SEC File No.:
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM SB-2
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

CAPITAL RESOURCE FUNDING, INC.
(NAME OF SMALL BUSINESS ISSUER IN OUR CHARTER)

North Carolina
(STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION)

7389 54-2142880
(PRIMARY STANDARD INDUSTRIAL (I.R.S. EMPLOYER
CLASSIFICATION CODE NUMBER) IDENTIFICATION NO.)

2212 Lantern Way Circle, Cornelius, North Carolina 28031
(704) 564-1676
(ADDRESS AND TELEPHONE NUMBER OF PRINCIPAL EXECUTIVE OFFICES)

David R. Koran
2212 Lantern Way Circle, Cornelius, North Carolina 28031
(704) 564-1676
(NAME, ADDRESS AND TELEPHONE OF AGENT FOR SERVICE)

APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC:
As soon as practicable after the effective date of this registration statement.

If any of the Securities being registered on this Form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, as amended, check the following box: [X]

If this Form is filed to register additional securities for an offering pursuant
to Rule 462(b) under the Securities Act of 1933, please check the following box
and list the Securities Act of 1933 registration number of the earlier effective
registration statement for the same offering. [ ]

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under
the Securities Act of 1933, check the following box and list the Securities Act
of 1933 registration statement number of the earlier effective registration
statement for the same offering. [ ]

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under
the Securities Act of 1933, check the following box and list the Securities Act
of 1933 registration statement number of the earlier effective registration
statement for the same offering. [ ]

If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [ ]

CALCULATION OF REGISTRATION FEE (1)(2)

Proposed
Proposed Maximum
Amount of Maximum Aggregate Amount of
Title of Securities Shares to be Offering Price Offering Registration
to be Registered Registered Per Share Price (1) Fee
- ------------------- ------------ --------------- ---------- ------------

$.001 par value
common stock 990,000 (1) $.25 (2) $ 247,500 $ 31.36
- ------------------- ------------ --------------- ---------- ------------

TOTALS 990,000 $ 247,500 $ 31.36

(1) Estimated pursuant to Rule 457 solely for the purpose of calculating the
registration fee for the shares of the Selling Security Holders and the
resale of the shares that will be distributed as a dividend distribution to
shareholders of HairMax International, Inc., a Nevada corporation
("HairMax"). The sale of the shares of the Selling Security Holders and the
resale of the shares that are being distributed to the selling shareholders
of HairMax (the "HairMax Selling Security Holders") are being registered
pursuant to this Registration Statement. The registration fee for the
shares of the Selling Security Holders and the registration fee for the
shares of the HairMax Selling Security Holders are both based upon a value
of $.25.

(2) Our Selling Security Holders hold 790,000 of the shares, which we are
registering. These shares will be sold at $.25 until the shares are traded
on the Over-the-Counter Bulletin Board and thereafter at prevailing market
prices. HairMax holds 200,000 shares, which will be distributed as a
dividend distribution to the HairMax Selling Security Holders on the basis
of one share of our common stock for each ninety shares of HairMax common
stock. This spin-off of these shares is being registered pursuant to this
Registration Statement. In addition, the resale of the shares of the
HairMax Selling Security Holders is also being registered hereunder. The
shares of the HairMax Selling Security Holders will be sold at $.25 until
the shares are traded on the Over-the-Counter Bulletin Board and thereafter
at prevailing market prices.

The information in this prospectus is not complete and may be changed. The
Selling Security Holders and the HairMax Selling Security Holders may not sell
these securities until the registration statement filed with the Securities and
Exchange Commission is effective. This prospectus is not an offer to sell these
securities and it is not soliciting an offer to buy these securities in any
state where the offer or sale is not permitted.

We hereby amend this registration statement on such date or dates as may be
necessary to delay its effective date until we shall file a further amendment
which specifically states that this Registration Statement shall thereafter
become effective in accordance with Section 8(a) of the Securities Act of 1933
or until this Registration Statement shall become effective on such date as the
Commission, acting pursuant to Section 8(a) may determine.

SUBJECT TO COMPLETION, DATED AUGUST 9, 2004

CAPITAL RESOURCE FUNDING, INC.

990,000 shares of Common Stock

Our Selling Security Holders are offering 790,000 shares of our common stock for
sale. In addition, HairMax is distributing 200,000 shares of our common stock
as a dividend distribution to the shareholders of HairMax of record as of July
16, 2004 on the basis of one share of our common stock for each ninety shares of
HairMax common stock. Fractional shares will not be distributed. Finally, the
HairMax Selling Security Holders are offering 200,000 shares of our common stock
for resale which they received in the dividend distribution.

To summarize, this offering is comprised of securities registered for sale by
the Selling Security Holders, securities registered pursuant to a dividend
distribution of 200,000 shares of our common stock to holders of HairMax common
stock, and securities registered for sale by the HairMax Selling Security
Holders.

HairMax shareholders are not required to take any action to receive their shares
of our common stock. No consideration need be paid by the holders of HairMax
shares for our shares. In addition, no fractional shares will be distributed.

No market currently exists for our common stock.

The Selling Security Holders and the HairMax Selling Security Holders will sell
their shares at $0.25 until the shares are traded on the Over-the-Counter
Bulletin Board and thereafter at prevailing market prices. We will pay all
expenses of registering the securities.

THESE SECURITIES INVOLVE A HIGH DEGREE OF RISK AND SHOULD BE CONSIDERED ONLY BY
PERSONS WHO CAN AFFORD THE LOSS OF THEIR ENTIRE INVESTMENT. SEE "RISK FACTORS"
BEGINNING ON PAGE 9.

NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES
COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS
A CRIMINAL OFFENSE.

The information in this prospectus is not complete and may be changed. Our
Selling Security Holders and the HairMax Selling Security Holders may not sell
these securities until the registration statement filed with the Securities and
Exchange Commission is effective. This prospectus is not an offer to sell these
securities and it is not soliciting an offer to buy these securities in any
state where the offer or sale is not permitted.

The date of this preliminary prospectus is August 9, 2004

TABLE OF CONTENTS

Part I - Prospectus Information Page

1. Front Cover Page of Prospectus 1
2. Inside Front and Outside Back Cover Pages of Prospectus 2
3. Summary Information 6

Risk Factors 9

- Our limited operating history and lack of revenues makes evaluation of
our business and prospects difficult.
- Seasonal fluctuations in the finance brokerage business adversely
affect our revenues, cause cut backs in our operations and may impede
future growth.
- We may not be able to compete effectively in the financial services
market because of our size.
- We have had limited revenue growth and may not be able to achieve
growth in our revenues in the future.
- Our business strategy includes forming new marketing relationships
with others and a failure to accomplish this strategy may adversely
impact our customer base and revenue growth.
- Because it is not difficult to enter our industry, we expect increased
competition which could harm our business.
- To grown our business, we plan to raise capital by selling shares of
our stock, which may subject us to additional risks and will dilute
your ownership.
- Our business depends on the internet and functioning computer
equipment, as well as telecommunications, the failure of which would
hinder our services and may make it more difficult to conduct our
business.
- Many of the companies that we plan to target for strategic marketing
and the sale of our services operate in highly regulated industries
such as banking, which could adversely impact our business and freedom
to transact business.
- We do not expect to pay dividends on our common stock.
- If our common stock becomes tradable on the over-the-counter bulletin
board, sales of our common stock by our principal shareholder could
affect the level of public interest in our common stock as well as
depress its price.
- There is no trading market for our shares of common stock and you may
be unable to sell your investment quickly or at all.
- Because our stock is considered a penny stock any investment in our
stock is considered to be a high-risk investment and is subject to
restrictions on marketability.
- We have substantial near-term capital needs; we may be unable to
obtain the additional funding needed to enable us to operate
profitably in the future.
- Our principal stockholder controls our business affairs in which case
there is a risk that you will have little or no participation in our
business affairs.
- If we lose the services of our President, our business may be
impaired.
- We do not have any plans to hire additional personnel for at least the
next twelve months, which may cause substantial delays in our
operations.
- Our lack of an established brand name could negatively impact our
ability to effectively compete in the financial brokerage market.
- Our operations are subject to possible conflicts of interest that may
negatively impact upon your ability to make a profit from this
investment.
- We face intense competition, which puts us at a competitive
disadvantage; if we are unable to overcome these competitive
disadvantages we may never become profitable.

4. Use of Proceeds 12
5. Determination of Offering Price 12
6. Dilution 13
7. Selling Security Holders and HairMax Selling Security Holders 13
8. Plan of Distribution 16
9. Legal Proceedings 19
10. Directors, Executive Officers, Promoters and Control Persons 19
11. Security Ownership of Certain Beneficial Owners and Management 20
12. Description of Securities 22
13. Experts 22
14. Disclosure of Commission Position on Indemnification
For Securities Act Liabilities 22
15. Transactions Within Last Five Years 22
16. Description of Business 24
17. Management's Discussion and Analysis 27
18. Description of Property 30
19. Information Concerning HairMax 31
20. Federal Income Tax Consequences of the HairMax Distribution 33
21. Certain Relationships and Related Transactions 35
22. Market for Common Equity and Related Stockholder Matters 35
23. Executive Compensation 38
24. Financial Statements 39
25. Changes in and Disagreements with Accountants on
Accounting And Financial Disclosure 51

ITEM 3. SUMMARY INFORMATION AND RISK FACTORS

PROSPECTUS SUMMARY

OUR COMPANY.

We were incorporated in North Carolina on February 2, 2004 to engage in the
business of commercial finance brokerage and consulting. We are currently
engaged and plan to continue in the commercial finance brokerage and consulting
business. Our executive offices are currently located at the residence of our
President, Mr. David R. Koran 2212 Lantern Way Circle, Cornelius, NC 28031. Our
telephone number is (704) 564-1676. We are authorized to issue common stock.
Our total authorized common stock consists of 100,000,000 shares of which
10,000,000 shares are issued and outstanding. We are also authorized to issue up
to 10,000,000 shares of convertible preferred stock, of which none are issued
and outstanding.

Our company has a strategic alliance agreement with HairMax International,
Inc. ("HairMax"), pursuant to which our services will be offered to the
commercial customers of HairMax with a 50/50 revenue split on ever referral made
by HairMax that results in business. In consideration for the referral services
to be provided by HairMax, the latter will be issued 200,000 shares of our
restricted common stock, representing, representing 2.0% of the total number of
shares outstanding as of July 16, 2004. HairMax plans to make a registered
dividend distribution of our shares to its shareholders pursuant to this
prospectuson the basis of one share of Capital Resource Funding, Inc. common
stock for each ninety shares of HairMax common stock owned. The number of
holders of Hairmax's common stock as of July 16, 2004 was thirty-seven.

OUR BUSINESS.

We have acted and intend to continue to act as a broker for commercial
finance transactions. In performing these brokering services, we will represent
our client businesses in assisting with assessment of funding needs and
qualifications, and matching them up with the most suitable funding source.

In exchange for providing these services, the funding company pays a
commission based on the type of loan and amount. Commissions differ from a
one-time origination fee to an ongoing monthly percentage of the gross funding
fees. The commission paid is not assessed against our clients.

Examples of the commissions paid by the funding companies are a commercial
mortgage that will pay us from the origination fee typically 1% of the loan
amount. Accounts Receivable Financing/Factoring pays a percentage (typically
10%-15%) of the gross monthly fees or discount fee charged by the factor. The
monthly discount fees are a percentage of the total monthly volume factored
ranging from 1%-8%.
THE OFFERING.

As of July 16, 2004, we had 10,000,000 shares of our common stock
outstanding. This offering is comprised of a registered securities offering by
the Selling Security Holders, a registered dividend distribution of 200,000
shares of our common stock to holders of HairMax common stock and a registered
securities offering by the HairMax Selling Security Holders of the shares of
common stock which they received in the dividend distribution. The amount of
shares offered by the Selling Security Holders equals 790,000 shares, the amount
of shares offered by the HairMax Selling Security Holders equals 200,000 shares,
and both the Selling Security Holders and the HairMax Selling Security Holders
will sell their shares at $0.25 until the shares are traded on the
Over-the-Counter Bulletin Board and thereafter at prevailing market prices.
200,000 shares of our common stock will be issued as a dividend distribution to
shareholders of HairMax of record as of July16, 2004 on the basis of one share
of our common stock for each ninety shares of HairMax common stock. There will
be no fractional shares distributed.

Because of Hairmax's role in the distribution there is a possibility that
it may be deemed to be a "statutory underwriter" within the meaning of Section
2(11) of the Securities Act. HairMax has advised us that it will comply with
prospectus delivery requirements that would apply to a statutory underwriter in
connection with the distribution of our shares to its shareholders. Further,
HairMax has acknowledged that it is familiar with the anti-manipulation rules of
the SEC, including Regulation M. These rules may apply to sales by HairMax in
the market if a market develops. However, HairMax will not own any shares of
our company after the distribution and has no plans for future sales or
purchases.

Regulation M prohibits any person who participates in a distribution from
bidding for or purchasing any security which is the subject of the distribution
until the entire distribution is complete. It also prohibits sales or purchases
to stabilize the price of a security in the distribution.

We have paid all estimated expenses of registering the securities. Although
we will pay all offering expenses, we will not receive any proceeds from the
sale of the securities. Our offering expenses are approximately $24,441 which
has partly been paid from the $100 in proceeds from the sales of our common
stock to our President and a $15,000 unsecured line of credit with an unrelated
bank.

