileges senior to holders of common stock and the terms of
such debt could impose restrictions on the Company's operations. Regardless of
whether the Company's cash assets prove to be inadequate to meet the Company's
operational needs, the Company may seek to compensate providers of services by
issuance of stock in lieu of cash, which may also result in dilution to existing
shareholders.
The Company's current cash flow from operations will not be sufficient to
maintain its capital requirements for the next twelve months. Accordingly, the
Company's implementation of its business plan will depend upon its ability to
raise additional funds through bank borrowings and equity or debt financing. The
Company estimates that it will need to raise up to $1,000,000 over the next
twelve months for such purposes.
On August 24, 2005, the Company raised $25,000 through a promissory note. The
note bears an interest rate of 7.5% per annum and was due in August 2006. The
note has a feature that allows the holder to convert the principal and any
accrued interest into restricted shares of common stock of the Company at a rate
of $0.001 per share at any time after the Company clears all comments from the
Securities and Exchange Commission on its Form 10-SB filing (which will then
make the Company eligible for quotation on the Over the Counter Bulletin Board),
until the note is satisfied. The Company has determined that there is a
beneficial conversion feature associated with this convertible promissory note
in the amount of $25,000 that has been reflected as unamortized debt discount
and included in short-term notes payable on the accompanying balance sheet. The
principal and accrued interest of $844.41, on this note was paid on February 10,
2006.
On January 27, 2006, the Company entered into a Securities Purchase Agreement
with La Jolla Cove Investors, Inc. for the sale of a convertible debenture in
the amount of $100,000. This debenture bears interest at 7% per annum and is
convertible into shares of the Company's common stock. The number of shares into
which this debenture may be converted is equal to the dollar amount of the
debenture being converted multiplied by 110, minus the product of the conversion
price multiplied by 100 times the dollar amount of the debenture being
converted, and the entire foregoing result shall be divided by the conversion
price. The conversion price is equal to the lesser of (i) 80% of the average of
the 3 lowest volume weighted average prices during the 20 trading days prior to
the holder's election to convert, or (ii) 80% of the volume weighted average
price on the trading day prior to the holder's election to convert (once the
Company's common stock commences trading).
In conjunction with the debenture, the Company issued to La Jolla Cove a
warrant, dated January 27, 2006, to purchase 10,000,000 shares of common stock
of the Company, exercisable at $1.00 per share. Under an addendum to the
warrant, the exercise price of the warrant was changed to $1.09 per share; in
addition, the warrant is to be exercised in an amount equal to 100 times the
amount of the debenture.
In connection with the Securities Purchase Agreement, the Company granted to La
Jolla Cove certain rights under a registration rights agreement, dated January
27, 2006, to the shares to be issued upon conversion of the debenture and the
warrant. La Jolla Cove provided the Company with an aggregate $250,000 on
January 31, 2006: (a) $100,000 for the debenture, and (b) a $150,000 advance on
the exercise of the warrant. As of August 31, 2007, La Jolla has not exercised
or received any warrants related to the $150,000 advance.
On August 16, 2007, the Company received $5,000 in cash from an individual in
exchange for a convertible note. The note matures on August 16, 2008, carries an
interest rate of 9% and is convertible for 100,000 shares of common stock.
Item 3. Controls and Procedures
The Company maintains disclosure controls and procedures (as defined in Rule
13a-15(e) and Rule 15d-15(e) under the Securities Exchange Act of 1934, as
amended) that are designed to ensure that information required to be disclosed
in our periodic reports filed under the Exchange Act is recorded, processed,
summarized and reported within the time periods specified in the SEC's rules and
forms, and that such information is accumulated and communicated to management,
including the Company's principal executive officer and principal financial
officer, to allow timely decisions regarding required disclosure.
