x
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QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934
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o
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TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF
1934
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Delaware
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41-2233202
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(State
or other jurisdiction of
incorporation
or organization)
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(I.R.S.
Employer
Identification
No.)
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Page
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PART
I
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ITEM
1.
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Financial
Statements
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F-1
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ITEM
2.
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Management's
Discussion and Analysis of Financial Condition and Results of Operations
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5
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ITEM
3.
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Quantitative
and Qualitative Disclosures about Market Risk
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7
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ITEM
4.
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Controls
and Procedures
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7
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PART
II
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ITEM
1.
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Legal
Proceedings
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8
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ITEM 1A.
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Risk
Factors
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8
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ITEM
2.
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Unregistered
Sales of Equity Securities and Use of Proceeds
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8
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ITEM
3.
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Quantitative
and Qualitative Disclosures about Market Risk
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8
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ITEM
4.
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Submission
of Matters to a Vote of Security Holders
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8
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ITEM
5.
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Other
Information
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8
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ITEM
6.
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Exhibits
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8
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dependence
on key personnel;
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competitive
factors;
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degree
of success of research and development
programs
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the
operation of our business; and
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general
economic conditions in the United States and the
Philippines.
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Balance
Sheets as of September 30, 2008, and December 31, 2007
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F-2
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Statements
of Operations for the Three Months and Nine Months Ended September
30,
2008, the Three Months and Period Ended September 30, 2007, and Cumulative
from Inception
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F-3
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Statements
of Cash Flows for the Nine Months Ended September 30, 2008, the Period
Ended September 30, 2007, and Cumulative from Inception
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F-4
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Notes
to Financial Statements September 30, 2008, and 2007
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F-5
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2008
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2007
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||||||
ASSETS
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|||||||
Current
Assets:
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|||||||
Cash
in bank
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$
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3,255
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$
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18,422
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|||
Prepaid
expenses
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4,175
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-
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|||||
Total
current assets
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7,430
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18,422
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|||||
Total
Assets
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$
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7,430
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$
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18,422
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LIABILITIES
AND STOCKHOLDERS' EQUITY (DEFICIT)
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|||||||
Current
Liabilities:
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|||||||
Accounts
payable - Trade
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$
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9,773
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$
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1,000
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Accrued
liabilities
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4,800
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7,989
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|||||
Due
to related party - Director and stockholder
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4,029
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-
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|||||
Total
current liabilities
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18,602
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8,989
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|||||
Total
liabilities
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18,602
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8,989
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Commitments
and Contingencies
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|||||||
Stockholders'
Equity (Deficit):
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|||||||
Common
stock, par value $0.0001 per share, 100,000,000 shares
authorized; 5,600,000 shares issued and outstanding
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560
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560
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|||||
Additional
paid-in capital
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49,800
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49,800
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|||||
(Deficit)
accumulated during the development stage
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(61,532
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)
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(40,927
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)
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Total
stockholders' equity (deficit)
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(11,172
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)
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9,433
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Total
Liabilities and Stockholders' Equity (Deficit)
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$
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7,430
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$
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18,422
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Nine
Months Ended
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Period Ended
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Cumulative
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||||||||||||||
Three Months Ended September 30,
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September 30,
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September 30,
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From
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|||||||||||||
2008
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2007
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2008
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2007
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Inception
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||||||||||||
Revenues
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$
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5,980
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$
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-
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$
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15,980
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$
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-
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$
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15,980
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||||||
Expenses:
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General
and administrative-
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||||||||||||||||
Professional
fees
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11,523
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17,000
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31,476
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27,000
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68,976
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|||||||||||
SEC
and filing fees
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927
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-
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3,940
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-
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3,990
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|||||||||||
Office
rent
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300 | 300 | 900 | 600 | 1,800 | |||||||||||
Bank
charges
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45
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1,028
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145
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1,028
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1,173
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Consulting
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-
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-
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-
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-
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1,000
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|||||||||||
Officers
compensation paid by common stock
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-
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-
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-
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360
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360
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Other
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-
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-
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124
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-
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213
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Total
general and administrative expenses
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12,795
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18,328
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36,585
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28,988
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77,512
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(Loss)
from Operations
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(6,815
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)
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(18,328
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)
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(20,605
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)
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(28,988
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)
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(61,532
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)
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Other
Income (Expense)
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-
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-
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-
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-
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-
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Provision
for income taxes
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-
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-
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-
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-
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-
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Net
(Loss)
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$
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(6,815
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)
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$
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(18,328
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)
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$
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(20,605
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)
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$
