UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2008
Commission file number 333-136492
TREASURE EXPLORATIONS INC.
(Exact name of registrant as specified in its charter)
NEVADA
(State or other jurisdiction of incorporation or organization)
#109 - 114 West Magnolia Street, Suite 400
Bellingham, WA 98225
(Address of principal executive offices, including zip code.)
(360) 233-0740
(telephone number, including area code)
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 last 90 days. YES [X] NO [ ]
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
the definitions of "large accelerated filer, "accelerated filer,"
"non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the
Exchange Act.
Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filer [ ] Smaller reporting company [X]
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). YES [X] NO [ ]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 4,000,000 shares as of March 31,
2008.
ITEM 1. FINANCIAL STATEMENTS
The un-audited quarterly financial statements for the period ended March 31,
2008, prepared by the company, immediately follow.
2
TREASURE EXPLORATIONS INC.
(An Exploration Stage Company)
Balance Sheets
- --------------------------------------------------------------------------------
(unaudited)
As of As of
March 31, June 30,
2008 2007
-------- --------
ASSETS
CURRENT ASSETS
Cash $ 24,016 $ 32,570
Deposits -- 3,000
-------- --------
TOTAL CURRENT ASSETS 24,016 35,570
-------- --------
TOTAL ASSETS $ 24,016 $ 35,570
======== ========
LIABILITIES & STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts Payable $ 163 $ --
-------- --------
TOTAL CURRENT LIABILITIES 163 --
-------- --------
TOTAL LIABILITIES 163 --
-------- --------
STOCKHOLDERS' EQUITY
Common stock, ($0.001 par value, 75,000,000 shares
authorized; 4,000,000 shares issued and outstanding
as of March 31, 2008 and June 30, 2007 4,000 4,000
Additional paid-in capital 46,000 46,000
Deficit accumulated during exploration stage (26,147) (14,430)
-------- --------
TOTAL STOCKHOLDERS' EQUITY 23,853 35,570
-------- --------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 24,016 $ 35,570
======== ========
See Notes to Financial Statements
3
TREASURE EXPLORATIONS INC.
(An Exploration Stage Company)
Statements of Operations (unaudited)
- --------------------------------------------------------------------------------
May 31, 2006
Nine Months Nine Months Three Months Three Months (inception)
Ended Ended Ended Ended through
March 31, March 31, March 31, March 31, March 31,
2008 2007 2008 2007 2008
---------- ---------- ---------- ---------- ----------
REVENUES
Revenues $ -- $ 0 $ -- $ -- $ 0
---------- ---------- ---------- ---------- ----------
TOTAL REVENUES -- 0 -- -- 0
PROFESSIONAL FEES 6,500 5,200 2,000 1,250 14,700
GENERAL & ADMINISTRATIVE EXPENSES 5,217 5,055 693 1,163 11,447
---------- ---------- ---------- ---------- ----------
TOTAL GENERAL & ADMINISTRATIVE EXPENSES 11,717 10,255 2,693 2,413 26,147
---------- ---------- ---------- ---------- ----------
NET INCOME (LOSS) $ (11,717) $ (10,255) $ (2,693) $ (2,413) $ (26,147)
========== ========== ========== ========== ==========
BASIC EARNING (LOSS) PER SHARE $ (0.00) $ (0.00) $ (0.00) $ (0.00)
========== ========== ========== ==========
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 4,000,000 3,233,577 4,000,000 4,000,000
========== ========== ========== ==========
See Notes to Financial Statements
4
TREASURE EXPLORATIONS INC.
