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, 2010 Commission file number 333-140445 Casey Container Corp. (Exact Name of Registrant as Specified in Its Charter) NEVADA (State or other jurisdiction of incorporation or organization) 7255 East San Alfredo Drive, Scottsdale, AZ 85258 (Address of principal executive offices, including zip code) (602) 819 4181 (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 has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [ ] 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: 36,000,000 shares outstanding and 18,621,500 issuable as of May 12, 2010. ITEM 1. FINANCIAL STATEMENTS CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES INC.) (A DEVELOPMENT STAGE COMPANY) Balance Sheets (Expressed in U.S. Dollars) Unaudited Audited as of as of March 31, December 31, 2010 2009 --------- --------- ASSETS CURRENT ASSETS Cash $ 2,449 $ 3,424 --------- --------- Total Current Assets 2,449 3,424 --------- --------- Total Assets $ 2,449 $ 3,424 ========= ========= LIABILITIES CURRENT LIABILITIES Accounts Payable and Accrued Liabilities $ 27,270 $ 11,171 Due to Related Parties 12,100 -- --------- --------- Total Current Liabilities 39,370 11,171 --------- --------- STOCKHOLDERS' EQUITY Preferred Stock 10,000,000 authorized, none issued and outstanding Common Stock 250,000,000 authorized shares, par value $0.001 36,000,000 shares issued and outstanding at March 31, 2010 and December 31, 2009 Respectively 36,000 36,000 Common Stock issuable 18,621,500 common shares 18,621 -- Additional Paid-in-Capital 18,000 18,000 Deficit accumulated during development stage (109,542) (61,747) --------- --------- Total Stockholders' Equity (36,921) (7,747) --------- --------- Total Liabilities and Stockholders' Equity $ 2,449 $ 3,424 ========= ========= The accompanying notes are an integral part of these interim financial statements. 2 CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES INC.) (A DEVELOPMENT STAGE COMPANY) Statements of Operations (Expressed in U.S. Dollars) (Unaudited) Period from September 26, 2006 For the Three For the Three (Date of inception) Months Ended Months Ended through March 31, March 31, March 31, 2010 2009 2010 ------------ ------------ ------------ REVENUES: Revenues $ -- $ -- $ -- ------------ ------------ ------------ Total Revenues -- -- -- EXPENSES: Operating Expenses Exploration expenses -- -- 10,000 Impairment of property 18,621 -- 27,621 General and Administrative 29,174 1,340 71,921 ------------ ------------ ------------ Total Expenses 47,795 1,340 109,542 ------------ ------------ ------------ Net loss from Operations (47,795) (1,340) (109,542) PROVISION FOR INCOME TAXES: Income Tax Benefit -- -- -- ------------ ------------ ------------ Net Income (Loss) for the period $ (47,795) $ (1,340) $ (109,542) ============ ============ ============ Basic and Diluted Earnings Per Common Share (0.00) (0.00) ------------ ------------ Weighted Average number of Common Shares used in per share calculations 36,000,000 36,000,000 ============ ============ The accompanying notes are an integral part of these interim financial statements. 3 CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES INC.) (A DEVELOPMENT STAGE COMPANY) Statements of Stockholders' Equity (Deficit) For the period from September 26, 2006 (inception) to March 31, 2010 (Expressed in U.S. Dollars) Deficit Accumulated Common Stock Stock Issuable During ------------------- ------------------ Paid-In Development Stockholders' Shares Amount Shares Amount Capital Stage Equity ------ ------ ------ ------ ------- ----- ------ Balance, September 26, 2006 -- $ -- -- $ -- $ -- $ -- $ -- (Date of Inception) Stock Issued for cash at $0.001 per share on December 1, 2006 18,000,000 18,000 -- -- -- -- 18,000 Net Loss for the Period from inception on September 26, 2006 to December 31, 2006 (audited) -- -- -- -- -- (7,165) (7,165) ---------- ------- ----------- ------- ------- --------- -------- Balance, December 31, 2006 18,000,000 18,000 -- -- -- (7,165) 10,835 ========== ======= =========== ======= ======= ========= ======== Stock Issued for cash at $0.002 per share on April 12, 2007 18,000,000 18,000 -- -- 18,000 -- 36,000 Net Loss for the Year ended December 31, 2007 (audited) -- -- -- -- -- (27,267) (27,267) ---------- ------- ----------- ------- ------- --------- -------- Balance, December 31, 2007 36,000,000 36,000 -- -- 18,000 (34,432) 19,568 ========== ======= =========== ======= ======= ========= ======== Net Loss for the Year ended December 31, 2008 (audited) -- -- -- -- -- (16,304) (16,304) ---------- ------- ----------- ------- ------- --------- -------- Balance, December 31, 2008 36,000,000 36,000 -- -- 18,000 (50,736) 