cimarron_10q.htm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 10-Q

x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the quarterly period ended June 30, 2013

¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the transition period from ___________ to ___________

Commission File Number 000-49654

	Cimarron Software, Inc.
	(Exact name of registrant as specified in its charter)

Utah		87-0543922
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

30 E. Broadway, Ste. 204

Salt Lake City, UT 84111

(Address of principal executive offices, including zip code)

(801) 532-3080

(Registrant’s telephone number, including area code)

n/a

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

		Page

PART I – FINANCIAL INFORMATION

Item 1	Financial Statements (unaudited)
	Condensed Balance Sheets		3
	Condensed Statements of Operations		4
	Condensed Statements of Cash Flows		5
	Notes to Condensed Financial Statements		6

Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations		8

Item 3	Quantitative and Qualitative Disclosures About Market Risk		11

Item 4	Controls and Procedures		11

PART II – OTHER INFORMATION

Item 1	Legal Proceedings		12

Item 6	Exhibits		13

Signatures			14

CIMARRON SOFTWARE, INC.
BALANCE SHEETS
JUNE 30, 2013 AND DECEMBER 31, 2012

	6/30/2013			12/31/2012
ASSETS
Current Assets
Cash and Cash Equivalents	$	48,609		$	110,938
Accounts Receivable		169,612			75,482
Accounts Receivable- Related Party		-			-
Note Receivable - Related Party Short-Term		158,676			150,000
Prepaid Expenses		1,589			389
Total Current Assets		378,486			336,809

Note Receivable - Related Party Long-Term		169,220			258,220
Property and Equipment, Net		15,290			15,877
Total Assets	$	562,996		$	610,906

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts Payable	$	14,781		$	28,142
Accrued Expenses		22,222			10,262
Notes Payable - Related Party		567,472			571,872
Deferred Revenue		35,258			27,041
Lease Payable-Short Term		6,690			6,187
Total Current Liabilities		646,423			643,504

Non Current Liabilities
Lease Payable-Long Term		7,861			8,249

Total Liabilities		654,284			651,753

Stockholders' Deficit
Preferred Stock, no par value,
500,000 shares Series A and 200,000 shares Series B authorized.
200,119 shares Series A issued and outstanding
as of June 30, 2013 and
December 31, 2012, respectively		200,119			200,119
Common Stock, no par value,
10,000,000 shares authorized.
1,450,322 shares issued and outstanding as of
June 30, 2013 and
December 31, 2012, respectively		86,033			86,033
Paid in Capital		13,420,410			13,342,972
Accumulated Deficit		(13,797,850	)		(13,669,971	)
Total Stockholders' Deficit		(91,288	)		(40,847	)

Total Liabilities and Stockholders' Deficit	$	562,996		$	610,906

See accompanying notes to the financial statements

CIMARRON SOFTWARE, INC.
STATEMENTS OF OPERATIONS
(Unaudited)

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2013			2012			2013			2012

Service Revenue	$	62,976		$	183,328		$	221,035		$	250,602
Service Revenue - Related Party		155,835			121,360			202,001			262,523
Total Service Revenue		218,811			304,688			423,036			513,125

Cost of Services		153,153			61,033			338,606			126,435
Cost of Services - Related Party		69,171			75,828			88,017			178,380
Total Cost of Services		222,324			136,861			426,623			304,815

Gross Profit (Loss)		(3,513	)		167,827			(3,587	)		208,310

Operating Expenses
General and Administrative Costs		21,171			37,297			51,257			71,341
Professional Fees-Related Party		15,753			15,818			31,639			36,162
Professional Fees		3,031			13,479			32,828			25,652
Total Operating Expenses		39,955			66,594			115,724			133,155

Loss from Operations		(43,468	)		101,233			(119,311	)		75,155

Interest Expense		(8,962	)		(9,048	)		(18,044	)		(17,983	)
Interest Income		3,827			-			9,676			-
Other Income		-			-			-			1,003
Loss from Continuing Operations
Before Income Taxes		(48,603	)		92,185			(127,679	)		58,175

Income Tax		200			(3	)		200			(3	)

Net Loss	$	(48,803	)	$	92,188		$	(127,879	)	$	58,178

Net Loss per Common Share - Basic	$	(0.03	)	$	0.06		$	(0.09	)	$	0.04

Net Loss per Common Share - Diluted	$	(0.03	)	$	0.05		$	(0.09	)	$	0.03

Weighted Average Shares Outstanding - Basic and Diluted		1,450,322			1,450,322			1,450,322			1,450,322