TAX CONSEQUENCES OF THE HAIRMAX DISTRIBUTION

Dividends and distributions received are taxable as ordinary income for
federal income tax purposes pursuant to Section 311 of the Internal Revenue Code
provided that HairMax has current or accumulated earnings and profits. The fair
market value of our common stock will be established by trading that develops
immediately subsequent to the HairMax distribution. As of May 31, 2004, the
taxable dividend value of each of our shares to be distributed to HairMax
shareholders was $8.49. This was arrived at by taking our shareholders' equity
of $4,243 at May 31, 2004 and dividing that amount by the number of our
outstanding shares on May 31, 2004 of 500.

The foreign, state and local tax consequences of receiving the distribution
may differ materially from the federal income tax consequences described above.
Shareholders should consult their tax advisor about their own particular
situation.

FINANCIAL SUMMARY INFORMATION.
------------------------------

Because this is only a financial summary, it does not contain all the financial
information that may be important to you. You should also read carefully all the
information in this prospectus, including the financial statements and their
explanatory notes.

For the period from inception
(February 2, 2004)
Statements of Operations through May 31, 2004

Revenues $ 4,257
--------------------------- ------------------
Cost of Sales $ -0-
--------------------------- ------------------
Gross profit $ 4,257
--------------------------- ------------------
Operating expenses $ 4,056
--------------------------- ------------------
Income from operations $ 201
--------------------------- ------------------
Other expense, net $ -0-
--------------------------- ------------------
Net income $ 201
--------------------------- ------------------
Net income per common share Less than $.01
--------------------------- ------------------

Balance Sheets As of May 31, 2004
--------------------------- ------------------
Available cash $ 4,243
--------------------------- ------------------
Total current assets $ 4,243
--------------------------- ------------------
Other assets $ -0-
--------------------------- ------------------
Total Assets $ 4,243
--------------------------- ------------------
Current liabilities $ -0-
--------------------------- ------------------
Total liabilities $ -0-
--------------------------- ------------------
Stockholders equity $ 4,243
--------------------------- ------------------
Total liabilities and
stockholder's equity $ 4,243
--------------------------- ------------------

RISK FACTORS

AN INVESTMENT IN THE SHARES OF COMMON STOCK OFFERED IN THIS PROSPECTUS INVOLVES
A HIGH DEGREE OF RISK. WE CANNOT ASSURE THAT WE WILL EVER GENERATE REVENUES,
DEVELOP OPERATIONS, OR MAKE A PROFIT.

OUR LIMITED OPERATING HISTORY AND LACK OF REVENUES MAKES EVALUATING OUR BUSINESS
AND PROSPECTS DIFFICULT

While our competitors have operated commercial finance brokering firms for a
significant period of time, we have only had limited operations and a lack of
revenues since our inception on February 2, 2004. As a result, we have a
limited operating history upon which you can evaluate us and our prospects. In
addition, we show a profit of only $201 without paying any salary to the
principal.

SEASONAL ECONOMIC FLUCTUATIONS IN THE COMMERCIAL FINANCE BROKERAGE BUSINESS
ADVERSELY IMPACT OUR REVENUES, CAUSE CUT BACKS IN OUR OPERATIONS AND MAY IMPEDE
FUTURE GROWTH.

The commercial finance brokerage business is subject to seasonal fluctuations.
Historically, the commercial finance industry is known to have seasonal
fluctuations in the 4th quarter. Therefore, we expect to experience periods
where a lack of revenue may adversely effect our operations. For example, an
extended period of lack of revenue may cause us to cut back on our operations
which may impede any future growth.

WE MAY NOT BE ABLE TO COMPETE EFFECTIVELY IN THE FINANCIAL SERVICES MARKET
BECAUSE OF OUR SIZE.

The market for small business financial services is competitive, rapidly
evolving, fragmented, and highly sensitive to new product introductions and
marketing efforts by industry participants. Increased competition for services
similar to our brokering services could lower the Company's market share and
negatively impact its business and stock price. We face primary competition
from a number of companies that offer commercial finance brokering services
primarily through an internet presence only. Although we view our business plan
as unique, we cannot be certain that our competitors will not develop similar
marketing strategies and implement them with greater success, particularly given
their greater size.

WE HAVE HAD LIMITED REVENUE GROWTH AND MAY NOT BE ABLE TO ACHIEVE GROWTH IN ITS
REVENUES IN THE FUTURE.

It is possible that our business will not grow in the future, or that its costs
and expenses will increase. We cannot guarantee that we will continue to be
profitable.

OUR BUSINESS STRATEGY INCLUDES FORMING NEW MARKETING RELATIONSHIPS WITH OTHERS
AND A FAILURE TO ACCOMPLISH THIS STRATEGY MAY ADVERSELY IMPACT OUR CUSTOMER BASE
AND REVENUE GROWTH.

We currently rely upon a web presence and individual referral sources for our
business. We recognize the importance of forming direct marketing partnerships
with other companies with complementary services. Failure to develop marketing
partnerships may adversely impact out ability to grow our business model.

BECAUSE IT IS NOT DIFFICULT TO ENTER OUR INDUSTRY, WE EXPECT INCREASED
COMPETITION WHICH COULD HARM OUR BUSINESS.

The commercial finance brokerage industry is very competitive. Increased
competition is likely from both existing competitors and new entrants into our
existing or future markets. We believe it is not very difficult to enter into
business in our industry. Our competitors have significant advantages, and our
future competitors may also have advantages, including:

- - established referral network and name recognition;

- - substantially greater resources and market presence;

- - better customer service and technological expertise;

- - additional personnel;

- - the ability to devote greater resources to marketing;

- - longer operating histories; and

- - larger and more established customer bases.

TO GROW OUR BUSINESS, WE PLAN TO RAISE CAPITAL BY SELLING SHARES OF OUR STOCK,
WHICH MAY SUBJECT US TO ADDITIONAL RISKS AND WILL DILUTE YOUR OWNERSHIP.

To carry out our growth strategies, we plan to launch a marketing campaign to
build name recognition and seek complementary marketing partnerships with
accounting firms and commercial banks. An inability to launch a successful
marketing campaign and secure key marketing partnerships, may negatively affect
our financial results and our ability to grow. We cannot guarantee that we will
be able to identify and fund the proper marketing efforts that will yield
produce any revenue growth.

OUR BUSINESS DEPENDS ON THE INTERNET AND FUNCTIONING COMPUTER EQUIPMENT, AS WELL
AS TELECOMMUNICATIONS, THE FAILURE OF WHICH WOULD HINDER OUR SERVICES AND MAY
MAKE IT MORE DIFFICULT TO CONDUCT OUR BUSINESS.

Our operations depend on the use of computers, phones and cell phones and the
utilities that they use. Damage to this equipment may be caused by human error,
natural disasters, power and telecommunications failures, intentional acts of
vandalism and similar events. Despite precautions we have taken, the occurrence
of human error, a natural disaster or other unanticipated problems could halt
our services, damage equipment and result in substantial expense to repair or
replace damaged equipment. In addition, the failure of our telecommunications
providers to supply the necessary services could also interrupt our business.
The inability to supply services to our customers could negatively affect our
business.

MANY OF THE COMPANIES THAT WE PLAN TO TARGET FOR STRATEGIC MARKETING AND
CUSTOMER BUSINESS, SUCH AS BANKS, OPERATE IN A HIGHLY REGULATED INDUSTRY WHICH
COULD ADVERSELY IMPACT OUR FREEDOM TO CONDUCT BUSINESS.

Although our business is not highly regulated, we plan to offer our services to
banks. The banking industry is highly regulated and subject to supervision by
several federal and/or state governmental regulatory agencies. If bank
regulations change or if new regulations are adopted to regulate the financing
of small business accounts receivable, our business, financial condition and
results of operations could be materially adversely affected.

WE DO NOT EXPECT TO PAY DIVIDENDS ON OUR COMMON STOCK

To date, we have not paid any dividends on our common stock. We do not
anticipate paying any cash dividends on our common stock in the foreseeable
future. Any payment of future dividends and the amounts thereof will depend upon
our earnings, financial requirements and other factors deemed relevant by our
board of directors.

IF OUR COMMON STOCK BECOMES TRADEABLE ON THE OVER-THE-COUNTER BULLETIN BOARD,
SALES OF OUR COMMON STOCK BY OUR PRINCIPAL SHAREHOLDER COULD AFFECT THE LEVEL OF
PUBLIC INTEREST IN OUR COMMON STOCK AS WELL AS DEPRESS ITS PRICE.

By the filing of this registration statement, we are attempting to register
990,000 shares of our common stock held by two selling shareholders, including
the dividend distribution from HairMax. If this registration statement is
declared effective, the selling shareholders will be able to sell their shares
at $.25 per share until trading begins on the OTC Bulletin Board, and thereafter
at negotiated prices. If our common stock becomes tradable on the Over the
Counter Bulletin Board, prospective purchasers will be able to purchase our
common stock in the open market. Our selling shareholders will be able to sell
their shares on the open market. In addition, because our principal stockholder,
David Koran, owns approximately 93% of our common stock he may dispose of a
substantial percentage of his stock subject to Rule 144 trading volume
limitations. If substantial amounts of any of these shares are sold there may be
downward price pressures on our common stock price, causing the market price of
our common stock to decrease in value. In addition, this selling activity could:

o Decrease the level of public interest in our common stock;
o Inhibit buying activity that might otherwise help support the market price
of our common stock; and
o Prevent possible upward price movements in our common stock.

THERE IS NO TRADING MARKET FOR OUR SHARES OF COMMON STOCK AND YOU MAY BE UNABLE
TO SELL YOUR SHARES.

There is not, and has never has been a trading market for our securities.
There is no established public trading market or market maker for our
securities. There can be no assurance that a trading market for our common stock
will be established or that, if established, a market will be sustained.

OUR LACK OF AN ESTABLISHED BRAND NAME AND RELATIVE LACK OF RESOURCES COULD
NEGATIVELY IMPACT OUR ABILITY TO EFFECTIVELY COMPETE IN THE FINANCIAL BROKERAGE
MARKET.

We do not have an established brand name or reputation to successfully sell
commercial funding programs. We also have a relative lack of resources to
conduct our business operations. Thus, we may have difficulty effectively
competing with companies that have greater name recognition and resources than
we do. Presently, we have no patents, copyrights, trademarks and/or service
marks that would protect our brand name or our proprietary information, nor do
we have any current plans to file applications for such rights. Our inability
to promote and/or protect our brand name may have an adverse effect on our
ability to compete effectively in the commercial finance industry.

WE HAVE SUBSTANTIAL NEAR-TERM CAPITAL NEEDS; WE MAY BE UNABLE TO OBTAIN THE
ADDITIONAL FUNDING NEEDED TO ENABLE US TO OPERATE PROFITABLY IN THE FUTURE.

We will require additional funding over the next twelve months to develop
our business estimated to be equal to $50,000. Presently, we have only $4,243
worth of liquid assets with which to pay our expenses. Accordingly, we will
seek outside sources of capital such as conventional bank financing; however,
there can be no assurance that additional capital will be available on favorable
terms to us. If adequate funds are not available, we may be required to curtail
operations or to obtain funds by entering into collaboration agreements on
unattractive terms.

In addition, we have no credit facility or other committed sources of
capital sufficient to fund our business plan. We may be unable to establish
credit arrangements on satisfactory terms. If capital resources are insufficient
to meet our future capital requirements, we may have to raise funds to continue
development of our operations. To the extent that additional capital is raised
through the sale of equity and/or convertible debt securities, the issuance of
such securities could result in dilution to our shareholders and/or increased
debt service commitments. If adequate funds are not available, we may be unable
to sufficiently develop our operations to become profitable.

OUR PRINCIPAL STOCKHOLDER CONTROLS OUR BUSINESS AFFAIRS IN WHICH CASE YOU WILL
HAVE LITTLE OR NO PARTICIPATION IN OUR BUSINESS AFFAIRS.

Currently, our President, Mr. David R. Koran owns 93% of the outstanding
shares of our company. As a result, he will have significant influence over all
matters requiring approval by our stockholders without the approval of minority
stockholders. In addition, he will be able to elect all of the members of our
Board of Directors, which will allow him to significantly control our affairs
and management. Accordingly, you will be limited in your ability to affect
change in how we conduct our business.

IF WE LOSE THE SERVICES OF OUR PRESIDENT, OUR BUSINESS MAY BE IMPAIRED.

Our success is heavily dependent upon the continued active participation of
our president, David R. Koran. Mr. Koran has twelve years of experience in the
finance business. The loss of Mr. Koran's services could have a material
adverse effect upon the development of our business. We do not maintain "key
person" life insurance on Mr. Koran. We do not have a written employment
agreement with Mr. Koran. There can be no assurance that we will be able to
recruit or retain other qualified personnel, should it be necessary to do so.

WE DO NOT HAVE ANY PLANS TO HIRE ADDITIONAL PERSONNEL FOR AT LEAST THE NEXT
TWELVE MONTHS, WHICH MAY CAUSE SUBSTANTIAL DELAYS IN OUR OPERATIONS.

Although we plan to expand our business and operations, we have no plans to
hire additional personnel for at least the next twelve months. As we expand our
business there will be additional strains on our operations due to increased
cost. In addition, there may be additional demand for our services. We now
only have the services of our president to accomplish our current business and
our planned expansion. If our growth outpaces his ability to provide services
and we do not hire additional personnel it may cause substantial delays in our
operations.

WE FACE INTENSE COMPETITION, WHICH PUTS US AT A COMPETITIVE DISADVANTAGE; IF WE
ARE UNABLE TO OVERCOME THESE COMPETITIVE DISADVANTAGES WE MAY NEVER BECOME
PROFITABLE.

We will face intense competition from companies engaged in similar
businesses. We will compete with numerous companies that broker commercial
finance products both over the Internet and via traditional forms of business.
Many of our competitors have significantly greater customer bases, operating
histories, financial, technical, personnel and other resources than we do, and
may have established reputations for success in the commercial finance industry.
There can be no assurance that we will be able to compete effectively in the
highly competitive commercial finance industry. As a response to changes in the
competitive environment, we may from time to time make certain service,
marketing or supply decisions or acquisitions that could negatively impact our
operations and financial condition.