3,264 ========== ======= =========== ======= ======= ========= ======== Net Loss for the Year ended December 31, 2009 (audited) -- -- -- -- -- (11,011) (11,011) ---------- ------- ----------- ------- ------- --------- -------- Balance, December 31, 2009 36,000,000 $36,000 -- -- $18,000 $ (61,747) $ (7,747) ========== ======= =========== ======= ======= ========= ======== Shares issuable -- -- 18,621,500 18,621 -- -- 18,621 Net Loss for the Period ending March 31, 2010 -- -- -- -- -- (47,795) (47,795) ---------- ------- ----------- ------- ------- --------- -------- Balance, March 31, 2010 36,000,000 $36,000 $18,621,500 $18,621 $18,000 $(109,542) $(36,921) ========== ======= =========== ======= ======= ========= ======== The accompanying notes are an integral part of these interim financial statements. 4 CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES INC.) (A DEVELOPMENT STAGE COMPANY) Statements of Cash Flows (Expressed in U.S. Dollars) Period from September 26, 2006 For the Three For the Three (Date of inception) Months Ended Months Ended through March 31, March 31, March 31, 2010 2009 2010 --------- --------- --------- OPERATING ACTIVITIES: Net Loss $ (47,795) $ (1,340) $(109,542) Adjustments to reconcile net loss to net cash used in operating activities: Impairment of property and mineral property 18,621 -- 27,621 Accounts payable and accrued liabilities 16,099 (1,760) 27,270 --------- --------- --------- Net Cash Provided from Operating Activities (13,075) (3,100) (54,651) --------- --------- --------- INVESTING ACTIVITIES: Mineral property option payment -- -- (9,000) --------- --------- --------- Net Cash Used in Investing Activities -- -- (9,000) --------- --------- --------- FINANCING ACTIVITIES: Due to related parties 12,100 -- 12,100 Common stock issued for cash -- -- 54,000 --------- --------- --------- Net Cash Provided from Financing Activities 12,100 -- 66,100 --------- --------- --------- Net Increase (Decrease) in Cash (975) (3,100) 2,449 --------- --------- --------- Cash, Beginning of the Period 3,424 14,682 -- --------- --------- --------- Cash, End of the Period $ 2,449 $ 11,582 $ 2,449 ========= ========= ========= SUPPLEMENTAL CASH FLOW INFORMATION: Cash paid for interest $ -- $ -- $ -- ========= ========= ========= Cash paid for income taxes $ -- $ -- $ -- ========= ========= ========= The accompanying notes are an integral part of these interim financial statements. 5 CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES INC.) (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2010 1. DESCRIPTION OF BUSINESS, HISTORY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES DESCRIPTION OF BUSINESS AND HISTORY - Casey Container Corp. (formerly Sawadee Ventures Inc.), a Nevada corporation, (hereinafter referred to as the "Company" or "Casey Container") was incorporated in the State of Nevada on September 26, 2006. The Company's year end is December 31. The Company was originally formed to engage in the acquisition, exploration and development of natural resource properties of merit. In December 2006 the Company entered into a Mineral Property Purchase Agreement (the "MPPA") with a private British Columbia company, whereby the Company obtained an option to acquire a total of 3 mining claims located in the Vernon Mining District of British Columbia. In 2008, the Company decided not to continue its Option and the MPPA was terminated and the Company relieved itself from any further obligations thereunder. On September 12, 2008 Douglas Ford resigned as President, Chief Executive Officer, Treasurer, and Chief Financial Officer. As a result on September 12, 2008 Rachna Khanna was appointed as President, Chief Executive Officer, Treasurer, and Chief Financial Officer of the Company. Additionally, Ms. Khanna was appointed a director of the Company. On January 19, 2009 Douglas Ford resigned as a director. Effective as of January 6, 2010 Ms. Rachna Khanna tendered her resignation as the President, CEO, CFO and Director. Mr. James Casey, Mr. Terry Neild and Mr. Robert Seaman were appointed as Directors of the Company. Mr. Casey will fill the position of President, Mr. Terry Neild will become Chief Executive Officer, Chief Financial Officer and Secretary and Mr. Seaman will be Vice- President-Operations. THE COMPANY TODAY The Company is currently a development stage company reporting under the provisions of Statement of Financial Accounting Standard ("FASB") No. 7, "Accounting and Reporting for Development Stage Enterprises." Since September 29, 2008, the Company's purpose has been to serve as a vehicle to acquire an operating business and it is currently considered a "shell" company inasmuch as it has not generated revenues. On January 11, 2010 Casey Container Corp. merged into the shell. We have no employees and no material assets. USE OF ESTIMATES - The preparation of the 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 amount of revenue and expenses during the reporting period. Actual results could differ from those estimates. 