Weighted Average Shares Outstanding - Diluted		1,450,322			1,950,441			1,450,322			1,950,441

See accompanying notes to the financial statements

CIMARRON SOFTWARE, INC.
STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 2013 AND 2012

	For the Six Months Ended June 30,
	2013			2012
Cash Flows from Operating Activities:
Net Loss	$	(127,879	)	$	58,178
Adjustments to Reconcile Net Loss to Net Cash From Operating Activites:
Depreciation Expense		4,087			2,317
Contributed Services		60,200			54,600
Stock Compensation		150			300
Gain on Sale of Investments		-			(833	)
Imputed Interest on Related Party Notes Payable		17,088			17,155
Changes in:
Accounts Receivable		(94,130	)		(24,103	)
Accounts Receivable - Related Party		-			4,024
Prepaid Expense		(1,200	)		(1,213	)
Accounts Payable		(13,362	)		(21,473	)
Accrued Expenses		11,961			(17,110	)
Deferred Revenue		8,217			7,948
Net Cash From Operating Actvities		(134,868	)		79,790

Cash Flows from Investing Activities:
Purchase of Equipment		(3,500	)		18,953
Note Receivable - Related Party		80,324			-
Net Cash From Investing Activities		76,824			18,953

Cash Flows from Financing Activities:
Repayment of Lease Payable		(3,385	)		(1,933	)
Issuance of Notes Payable - Related Parties		-			30,000
Repayment of Notes Payable - Related Party		(4,400	)		-
Net Cash From Financing Activities		(4,285	)		28,067

Net Increase (Decrease) in Cash and Cash Equivalents		(62,329	)		126,810

Cash and Cash Equivalents, Beginning of Period		110,938			47,851

Cash and Cash Equivalents, End of Period	$	48,609		$	174,661

Supplemental Disclosures of Cash Flow Information:
Cash paid during the period for:
Interest	$	957		$	-
Income Taxes	$	-		$	-

Non-cash Investing and Financing activities:
Capital Contributions Made in Lieu of Payment for Services Rendered by Related Party	$	26,200		$	31,200
Capital Contributions Made in Lieu of Payment for Services Rendered by an Officer of the Company	$	34,000		$	39,000

See accompanying notes to the financial statements

CIMARRON SOFTWARE, INC.

The condensed interim financial information of the Company as of June 30, 2013 and for the six month period ended June 30, 2013 and 2012 is unaudited, and the balance sheet as of December 31, 2012 is derived from audited financial statements. The accompanying financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial statements. Accordingly, they omit or condense footnotes and certain other information normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles. In the opinion of management, all adjustments that are necessary for a fair presentation of the financial information for the interim periods reported have been made. All such adjustments are of a normal recurring nature. The results of operations for the three months ended June 30, 2013 are not necessarily indicative of the results that can be expected for the entire year ending December 31, 2013. The unaudited financial statements should be read in conjunction with the Company’s annual financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012. In particular, the Company’s significant accounting policies were presented as Note 2 to the consolidated financial statements in that Annual Report.

Notes Payable – Related Party consists of balances due to original founders David Fuhrman and Robert Sargent, for additional services performed on behalf of the Company. As of June 30, 2013 and December 31, 2012, the Company has related party notes totaling $567,472 and $571,872, respectively. In January 2012, the Company entered into a note payable with a related party in the amount of $10,000. In May 2012, the Company entered into two notes with related parties in the amounts of $11,000 and $9,000. The Company paid $18,600 toward these two notes in July 2012, leaving $1,400 outstanding on the David Fuhrman note as of December 31, 2012. The remaining $1,400 outstanding on the David Fuhrman note was paid in full in February 2013.

Interest expenses on the related party notes payable accrues at a rate of six percent per annum and was $17,088 for the six month period ended June 30, 2013 and $17,155 for the six month period ended June 30, 2012. The interest on the related party notes was recorded as an increase to equity, since the interest amounts are not expected to be paid out, but are being contributed to the Company by primary shareholders.