As of the end of the period covered by this report, management carried out an
evaluation, under the supervision and with the participation of the Company's
principal executive officer and principal financial officer, of the Company's
disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule
15d-15(e) of the Exchange Act). Based upon the evaluation, the Company's
principal executive/financial officer concluded that its disclosure controls and
procedures were effective at a reasonable assurance level to ensure that
information required to be disclosed by the Company in the reports that it files
or submits under the Exchange Act is recorded, processed, summarized and
reported, within the time periods specified in the SEC's rules and forms. In
addition, the Company's principal executive officer and principal financial
officer concluded that its disclosure controls and procedures were effective at
a reasonable assurance level to ensure that information required to be disclosed
by the Company in the reports that it files or submits under the Exchange Act is
accumulated and communicated to the Company's management, including its
principal executive officer and principal financial officer, to allow timely
decisions regarding required disclosure.
Because of the inherent limitations in all control systems, no evaluation of
controls can provide absolute assurance that all control issues and instances of
fraud, if any, will be or have been detected. These inherent limitations include
the realities that judgments in decision-making can be faulty, and that
breakdowns can occur because of simple error or mistake. Additionally, controls
can be circumvented by the individual acts of some persons, by collusion of two
or more people, and/or by management override of the control. The design of any
system of controls also is based in part upon certain assumptions about the
likelihood of future events, and there can be no assurance that any design will
succeed in achieving its stated goals under all potential future conditions;
over time, controls may become inadequate because of changes in conditions,
and/or the degree of compliance with the policies and procedures may
deteriorate. Because of the inherent limitations in a cost-effective internal
control system, misstatements due to error or fraud may occur and not be
detected.
There was no change in the Company's internal control over financial reporting
during the Company's most recently completed fiscal quarter that has materially
affected, or is reasonably likely to materially affect, the Company's internal
control over financial reporting.
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
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
Not applicable
Item 5. Other Information
Not applicable
Item 6. Exhibits.
Exhibits included or incorporated by reference herein are set forth in the
attached Exhibit Index.
EXHIBIT INDEX
Number Description
3.1 Articles of Incorporation, dated May 17, 2001 (incorporated by
reference to Exhibit 3.1 of the Form 10-SB filed on a January 7, 2005).
3.2 Certificate of Amendment of Articles of Incorporation, ated June 21,
2004 (incorporated by reference to Exhibit 3.2 of the Form 10-SB filed
on January 7, 2005).
3.2 Bylaws, dated June 20, 2001 (incorporated by reference to Exhibit 3.3
of the Form 10-SB filed on January 7, 2005).
4.1 Securities Purchase Agreement between the Company and La Jolla Cove
Investors, Inc., dated January 27, 2006 a (incorporated by reference to
Exhibit 4.1 of the Form 8 K filed on February 6, 2006).
4.2 7 3/4% Convertible Debenture issued to La Jolla Cove Investors, Inc.,
dated January 27, 2006 (incorporated by reference to Exhibit 4.2 of the
Form 8-K filed on February 6, 2006).
4.3 Warrant to Purchase Common Stock issued to La Jolla Cove Investors,
Inc., dated January 27, 2006 (incorporated by reference to Exhibit 4.3
of the Form 8-K filed on February 6, 2006).
4.4 Registration Rights Agreement between the Company and La Jolla Cove
Investors, Inc., dated January 27, 2006 a (incorporated by reference to
Exhibit 4.4 of the Form 8 K filed on February 6, 2006).
4.5 Addendum to Convertible Debenture and Warrant To Purchase Common Stock,
dated January 27, 2006 (incorporated by reference to Exhibit 4.5 of
the Form 8-K filed on February 6, 2006).
4.6 Continuing Personal Guaranty issued by Patrick A. Galliher and Suzanne
E. Galliher in favor of La Jolla Cove Inveshors, Inc., dated January
27, 2006 (incorporated by reference to Exhibit 4.6 of the Form 8-K
filed on February 6, 2006).