(An Exploration Stage Company)
Statements of Changes in Stockholders' Equity (unaudited)
From May 31, 2006 (Inception) through March 31, 2008
- --------------------------------------------------------------------------------
Deficit
Accumulated
Common Additional During
Common Stock Paid-in Exploration
Stock Amount Capital Stage Total
----- ------ ------- ----- -----
BALANCE, MAY 31, 2006 -- $ -- $ -- $ -- $ --
Stock issued for cash on May 31, 2006
@ $0.005 per share 2,000,000 2,000 8,000 10,000
Net loss, June 30, 2006 (430) (430)
---------- ------- ------- -------- --------
BALANCE, JUNE 30, 2006 2,000,000 $ 2,000 $ 8,000 $ (430) $ 9,570
========== ======= ======= ======== ========
Stock issued for cash on October 13, 2006
@ $0.02 per share 2,000,000 2,000 38,000 40,000
Net loss, June 30, 2007 (14,000) (14,000)
---------- ------- ------- -------- --------
BALANCE, JUNE 30, 2007 4,000,000 $ 4,000 $46,000 $(14,430) $ 35,570
========== ======= ======= ======== ========
Net loss, March 31, 2008 (11,717) (11,717)
---------- ------- ------- -------- --------
BALANCE, MARCH 31, 2008 4,000,000 $ 4,000 $46,000 $(26,147) $ 23,853
========== ======= ======= ======== ========
See Notes to Financial Statements
5
TREASURE EXPLORATIONS INC.
(An Exploration Stage Company)
Statements of Cash Flows (unaudited)
- --------------------------------------------------------------------------------
May 31, 2006
Nine Months Nine Months (inception)
Ended Ended through
March 31, March 31, March 31,
2008 2007 2008
-------- -------- --------
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $(11,717) $(10,255) $(26,147)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Changes in operating assets and liabilities:
Deposits 3,000 (3,000) --
Accounts Payable 163 (415) 163
-------- -------- --------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (8,554) (13,670) (25,984)
CASH FLOWS FROM INVESTING ACTIVITIES
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES -- -- --
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock -- 2,000 4,000
Additional paid-in capital -- 38,000 46,000
-------- -------- --------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES -- 40,000 50,000
-------- -------- --------
NET INCREASE (DECREASE) IN CASH (8,554) 26,330 24,016
CASH AT BEGINNING OF PERIOD 32,570 9,985 --
-------- -------- --------
CASH AT END OF YEAR $ 24,016 $ 36,315 $ 24,016
======== ======== ========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during year for:
Interest $ -- $ -- $ --
======== ======== ========
Income Taxes $ -- $ -- $ --
======== ======== ========
See Notes to Financial Statements
6
TREASURE EXPLORATIONS INC.
(An Exploration Stage Company)
Notes to Financial Statements (Unaudited)
March 31, 2008
NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS
Treasure Explorations Inc. (the Company) was incorporated under the laws of the
State of Nevada on May 31, 2006. The Company was formed to engage in the
acquisition, exploration and development of natural resource properties.
The Company is in the exploration stage. Its activities to date have been
limited to capital formation, organization and development of its business plan.
The Company has commenced limited exploration activities.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The Company's financial statements are prepared using the accrual method of
accounting. The Company has elected a June 30, year-end.
BASIC EARNINGS (LOSS) PER SHARE
In February 1997, the FASB issued SFAS No. 128, "Earnings Per Share", which
specifies the computation, presentation and disclosure requirements for earnings
(loss) per share for entities with publicly held common stock. SFAS No. 128
supersedes the provisions of APB No. 15, and requires the presentation of basic
earnings (loss) per share and diluted earnings (loss) per share. The Company has
adopted the provisions of SFAS No. 128 effective May 31, 2006 (date of
inception).
Basic net earnings (loss) per share amounts is computed by dividing the net
earnings (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. In accordance with FASB 16 all
adjustments are normal and recurring.
7
TREASURE EXPLORATIONS INC.
(An Exploration Stage Company)
Notes to Financial Statements (Unaudited)
March 31, 2008
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
INCOME TAXES
Income taxes are provided in accordance with Statement of Financial Accounting
Standards No. 109 (SFAS 109), "Accounting for Income Taxes". A deferred tax
asset or liability is recorded for all temporary differences between financial
and tax reporting and net operating loss carryforwards. 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.
RECENT ACCOUNTING PRONOUNCEMENTS
In December 2007, the Financial FASB issued SFAS No. 141 (revised 2007),
"Business Combinations" ("SFAS 141R"). SFAS 141R establishes principles and
requirements for how an acquirer recognizes and measures in its financial
statements the identifiable assets acquired, the liabilities assumed, any
noncontrolling interest in the acquiree and the goodwill acquired. SFAS 141R
also establishes disclosure requirements to enable the evaluation of the nature
and financial effects of the business combination. SFAS 141R is effective for
fiscal years beginning after December 15, 2008. The adoption of this statement
is not expected to have a material effect on the Company's financial statements.