WE HAVE INCURRED LOSSES FROM OPERATIONS AND LIMITED CASH THAT RAISES SUBSTANTIAL
DOUBT AS TO WHETHER WE CAN CONTINUE AS A GOING CONCERN.

Our cash flows provided by operations were $4,143 for the period from inception
(February 1, 2004) through May 31, 2004. We have incurred a net income of $201
during this period. During this time, we also incurred certain expenses that did
not use cash. We incurred $2,000 in the fair value of rent provided by our
officer and majority shareholder. Our officer and majority shareholder also paid
$1,942 in our business expenses on our behalf. Cash flows generated by financing
activities was $100 for the period from inception (February 1, 2004) through May
31, 2004.

ITEM 4. USE OF PROCEEDS

Not Applicable. We will not receive any proceeds from the sale of the
securities by the Selling Security Holders or the HairMax Security Holders.

ITEM 5. DETERMINATION OF OFFERING PRICE

The Selling Security Holders and the HairMax Selling Security Holders will
sell their shares at $.25 per share until the Company is traded on the
Over-the-Counter Bulletin Board, and thereafter at prevailing market prices.
Prior to this offering, there has been no market for our shares. The offering
price of $.25 per share was arbitrarily determined and bears no relationship to
assets, book value, net worth, earnings, actual results of operations, or any
other established investment criteria. Among the factors considered in
determining this price were our historical sales levels, estimates of our
prospects, the background and capital contributions of management, the degree of
control which the current shareholders desired to retain, current conditions of
the securities markets and other information.

ITEM 6. DILUTION

Not Applicable. We are not registering any shares in this registration
statement. All shares are being registered by the Selling Security Holders, the
HairMax Selling Security Holders or being distributed in a registered dividend
distribution.

ITEM 7. SELLING SECURITY HOLDERS AND HAIRMAX SELLING SECURITY HOLDERS

The Selling Security Holders named in the first table set forth below and
the HairMax Selling Security Holders named in the second table set forth below
are selling the securities covered by this prospectus. None of the Selling
Security Holders or the HairMax Selling Security Holders named below is
registered securities broker-dealers or affiliates of broker-dealers. The tables
indicate that all the securities will be available for resale after the
offering. However, any or all of the securities listed below may be retained by
any of the Selling Security Holders or the HairMax Selling Security Holders, and
therefore, no accurate forecast can be made as to the number of securities that
will be held by the Selling Security Holders or the HairMax Selling Security
Holders upon termination of this offering. We believe that the Selling Security
Holders and the HairMax Selling Security Holders listed in the tables have sole
voting and investment powers with respect to the securities indicated. We will
not receive any proceeds from the sale of the securities covered by this
prospectus.

SELLING SECURITY HOLDERS TABLE

Name Relationship Amount Owned Amount To Be Amount Owned Percent Owned
With Issuer Prior to Offering Registered After Offering Before/After Offering
- ------------ ------------- ----------------- ------------ -------------- ---------------------

Greentree Consultant 490,000 490,000 0 5%/5%
Financial (1)
Group, Inc.
- ------------ ------------- ----------------- ------------ -------------- ---------------------
David Koran Chairman, 300,000 300,000 0 3%/3%
President
- ------------ ------------- ----------------- ------------ -------------- ---------------------

TOTALS 790,000 790,000 0
- ------------ ------------- ----------------- ------------ -------------- ---------------------

(1) Robert C. Cottone and Michael Bongiovanni are the owners of Greentree
Financial Group, Inc. Greentree Financial Group, Inc. received the 490,000
shares of our common stock for consulting services that consist of
assisting in the preparation of this Form SB-2 registration statement,
compliance with state Blue Sky regulations, selection of an independent
transfer agent and Edgar services. Our contract with Greentree Financial
Group, Inc. is attached as an exhibit to this Registration on Form SB-2.

Set forth below are the Hairmax Selling Security Holders as of the record
date of July 16, 2004.

HAIRMAX SELLING SECURITY HOLDERS TABLE

Action Stocks, None 0 0 0 Less than 1%
Inc.
- ------------ ------------- ----------------- ------------ -------------- ---------------------
American Market None 40 40 0 Less than 1%
Support Network
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Barsom, Richard None 0 0 0 Less than 1%
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Bartley, Richard None 0 0 0 Less than 1%
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Baumann, Lester None 100 100 0 Less than 1%
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Bongiovanni, None 7,860 7,860 0 3.93%
Michael J.
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Cede & Co. None 42,560 42,560 0 21.28%
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Cottone, None 1,200 1,200 0 Less than 1%
R. Chris
- ------------ ------------- ----------------- ------------ -------------- ---------------------
David, Nir Ben None 720 720 0 Less than 1%
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Engelbert, None 0 0 0 Less than 1%
Thomas
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Gazda, Geoff None 0 0 0 Less than 1%
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Greentree None 0 0 0 Less than 1%
Financial
Group
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Kern, None 60 60 0 Less than 1%
Jeffrey Lee
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Madison and None 0 0 0 Less than 1%
Wall Inc.
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Market Voice None 0 0 0 Less than 1%
Inc.
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Marketshare None 40 40 0 Less than 1%
Recovery
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Martin, None 740 740 0 Less than 1%
Harold H
- ------------ ------------- ----------------- ------------ -------------- ---------------------
McCaffrey, None 0 0 0 Less than 1%
Richard
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Mohammed, None 7,240 7,240 0 3.62%
Rasheed
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Moreno, None 20 20 0 Less than 1%
Robert
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Okarmus, None 40 40 0 Less than 1%
Irena
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Patigalia, None 0 0 0 Less than 1%
Barbara
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Patigalia, None 0 0 0 Less than 1%
Ivie and
Michael
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Revenge None 22,260 22,260 0 11.13%
Games Inc
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Richards, None 0 0 0 Less than 1%
Barbara A
and Richards,
A Massa JT Ten
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Rocha, Frank. None 20 20 0 Less than 1%
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Roth, Alisha None 9,960 9,960 0 4.98%
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Roth, Edward None 43,540 43,540 0 21.77%
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Roth, Edward None 55,680 55,680 0 27.84%
A and Alisha
M Roth JT Ten
- ------------ ------------- ----------------- ------------ -------------- ---------------------
RR Investment None 1,120 1,120 0 Less than 1%
Holdings, Inc.
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Sakaran, Elie None 1,120 90 0 Less than 1%
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Schor, None 0 0 0 Less than 1%
Allan Lee
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Sklar, Gerald None 40 40 0 Less than 1%
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Smith, None 0 0 0 Less than 1%
Jacqueline
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Subway.com, None 5,560 5,560 0 2.78%
Inc.
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Weed, Richard None 20 20 0 Less than 1%
- ------------ ------------- ----------------- ------------ -------------- ---------------------
Williams, None 0 0 0 Less than 1%
James
- ------------ ------------- ----------------- ------------ -------------- ---------------------
TOTALS * 199,940** 199,940**
- ------------ ------------- ----------------- ------------ -------------- ---------------------

* HairMax plans to spin-off 200,000 shares of common stock of our Company to
its shareholders on the basis of one share of Capital Resource Funding,
Inc. common stock for each ninety shares of HairMax common stock.

** A total of 60 fractional shares of the 200,000 shares of Capital Resource
Funding, Inc. common stock will not be distributed to the shareholders of
HairMax in the spin-off, since they represent fractional shares and
management of HairMax has decided not to distribute fractional shares. They
will be retained by HairMax and not be offered for resale pursuant to this
Registration Statement. Of the total number of fractional Capital Resource
Funding, Inc. common shares, 199,940 shares are attributable to the HairMax
Selling Security Holders.

We intend to seek qualification for sale of the securities in those states
where the securities will be offered. To resell the securities in the public
market the securities must either be qualified for sale or exempt from
qualification in the states in which the selling shareholders or proposed
purchasers reside. We intend to seek qualification or exemptions for trading in
every state; however, there is no assurance that the states in which we seek
qualification or exemption will approve of the security re-sales. Should we not
obtain exemptions or qualification in these states you will be unable to resell
your shares.

HairMax will issue 200,000 shares of our common stock as a dividend
distribution to shareholders of HairMax of record as of July 16, 2004 on the
basis of one share of our common stock for each ninety shares of HairMax common
stock.

ITEM 8. PLAN OF DISTRIBUTION

Sales By Selling Security Holders and HairMax Selling Security Holders
---------------------------------------------------------------------------

Our Selling Security Holders and HairMax Selling Security Holders are
offering 790,000 and 200,000 shares, respectively, of our common stock. The
Selling Security Holders and HairMax Selling Security Holders will sell their
shares at $0.25 until the shares are traded on the Over-the-Counter Bulletin
Board and thereafter at prevailing market prices. We will not receive any
proceeds from the sale of the shares by the Selling Security Holders or the
HairMax Selling Security Holders. The securities offered by this prospectus may
be sold by the Selling Security Holders and the HairMax Selling Security
Holders. We are not aware of any underwriting arrangements that have been
entered into by the Selling Security Holders or the HairMax Selling Security
Holders. The distribution of the securities by the Selling Security Holders and
HairMax Selling Security Holders may be effected in one or more transactions
that may take place in the over-the-counter market, including broker's
transactions or privately negotiated transactions.

Any of the Selling Security Holders or the HairMax Selling Security
Holders, acting alone or in concert with one another, may be considered
statutory underwriters under the Securities Act of 1933, if they are directly or
indirectly conducting an illegal distribution of the securities on our behalf.
For instance, an illegal distribution may occur if any of the Selling Security
Holders or the HairMax Selling Security Holders provides us with cash proceeds
from their sales of the securities. If any of the Selling Security Holders or
HairMax Selling Security Holders is determined to be underwriters, they may be
liable for securities violations in connection with any material
misrepresentations or omissions made in this prospectus.

In addition, the Selling Security Holders, the HairMax Selling Security
Holders and any brokers through whom sales of the securities are made may be
deemed to be "underwriters" within the meaning of the Securities Act of 1933,
and the commissions or discounts and other compensation paid to such persons may
be regarded as underwriters' compensation.

The Selling Security Holders and the HairMax Selling Security Holders may
pledge all or a portion of the securities owned as collateral for margin
accounts or in loan transactions, and the securities may be resold pursuant to
the terms of such pledges, accounts or loan transactions. Upon default by such
Selling Security Holders or HairMax Selling Security Holders, the pledgee in
such loan transaction would have the same rights of sale as the Selling Security
Holders under this prospectus so long as the Company files a post-effective
amendment to name and identify the new selling security holder. The Selling
Security Holders and the HairMax Selling Security Holders also may enter into
exchange traded listed option transactions that require the delivery of the
securities listed under this prospectus. The Selling Security Holders and the
HairMax Selling Security Holders may also transfer securities owned in other
ways not involving market makers or established trading markets, including
directly by gift, distribution, or other transfer without consideration, and
upon any such transfer the transferee would have the same rights of sale as such
Selling Security Holders or HairMax Selling Security Holders under this
prospectus so long as the Company files a post-effective amendment to name and
identify the new selling security holder. If a post-effective amendment is not
filed with the Securities and Exchange Commission by the Company, 'pledgees' and
'transferees' of a Selling Security Holder would not have rights to resell under
this prospectus.

In addition to, and without limiting, the foregoing, each of the Selling
Security Holders, the HairMax Selling Security Holders and any other person
participating in a distribution will be affected by the applicable provisions of
the Securities and Exchange Act of 1934, including, without limitation,
Regulation M, which may limit the timing of purchases and sales of any of the
securities by the Selling Security Holders, HairMax Selling Security Holders or
any such other person. Specifically, Regulation M prohibits an issuer, the
Selling Security Holders, the HairMax Selling Security Holders or affiliated
purchaser other than in an excepted security or activity, to bid for, purchase,
or attempt to induce any person to bid for or purchase, a covered security
during the applicable restrictive period. The restrictive period for our
securities being registered begins on the latest of five business days prior to
the determination of the offering price or such time that a person becomes a
distribution participant, and ends upon such person's completion of
participation in the distribution. Distribution is defined under Regulation M
as meaning an offering of securities, whether or not subject to registration
under the Securities Act of 1933 that is distinguished from ordinary trading
transactions by the magnitude of the offering and the presence of special
selling efforts and selling methods. Distribution participant is defined under
Regulation M as meaning an underwriter, prospective underwriter, broker, dealer,
or other person who has agreed to participate or is participating in a
distribution.

There can be no assurances that the Selling Security Holders or the HairMax
Selling Security Holders will sell any or all of the securities. In order to
comply with state securities laws, if applicable, the securities will be sold in
jurisdictions only through registered or licensed brokers or dealers. In various
states, the securities may not be sold unless these securities have been
registered or qualified for sale in such state or an exemption from registration
or qualification is available and is complied with. Under applicable rules and
regulations of the Securities and Exchange Act of 1934, as amended, any person
engaged in a distribution of the securities may not simultaneously engage in
market-making activities in these securities for a period of one or five
business days prior to the commencement of such distribution.

All of the foregoing may affect the marketability of the securities.
Pursuant to the various agreements we have with the Selling Security Holders,
and the HairMax Selling Security Holders we will pay all the fees and expenses
incident to the registration of the securities, other than the Selling Security
Holders' and HairMax Selling Security Holders' pro rata share of underwriting
discounts and commissions, if any, which are to be paid by the Selling Security
Holders and the HairMax Selling Security Holders

HairMax Dividend Distribution
-------------------------------

HairMax will distribute the 200,000 shares of our common shares which it
owns to its shareholders as a dividend as of a record date of July 16, 2004 on
the basis of one of our common shares for each ninety HairMax common shares.
Fractional shares will not be distributed.