10.1 Promissory Note issued by the Company in favor of Steve J. Galliher,
dated July 12, 2002 (incorporated by reference to Exhibit 10.1 of the
Form 10-SB filed on January 7, 2005.)
10.2 Promissory Note issued by the Company in favor of Patrick A. Galliher
or Suzanne E, Galliher, dated November 17, 2002 (incorporated by
reference to Exhibit 10.2 of the Form 20-SB filed on January 7, 2005).
10.3 Promissory Note issued by the Company in favor of Patrick A. Galliher,
dated November 17, 2003 (incorporated by reference to Exhibit 10.3 of
the Form 10-SB filed on January 7, 2005).
10.4 Promissory Note issued by the Company in favor of Patrick A. Galliher,
dated December 29, 2003 (incorporated by reference to Exhibit 10.4 of
the Form 10-SB filed on January 7, 2005).
10.5 Promissory Note issued by the Company in favor of Patrick A. Galliher,
dated January 9, 2004 (incorporated by reference to Exhibit 10.5 of the
Form 10-SB filed on January 7, 2005).
10.6 Promissory Note issued by the Company in favor of Patrick A. Galliher,
dated February 6, 2004 (incorporated by reference to Exhibit 10.6 of
the Form 10-SB filed on January 7, 2005).
10.7 Promissory Note issued by the Company in favor of Patrick A. Galliher,
dated February 13, 2004 (incorporated by reference to Exhibit 10.7 of
the Form 10-SB filed on January 7, 2005).
10.8 Promissory Note issued by the Company in favor of Patrick A. Galliher,
dated March 22, 2003 (incorporated by reference to Exhibit 10.8 of the
Form 10-SB filed on January 7, 2005.)
10.9 Promissory Note issued by the Company in favor of Patrick A. Galliher,
dated April 26, 2004 (incorporated by reference to Exhibit 10.9 of the
Form 10-SB filed on January 7, 2005.)
10.10 Promissory Note issued by the Company in favor of Patrick A. Galliher,
dated May 7, 2004 (incorporated by reference to Exhibit 10.10 of the
Form 10-SB filed on January 7, 2005).
10.11 Promissory Note issued by the Company in favor of Patrick A. Galliher,
dated June 17, 2004 (incorporated by reference to Exhibit 10.11 of the
Form 10-SB filed on January 7, 2005).
10.12 Promissory Note issued by the Company in favor of Ann Morrison, dated
August 24, 2005 (incorporated by reference to Exhibit 10.12 of the Form
10-SB/A filed on May 16, 2006).
10.13 Consulting Services Agreement between the Company, on the one hand, and
De Joya & Company, Inc. and Arthur De Joya, on the other hand, dated
September 1, 2005 (incorporated by reference to Exhibit 10 of the Form
8-K filed on September 21, 2005).
10.14 Amended and Restated Consulting Services Agreement between the Company,
on the one hand, and De Joya & Company, Inc. and Arthur De Joya, on the
other hand, dated February 28, 2006 (incorporated by reference to
Exhibit 10 of the Form 8- K/A filed on May 11, 2006).
16 Letter on Change in Certifying Accountant (incorporated by reference to
Exhibit 16 of the Form 8-K filed on Januar 5, 2006).
31.1 Certification of Principal Executive Officer pursuant to Rule 1 a-14
and Rule 15d-14(a), promulgated under the Securities and Exchange Act
of 1934, as amended
31.2 Certification of Principal Financial Officer pursuant to Rule 1 a-14
and Rule 15d 14(a), promulgated under the Securities and Exchange Act
of 1934, as amended
32.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive
Officer)
32.2 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Financial
Officer)
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Company has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
RMD Technologies, Inc.
Dated: October 22, 2007 By: /s/ Patrick A. Galliher
------------------------
Patrick A. Galliher,
President
(Principal Executive Officer) and
Chief Financial Officer (Principal
Accounting and Financial Officer)