In December 2007, the FASB issued SFAS No. 160, "Noncontrolling Interests in
Consolidated Financial Statements--an amendment of Accounting Research Bulletin
No. 51" ("SFAS 160"). SFAS 160 establishes accounting and reporting standards
for ownership interests in subsidiaries held by parties other than the parent,
the amount of consolidated net income attributable to the parent and to the
noncontrolling interest, changes in a parent's ownership interest, and the
valuation of retained noncontrolling equity investments when a subsidiary is
deconsolidated. SFAS 160 also establishes disclosure requirements that clearly
identify and distinguish between the interests of the parent and the interests
of the noncontrolling owners. SFAS 160 is effective for fiscal years beginning
after December 15, 2008. The adoption of this statement is not expected to have
a material effect on the Company's financial statements
In February 2007, the Financial Accounting Standards Board (FASB) issued SFAS
No. 159, "The Fair Value Option for Financial Assets and Financial Liabilities -
Including an Amendment of FASB Statement No. 115". This statement permits
entities to choose to measure many financial instruments and certain other items
at fair value. Most of the provisions of SFAS No. 159 apply only to entities
that elect the fair value option. However, the amendment to SFAS No. 115
"Accounting for Certain Investments in Debt and Equity Securities" applies to
all entities with available-for-sale and trading securities. SFAS No. 159 is
effective as of the beginning of an entity's first fiscal year that begins after
8
TREASURE EXPLORATIONS INC.
(An Exploration Stage Company)
Notes to Financial Statements (Unaudited)
March 31, 2008
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
November 15, 2007. Early adoption is permitted as of the beginning of a fiscal
year that begins on or before November 15, 2007, provided the entity also elects
to apply the provision of SFAS No. 157, "Fair Value Measurements". The adoption
of this statement is not expected to have a material effect on the Company's
financial statements.
In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements". The
objective of SFAS 157 is to increase consistency and comparability in fair value
measurements and to expand disclosures about fair value measurements. SFAS 157
defines fair value, establishes a framework for measuring fair value in
generally accepted accounting principles, and expands disclosures about fair
value measurements. SFAS 157 applies under other accounting pronouncements that
require or permit fair value measurements and does not require any new fair
value measurements. The provisions of SFAS No. 157 are effective for fair value
measurements made in fiscal years beginning after November 15, 2007. The
adoption of this statement is not expected to have a material effect on the
Company's future reported 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 May 31, 2006 (date of
inception) to March 31, 2008 and generated a net loss of $26,147. This condition
raises substantial doubt about the Company's ability to continue as a going
concern. Because the Company is currently in the exploration stage and has
minimal expenses, management believes that the company's current cash of $24,016
is sufficient to cover the expenses they will incur during the next twelve
months in a limited operations scenario or until they raise additional funding.
NOTE 4. WARRANTS AND OPTIONS
There are no warrants or options outstanding to acquire any additional shares of
common.
NOTE 5. RELATED PARTY TRANSACTIONS
The officers and directors of the Company may, in the future, become involved in
other business opportunities as they become available, they may face a conflict
in selecting between the Company and their other business opportunities. The
Company has not formulated a policy for the resolution of such conflicts.
9
TREASURE EXPLORATIONS INC.
(An Exploration Stage Company)
Notes to Financial Statements (Unaudited)
March 31, 2008
NOTE 6. INCOME TAXES
As of March 31, 2008
--------------------
Deferred tax assets:
Net operating tax carryforwards $ 26,147
Tax rate 34%
--------
Gross deferred tax assets 8,890
Valuation allowance (8,890)
--------
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 expected to be available to reduce taxable income. As the achievement of
required future taxable income is uncertain, the Company recorded a valuation
allowance.
NOTE 7. NET OPERATING LOSSES
As of March 31, 2008, the Company has a net operating loss carryforwards of
approximately $26,147. Net operating loss carryforwards expires twenty years
from the date the loss was incurred.
