formsb2.htm

Distribution Channels

Bicycle, related parts and accessories sales are generally accomplished through four primary and distinct channels of distribution - the specialty bicycle retailer, the mass merchant, chain sporting goods stores, and “other,” which is comprised of a mixture of retailers, including multi-sport stores, outdoor retailers and mail order.

The specialty bicycle retailers feature higher quality merchandise, and also rely on adding value through added customer services such as bike fitting, expert assembly and repair. In the United States approximately 17% of bicycle units were sold through the specialty retailers in 2006 but this represented 49% of the dollars denominated share. The average specialty bicycle retailer in the United States revenue is 47% bicycles, 35% related parts and accessories, 11% bicycle repair and 7% other products and services.

The mass merchant sells mostly price-oriented products. In the United States, approximately 75% of bicycle units were sold through the mass merchant in 2006, but this represented 37% of the dollars denominated share. Most of these bicycles are imported, primarily from China.

In the United States, chain sporting goods stores sold approximately 5% of the bicycles in 2006, and 7.7% of the dollars denominated share. These are merchants that fall somewhere between mass merchant and specialty bicycle dealers on the spectrum.

In the United States the “other” category sold 3% of the units, representing 6.6% of the dollars denominated share.

Specialty bicycle retailer commanded the vast majority of parts and accessories sales, and virtually 100% of the service market.

There is little brand crossover between these channels, i.e., it is uncommon to find brands from one channel being sold in stores from the other in any great numbers.

Sales and Marketing Strategy

We intend to rely on sales representatives to market our product. Initially, this marketing will be conducted by our director, Mr. Terry Hahn. Eventually, we will sell our products using a combination of sales representatives and distributors. This will provide a broad distribution network that will allows us to efficiently distribute our product across a number of distribution channels to reach a greater number of retailers and manufacturers.

Compliance with Government Regulation

We do not believe that government regulation will have a material impact on the way we conduct our business.

Competition

The bicycle parts and accessories industry is extremely competitive. Most of our competitors have substantially greater production, financial, research and development, personnel and marketing resources than we do and could use their greater resources to gain a greater market share at our expense. Moreover, our competitors may be able to compete more aggressively than we could and sustain that competition over a longer period of time. Our lack of resources relative to many of our competitors may cause us to fail to anticipate or respond adequately to new developments and other competitive pressures. This failure could reduce our competitiveness and cause a decline in our market share, sales and profitability.

Employees

We have no employees as of the date of this prospectus other than our President, Mr. Terry Hahn.

Research and Development Expenditures

We have not incurred any other research or development expenditures since our incorporation.

Subsidiaries

We do not have any subsidiaries.

Patents and Trademarks

We do not own, either legally or beneficially, any trademarks or patent. We own the rights to a patent pending in the United States on a bicycle drive shaft under the patent application number 11/706,306.

NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain matters discussed herein are forward-looking statements. Such forward-looking statements contained in this prospectus which is a part of our registration statement involve risks and uncertainties, including statements as to:

·	our future operating results;

·	our business prospects;

·	our contractual arrangements and relationships with third parties;

·	the dependence of our future success on the general economy;

·	our possible financings; and

·	the adequacy of our cash resources and working capital.

These forward-looking statements can generally be identified as such because the context of the statement will include words such as we “believe,” “anticipate,” “expect,” “estimate” or words of similar meaning. Similarly, statements that describe our future plans, objectives or goals are also forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties which are described in close proximity to such statements and which could cause actual results to differ materially from those anticipated as of the date of this prospectus. Shareholders, potential investors and other readers are urged to consider these factors in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included herein are only made as of the date of this prospectus, and we undertake no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.

MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Plan of Operation

Our plan of operation for the 12 months following the date of this prospectus is to enter into negotiations with bicycle manufacturers to license our product and to identify a third party manufacturer to commence production and marketing of our product.

Over the next 12 months, we anticipate spending approximately $30,000 on professional fees and administrative expenses, including fees payable in connection with the filing of this registration statement and complying with reporting obligations and $50,000 on marketing expenses. Total expenditures over the next 12 months are expected to be approximately $80,000.

While we have sufficient funds on hand to commence business operations, our cash reserves are not sufficient to meet our obligations for the next 12-month period. As a result, we will need to seek additional funding in the near future. We currently do not have a specific plan of how we will obtain such funding; however, we anticipate that additional funding will be in the form of equity financing from the sale of our common stock.

We may also seek to obtain short-term loans from our President, although no such arrangement has been made. At this time, we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock or through a loan from our president to meet our obligations over the next 12 months. We do not have any arrangements in place for any future equity financing.

If we are unable to raise the required financing, we will be delayed in conducting our business plan.