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(28,988
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)
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$
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(61,532
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)
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(Loss)
Per Common Share:
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(Loss)
per common share - Basic and Diluted
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$
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(0.00
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)
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$
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(0.00
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)
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$
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(0.00
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)
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$
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(0.01
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)
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Weighted
Average Number of Common Shares Outstanding - Basic and Diluted
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5,600,000
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4,613,093
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5,600,000
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3,940,206
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Nine
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||||||||||
Months Ended
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Period Ended
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Cumulative
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||||||||
September 30,
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September 30,
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From
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2008
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2007
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Inception
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Operating
Activities:
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Net
(loss)
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$
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(20,605
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)
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$
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(28,988
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)
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$
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(61,532
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)
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Adjustments
to reconcile net (loss) to net cash (used
in) operating activities:
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||||||||||
Officers
compensation paid by issued shares
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-
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360
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360
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Changes
in net liabilities-
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Prepaid
expenses
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(4,175
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)
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-
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(4,175
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)
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Accounts
payable -Trade
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8,773
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1,000
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9,773
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Accrued
liabilities
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(3,189
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)
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17,600
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4,800
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Net
Cash (Used in) Operating Activities
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(19,196
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)
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(10,028
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)
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(50,774
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)
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Investing
Activities:
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Cash
provided by investing activities
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-
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-
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-
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Net
Cash Provided by Investing Activities
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-
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-
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-
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Financing
Activities:
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Issuance
of common stock for cash
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-
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50,000
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50,000
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Due
to Related Party - Director and stockholder
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4,029
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-
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4,029
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Net
Cash Provided by Financing Activities
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4,029
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50,000
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54,029
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Net
Increase (Decrease) in Cash
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(15,167
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)
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39,972
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3,255
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Cash
- Beginning of Period
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18,422
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-
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-
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Cash
- End of Period
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$
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3,255
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$
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39,972
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$
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3,255
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Supplemental
Disclosure of Cash Flow Information:
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Cash
paid during the period for:
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Interest
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$
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-
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$
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-
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$
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-
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Income
taxes
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$
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-
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$
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-
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$
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-
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2008
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2007
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||||||
Current
Tax Provision:
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|||||||
Federal
and state-
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|||||||
State
franchise tax
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$
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-
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$
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-
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Total
current tax provision
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$
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-
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$
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-
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Deferred
Tax Provision:
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Federal
and state-
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|||||||
Loss
carryforwards
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$
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4,267
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$
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6,870
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Change
in valuation allowance
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(4,267
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)
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(6,870
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)
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Total
deferred tax provision
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$
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-
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$
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-
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2008
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Loss
carryforwards
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$
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14,583
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Less
-Valuation allowance
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(14,583
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)
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Total
net deferred tax assets
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$
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-
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·
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Disclosure
of the objectives for using derivative instruments be disclosed in
terms
of underlying risk and accounting
designation;
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·
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Disclosure
of the fair values of derivative instruments and their gains and
losses in
a tabular format;
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·
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Disclosure
of information about credit-risk-related contingent features;
and
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·
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Cross-reference
from the derivative footnote to other footnotes in which
derivative-related information is
disclosed.
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a)
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FASB
Statements of Financial Accounting Standards and Interpretations,
FASB
Statement 133 Implementation Issues, FASB Staff Positions, and American
Institute of Certified Public Accountants (AICPA) Accounting Research
Bulletins and Accounting Principles Board Opinions that are not superseded
by actions of the FASB.
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b)
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FASB
Technical Bulletins and, if cleared by the FASB, AICPA Industry Audit
and
Accounting Guides and Statements of
Position.
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c)
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AICPA
Accounting Standards Executive Committee Practice Bulletins that
have been
cleared by the FASB, consensus positions of the FASB Emerging Issues
Task
Force (EITF), and the Topics discussed in Appendix D of EITF Abstracts
(EITF D-Topics).
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d)
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Implementation
guides (Q&As) published by the FASB staff, AICPA Accounting
Interpretations, AICPA Industry Audit and Accounting Guides and Statements
of Position not cleared by the FASB, and practices that are widely
recognized and prevalent either generally or in the
industry.
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Exhibit No.
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Description
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3.1
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Articles
of Incorporation. (Attached as an exhibit to our Registration Statement
on
Form SB-2 originally filed with the SEC on December 19, 2007, and
incorporated herein by reference.)
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3(ii)
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Bylaws.
(Attached as an exhibit to our Registration Statement on Form SB-2
originally filed with the SEC on December 19, 2007, and incorporated
herein by reference.)
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31.1
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Certification
of Aron Fishl Paluch pursuant to Rule 13a-14(a).
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32.1
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Certification
of Aron Fishl Paluch pursuant to 18 U.S.C Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
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By:
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/s/
Aron Fishl Paluch
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Aron
Fishl Paluch
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President,
Treasurer, and Director
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Principal
Executive Officer, and
Principal
Financial and Chief
Accounting
Officer
|
Signatures
|
Title
|
Date
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/s/
Aron Fishl Paluch
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President,
Treasurer, and Director
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November
13, 2008
|
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Aron
Fishl Paluch
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