A customer of the Company is also a related party resulting from certain members of the Company's management who are also involved in the management of the related party. The Company recorded revenues from this related party of $202,001 (approximately 48% of total revenue) for the six month period ending June 30, 2013, and $262,523 (approximately 51% of total revenue) for the six month period ended June 30, 2012.

In addition, the Company has a related party note receivable for consulting services provided to this entity valued at $327,896 and $408,220 as of June 30, 2013 and December 31, 2012, respectively. This note bears interest at 6% per annum. The Company recorded $9,676 and $0 of interest income related to this note for the six month period ended June 30, 2013 and 2012, respectively.

In the year ended December 31, 2010, the Company entered into an agreement with an entity which is owned by a relative of the president of the Company to provide financial management consulting services. The agreement states that for each hour of services billed to the Company, the associated fee shall be contributed to the Company. The Company recognized contributions of $60,200 for the six month period ended June 30, 2013, and $54,600 for the six month period ended June 30, 2012, which were recorded as contributed services recorded as paid in capital.

Basic income (loss) per common share is based on the net income (loss) divided by weighted average number of common shares outstanding. Diluted income or loss per share is computed using weighted average number of common shares plus dilutive common share equivalents outstanding during the period using the treasury stock method. As the Company has a net loss for the three and six months ended June 30, 2013, any potentially dilutive shares are anti-dilutive and are thus not included into the earnings per share calculation. The Company had 500,119 common stock equivalents outstanding as of June 30, 2013 and 2012. These shares were excluded from the computation of diluted earnings per share for the three and six months ended June 30, 2013 as they are anti-dilutive.

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. As of June 30, 2013 and December 31, 2012, the Company had an accumulated deficit of $13,797,851 and $13,669,971, respectively. In addition, the Company had a net loss for the six months ended June 30, 2013 of $127,879 and negative cash flows from operations of $134,868. These conditions raise substantial doubt about the Company's ability to continue as a going concern.

In view of the matters described in the preceding paragraph, recoverability of a major portion of the recorded asset amounts shown in the accompanying balance sheets is dependent upon continued operations of the Company, which in turn is dependent upon the Company's ability to meet its financing requirements on a continuing basis, to maintain or replace present financing, to acquire additional capital from investors, and to succeed in its future operations. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence.

The Company intends to continue to serve its customers as a developer and distributor of customized computer software used in computer research. The Company intends to focus on raising additional capital and finding additional avenues to distribute its software. To the extent that any such financing involves the sale of our equity, our current stockholders could be substantially diluted. There is no assurance that we will be successful in achieving any or all of these objectives.

	Three Months										Six Months
	2013			%			2012		%		2013			%			2012		%
Revenue		218,811			100			304,688		100		423,036			100			513,125		100
Cost of Services		222,324			100			136,861		45		426,623			100			304,815		59.4
Gross Profit (Loss)		(3,513	)		(1.6	)		167,827		55.1		(3,587	)		(0.8	)		208,310		40.6
Operating Expenses		39,955			18.3			66,594		21.9		115,724			27.4			133,155		25.9
Operating Income/(Loss)		(43,468	)		(19.9	)		101,233		33.2		(119,311	)		(28.2	)		75,155		14.6
Net Income/(Loss)		(48,803	)		(22.3	)		92,188		30.3		(127,879	)		(30.2	)		58,178		11.3

Revenues consist of non-technology integration consulting services, technology integration consulting services, product maintenance, and travel and expenses billed to the customer. Revenues decreased for the three and six months ended June 30, 2013 compared to the same period in the prior year due to the Company losing a costumer in early 2013. Cost of Services increase and gross profit decreased as a result of increased payroll costs.

	2013			2012
Current Assets	$	378,486		$	336,809
Note Receivable-Related Party Long-Term		169,220			258,220
Property and Equipment		15,290			15,877
Total Assets		562,996			610,906
Current Liabilities		646,423			643,504
Non-Current Liabilities		7,861			8,249
Total Liabilities		654,284			651,753
Stockholder’s Deficit		(91,288	)		(40,847	)
Total Liabilities and Deficit	$	562,996		$	610,906

As of June 30, 2013, current assets increased $41,677 from December 31, 2012 due to increases in accounts receivable of $94,130 and notes receivable related party of $8,676 which was partially offset by a decrease in cash by $62,329. Non-current assets decreased due to a decrease in the long-term portion of notes receivable from related parties by $89,000, as well as depreciation expense recorded for the six months ended June 30, 2013. As of June 30, 2013, current liabilities increased by $2,920 from December 31, 2012 due to an increase in accrued liabilities and accounts payable based on timing of the payment of expenses.