HairMax shareholders will initially have their ownership of our shares of
common stock registered only in book-entry form in which no certificates are
issued. On the distribution date, each HairMax shareholder of record as of the
close of business on the record date will be mailed one share of our common
stock for each ninety shares of HairMax common stock they hold. HairMax
shareholders that hold their stock in street name will have their shares of our
common stock credited to their brokerage accounts. The record date for the
distribution is the close of business on July 16, 2004.

HairMax shareholders will not be required to pay any cash or other
consideration to receive our common stock in the distribution. Fractional
shares will not be issued to HairMax shareholders. Shares of our common stock
distributed to HairMax shareholders will be freely transferable, except for
shares of our common stock received by persons who may be deemed to be
affiliates of Capital Resource Funding, Inc. under the Securities Act of 1933,
as amended. Persons who are affiliates of Capital Resource Funding, following
the distribution will be permitted to sell their shares of our common stock only
pursuant to an effective registration statement under the Securities Act of
1933, as amended, or an exemption from the registration requirements of the
Securities Act, such as the exemption afforded by Section 4(1) of the Securities
Act of 1933, as amended, or Rule 144 issued under the Securities Act of 1933, as
amended. Mr. David Koran would be considered an affiliate of Capital Resource
Funding, Inc.

Because of Hairmax's role in the distribution, there is a possibility that
it may be deemed to be a statutory "underwriter" within the meaning of Section
2(11) of the Securities Act. HairMax has advised us that it will comply with the
prospectus delivery requirements that would apply to a statutory underwriter in
connection with the distribution of our shares to its own shareholders.
Further, HairMax has acknowledged to us that it is familiar with the
anti-manipulation rules of the SEC, including Regulation M under the Securities
Act of 1934. These rules may apply to sales by HairMax in the market, following
the creation of a public market, if such a market ever develops.

With certain exceptions, Regulation M prohibits any selling shareholder,
any affiliated purchasers and any broker-dealer or other person who participates
in an applicable distribution from bidding for or purchasing, or attempting to
induce any person to bid for or purchase, any security which is the subject of
the distribution until the entire distribution is complete. Regulation M also
prohibits any bids or purchases made in order to stabilize the price of a
security in connection with the distribution of that security. The foregoing
restrictions may affect the marketability of our common stock.

ITEM 9. LEGAL PROCEEDINGS

We are not aware of any pending or threatened legal proceedings, in which
we are involved.
In addition, we are not aware of any pending or threatened legal proceedings in
which entities affiliated with our officers, directors or beneficial owners are
involved.

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL PERSONS

Directors and Executive Officers.

Our Bylaws provide that we must have at least 1 director. Each director
will serve until our next annual shareholder meeting, to be held sixty days
after the close of the fiscal year, or until a successor is elected who accepts
the position. Directors are elected for one-year terms. Our officers may be
elected by our Board of Directors at any regular or special meeting of the Board
of Directors. Vacancies may be filled by a majority vote of the remaining
directors then in office. Our directors and executive officers are as follows:

Name Age Position
- ------------ --- ------------------------
David Koran 36 President and Director
- ------------ --- ------------------------

David Koran has been our President and Director since inception in February
2004.

Mr. Koran's experience in the commercial finance and otherwise over the
last five years has consisted of the following:

From 2004 to Present, Mr. Koran has been the president of our company, a
commercial finance brokerage company, which provides commercial finance
brokerage services within the entire United States. We were incorporated in
North Carolina on February 2, 2004. We have no employees, other than Mr. Koran,
since our inception. Currently Mr. Koran is working 25 hours per week in the
employ of the Company.

From January 2004 to Present, Mr. Koran has been operating as an employee
with Benefactor Funding Corp. as a Director of Marketing. Benefactor Funding
Corp. is a commercial factor offering funding programs to small to mid-sized
businesses ranging from 500,000 to 3 million. Mr. Koran will remain in this
employment until it is financially feasible to draw a comparable salary from
CRF.

From January 2002 to December 31, 2003, Mr. Koran worked as a Business
Development Officer for J D Factors, LLC. Mr. Koran was successful in developing
a new 3 state territory into a profitable region in the first 4 months of
operation. J D Factors specializes in factoring services for micro and small
businesses.

From July 2001 to January 2002, Mr. Koran worked as a Commercial Loan
Officer responsible for managing a 5 million dollar micro business loan
portfolio and producing new loan volume monthly. Mr. Koran gained valuable
experience in commercial underwriting, loan work outs, and risk management.

From December 1999 to July 2001, Mr. Koran worked as a Business
Relationship Manager for First Union Corp. In this role, Mr. Koran managed a
small business portfolio of over 500 banking relationships.

Mr. Koran's experience in the commercial banking industry helped develop
his business plan for CRF. Mr. Koran identified a service need within the
banking industry to help facilitate small business lending needs that was unmet
by the conventional loan products. This industry experience helped to mold the
business plan of CRF.

Mr. Koran is a member of the following business organizations: Commercial
Finance Association, www.cfa.org; Turnaround Management Association,
-----------
www.turnaround.org; National Funding Association, www.nationalfunding.org, and
- ------------------ -----------------------
he is an Advisory Board member of the Charlotte, NC Chapter.

Significant Employees.
Other than those persons mentioned above, we have no significant employees.

Family Relationships.
None.

Legal Proceedings.
No officer, director, or persons nominated for such positions and no
promoter or significant employee of our Company has been involved in legal
proceedings that would be material to an evaluation of our management.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following tables set forth the ownership, as of July 16, 2004, of our
common stock (a) by each person known by us to be the beneficial owner of more
than 5% of our outstanding common stock, and (b) by each of our directors, by
all executive officers and our directors as a group. To the best of our
knowledge, all persons named have sole voting and investment power with respect
to such shares, except as otherwise noted.

Security Ownership of Certain Beneficial Owners (foot1 Pursuant to Rule 13-d-3
under the Securities Exchange Act of 1934, as amended, beneficial ownership of a
security consists of sole or shared voting power (including the power to vote or
direct the voting) and/or sole or shared investment power (including the power
to dispose or direct the disposition) with respect to a security whether through
a contract, arrangement, understanding, relationship or otherwise. Unless
otherwise indicated, each person indicated above has sole power to vote, or
dispose or direct the disposition of all shares beneficially owned. We are
unaware of any shareholders whose voting rights would be affected by community
property laws.1)(foot2 This table is based upon information obtained from our
stock records. Unless otherwise indicated in the footnotes to the above tables
and subject to community property laws where applicable, we believe that each
shareholder named in the above table has sole or shared voting and investment
power with respect to the shares indicated as beneficially owned. 2).

Title of Class Name and Address # of Shares Current % Owned
- -------------- ------------------------- ----------------------- ---------------

Common David Koran 10,000,000 93%
2212 Lantern Way Circle
Cornelius, NC 28226
- -------------- ------------------------- ----------------------- ---------------
Common Greentree Financial Group, 490,000 5%
Inc. (3)
555 S. Powerline Road
Pompano Beach, FL 33069
- -------------- ------------------------- ----------------------- ---------------

(3) Greentree Financial Group, Inc., a Florida corporation, is equally and
wholly owned by Mr. Robert C. Cottone, CPA and Mr. Michael Bongiovanni,
CPA. Mr. Bongiovanni is Mr. Cottone's step-father. Security Ownership of
Officers and Directors (2).

Title of Class Name and Address # of Shares Current % Owned
- -------------- ------------------------- ----------------------- ---------------

Common David Koran 10,000,000 93.0%
- -------------- ------------------------- ----------------------- ---------------
Common All Officers and 10,000,000 93.0%
Directors as a Group (2)
- -------------- ------------------------- ----------------------- ---------------

** Less than 1%

Changes in Control.

There are currently no arrangements, which would result in a change in our
control.

ITEM 12. DESCRIPTION OF SECURITIES

The following description is a summary and is qualified in its entirety by
the provisions of our Articles of Incorporation and Bylaws, copies of which have
been filed as exhibits to the registration statement of which this prospectus is
a part.

COMMON STOCK.
We are authorized to issue 100,000,000 shares of common stock, with a par
value of $.001 per share. As of July 16, 2004, there were 10,000,000 common
shares issued and outstanding. All shares of common stock outstanding are
validly issued, fully paid and non-assessable.

COVERTIBLE PREFERRED STOCK
We are authorized to issue 10,000,000 shares of convertible preferred stock
with a par value of $.001 per share. As of July 16, 2004, there were no
convertible preferred shares issued and outstanding. If issued, our preferred
shares may include certain shareholder privileges to be determined by our board
of directors such as cumulative dividend payments and conversion features.

ITEM 13. INTEREST OF EXPERTS AND COUNSEL

Our Financial Statements for the period from inception (February 2, 2004)
through May 31, 2004 have been included in this prospectus in reliance upon
Traci Anderson, CPA, independent Certified Public Accountants, as experts in
accounting and auditing.

ITEM 14. DISCLOSURE OF COMMISSION POSITION ON INDEMNIFICATION FOR SECURITIES
ACT LIABILITIES

Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to our directors, officers and controlling persons, we
have been advised that in the opinion of the Securities and Exchange Commission,
such indemnification is against public policy as expressed in the Securities Act
of 1933 and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities, other than the payment by us of
expenses incurred or paid by our directors, officers or controlling persons in
the successful defense of any action, suit or proceedings, is asserted by such
director, officer, or controlling person in connection with any securities being
registered, we will, unless in the opinion of our counsel the matter has been
settled by controlling precedent, submit to court of appropriate jurisdiction
the question whether such indemnification by us is against public policy as
expressed in the Securities Act of 1933 and will be governed by the final
adjudication of such issues.

ITEM 15. TRANSACTIONS WITHIN LAST FIVE YEARS

On or about June 23, 2004, we increased our authorized common shares to
100,000,000, kept the par value at $.001 per share and forward split our common
stock 20,000 for 1. As a result, Mr. Koran's 500 shares were exchanged for
10,000,000 of our common shares. In addition, we authorized 10,000,000 shares of
convertible preferred stock to be issued, par value of $.001. Each one of these
shares is convertible into ten common shares.

- - Assistance with the preparation of our Form SB-2 registration statement;
- - State Blue-Sky compliance;
- - Selection of an independent stock transfer agent; and
- - Edgar services.

In exchange for these services, we have agreed to pay Greentree 400,000
shares of our common stock The common shares issued were valued at the estimated
value for the services received which was $122,500, or $.25 per share.

In connection with this agreement, we promised to pay $40,000 (representing
$38,835 principal and $1,165 interest or approximately 6% per annum) to
Greentree Financial Group, Inc. The 6 month, non assumable promissory note with
Greentree Financial Group, Inc. was signed on June 24, 2004.

On or about February 2, 2004, we sold 500 pre-split shares (10,000,000
post-split) of stock to our President, David Koran, for $100 in an exempt
offering under the Securities Act of 1933, as amended, pursuant to Section 4(2)
of that Act.

During the period from inception (February 2, 2004) through May 31, 2004,
our President provided us with $2,000 in fair value of rent, which is considered
to be a capital contribution. During the period from inception (February 2,
2004) through May 31, 2004, our President paid $1,942 in business expenses on
our behalf, which is also considered to be a capital contribution.

On May 4, 2004, we received a $15,000 unsecured line of credit from The
First Citizens Bank & Trust Company ("The Bank"). The annual percentage rate
("APR") is based on the Bank's prime rate plus 1% with a maximum APR of 8%. As
of the date of the note, the APR was 5%. The initial maturity date of the note
is May 4, 2005. As of May 31, 2004, the Company had not drawn against this line
of credit. Subsequent to May 31, 2004, the Company borrowed $12,500 against this
line of credit. There is currently $2,500 in unused credit.

On June 23, 2004, we amended our Articles of Incorporation to effect a name
change from Capital Business Funding, Inc. to Capital Resource Funding, Inc.

On June 23, 2004, we entered into a letter of intent to form a strategic
alliance with HairMax International, Inc. Pursuant to the strategic alliance,
our services will be offered to the commercial customers of HairMax
International, Inc. with a 50/50% revenue split on every referral made by
HairMax. In consideration for services provided by HairMax International, Inc.,
we will pay to HairMax 200,000 shares of our restricted common stock, $.001 par
value.

We are not a subsidiary of any corporation.

ITEM 16. DESCRIPTION OF BUSINESS

Description Of Our Role As A Broker Of Commercial Finance Transactions.
- -------------------------------------------------------------------------------

We plan to continue to operate as a broker of commercial finance transactions.
In performing these services, we will represent the individual business that is
in need of obtaining financing to help fund their growth. The different funding
transactions that we typically broker are: commercial loans, purchase order
financing, account receivables financing/factoring and equipment leasing. An
example of a commercial loan would be bank or other term financing to help a
business purchase a new building to house their company. For commercial loan
transactions, our broker commission is typically 1% of the loan amount paid by
the lender. Purchase order financing is a funding program that helps a
business receive the advance funding needed to cover their costs to fill a
purchase order. For example, a manufacturing company that received a large
purchase order from a new client that requires significant outlay of funds to
purchase materials and manufacture the product.may be in need of financing. A
purchase order financing company will advance on a purchase order to help the
manufacturer pay the supply and labor costs needed to fill the order. Our
typical broker commission for purchase order financing is .25-1% of each
purchase order paid by the individual funding company. Account receivables
financing/factoring is the advancement of funds on receivables to assist
companies with the turn of their cash-flow. A typical loan of this type will be
structured to advance 80-85% of the pre- qualified receivables, manage the
collections of the receivables and charge a small discount fee or percentage of
each receivable. The typical discount/percentage fee for this type of financing
is between 1%-8% depending on the size of receivables funded (the higher the
funded amount, the lower the discount fee). Our broker commission for account
receivables financing/factoring is typically 10%-15% of the gross monthly fees
for the life of the funding. For example, an accounts receivable financing
borrower that receives 150,000/month in funding at a 2.5% monthly discount fee
will generate $3,750 per month in gross fees with a broker commission ranging
from $375 to $562.50 paid monthly for the life of the financing. Equipment
leasing is the leasing of equipment that a company needs to conduct business
such as machinery, trucks and office equipment. Our broker commission for
commercial leasing ranges from .5%-1% of the total lease amount paid by the
funding company. For each of the above transactions, we make sure there is a
broker agreement in place with the lender before submitting any documentation.