6 CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES INC.) (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2010 2. GOING CONCERN The Company has incurred net losses of $109,542 for the period from September 26, 2006 (Date of Inception) through March 31, 2010 and has commenced limited operations, raising substantial doubt about the Company's ability to continue as a going concern. The Company is seeking additional sources of capital through the issuance of equity or debt financing, but there can be no assurance the Company will be successful in accomplishing its objectives. The ability of the Company to continue as a going concern is dependent on additional sources of capital and the success of the Company's plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. 3. INTANGIBLES The Company's accounting policy for Long-Lived Assets requires it to review on a regular basis for facts or circumstances that may suggest impairment. The Company recorded an asset Contract Rights for $18,621 as disclosed in Footnote 4 Stockholders' Equity. The Product Purchase Agreement is between the Company and Taste of Aruba (U.S.), Inc., a related party (please see Note 5 - Related Party Transactions). The Product Purchase Agreement does not provide a performance guarantee to purchase the Company's products. If there isn't substantial performance the Company's option would be to seek damages in a lawsuit, but there is no guarantee damages would be awarded or that any awarded damages would be collected. The Company determined the Contract Rights are impaired and expensed the full amount in the March 31, 2010 quarter. 4. STOCKHOLDERS' EQUITY Effective January 12, 2010, the Certificate of Incorporation was changed whereby the aggregate number of shares which the Company will have authority to issue is 260,000,000, of which 250,000,000 is par value $0.001 per share Common Stock and 10,000,000 is Preferred Stock." A total of 36,000,000 shares of the Company's common stock have been issued. 18,000,000 shares of the Company's common stock to the directors of the Company pursuant to a stock subscription agreement at $0.001 per share for total proceeds of $18,000. Another 18,000,000 shares of the Company's common stock at a price of $0.002 per share for gross proceeds of $36,000. On January 12, 2010, the Company signed a Commitment Agreement for the production of its preforms to be used by Taste of Aruba (U.S.), Inc. to produce biodegradable water bottles. On March 29, 2010, the Company and Taste of Aruba (U.S.), Inc. entered into a definitive Product Purchase Agreement for the Company to provide preforms thru December 31, 2015. The Company agreed to issue 18,621,500 Common Stock shares to Taste of Aruba (U.S.), Inc.'s shareholders as an inducement for the Product Purchase Agreement as enumerated in the Commitment Agreement. The shares are fully vested and nonforfeitable. The shares are issuable with a value of $18,621. 7 CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES INC.) (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2010 5. RELATED PARTY TRANSACTIONS During the quarter ended March 31, 2010, the Company received short-term loans from a Director of the Company and another related party in the amounts of $7,500 and $4,600 respectively. These amounts are unsecured, non-interest bearing, and have no specific terms of repayment. These transactions were recorded at the exchange amounts, which are the amounts of consideration established and agreed to by the related parties. Mr. Terry Neild is Chief Executive Officer, Chief Financial Officer, Secretary, Director and a shareholder of the Company and is also Chairman of the Board and a shareholder of Taste of Aruba (U.S.), Inc. (please see Note 3 - Intangibles). 6. MEMORANDUM OF UNDERSTANDING On March 3, 2010, the Company signed a non-binding Memorandum Of Understanding ("MOU") to acquire the assets and business, subject to assumption of certain liabilities, of a manufacturer and marketer of a line of premium, natural, healthy, renewable and sustainably packaged laundry and household cleaning products. The consideration is the Company Common shares for the purchase and the number of shares is dependent upon completion of due diligence and the value of the Company's Common shares. As the MOU is non-binding, there is no assurance the purchase will be consummated. 