NOTE 8. STOCK TRANSACTIONS
Transactions, other than employees' stock issuance, are in accordance with
paragraph 8 of SFAS 123. Thus issuances shall be accounted for based on the fair
value of the consideration received. Transactions with employees' stock issuance
are in accordance with paragraphs (16-44) of SFAS 123. These issuances 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 May 31, 2006, the Company issued a total of 2,000,000 shares of common stock
to one director for cash in the amount of $0.005 per share for a total of
$10,000.
On October 13, 2006, the Company issued a total of 2,000,000 shares of common
stock to twenty seven unrelated investors for cash in the amount of $0.02 per
share for a total of $40,000.
As of March 31, 2008 and June 30, 2007, the Company had 4,000,000 shares of
common stock issued and outstanding, respectively.
NOTE 9. STOCKHOLDERS' EQUITY
The stockholders' equity section of the Company contains the following classes
of capital stock as of March 31, 2008:
Common stock, $ 0.001 par value: 75,000,000 shares authorized; 4,000,000 shares
issued and outstanding.
10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
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 our 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. We are an exploration stage company
and have not yet generated or realized any revenues.
BUSINESS
We are an exploration stage company with no revenues and a limited operating
history. Our independent auditor has issued an audit opinion which includes a
statement expressing substantial doubt as to our ability to continue as a going
concern.
There is the likelihood of our mineral claim containing little or no economic
mineralization or reserves of copper and other minerals. The Tulameen Mountain
Mineral Claim, consisting of 16 cells totaling an area of 830 acres, is the only
claim currently in the company's portfolio. If our claim does not contain any
reserves all funds that we spend on exploration will be lost. Even if we
complete our current exploration program and are successful in identifying a
mineral deposit we will be required to expend substantial funds on further
drilling and engineering studies before we will know if we have a commercially
viable mineral deposit or reserve.
The one property in the Company's portfolio is the Tulameen Mountain Mineral
Claim, consisting of 336 hectares (830 acres), included within 16 Mineral Title
Cells. The Tulameen Mountain Mineral Claim was staked on May 26, 2006 using the
British Columbia Mineral Titles Online computer Internet system and was assigned
Tenure No. 534417.
The Claim is located in the New Westminster, Similkameen Mining Division of
British Columbia, Canada. The project area is located approximately 87 miles
east of Vancouver and 14 miles east-northeast of Hope. A logging road up Dewdney
Creek provides access to the northeast corner of the mineral claim. The lower
part of the logging road is in good condition, but the remainder has several
poor sections. A four-wheel drive vehicle is required to travel the latter part
of the road. Much of the area has been logged. The City of Hope is the closest
major population center. Traveling via automobile the Treasure Claim is located
25 minutes by road to Hope. The terrain in the general area is rugged and ranges
in elevation from 2,953 feet in the Dewdney Creek on the northeast portion, to
over 5,906 feet on the southwest corner.
PLAN OF OPERATION
Our plan of operation for the next twelve months is to complete the first phase
of the exploration program on our claim consisting of geological mapping, soil
sampling and rock sampling. The following work program has been recommended by
11
the consulting geologist who prepared the geology report for the Treasure
project. Phase 1 of the work program will consist of geological mapping, soil
sampling and rock sampling.
PHASE 1 BUDGET
Geologist 12 days @ $700/day $ 8,400
Technologist 12 days @ $300/day $ 3,600
Vehicle 12 days @ $100/day $ 1,200
Rock Samples 20 @ $50 each $ 1,000
Soil Samples 100 @ $40 each $ 4,000
Expenses, food, field supplies $ 4,000
Report $ 3,000
-------
TOTAL (US DOLLARS) $25,200
=======
Contingent upon favorable results from Phase 1, the following Phase 2 work
program is recommended. Phase 2 will consist of a magnetometer survey and
trenching.
PHASE 2 BUDGET
Bond $ 5,000
Geologist 6 days @ $700/day $ 4,200
Technologist 6 days @ $300/day $ 1,800
Vehicle 6 days @ $100/day $ 600
Magnetometer Survey $ 5,000
Excavator 2 days @ $1500/day $ 3,000
Rock Samples 100 @ $50 each $ 5,000
Expenses, food, field supplies $ 3,000
Report $ 3,000
-------
TOTAL (US DOLLARS) $30,600
=======
We had planned to commence Phase 1 of the exploration program in the spring of
2007 but late snow in the area prevented the geologist from accessing the claims
until late August. At that time he completed his initial access assessment of
the property at a cost of $3,600. He recommended that we proceed with the
prospecting of the property. We advised him to proceed, however other
obligations have prevented him for doing so and due to existing weather
conditions we do not expect him to be able to access the property until spring.