Our Services Are Tailored To Individual Needs.
- ---------------------------------------------------

When acting as a broker for the individual businesses, we will provide our
customers with the following services:

o Assist the business with assessing their funding needs.
o Assist the business with identifying their lending options and potential
funding sources
o Assist the business with compiling an application package and submitting it
to a suitable funding source.
o Act as a liaison between the business and funding source through the entire
application and funding process.

In exchange for providing these services we are compensated through the payment
of a commission by the funding company only if and when a transaction is closed.
Our services are of no additional cost to the client.

Marketing.
- ---------

We will continue to attract prospective clients via our website:
www.capitalresourcefunding.biz and our existing referral sources. Our future
- ------------------------------
plans entail a marketing campaign that will fund additional internet, radio,
television, and bill board advertising to increase the number of inquiries for
our services. It is also our intention to seek strategic commercial banking
partnerships outlined below. In these partnerships we will assist each bank in
providing a funding resource center to service their small business clients that
are unable to receive bank financing. The only identified competitor with any
similarity to our business model is that of Private Business, Inc. Private
Business also has a marketing strategy to secure commercial bank partnerships.
The main difference to our model is the services offered. Private Business
helps commercial banks establish funding programs within the bank to offer
receivables financing services using the banks money to fund each deal. Our
business will also empower each partnering bank to offer alternative funding
solutions to its clients, but without having to risk any bank funds. As part
of our business model, we intend to propose this strategic partnership plan to
several large banks starting in Charlotte, NC. One such proposal is currently
under consideration at a large bank. This proposal was presented to start a
test model on a regional level and with plans to grow to a national level.

Business Regulation and Other.
- --------------------------------

There are no known license requirements to broker commercial finance
transactions. We have never been the subject of any bankruptcy or relationship.
We have had no material reclassifi-cation, merger, consolidation, or purchase or
sale of a significant amount of assets not in the ordinary course of business.

Competition.
- -----------

The commercial finance brokerage business throughout the United States is
considered to be highly competitive due to the large growing number of
individual brokers. There are no known major regional players in this industry
with a similar business model as ours. It is our intention to expand our
business model through growth beyond the typical capacity of the existing
competition.

LEGAL PROCEEDINGS

We are currently not involved in any legal proceedings related to the conduct of
our business.

REPORTS TO SECURITY HOLDERS

After the effective date of this document, we will be a reporting company
under the requirements of the Securities Exchange Act of 1934 and will file
quarterly, annual and other reports with the Securities and Exchange Commission.
Our annual report will contain the required audited financial statements. We
are not required to deliver an annual report to security holders and will not
voluntarily deliver a copy of the annual report to the security holders. The
reports and other information filed by us will be available for inspection and
copying at the public reference facilities of the Commission, 450 Fifth Street,
N.W., Washington, D.C. 20549.

Copies of such material may be obtained by mail from the Public Reference
Section of the Commission at 450 Fifth Street, N.W., Washington, D.C. 20549, at
prescribed rates. Information on the operation of the Public Reference Room may
be obtained by calling the SEC at 1-800-SEC-0330. In addition, the Commission
maintains a World Wide Website on the Internet at http://www.sec.gov that
contains reports, proxy and information statements and other information
regarding registrants that file electronically with the Commission.

ITEM 17. MANAGEMENT'S DISCUSSION AND ANALYSIS

The discussion contained in this prospectus contains "forward-looking
statements" that involve risk and uncertainties. These statements may be
identified by the use of terminology such as "believes", "expects", "may", or
"should", or "anticipates", or expressing this terminology negatively or similar
expressions or by discussions of strategy. The cautionary statements made in
this prospectus should be read as being applicable to all related
forward-looking statements wherever they appear in this prospectus. Our actual
results could differ materially from those discussed in this prospectus.
Important factors that could cause or contribute to such differences include
those discussed under the caption entitled "risk factors," as well as those
discussed elsewhere in this prospectus.

OUR COMPANY

We were incorporated in North Carolina on February 2, 2004 to engage in the
business of commercial finance brokerage and consulting. We are currently
engaged and plan to continue in the commercial finance brokerage and consulting
business. Our executive offices are currently located at the residence of our
President, Mr. David R. Koran 2212 Lantern Way Circle, Cornelius, NC 28031. Our
telephone number is (704) 564-1676. We are authorized to issue 100,000,000
shares of common stock. Our total authorized common stock consists of
100,000,000 of which 10,000,000 shares are issued and outstanding. We are also
authorized to issue up to 10,000,000 shares of convertible preferred stock, of
which none are issued and outstanding.

Results of Operations.

For the period from inception (February 2, 2004) through May 31, 2004.

Sales.

Sales for the period from inception (February 2, 2004) through May 31, 2004
were $4,257. Sales consisted of commissions earned on funded loans as follows:

- - Broker fee in connection with factoring of accounts receivable generated
$1,213.
- - Broker fee in connection with a mortgage commission generated $3,044.

All sales transactions were with unrelated parties.

Cost of Sales.

We do not have a cost of sales.

Expenses.

Total expenses for the period from inception (February 2, 2004) through May
31, 2004 was $4,056. The expenses related to the fair value of rent contributed
by our President free of charge and for business expenses paid by him on our
behalf.

We expect increases in expenses through the year 2004 as we move toward
developing our business plan and registering our common stock. In addition, we
expect professional fees to increase to around $30,000 per year for compliance
with the reporting requirements of the Securities and Exchange Commission once
our registration is deemed effective.

We do not have any lease agreements for our facilities and do not currently
have any employment agreements.

Income Taxes

We did not have any federal or state income tax expense for the period from
inception (February 2, 2004) through May 31, 2004.

If we incur losses, we may have a deferred tax asset. 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 asset will
not be realized. Deferred tax assets and liabilities are adjusted for the effect
of changes in tax laws and rates on the date of enactment. We do not currently
have any net deferred tax assets.

Income / Losses.

Net income for the period from inception (February 2, 2004) through May 31,
2004 was $201. We expect to continue to incur losses at least through the year
2004, partly attributable to the fair value of expected services to be received.
In addition, there can be no assurance that we will achieve or maintain
profitability or that our revenue growth can be sustained in the future.

Impact of Inflation.

We believe that inflation has had a negligible effect on operations since
inception. We believe that we can offset inflationary increases in the cost of
operations by increasing sales and improving operating efficiencies.

Liquidity and Capital Resources.

Cash flows provided by operations for the period from inception (February
2, 2004) through May 31, 2004 was $4,143. Cash flows were primarily attributable
to net income plus the fair value of rent provided by our President and business
expenses paid by him on our behalf.

Cash flows generated by financing activities was $100 for the period from
inception (February 2, 2004) through May 31, 2004. Cash flows for this period
included proceeds from the sale of 10,000,000 shares of our common stock to our
officer for $100 pursuant to a Regulation D private offering. Proceeds were used
towards general business expenses.

Overall, we have funded our cash needs from inception for the period from
inception (February 2, 2004) through May 31, 2004 with one equity transaction
with our officer as described above and from operations. If we are unable to
receive additional cash from our officer, we may need to rely on financing from
outside sources through debt or equity transactions. Our officer is under no
legal obligation to provide us with capital infusions. Failure to obtain such
financing could have a material adverse effect on our operations and financial
condition. This could include an inability to do sufficient advertising for the
services we provide, which would make us less competitive in the marketplace. We
could also find it more difficult to enter into strategic joint venture
relationships with third parties. Finally, it would most likely delay the
implementation of our business plan. An alternative plan of operation in the
event of a failure to obtain financing would be to continue operations as
currently configured, with the result being little, if any, projected growth.
Another alternative would be to enter into a joint venture with a brokerage firm
that has working capital available, albeit on less favorable terms than had we
obtained financing, for the development of our business plan.

We had cash on hand of only $4,243 and working capital of $4,243 as of May
31, 2004. It is our opinion that our current amount of cash in the bank is
sufficient to fund our operations for the next twelve months because the officer
is not drawing a salary. We will rely on the existence of revenue from our
business, if any, and funding from outside sources. Also, if the projected
revenues fall short of projected expenses we will not be able to sustain our
capital needs for the next twelve months. We will then need to obtain additional
capital through equity or debt financing to sustain operations for an additional
year. A lack of significant revenues during the remainder of 2004 will
significantly affect our cash position and move us towards a position where the
raising of additional funds through equity or debt financing will be necessary.
Our current level of operations would require capital of approximately $1,000 to
sustain operations through year 2004 and approximately $35,000 per year
thereafter. Modifications to our business plans may require additional capital
for us to operate. There can be no assurance that additional capital will be
available to us when needed or available on terms favorable to us. Our
approximate offering expenses of $10,000 in connection with this offering have
already been paid through the use of our $15,000 unsecured line of credit.

On a long-term basis, liquidity is dependent on continuation and expansion
of operations, receipt of revenues, and additional infusions of capital and debt
financing. We are considering launching a local advertising campaign. Our
current capital and revenues are insufficient to fund such marketing. If we
choose to launch such a campaign, we will require substantially more capital. If
necessary, we will raise this capital through an additional stock offering.
However, there can be no assurance that we will be able to obtain additional
equity or debt financing in the future, if at all. If we are unable to raise
additional capital, our growth potential will be adversely affected and we will
have to significantly modify our plans. For example, if we unable to raise
sufficient capital to develop our business plan, we may need to:

- - Seek projects that are less in value or that may be projected to be less
profitable, or
- - Seek business that is outside our immediate area to bring some revenue in
to our Company.

Demand for the products and services will be dependent on, among other
things, market acceptance of our services, the commercial finance brokering
market in general, and general economic conditions, which are cyclical in
nature. Inasmuch as a major portion of our activities is the receipt of revenues
from commissions earned, our business operations may be adversely affected by
our competitors and prolonged recession periods.

Our success will be dependent upon implementing our plan of operations and
the risks associated with our business plans. We operate a small commercial
finance brokerage business in the Charlotte, North Carolina area. We plan to
strengthen our position in these markets. We plan to expand our operations
through aggressively marketing our services.

Impact of Inflation.

INFORMATION ON PREVIOUSLY OWNED COMPANIES OF MR. DAVID KORAN

Mr. Koran has never owned any previous companies.

ITEM 18. DESCRIPTION OF PROPERTY

We do not own any property nor do we have any contracts or options to
acquire any property in the future. Presently, we are operating out of offices
in our president's residence in Cornelius, North Carolina. We occupy 200 square
feet. This space is adequate for our present and our planned future operations.
We pay no rent to our president for use of this space. In addition we have no
written agreement or formal arrangement with our president pertaining to the use
of this space. No other businesses operate from this office. We have no current
plans to occupy other or additional office space.

ITEM 19. INFORMATION CONCERNING HAIRMAX

HairMax International, Inc. was incorporated in 1987 under the laws of the
sate of Nevada as ATR Industries Inc. and was in the development stage until
1998. HairMax International, Inc. has a full service cleaning company offering
daily residential cleaning services, carpet cleaning and other related services
in the South Florida area under the name of Cleaning Express USA. HairMax
International, Inc. also offers beauty salon services and products though its
four retail beauty salons in the South Florida and Las Vegas areas under its
HairMax of Florida, Inc. and HairMax of Nevada, Inc. subsidiaries, respectively.

HairMax International, Inc., a Nevada corporation, is formerly known as
National Beauty Corp., and is referred to herein as HairMax International or the
"Company", unless the context indicates otherwise. Originally incorporated in
1987 as Tri-Capital Corporation, the name was changed in 1988 to Advanced
Appearance of America, which operated beauty salons until 1995. At that time, we
discontinued its operations and went inactive until early 1998. In March of
1998, HairMax International, Inc. changed its name to ATR Industries, Inc. On
June 1, 1998, HairMax International, Inc. acquired ATR Industries, Inc. of
Florida (AKA Cleaning Express USA and Cleaning Express of South Palm Beach,
Inc.), a private Florida corporation, for 3,000,000 restricted shares of Common
Stock. On September 12, 2002, one of our subsidiaries legally changed its name
to HairMax of Florida, Inc. from Beautyworks USA of Florida, Inc.

Since 1998, HairMax International, Inc. has concentrated operations
primarily on the home cleaning and beauty salon services industries. In January
2000, HairMax commenced operations of a new division of operations related to
the preparation, development and marketing of cosmetics and beauty products via
an e-commerce Internet site. These operations were conducted through its wholly
owned subsidiary Beautymerchant.com, Inc., a Florida corporation. In 2001,
HairMax ceased any further investment into Beautymerchant.com, Inc., because it
was encountering numerous distribution and inventory problems. After this
developmental period, it was deemed not prudent to make any further investment
in Beautymerchant.com, Inc.

HairMax International, Inc.'s goal is to provide high quality, affordable
hair care services and products to a wide range of customers through attractive
salons located in high traffic and convenient locations. The key elements of its
strategy to achieve these goals are Consistent, Quality Service. HairMax
International, Inc. is committed to meeting its customer's hair care needs by
providing competitively priced services and products in high traffic retail
locations with professional and knowledgeable stylists. HairMax International,
Inc.'s operations and marketing emphasize high quality services to create
customer loyalty, to encourage referrals and to distinguish our salons from its
competitors. The major services supplied by HairMax's salons are haircutting and
styling, hair coloring and waving, shampooing, conditioning and waxing. To
promote quality and consistency of services provided throughout its salons,
HairMax plans on hiring a training staff, to train salon employees.