7. SUBSEQUENT EVENTS None. The Company has evaluated subsequent events through May 10, 2010, the date which the financial statements were available to be issued, and no such events have occurred. 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION FORWARD LOOKING STATEMENTS Some of the statements contained in this Form 10-Q 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-Q, 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. All written forward-looking statements made in connection with this Form 10-Q 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. The safe harbours of forward-looking statements provided by the Securities Litigation Reform Act of 1995 are unavailable to issuers not subject to the reporting requirements set forth under Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended. As we have not registered our securities pursuant to Section 12 of the Exchange Act, such safe harbours set forth under the Reform Act are unavailable to us. RESULTS OF OPERATIONS Casey Container, Corp, a Nevada corporation, was incorporated in the State of Nevada on September 26, 2006 under the name Sawadee Ventures Inc. to engage in the acquisition, exploration and development of natural resource properties of merit. In September 2008, we ceased our exploration activities, and we became a development stage company. Accordingly, our financial statements reflect our results in accordance with the disclosure requirements for a development stage company. Since September 2008, our purpose has been to serve as a vehicle to acquire an operating business and we are currently considered a "shell" company inasmuch for the period ending 12/31/2009 we did not generate revenues, did not own an operating business and had no employees and no material assets. However, in November of 2009 we entered into an Additive Supply and License Agreement with Bio-Tec Environmental, developer of the breakthrough EcoPure(TM) technology. We now have the unique ability to offer a revolutionary biodegradable PET plastic packaging solution that is FDA compliant. On January 6, 2010 Ms. Rachna Khanna tendered her resignation as the President, CEO, CFO and Director. The same day Mr. James Casey, Mr. Terry Neild, and Mr. Robert Seaman were appointed as Directors of the Company. Mr. Casey filled the position of President, Mr. Neild was appointed Chief Executive Officer, Chief Financial Officer and Secretary, and Mr. Seaman was appointed Vice- President-Operations. Casey Container can design and custom manufacture biodegradable PET plastic preforms that become PET plastic containers, such as bottles for water or other beverage products. The Company is committed to developing container products that meet the demands of its clients while addressing today's most fundamental environmental issues concerning the proliferation of plastics. The Company offers biodegradable plastic packaging solutions using the breakthrough science of EcoPure(TM) technology. In short, the Company provides environmentally responsible plastic packaging solutions to assist its clients in obtaining a competitive advantage in the marketplace. 9 Working with Bio-Tec Environmental, developer of the breakthrough EcoPure(TM) technology, the Company now has the unique ability to offer a revolutionary biodegradable PET plastic packaging solution that is FDA compliant. We are still in our development stage and have generated no revenue to date. We incurred operating expenses of $47,795 and $1,340 for the three-month periods ended March 31, 2010 and 2009, respectively. These expenses consisted of impairment of property of $18,261 and the balance is general and administrative expenses. At March 31, 2010, we had cash on hand of $2,449, being our total assets, and our liabilities were $39,370 in accounts payable accrued liabilities and loans. We have sold $54,000 in equity securities since inception, $18,000 from the sale of 18,000,000 shares of stock to our officer and director and $36,000 from the sale of 18,000,000 shares registered pursuant to our SB-2 Registration Statement which became effective on March 2, 2007. On January 12, 2010, the Company signed a Commitment Agreement for the production of its preforms to be used by Taste of Aruba (U.S.), Inc., a related party, to produce biodegradable water bottles. On March 29, 2010, the Company and Taste of Aruba (U.S.), Inc. entered into a definitive Product Purchase Agreement for the Company to provide preforms thru December 31, 2015. The Company agreed to issue 18,621,500 Common Stock shares to Taste of Aruba (U.S.), Inc.'s shareholders as an inducement for the Product Purchase Agreement as enumerated in the Commitment Agreement. The shares are fully vested and nonforfeitable. The shares are