The Company’s practice has been to record Haxton Management, LLC consulting fees as well as some payroll expense for the Company’s president as contributed services. For the six months ended June 30, 2013 and 2012, the Company recognized $60,200 and $54,600 in capital contributions made in lieu of payment for services, respectively. If these services were paid in cash, rather than contributed, the Company’s cash needs would increase.

The Company anticipates that its cash needs for the next twelve months for working capital and capital expenditures will be approximately $120,000. As of March 31, 2013, the Company has $48,609 in cash and believes its current cash and cash flow from operations will only be sufficient to meet anticipated cash needs for the next twelve months for working capital and capital expenditures. The Company’s president and a related party are currently contributing services to the Company, and if the Company were required to pay cash for those services, its cash and cash flow from operations would not be sufficient to meet anticipated cash needs for the next twelve months. The Company will likely require additional cash resources due to possible changed business conditions or other future developments. The Company may seek to sell additional equity or debt securities. The sale of convertible debt securities or additional equity securities could result in additional dilution to our shareholders. The incurrence of indebtedness would result in increased debt service obligations and could result in operating and financing covenants that would restrict our operations and liquidity.

The Company’s ability to obtain additional capital on acceptable terms is subject to a variety of uncertainties, including: investors’ perception of, and demand for, securities of web hosting and related service companies; conditions of the U.S. and other capital markets in which we may seek to raise funds; future results of operations, financial condition and cash flow. Therefore, the Company’s management cannot assure that financing will be available in amounts or on terms acceptable to the Company, or if at all. Any failure by the Company’s management to raise additional funds on terms favorable to the Company could have a material adverse effect on the Company’s liquidity and financial condition.

In the event we are not successful in reaching our sustained revenue targets, we anticipate that depending on market conditions and our plan of operations, we may incur operating losses. We base this expectation, in part, on the fact that we may not be able to generate enough gross profit to cover our operating expenses. Consequently, there remains the possibility that the Company may not continue to operate as a going concern in the long term. We are subject to many factors which could detrimentally affect us. Many of these risk factors are outside management’s control, including demand for our products and services, our ability to hire and retain talented and skilled employees and service providers, as well as other factors.

We are an “emerging growth company” under the federal securities laws and are subject to reduced public company reporting requirements. In addition, Section 107 of the JOBS Act also provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We are choosing to take advantage of the extended transition period for complying with new or revised accounting standards. As a result, our financial statements may not be comparable to those of companies that comply with public company effective dates.

Our financial statements are based on the application of accounting principles generally accepted in the United States (“GAAP”). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue, and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.

Our significant accounting policies are summarized in Note 2 of our financial statements included in The Company’s Annual Report on Form 10-K for the year ended December 31, 2012. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause an effect on our results of operations, financial position or liquidity for the periods presented in this report.

Revenues from contracts for non-technology integration consulting services with fees based on time and materials are recognized as the services are performed and amounts are earned in accordance with the Securities and Exchange Commission (the “SEC”) Staff Accounting Bulletin (“SAB”) No. 101, “Revenue Recognition in Financial Statements” (“SAB 101”), as amended by SAB No. 104, “Revenue Recognition” (“SAB 104”). The Company considers amounts to be earned once evidence of an arrangement has been obtained, services are delivered, fees are fixed or determinable, and collectability is reasonably assured. In such contracts, the Company’s efforts, measured by time incurred, typically represent the contractual milestones or output measure, which is the contractual earnings pattern. For non-technology integration consulting contracts with fixed fees, the Company recognizes revenues as amounts become billable in accordance with contract terms, are consistent with the services delivered, and are earned.

Revenues from contracts for technology integration consulting services where the Company designs/redesigns, builds and implements new or enhanced systems applications and related processes for its clients are recognized on the percentage-of-completion method, which involves calculating the percentage of services provided during the reporting period compared to the total estimated services to be provided over the duration of the contract. This method is followed where reasonably dependable estimates of revenues and costs can be made. Estimates of total contract revenues and costs are continuously monitored during the term of the contract, and recorded revenues and costs are subject to revision as the contract progresses.