HairMax International has the ability to expand its salon operations,
acquisition and franchising. This provides a significant flexibility to meet
consumer demand within the market.

Revenues, net losses and shareholders' equity for HairMax International,
Inc. for its fiscal year ended December 31st, audited and prepared in accordance
with U.S. Generally Accepted Accounting Principles are as follows:

December 31, 2003 2002
------------ ------------

Revenues $ 476,581 $ 542,210

Net Loss $ (3,513,287) $ (887,790)

Shareholders' Equity(Deficit) $ (58,925) $ 144,093

Unaudited revenues, net losses and shareholders' equity for HairMax for the
three months ended March 31, 2004 and 2003 are as follows:

March 31, 2004 2003
------------ ------------

Revenues $ 175,369 $ 121,098

Net Loss $ (282,513) $ (51,233)

Shareholders' Equity(Deficit) $ (104,446) $ 102,860

Inasmuch as HairMax International, Inc. is a reporting company under the
Securities Exchange Act of 1934, reports and other information filed by it are
available for inspection and copying at the public reference facilities of the
Commission, 450 Fifth Street, N.W., Washington, D.C. 20549.

ITEM 20. FEDERAL INCOME TAX CONSEQUENCES OF THE HAIRMAX DISTRIBUTION

The following discussion is a general summary of current Federal Income tax
consequences of the HairMax distribution as presently interpreted by the Law
Offices of Harold H. Martin, P.A., counsel to the Company. It is important to
note that a shareholder's particular tax consequences may vary depending on his
individual circumstances. You are urged to consult your own tax advisor as to
the particular tax consequences to you of the HairMax distribution, including,
without limitation, the applicability and effect of any state, local or foreign
tax laws and the possible effects of changes of applicable tax laws.

The Internal Revenue Service will not give an advance ruling as to the
valuation of our common stock to be distributed as a dividend by HairMax to its
shareholders. The IRS is not bound by any determination made by HairMax as to
the fair market value of the property distributed to the HairMax shareholders.

The distribution of our common stock to HairMax shareholders as a dividend
may be a taxable event. Section 301 of the Internal Revenue Code of 1986
provides that the taxable amount of the dividend shall be the fair market value
of the property distributed. Section 316 of the Code provides generally that a
corporate distribution will be treated as a dividend to the extent the
distribution is paid out of earnings and profits accumulated since 1996 or out
of earnings and profits for the year of the distribution. Management believes
that HairMax does not have accumulated earnings and profits since 1996. There
are also no earnings and profits for the year of distribution measured through
March 31, 2004. Accordingly, the distribution will be taxable as an ordinary
dividend only to the extent that there are earnings and profits for remainder of
the fiscal year 2004 of distribution.

If HairMax has no earnings and profits for fiscal year 2004, then the
distribution will not be treated as a dividend of HairMax of the fair market
value of the property distributed. If HairMax has earnings and profits for the
fiscal year 2004, but not enough earnings and profits to cover the value of the
property distributed, then the distribution will be taxed as an ordinary income
dividend to the extent of the earnings and profits through fiscal year 2004. If
HairMax has earnings and profits through fiscal year 2004 that exceed the fair
market value of the property distributed, then the entire distribution will be
considered a taxable dividend to the shareholders.

Corporate holders of HairMax shares (other than S Corporations) may be
entitled to the dividends-received deduction, which would generally allow such
shareholders a deduction, subject to certain limitations, from their gross
income of either 70% or 80% of the amount of the dividend depending on their
ownership percentage in HairMax. The holding period for the HairMax shareholders
for our common stock received in the HairMax distribution will commence on the
date of the HairMax distribution.

Computation of Fair Market Value. For income tax purposes, Fair Market
Value is the price at which a willing buyer and a willing seller would agree to
exchange property, neither being under a compulsion to buy or sell. Fair market
value must be determined on the date (or as close to as possible) of the
distribution. Since there is no trading market for our common stock, fair market
value will be calculated at the appropriate time using other valuation
techniques. We are going to use the net book value of our common stock on the
date of distribution, since there is currently no trading market for our common
shares. As of March 31, 2004, the taxable dividend value of each of the common
shares to be distributed to HairMax shareholders would be $8.49. This is arrived
at by dividing our shareholders' equity on May 31, 2004, $4,243, by the number
of our common shares outstanding on May 31, 2004: 500.

The recipients of the distribution are not paying for the shares received
and are therefore not making a decision about investing in the shares. The tax
consequences of the distribution do not change the fact that shareholders of
HairMax common stock will receive the shares without any direct payment for
them. The information about the amount of the taxable dividend per share will be
delivered to each shareholder in the ordinary course of business after the
computation of earnings and profits for HairMax for its fiscal year 2004.
HairMax's fiscal year 2004 is the year ended December 31, 2004, the period for
which the most recent financial data about HairMax will be available.

ITEM 21. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

In February 2004, we issued 500 pre-split (10,000,000 post-split) common shares
of $.001 par value stock to an officer for $100. The excess of the par value
times the number of common shares issued over the $100 in cash collected
represents a receivable from him at May 31, 2004. He contributed $3,942 in
services and expenses paid personally by him, to us during the period from
inception (February 2, 2004) through May 31, 2004.

On June 23, 2004, we increased our number of currently authorized of 25,000
shares of common stock to 100,000,000 shares of common stock. The par value of
each remained at $.001. We also authorized the establishment of a class of
convertible preferred stock and therefore increased its authorized capital to
10,000,000 shares of preferred stock, convertible to common stock at a ratio of
ten shares of common stock for each share of preferred stock. The par value of
each share is $.001.

On June 23, 2004, an agreement was signed between Capital Resource Funding and
Greentree Financial Group, Inc. whereby Greentree Financial Group, Inc. will
assist with the preparation of SEC Registration Statement form SB-2, assist with
the preparation of Board Resolution authorizing the transactions, assist with
preparing our corporate housekeeping, assist with the preparation of a share
exchange agreement such as the Letter of Intent with HairMax, Edgarization of
the SB-2 with the SEC, and assist with the preparation of a newly created
preferred stock issue. In connection with this agreement, we promised to pay
$40,000 (representing $38,835 principal and $1,165 interest or approximately 6%
per annum) to Greentree Financial Group, Inc. The 6 month, non assumable
promissory note between Capital Resource Funding and Greentree Financial Group,
Inc. was signed on June 24, 2004. In addition to the promissory note, we paid
$10,000 in cash upon signing the agreement and we will also issue 490,000 shares
of free-trading common stock to Greentree Financial Group, Inc. within 6 months.

ITEM 22. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Market Information
Our common stock is not traded on any exchange. We plan to eventually seek
listing on the over-the-counter Bulletin Board. We cannot guarantee that we will
obtain a listing. Although we plan to obtain a market maker for our securities,
our management has not yet discussed market making with any market maker or
broker dealer. There is no trading activity in our securities, and there can be
no assurance that a regular trading market for our common stock will ever be
developed, or if developed, will be sustained.

A shareholder in all likelihood, therefore, will not be able to resell
their securities should he or she desire to do when eligible for public resales.
Furthermore, it is unlikely that a lending institution will accept our
securities as pledged collateral for loans unless a regular trading market
develops. We have no plans, proposals, arrangements or understandings with any
person with regard to the development of a trading market in any of our
securities.

Agreements to Register.
Not applicable.

Holders.
As of July 16, 2004, there were 2 holders of record of our common stock.

Shares Eligible for Future Sale.

Upon effectiveness of this registration statement, the 200,000 and 790,000
shares, respectively, of common stock sold in this offering will be freely
tradable without restrictions under the Securities Act of 1933, except for any
shares held by our "affiliates", which will be restricted by the resale
limitations of Rule 144 under the Securities Act of 1933.

In general, under Rule 144 as currently in effect, any of our affiliates
and any person or persons whose sales are aggregated who has beneficially owned
his or her restricted shares for at least one year, may be entitled to sell in
the open market within any three-month period a number of shares of common stock
that does not exceed the greater of (i) 1% of the then outstanding shares of our
common stock, or (ii) the average weekly trading volume in the common stock
during the four calendar weeks preceding such sale. Sales under Rule 144 are
also affected by limitations on manner of sale, notice requirements, and
availability of current public information about us. Non-affiliates, who have
held their restricted shares for one year may be entitled to sell their shares
under Rule 144 without regard to any of the above limitations, provided they
have not been affiliates for the three months preceding such sale.

Further, Rule 144A as currently in effect, in general, permits unlimited
resales of restricted securities of any issuer provided that the purchaser is an
institution that owns and invests on a discretionary basis at least $100 million
in securities or is a registered broker-dealer that owns and invests $10 million
in securities. Rule 144A allows our existing stockholders to sell their shares
of common stock to such institutions and registered broker-dealers without
regard to any volume or other restrictions. Unlike under Rule 144, restricted
securities sold under Rule 144A to non-affiliates do not lose their status as
restricted securities.

As a result of the provisions of Rule 144, 300,000 shares of our common
stock will be available for sale upon the effectiveness of this Registration
Statement. The availability for sale of substantial amounts of common stock
under Rule 144 could adversely affect prevailing market prices for our
securities.

Dividends.
We have not declared any cash dividends on our common stock since our
inception and do not anticipate paying such dividends in the foreseeable future.
We plan to retain any future earnings for use in our business. Any decisions as
to future payment of dividends will depend on our earnings and financial
position and such other factors, as the Board of Directors deems relevant.

The 200,000 and 790,000 shares, respectively, of common stock sold in this
offering will be freely tradable without restrictions under the Securities Act
of 1933, except for any shares held by our "affiliates", which will be
restricted by the resale limitations of Rule 144 under the Securities Act of
1933.

Dividend Policy.
All shares of common stock are entitled to participate proportionally in
dividends if our Board of Directors declares them out of the funds legally
available. These dividends may be paid in cash, property or additional shares of
common stock. We have not paid any dividends since our inception and presently
anticipate that all earnings, if any, will be retained for development of our
business. Any future dividends will be at the discretion of our Board of
Directors and will depend upon, among other things, our future earnings,
operating and financial condition, capital requirements, and other factors.

Our Shares are "Penny Stocks" within the Meaning of the Securities Exchange
Act of 1934

Our Shares are "penny stocks" within the definition of that term as
contained in the Securities Exchange Act of 1934, generally equity securities
with a price of less than $5.00. Our shares will then be subject to rules that
impose sales practice and disclosure requirements on certain broker-dealers who
engage in certain transactions involving a penny stock.

Under the penny stock regulations, a broker-dealer selling penny stock to
anyone other than an established customer or "accredited investor" must make a
special suitability determination for the purchaser and must receive the
purchaser's written consent to the transaction prior to the sale, unless the
broker-dealer is otherwise exempt. Generally, an individual with a net worth in
excess of $1,000,000 or annual income exceeding $200,000 individually or
$300,000 together with his or her spouse is considered an accredited investor.
In addition, unless the broker-dealer or the transaction is otherwise exempt,
the penny stock regulations require the broker-dealer to deliver, prior to any
transaction involving a penny stock, a disclosure schedule prepared by the
Securities and Exchange Commission relating to the penny stock market. A
broker-dealer is also required to disclose commissions payable to the
broker-dealer and the Registered Representative and current bid and offer
quotations for the securities. In addition a broker-dealer is required to send
monthly statements disclosing recent price information with respect to the penny
stock held in a customer's account, the account's value and information
regarding the limited market in penny stocks. As a result of these regulations,
the ability of broker-dealers to sell our stock may affect the ability of
Selling Security Holders or other holders to sell their shares in the secondary
market. In addition, the penny stock rules generally require that prior to a
transaction in a penny stock, the broker-dealer make a special written
determination that the penny stock is a suitable investment for the purchaser
and receive the purchaser's written agreement to the transaction.

These disclosure requirements may have the effect of reducing the level of
trading activity in the secondary market for a stock that becomes subject to the
penny stock rules. These additional sales practice and disclosure requirements
could impede the sale of the Company's securities, if our securities become
publicly traded. In addition, the liquidity for the Company's securities may be
adversely affected, with concomitant adverse affects on the price of the
Company's securities. Our shares may someday be subject to such penny stock
rules and our shareholders will, in all likelihood, find it difficult to sell
their securities.

ITEM 23. EXECUTIVE COMPENSATION

Summary Compensation Table
--------------------------
Annual Compensation Long Term Compensation
---------------------------- ------------------------------------------------
Name and Restricted Securities LTIP Other
Principal Other Annual Stock Underlying payouts
Position Year Salary Bonus Compensation Award(s) Options
($) ($) ($) ($) (#) ($) ($)
- --------- ---- ------ ----- ------------ ---------- ---------- ------- ------------

David 2004 0 0 0 0 0 0 0
Koran
President

We have not entered into any other employment agreements with our employees,
Officers or Directors. We have no standard arrangements under which we will
compensate our directors for their services provided to us.

ITEM 24. FINANCIAL STATEMENTS

INDEPENDENT AUDITOR'S REPORT
----------------------------

To the Board of Directors and Stockholders
Capital Resource Funding, Inc. (FKA Capital Business Funding, Inc.)
17111 Kenton Drive, Suite 204 B
Cornelius, NC 28031

I have audited the accompanying balance sheet of Capital Resource Funding, Inc.
(FKA Capital Business Funding, Inc.) as of May 31, 2004 and the related
statements of income, stockholder's equity, and cash flows for the period of
inception (February 2, 2004) through May 31, 2004. These financial statements
are the responsibility of the Company's management. My responsibility is to
express an opinion on these financial statements based on my audit.