We expect this to take 7 days to complete and an additional one to two months
for the consulting geologist to receive the results from the assay lab and
prepare his report.
Following phase one of the exploration program, if it proves successful in
identifying mineral deposits, we intend to proceed with phase two of our
exploration program if we are able to raise the funds necessary. The estimated
cost of this program is $30,600 and will take approximately 6 days to complete
and an additional one to two months for the consulting geologist to receive the
results from the assay lab and prepare his report.
12
We anticipate commencing the second phase of our exploration program in summer
2008. We have a verbal agreement with Alex Burton, the consulting geologist and
mining engineer who prepared the geology report on our claim, to retain his
services for our planned exploration program. We will require additional funding
to proceed with Phase two and any subsequent work on the claim. We have no
current plans on how to raise the additional funding.
RESULTS OF OPERATIONS
We are still in our exploration stage and have generated no revenues to date.
We incurred operating expenses of $2,693 and $2,413 for the three months ended
March 31, 2008 and 2007. These expenses consisted of general operating expenses
and professional fees incurred in connection with the day to day operation of
our business and the preparation and filing of our periodic reports. Our net
loss from inception through March 31, 2008 was $26,147.
Cash provided by financing activities for the period from inception (May 31,
2006) through March 31, 2008 was $50,000, consisting of $10,000 from the sale of
2,000,000 shares of common stock to a director for the company for $0.005 per
share and $40,000 from the sale of 2,000,000 shares of common stock pursuant to
our SB-2 offering.
LIQUIDITY AND CAPITAL RESOURCES
Our cash balance at March 31, 2008 was $24,016, with accounts payable of $163.
In order to achieve our exploration program goals, we were required to complete
our offering of registered shares pursuant to our SB-2 Registration Statement
filed with the SEC under file number 333-136492 which became effective on August
25, 2006. We completed the offering on October 13, 2006 for proceeds of $40,000.
We are an exploration stage company and have generated no revenue to date.
ITEM 4. CONTROLS AND PROCEDURES.
Under the supervision and with the participation of our management, including
our principal executive officer and the principal financial officer, we have
conducted an evaluation of the effectiveness of the design and operation of our
disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities and Exchange Act of 1934, as of the end of the period
covered by this report. Based on this evaluation, our principal executive
officer and principal financial officer concluded as of the evaluation date that
our disclosure controls and procedures were effective such that the material
information required to be included in our Securities and Exchange Commission
reports is recorded, processed, summarized and reported within the time periods
specified in SEC rules and forms relating to our company, particularly during
the period when this report was being prepared.
Additionally, there were no significant changes in our internal controls or in
other factors that could significantly affect these controls subsequent to the
evaluation date. We have not identified any significant deficiencies or material
weaknesses in our internal controls, and therefore there were no corrective
actions taken.
13
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS.
The following exhibits are included with this quarterly filing. Those marked
with an asterisk and required to be filed hereunder, are incorporated by
reference and can be found in their entirety in our original Form SB-2
Registration Statement, filed under SEC File Number 333-136492, at the SEC
website at www.sec.gov:
Exhibit No. Description
----------- -----------
3.1 Articles of Incorporation*
3.2 Bylaws*
31.1 Sec. 302 Certification of Principal Executive Officer
31.2 Sec. 302 Certification of Principal Financial Officer
32.1 Sec. 906 Certification of Principal Executive Officer
32.2 Sec. 906 Certification of Principal Financial Officer
14
SIGNATURES
Pursuant to the requirements of Section 13(a) 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.
May 6, 2008 Treasure Explorations Inc.
/s/ Howard Gelfand
-----------------------------------
By: Howard Gelfand
President and Chief Executive Officer
In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
May 6, 2008 Treasure Explorations Inc.
/s/ Howard Gelfand
-------------------------------------
By: Howard Gelfand
President, Chief Executive Officer,
Treasurer, Chief Financial Officer,
and Principal Accounting Officer
15