Such revisions may result in increases or decreases to revenues and income and are reflected in the financial statements in the periods in which they are first identified. If the Company’s estimates indicate that a contract loss will occur, a loss provision is recorded in the period in which the loss first becomes probable and reasonably estimable. Contract losses are determined to be the amount by which the estimated direct and indirect costs of the contract exceed the estimated total revenues that will be generated by the contract and are included in cost of services and classified in accrued expenses. There were no contracts in which a loss is probable or reasonably estimable at June 30, 2013 and December 31, 2012.

Revenues for contracts with multiple elements are allocated based on the lesser of the element’s relative fair value or the amount that is not contingent on future delivery of another element. If the amount of non-contingent revenues allocated to a delivered element accounted for under the percentage-of-completion method of accounting is less than the costs to deliver such services, then such costs are deferred and recognized in future periods when the revenues become non-contingent. Fair value is determined based on the prices charged when each element is sold separately. Elements qualify for separation when the services have value on a stand-alone basis, fair value of the separate elements exists and, in arrangements that include a general right of refund relative to the delivered element, performance of the undelivered element is considered probable and substantially in the Company’s control. While determining fair value and identifying separate elements require judgment, generally fair value and the separate elements are readily identifiable as the Company also sells those elements unaccompanied by other elements.

Revenue related to product maintenance contracts is recognized on a straight-line basis over the delivery period. The maintenance contracts are generally one year in length. Maintenance fee revenue has been calculated for any portion allocable to the current year with the balance remaining as deferred revenue. The net unamortized deferred maintenance fees were $35,258 and $27,041 at the periods ended June 30, 2013 and December 31, 2012, respectively.

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit to the Securities and Exchange Commission under the Exchange Act, is recorded, processed, summarized, and reported within the time periods specified by the Securities and Exchange Commission’s rules and forms, and that information is accumulated and communicated to our management, including our principal executive and principal financial officer (whom we refer to in this periodic report as our Certifying Officer), as appropriate to allow timely decisions regarding required disclosure. The Company’s Chief Executive Officer and Chief Financial Officer has evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the year ended June 30, 2013 covered by this Form 10-Q. Based upon such evaluation, the Chief Executive Officer and Chief Financial Officer has concluded that, as of the end of such period, the Company’s disclosure controls and procedures were effective as required under Rules 13a-15(e) and 15d-15(e) under the Exchange Act.

As a smaller reporting company and emerging growth company, we are not required to provide a report on the effectiveness of our internal controls over financial reporting until our second annual report (our report on the fiscal year ending December 31, 2013), and we will be exempt from the auditor attestation requirements concerning any such report so long as we are an emerging growth company or a smaller reporting company.

Number		Description

3.1		Articles of Incorporation (incorporated by reference to our Form S-1 Registration Statement filed on May 14, 2012)

3.2		Bylaws (incorporated by reference to our Form S-1 Registration Statement filed on May 14, 2012)

3.3		Articles of Restatement (incorporated by reference to our Form S-1 Registration Statement filed on May 14, 2012)

3.4		Articles of Amendment (incorporated by reference to our Form S-1 Registration Statement filed on May 14, 2012)

31.1		Certification of Principal Executive Officer required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2		Certification of Principal Financial Officer required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1		Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63

32.2		Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63

99.1		Non-Negotiable Promissory Note (incorporated by reference to our Form S-1/A Registration Statement filed on September 13, 2012)

99.1		Services Agreement (incorporated by reference to our Form S-1/A Registration Statement filed on October 9, 2012)

101.INS**		XBRL Instance Document

101.SCH**		XBRL Taxonomy Extension Schema Document

101.CAL**		XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF**		XBRL Taxonomy Extension Definition Linkbase Document

101.LAB**		XBRL Taxonomy Extension Label Linkbase Document

101.PRE**		XBRL Taxonomy Extension Presentation Linkbase Document

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

Large accelerated filer	o	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	x

	Cimarron Software, Inc.

Date: August 14, 2013	By:	/s/ David Fuhrman
		David Fuhrman
		Executive OfficerChief
		Chief Financial Officer

Date:August 14, 2013	By:	/s/ David Fuhrman
		David Fuhrman, Chief Executive Officer,
		Chief Financial Officer, and Director

Date:August 14, 2013	By:	/s/ Rob Sargent
		Rob Sargent , Director