I conducted my audit in accordance with auditing standards generally accepted in
the United States of America. Those standards require that I plan and perform
the audits to obtain reasonable assurance about whether the financial statements
are free from material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. I believe that my audit provide a reasonable
basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all
material respect, the financial position of Capital Resource Funding, Inc. (FKA
Capital Business Funding, Inc.) as of May 31, 2004, and the results of its
operations and its cash flows for the period of inception (February 2, 2004)
through May 31, 2004 in conformity with accounting principles generally accepted
in the United States of America.

Traci J. Anderson, CPA
Huntersville, NC
June 28, 2004

CAPITAL RESOURCE FUNDING, INC.
------------------------------
(FKA CAPITAL BUSINESS FUNDING, INC.)
BALANCE SHEET
AS OF MAY 31, 2004

ASSETS

CURRENT ASSETS
- ---------------
Cash and cash equivalents $ 4,243
------------
TOTAL CURRENT ASSETS 4,243
------------

TOTAL ASSETS $ 4,243
============

LIABILITIES AND STOCKHOLDER'S EQUITY

Stockholder's Equity
- ---------------------
Convertible Preferred Stock ($0.001 par value,
10,000,000 shares authorized; none issued and
outstanding as of May 31, 2004.) -
Common stock ($.001 par value, 100,000,000 shares
authorized; 10,000,000 shares issued and outstanding
at May 31, 2004) 10,000
Additional Paid in Capital 3,942
Retained Earnings 201
Receivable from the sale of stock to officer (9,900)
------------
TOTAL STOCKHOLDER'S EQUITY 4,243
------------

TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY $ 4,243
============

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

CAPITAL RESOURCE FUNDING, INC.
------------------------------
(FKA CAPITAL BUSINESS FUNDING, INC.)
INCOME STATEMENT
FOR THE PERIOD FROM INCEPTION
(FEBRUARY 2, 2004) THROUGH MAY 31,2004

REVENUES:
- ---------
Commissions earned $ 4,257
------------
TOTAL REVENUE $ 4,257
------------

EXPENSES:
- ---------
General and administrative 4,056
------------
TOTAL EXPENSES 4,056
------------
OPERATING INCOME 201
------------

NET INCOME $ 201
============
Net income per share-basic and fully diluted $ *
============
Weighted average shares outstanding 10,000,000
============

* = Less than $.01.

The accompanying notes are an integral part of these financial statements

CAPITAL RESOURCE FUNDING, INC.
------------------------------
(FKA, CAPITAL BUSINESS FUNDING, INC.)
STATEMENT OF CASH FLOWS
FOR THE PERIOD FROM INCEPTION (FEBRUARY 1, 2004) THROUGH MAY 31, 2004

CASH FLOWS FROM OPERATING ACTIVITIES:
- -----------------------------------------
Net income $ 201
Adjustments to reconcile net income to net
cash provided by operating activities
Fair value of rent provided by officer and
majority shareholder 2,000
Business expenses paid by officer and majority shareholder 1,942
------------
NET CASH PROVIDED BY OPERATING ACTIVITIES 4,143
------------

CASH FLOWS FROM FINANCING ACTIVITIES:
- -----------------------------------------
Issuance of common stock 100
------------
NET CASH PROVIDED BY FINANCING ACTIVITIES 100
------------

NET INCREASE IN CASH AND CASH EQUIVALENTS 4,243

CASH AND CASH EQUIVALENTS:
BEGINNING OF THE PERIOD -
------------
END OF THE PERIOD $ 4,243
============

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

CAPITAL RESOURCE FUNDING, INC.
------------------------------
(FKA CAPITAL BUSINESS FUNDING, INC.)
STATEMENT OF STOCKHOLDER'S EQUITY
FOR THE PERIOD FROM INCEPTION (FEBRUARY 1, 2004) THROUGH MAY 31, 2004

Retained Common Common Additional
Earnings Stock Shares Paid in
Capital
-------- ---------- ---------- ----------

Balances, February 2, 2004 $ - $ - - $ -
Issuance of common stock 10,000 10,000,000 -
Contribution of capital by officer - - - 3,942
Net income for the period 201 - - -
-------- ---------- ---------- ----------
Balances, May 31, 2004 $ 201 $ 10,000 10,000,000 $ 3,942
======== ========== ========== ==========

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

CAPITAL RESOURCE FUNDING, INC
(FKA CAPITAL BUSINESS FUNDING, INC.)
NOTES TO FINANCIAL STATEMENTS
For the Period From Inception
(February 2, 2004) Through May 31, 2004

NOTE A-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- ------------------------------------------------------

Business Activity-Capital Resource Funding, Inc. (FKA Capital Business Funding,
- ------------------
Inc.) ("The Company") was organized under the laws of the State of North
Carolina on February 2, 2004 as a subchapter S-Corporation. The Company is in
the business of providing consultative services to small to mid sized businesses
in need of financing sources ranging from SBA loans, commercial mortgages,
factoring and asset based loans.

Cash and Cash Equivalents-For purposes of the Statement of Cash Flows, the
- ----------------------------
Company considers liquid investments with an original maturity of three months
or less to be cash equivalents.

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

Revenue Recognition-The Company's revenue is derived primarily from brokering
- --------------------
income which range from one time origination fees to on-going monthly
commissions paid for the life of the financing. Revenue is recognized as earned
when each loan deal is finalized.

Comprehensive Income (Loss)-The Company adopted Financial Accounting Standards
- -----------------------------
Board Statement of Financial Accounting Standards (SFAS) No. 130, "Reporting
Comprehensive Income", which establishes standards for the reporting and display
of comprehensive income and its components in the financial statements. There
were no items of comprehensive income (loss) applicable to the Company during
the period covered in the financial statements.

Advertising Costs-Advertising costs are expensed as incurred. The advertising
- ------------------
expense totaled $ -0- for the period from inception (February 2, 2004) through
May 31, 2004.

CAPITAL RESOURCE FUNDING, INC
(FKA CAPITAL BUSINESS FUNDING, INC.)
NOTES TO FINANCIAL STATEMENTS
For the Period Ended May 31, 2004

NOTE A-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT')
- ---------------------------------------------------------------

Net Income per Common Share-Statement of Financial Accounting Standard (SFAS)
- ------------------------------
No. 128 requires dual presentation of basic and diluted earnings per share (EPS)
with a reconciliation of the numerator and denominator of the EPS computations.
Basic earnings per share amounts are based on the weighted average shares of
common stock outstanding. If applicable, diluted earnings per share would
assume the conversion, exercise or issuance of all potential common stock
instruments such as options, warrants and convertible securities, unless the
effect is to reduce a loss or increase earnings per share. Accordingly, this
presentation has been adopted for the period presented. There were no
adjustments required to net income for the period presented in the computation
of diluted earnings per share.

Income Taxes-The S Corporation is not a taxpaying entity for federal and state
- -------------
income tax purposes and thus no provisions for income taxes has been recognized.
Income of the S Corporation is faxed to the shareholders in their respective
returns.

Fair Value of Financial Instruments-The carrying amounts reported in the balance
- -----------------------------------
sheet for cash, accounts receivable and payable approximate fair value based on
the short-term maturity of these instruments.

Impairment of Long-Lived Assets-The Company evaluates the recoverability of its
- --------------------------------
fixed assets and other assets in accordance with Statement of Financial
Accounting Standards No. 144, "Accounting for the Impairment or Disposal of
Long-Lived Assets" ("SFAS 144'). SFAS 144 requires recognition of impairment of
long-lived assets in the event the net book value of such assets exceeds its
expected cash flows, it is considered to be impaired and is written down to fair
value, which is determined based on either discounted future cash flows or
appraised values. The Company adopted the statement on inception. No impairments
of these types of assets were recognized during the period ended May 31, 2004
based upon a management review of such assets.

CAPITAL RESOURCE FUNDING, INC
(FKA CAPITAL BUSINESS FUNDING, INC.)
NOTES TO FINANCIAL STATEMENTS
For the Period From Inception
(February 2, 2004) Through May 31, 2004

NOTE A-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT')
- ---------------------------------------------------------------

Recent Accounting Pronouncements-In June 2001, the Financial Accounting
- ----------------------------------
Standards Board issued Statement of Financial Accounting Standards (SFAS) No.
143, "Accounting for Asset Retirement Obligations" which addresses the
accounting and reporting for obligations associated with the retirement of
tangible long-lived assets and the associated retirement costs. SFAS No. 143
requires that the fair value of a liability for an asset retirement obligation
be recognized in the period in which it is incurred if a reasonable estimate of
fair value cannot be made. SFAS No. 143 is effective for financial statements
issued for fiscal years beginning after June 15, 2002. The Company does not
expect SFAS No. 143 to have a material effect on its financial condition or cash
flows.

In August 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 144, "Accounting for the Impairment or
Disposal of Long-Lived Assets". SFAS No. 144 generally establishes a standard
framework to measure the impairment of long-lived assets and expands the
Accounting Principles Board ("APB") 30, "Reporting the Results of
Operations-Reporting the Effects of Disposal of a Segment of a Business, and
Extraordinary, Unusual and Infrequently Occurring Events and Transactions" to
include a component of the entity (rather than a segment of the business). SFAS
No.144 is effective for financial statements issued for fiscal years beginning
after December 15, 2001. The Company does not expect SFAS No. 144 to have a
material effect on its financial condition and cash flows.

In April of 2002, Statement of Financial Accounting Standards (SFAS) No. 145 was
issued which rescinded SFAS Statements 4, 44, and 64, amended No. 13 and
contained technical corrections. As a result of SFAS No. 145, gains and losses
from extinguishments of debt will be classified as extraordinary items only if
they meet the criteria in APB Opinion No. 30, that they are unusual and
infrequent and not part of an entity's recurring operations. The Company does
not expect SFAS No. 145 to have a material effect on its financial condition or
cash flows.

CAPITAL RESOURCE FUNDING, INC
(FKA CAPITAL BUSINESS FUNDING, INC.)
NOTES TO FINANCIAL STATEMENTS
For the Period From Inception
(February 2, 2004) Through May 31, 2004

NOTE A-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT')
- ---------------------------------------------------------------

Recent Accounting Pronouncements (cont')
- -------------------------------------------

In July of 2002, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard (SFAS) No. 146, which addresses significant issues
regarding the recognition, measurement, and reporting of costs that are
associated with exit and disposal activities, including restructuring activities
that are currently accounted for pursuant to the guidance that the Emerging
Issues Task Force (EITF) has set forth in EITF Issue No. 94-3, "Liability
Recognition for Certain Employee Termination Benefits and Other Costs to Exit an
Activity (Including Certain Costs Incurred in a Restructuring)". SFAS No. 146
revises the accounting for certain lease termination costs and employee
termination benefits, which are generally recognized in connection with
restructuring charges. The provisions of SFAS 146 are effective for exit or
disposal activities that are initiated after December 31, 2002. The adoption of
this standard will not have an impact on the Company's financial statements.

In November 2002, the Financial Accounting Standards Board issued Interpretation
No. 45 (FIN 45), "Guarantor's Accounting and Disclosure Requirements for
Guarantee, Including Indirect Guarantees or Indebtedness of Others", which
addresses the disclosures to be made by a guarantor in its interim and annual
financial statements about its obligations under guarantees. FIN 45 also
requires the recognition of a liability by a guarantor at the inception of
certain guarantees that are entered into or modified after December 31, 2002.

In December 2002, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard (SFAS) No. 148, "Accounting for Stock-Based
Compensation Transition and Disclosure"-an amendment to SFAS No. 123 (SFAS No.
148), which provides alternative methods of transition for companies voluntarily
planning on implementing the fair value recognition provisions of SFAS No. 123.
SFAS No. 148 also revises the disclosure provisions of SFAS No. 123 to require
more prominent disclosure of the method of accounting for stock-based
compensation, and requiring disclosure of pro forma net income and earnings per
share as if the fair value recognition provisions of SFAS No. 123 had been
applied from the original effective date of SFAS No. 123.

CAPITAL RESOURCE FUNDING, INC
(FKA CAPITAL BUSINESS FUNDING, INC.)
NOTES TO FINANCIAL STATEMENTS
For the Period From Inception
(February 2, 2004) Through May 31, 2004

NOTE A-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT')
- ---------------------------------------------------------------

Recent Accounting Pronouncements (cont')
- -------------------------------------------

In January 2003, Financial Accounting Standards Board issued FIN No. 46,
"Consolidation of Variable Interest Entities". FIN No. 46 requires the
consolidation of entities that cannot finance their activities without the
support of other parties and that lack certain characteristics of a controlling
interest, such as the ability to make decisions about the entity's activities
via voting rights or similar rights. The entity that consolidates the variable
interest entity is the primary beneficiary of the entity's activities. FIN No.
46 applies immediately to variable interest entities created after January 31,
2003, and must be applied in the first period beginning after June 15, 2003 for
entities in which an enterprise holds a variable interest entity that it
acquired before February 1, 2003.

In January 2003, the EITF released Issue No. 00-21, (EITF 00-21), "Revenue
Arrangements with Multiple Deliveries", which addressed certain aspects of the
accounting by a vendor for arrangement under which it will perform multiple
revenue-generating activities. Specifically, EITF 00-21 addresses whether an
arrangement contains more than one unit of accounting and the measurement and
allocation to the separate units of accounting in the arrangement. EITF 00-21
is effective for revenue arrangements entered into in fiscal periods beginning
after June 15, 2003. The adoption of this standard will not have an impact on
the Company's financial statements.