issuable with a value of $18,621. The shares are expected to be issued within the second quarter. On March 3, 2010, the Company signed a non-binding Memorandum Of Understanding ("MOU") to acquire the assets and business, subject to assumption of certain liabilities, of a manufacturer and marketer of a line of premium, natural, healthy, renewable and sustainably packaged laundry and household cleaning products. The consideration is the Company Common shares for the purchase and the number of shares is dependent upon completion of due diligence and the value of the Company's Common shares. As the MOU is non-binding, there is no assurance the purchase will be consummated. The following table provides selected financial data about our company for the period from the date of incorporation through March 31, 2010. Balance Sheet Data: 3/31/10 ------------------- ------- Cash $ 2,449 Total assets $ 2,449 Total liabilities $ 39,370 Shareholders' equity $(36,921) Our auditors have expressed their doubt about our ability to continue as a going concern unless we are able to generate profitable operations LIQUIDITY AND CAPITAL RESOURCES We currently have $2,449 cash on hand. We don't believe we can meet our cash needs for the next twelve months without additional loans and/or equity infusions. 10 PLAN OF OPERATION Casey Container Corp., a Nevada corporation, was incorporated under the name Sawadee Ventures Inc. in the State of Nevada on September 26, 2006. The Company was formed to engage in the acquisition, exploration and development of natural resource properties of merit. The Company entered into a Mineral Property Purchase Agreement (the "MPPA") with a private British Columbia company, whereby the Company obtained an option to acquire a total of 3 mining claims located in the Vernon Mining District of British Columbia. During the year ended December 31, 2008, the Company terminated the MPPA and relieved itself from any further obligations thereunder. In November of 2009 we entered into an Additive Supply and License Agreement with Bio-Tec Environmental, developer of the breakthrough EcoPure(TM) technology. The Agreement has an effective date of January 1, 2010. We now have the unique ability to offer a revolutionary biodegradable PET plastic packaging solution that is FDA compliant. We have not generated any income since inception, and as of the quarter ended March 31, 2010 have incurred a net loss of $47,795. We are currently focusing on generating revenue by implementing three phases of our strategy. First, we plan to raise capital to purchase manufacturing equipment and lease a manufacturing facility. Second, we plan to increase our customer base. Third, we intend to leverage our assets to expand our business model through the acquisitions of related businesses. OFF-BALANCE SHEET ARRANGEMENTS We have no off-balance sheet arrangements. ITEM 4. CONTROLS AND PROCEDURES EVALUATION OF DISCLOSURE 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 are not effective due to management override of controls and lack of segregation of duties due to our size. However, we did conclude that the material information required to be included in our Securities and Exchange Commission reports is accumulated and communicated to our management, including our principal executive officer and principal financial officer, recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms relating to our company, particularly during the period when this report was being prepared. CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING There was no change in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. 11 PART II. OTHER INFORMATION ITEM 6. EXHIBITS Exhibit Description Method of Filing - ------- ----------- ---------------- 3.1 Articles of Incorporation Incorporated by reference to Exhibit 3.1 to the Company's Registration Statement on Form SB-2 filed with the SEC on February 5, 2007. 3.2 Bylaws Incorporated by reference to Exhibit 3.1 to the Company's Registration Statement on Form SB-2 filed with the SEC on February 5, 2007. 31.1 Certification of Chief Executive Filed electronically Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of Chief Financial Filed electronically Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1 Certification of Chief Executive Filed electronically Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification of Chief Financial Filed electronically 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 Securities Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on May 12, 2010. Casey Container, Corp. /s/ Terry W. Neild - ----------------------------------------- Terry W. Neild, Chairman, Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer 12