In May 2003, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 149, "Amendment of Statement 133 on
Derivative Instruments and Hedging Activities." SFAS No. 149 amends and
clarifies accounting for derivative instruments, including certain derivative
instruments embedded in other contracts, and for hedging activities under SFAS
No. 133. SFAS No. 149 is effective for contracts entered into or modified after
June 30, 2003 and for hedging relationships designated after June 30, 2003. The
Company does not believe that there will be any impact on its financial
statements.

In May 2003, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 150, "Accounting for Certain Financial
Instruments with Characteristics of both Liabilities and Equity." SFAS No. 150
establishes standards for how companies classify and measure certain financial
with characteristics of both liabilities and equity. It requires companies to
classify a financial instrument that is within its scope as a liability (or an
asset in some characteristics). SFAS No. 150 is effective for financial
instruments entered into or modified after May 31, 2003. The standard will not
impact the Company's financial statements.

CAPITAL RESOURCE FUNDING, INC
(FKA CAPITAL BUSINESS FUNDING, INC.)
NOTES TO FINANCIAL STATEMENTS
For the Period From Inception
(February 2, 2004) Through May 31, 2004

NOTE B-SUPPLEMENTAL CASH FLOW INFORMATION
- ---------------------------------------------

Supplemental disclosures of cash flow information for the period ended May 31,
2004 is summarized as follows:

Cash paid during the period ended May 31, 2004 for interest and income taxes:

Income Taxes $---
Interest $---

NOTE C-SEGMENT REPORTING
- --------------------------

In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 131, "Disclosures about Segments of an
Enterprise and Related Information." This statement requires companies to
report information about operating segments in interim and annual financial
statements. It also requires segment disclosures about products and services,
geographic areas and major customers. The Company determined that it did not
have any separately reportable operating segments as of May 31, 2004.

NOTE D-EQUITY
- --------------

In February 2004, the Company issued 500 pre-split (10,000,000 post-split)
common shares of $.001 par stock to its officer for $100. See Subsequent Event
footnote below concerning the forward split of this stock. The excess of the par
value times the number of common shares issued over the $100 in cash collected
represents a receivable from the shareholder at May 31, 2004. The officer
contributed $3,942 in services and expenses paid personally by him, to the
Company during the period from inception (February 2, 2004) through May 31,
2004.

NOTE E-COMMITMENTS
- -------------------

The Company is provided with its office facilities from its officers and
majority shareholder, on a month to month basis for $500 per month.

CAPITAL RESOURCE FUNDING, INC
(FKA CAPITAL BUSINESS FUNDING, INC.)
NOTES TO FINANCIAL STATEMENTS
For the Period From Inception
(February 2, 2004) Through May 31, 2004

NOTE F-LINE OF CREDIT
- ------------------------

On May 4, 2004, the Company received a $15,000 unsecured line of credit from The
First Citizens Bank & Trust Company ("The Bank"). The annual percentage rate
("APR") is based on the Bank's prime rate plus 1% with a maximum APR of 8%. As
of the date of the note, the APR was 5%. The initial maturity date of the note
is May 4, 2005. As of May 31, 2004, the Company had not drawn against this line
of credit. Subsequent to May 31, 2004, the Company borrowed $12,500 against this
line of credit. There is currently $2,500 in unused line of credit.

NOTE G-SUBSEQUENT EVENTS
- --------------------------

On June 23, 2004, The Company legally amended its Articles of Incorporation to
effect a name change from Capital Business Funding, Inc. to Capital Resource
Funding, Inc.

On June 23, 2004, the Company increased its number of currently authorized of
25,000 shares of common stock to 100,000,000 shares of common stock. The par
value of each shall remain at $.001. The Company also authorized the
establishment of a class of convertible preferred stock and therefore increased
its authorized capital to 10,000,000 shares of preferred stock, convertible to
common stock at a ratio of ten shares of common stock for each share of
preferred stock. The par value of each share shall be $.001.

On June 23, 2004, an agreement was signed between the Company and Greentree
Financial Group, Inc. whereby Greentree Financial Group, Inc. will assist with
the preparation of SEC Registration Statement form SB-2, assist with the
preparation of Board Resolution authorizing the transactions, assist with
preparing the Company corporate housekeeping, assist with the preparation of
share exchange agreement with a publicly traded company, Edgarization of the
SB-2 with the SEC, and assist with the preparation of a newly created preferred
stock. In connection with this agreement, the Company has promised to pay
$40,000 (representing $38,835 principal and $1,165 interest or approximately 6%
per annum) to Greentree Financial Group, Inc. The 6 month, non assumable
promissory note between the Company and Greentree Financial Group, Inc. was
drafted and signed on June 24, 2004. In addition to the promissory note, the
Company has paid $10,000 in cash upon signing the agreement and the Company will
also issue 490,000 shares of free-trading common stock to Greentree Financial
Group, Inc. within 6 months.

CAPITAL RESOURCE FUNDING, INC
(FKA CAPITAL BUSINESS FUNDING, INC.)
NOTES TO FINANCIAL STATEMENTS
For the Period From Inception
(February 2, 2004) Through May 31, 2004

NOTE G-SUBSEQUENT EVENTS (cont')
- -----------------------------------

On June 23, 2004, the Company submitted a letter of intent to form a strategic
alliance with HairMax International, Inc. The Company intends to enter into a
strategic alliance whereby the services of the Company are offered to the
commercial customers of HairMax International, Inc. with a 50/50% revenue split
on every referral. In consideration for services provided by HairMax
International, Inc., the Company will pay to HairMax International, Inc. 200,000
shares of its unregistered common stock ($.001 par value).

On June 23, 2004, the Company enacted a 20,000 for 1 forward stock split on the
common stock owned by its officer and then sole shareholder. These financial
statements have been adjusted, accordingly, to reflect this split.

ITEM 25. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

Traci J. Anderson, Certified Public Accountant audited our financial
statements for the period from February 2, 2004 to May 31, 2004. We have never
had any changes in or disagreements with our accountants.

DEALER PROSPECTUS DELIVERY OBLIGATION

Until ninety days after the effectiveness of the registration statement of
which this prospectus is a part, all dealers that effect transactions in these
securities, whether or not participating in this offering, may be required to
deliver a prospectus. This is in addition to the dealers' obligation to deliver
a prospectus when acting as underwriters and with respect to their unsold
allotments or subscriptions.

PART II INFORMATION NOT REQUIRED TO BE INCLUDED IN PROSPECTUS

ITEM 26. INDEMNIFICATION OF DIRECTORS AND OFFICERS

Our bylaws provide for indemnification of each person (including the heirs,
executors, administrators, or estate of such person) who is or was director and
officer of the corporation to the fullest extent permitted or authorized by
current or future legislation or judicial or administrative decision against all
fines, liabilities, costs and expenses, including attorneys' fees, arising out
of his or her status as a director, officer, agent, employee or representative.
The foregoing right of indemnification shall not be exclusive of other rights to
which those seeking an indemnification may be entitled. The corporation may
maintain insurance, at its expense, to protect itself and all officers and
directors against fines, liabilities, costs, and expenses, whether or not the
corporation would have the legal power to indemnify them directly against such
liability.

Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors, officers or persons controlling an issuer
pursuant to the foregoing provisions, the opinion of the Commission is that such
indemnification is against public policy as expressed in the Securities Act of
1933 and is therefore unenforceable.

ITEM 27. OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION

The following table is an itemization of all expenses, without
consideration to future contingencies, incurred or expected to be incurred by
our Corporation in connection with the issuance and distribution of the
securities being offered by this prospectus. Items marked with an asterisk (*)
represent estimated expenses. We have agreed to pay all the costs and expenses
of this offering. These estimated expenses have been paid and we do not expect
any material additional expenses as the result if this offering. Selling
Security Holders and the HairMax Selling Security Holders will pay no offering
expenses.

ITEM EXPENSE
SEC Registration Fee $ 16
Legal Fees and Expenses $10,000
Accounting Fees and Expenses $ 5,000
Transfer Agent Fees $ 1,500
Blue Sky Fees $ 5,000
Miscellaneous* $ 2,925
=======
Total* $24,441

* Estimated Figure

ITEM 28. RECENT SALES OF UNREGISTERED SECURITIES

On June 23, 2004, we entered into a Financial Advisory Services Agreement
with Greentree Financial Group, Inc. Under the terms of the agreement, Greentree
Financial Group, Inc. has agreed to use its best efforts to assist us in having
our common stock publicly traded. In exchange for the following services, we
have paid Greentree Financial Group, Inc., 490,000 shares of our common stock
and $10,000 cash for:

- - Assistance with the preparation of our Form SB-2 registration statement;
- - State Blue-Sky compliance;
- - Selection of an independent stock transfer agent; and
- - Edgar services.

The common shares issued were valued at the estimated value for the
services received which was $122,500, or $.25 per share.

The shares issued to Greentree were issued in reliance upon an exemption
from registration provided by Section 4(2) of the Securities Act of 1933, as
amended, inasmuch as Greentree is a sophisticated investor which is able to bear
the financial risk of its investment, it was provided with access to information
about us and there was no general solicitation or advertising in connection with
the offering. In addition, Greentree is an "accredited investor" within the
meaning of the Securities Act of 1933, as amended.

On or about February 2, 2004, we sold 500 pre-split shares (10,000,000
post-split) of stock to our President, David Koran for $100 pursuant to an
offering that was exempt under Section 4(2) of the Securities Act of 1933, as
amended.

On June 23, 2004, we entered into a strategic alliance with HairMax
International, Inc. whereby our services are going to be offered to the
commercial customers of HairMax International, Inc. with a 50/50% revenue split
on every referral. In consideration for services provided by HairMax
International, Inc., we will pay to HairMax International, Inc. 200,000 shares
of our unregistered common stock, $.001 par value per share. We relied on
exemptions provided by Section 4(2) of the Securities Act of 1933, as amended.
We made this offering based on the following facts: (1) the issuance was an
isolated private transaction which did not involve a public offering; (2) there
was only one offeree, (3) the offeree has agreed to the imposition of a
restrictive legend on the face of the stock certificate representing its shares,
to the effect that it will not resell the stock unless its shares are registered
or an exemption from registration is available; (4) the offeree was a
sophisticated investor very familiar with our company and stock-based
transactions; (5) there were no subsequent or contemporaneous public offerings
of the stock; and (6) the negotiations for the sale of the stock took place
directly between the offeree and our management.

ITEM 29. EXHIBITS

Exhibit Number Exhibit Description
- --------------- ------------------------------------------------------------
3.1 Articles of Incorporation
- --------------- ------------------------------------------------------------
3.2 Articles of Amendment to Articles of Incorporation
- --------------- ------------------------------------------------------------
3.3 Bylaws
- --------------- ------------------------------------------------------------
4 Form of stock certificate
- --------------- ------------------------------------------------------------
5 Legal opinion (including consent to be named in Registration
Statement)
- --------------- ------------------------------------------------------------
10.1 Consulting agreement between Capital Resource Funding, Inc.
and Greentree Financial Group, Inc.
- --------------- ------------------------------------------------------------
10.2 Promissory Note with Greentree Financial Group, Inc.
- --------------- ------------------------------------------------------------
10.3 Letter of Intent between Capital Resource Funding, Inc. and
HairMax International, Inc.
- --------------- ------------------------------------------------------------
23.1 Consent of auditor
- --------------- ------------------------------------------------------------
23.2 Consent of legal counsel as to tax matters
- --------------- ------------------------------------------------------------

ITEM 30. UNDERTAKINGS

The undersigned Registrant hereby undertakes:

1. To file, during any period in which it offers or sells securities, a
post-effective amendment to this registration statement to:

a. Include any prospectus required by Section 10(a)(3) of the Securities
Act of 1933;
b. Reflect in the prospectus any facts or events which, individually or
together, represent a fundamental change in the information in the
registration statement; and notwithstanding the foregoing, any
increase or decrease in volume of securities offered (if the total
dollar value of securities offered would not exceed that which was
registered) and any deviation from the low or high end of the
estimated maximum offering range may be reflected in the form of
prospects filed with the Commission pursuant to Rule 424(b) if, in the
aggregate, the changes in the volume and price represent no more than
a 20% change in the maximum aggregate offering price set forth in the
"Calculation of Registration Fee" table in the effective registration
statement.
c. Include any additional or changed material information on the plan of
distribution.

2. That, for determining liability under the Securities Act of 1933, to treat
each post-effective amendment as a new registration statement of the
securities offered, and the offering of the securities at that time to be
the initial bona fide offering .

3. To file a post-effective amendment to remove from registration any of the
securities that Remain unsold at the end of the offering.

4. Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of
the Registrant pursuant to the foregoing provisions, or otherwise, the
Registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable.

5. In the event that a claim for indemnification against such liabilities,
other than the payment by the Registrant of expenses incurred and paid by a
director, officer or controlling person of the Registrant in the successful
defense of any action, suit or proceeding, is asserted by such director,
officer or controlling person in connection with the securities being
registered hereby, the Registrant will, unless in the opinion of its
counsel the matter has been settled by controlling precedent, submit to a
court of appropriate jurisdiction the question whether such indemnification
by it is against public policy as expressed in the Securities Act of 1933
and will be governed by the final adjudication of such issue.

SIGNATURES
----------

In accordance with the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
the requirements of filing of Form SB-2 and authorized this registration
statement to be signed on its behalf by the undersigned, in the City of
Cornelius, State of North Carolina on August 9, 2004.

Capital Resource Funding, Inc.

/s/ David R. Koran
---------------------
By: David R. Koran
Title: President

In accordance with the requirements of the Securities Act of 1933, this
registration statement was signed by the following persons in the capacities and
on the date stated.

/s/ David R. Koran
---------------------
By: David R. Koran
Title: President/Chief Executive Officer/
Chief Financial Officer
Date: August 9, 2004