The independent registered accountants report to our audited financial statements for the period ended August 31, 2007 included in this prospectus indicates that there are a number of factors that raise substantial doubt about our ability to continue as a going concern. Such factors identified in the report include that we currently have no source of revenue and are in need of obtaining adequate financing. For these and other related reasons our auditors believe that there is substantial doubt that we will be able to continue as a going concern, please see “Risk Factors.”

Results of Operations

For Period Ended May 31, 2007

We did not earn any revenues during the period from our inception on June 22, 2006 to May 31, 2007. We do not anticipate earning revenues until such time as we enter into agreements with bicycle manufacturers to license our product or identify a third party manufacturer to commence production and marketing of our product.

We incurred operating expenses in the amount of $11,975 for the period from our inception on June 22, 2006 to May 31, 2007. These operating expenses were comprised of management fees $5,500, rent $5,500 and office and miscellaneous expenses of $975.

As at May 31, 2007, we had cash of $28,602 and working capital of $28,025. We are in need of additional funding in the near future to implement our business plan.

Our anticipated expenses during the first 12 months of operations are expected principally to consist of the costs to maintain our servers, general office expenses and salary. A summary of principal expenses is found below:

	First 12 months
Marketing and travel	$	50,000
Office and miscellaneous		10,000
Professional fees		20,000
	$	80,000

As a corporate policy, we will not incur any cash obligations that we cannot satisfy with known resources, of which there are currently none except as described in “Liquidity” below.

We believe that the perception that many people have of a public company make it more likely that they will accept securities from a public company as consideration for indebtedness to them than they would from a private company. We have not performed any studies of this matter. Our conclusion is based on our own observations. However, there can be no assurances that we will be successful in any of those efforts even if we are a public entity or whether we will even seek to utilize our securities as consideration for indebtedness. Additionally, issuance of shares would necessarily dilute the percentage of ownership interest of our stockholders.

For Quarter Ended August 31, 2007

We did not earn any revenues during the quarter ended August 31, 2007. We incurred operating expenses in the amount of $3,106 for the quarter ended August 31, 2007. These operating expenses were comprised of management fees $1,500, rent $1,500 and office and miscellaneous expenses of $106.

Liquidity and Capital Resources

We will pay all costs relating to this offering estimated at approximately $12,008.90. This amount will be paid as and when necessary and required or otherwise accrued on our books and records until we are able to pay the full amount due, either from revenues, the sale of our common stock or loans from our President. At present we do not have any arrangements in place for any future equity financing. Our President is prepared to provide us with short-term loans, although no such arrangement has been made at this time.

We do not have any credit facilities or other commitments for debt or equity financing. No assurances can be given that credit facilities when needed will be available. We do not believe that we need funding to undertake our operations at our current level because we do not have a capital intensive business plan and our only employee has agreed to work without compensation until we have achieved a meaningful level of revenue. Private capital, if sought, will be sought from private and institutional investors. To date, we have not sought any funding source and have not authorized any person or entity to seek out funding on our behalf. If a market for our shares ever develops, of which there can be no assurances, we will use shares to compensate employees/consultants and independent contractors wherever possible.

We have embarked upon an effort to become a public company and, by doing so, have incurred and will continue to incur additional significant expenses for legal, accounting and related services. Once we become a public entity, subject to the reporting requirements of the Securities Exchange Act of 1934, we will incur ongoing expenses associated with professional fees for accounting, legal, and a host of other expenses for annual reports and proxy statements. We estimate that these costs will range up to $25,000 per year for the next few years and will be higher if our business volume and activity increases but lower during the first year of being public because our overall business volume will be lower, and we will not yet be subject to the requirements of Section 404 of the Sarbanes-Oxley Act of 2002. These obligations will reduce our ability and resources to fund other aspects of our business. We hope to be able to use our status as a public company to increase our ability to use non-cash means of settling obligations and compensate certain independent contractors who provide professional services to us, although there can be no assurances that we will be successful in any of those efforts.

There are no current plans to seek private investment. We do not have any current plans to raise funds through the sale of securities. We hope to be able to use our status as a public company to enable us to use non-cash means of settling obligations and compensate certain persons and/or firms providing services to us or with whom we do business, although there can be no assurances that we will be successful in any of those efforts.

Recent Accounting Pronouncements

In February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities.” This Statement permits entities to choose to measure many financial assets and financial liabilities at fair value. Unrealized gains and losses on items for which the fair value option has been elected are reported in earnings. SFAS No. 159 is effective for fiscal years beginning after November 15, 2007. The Company is currently assessing the impact of SFAS No. 159 on its financial position and results of operations.

Critical Accounting Policies

The preparation of financial statements and related notes requires us to make judgments, estimates, and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. An accounting policy is considered to be critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, and if different estimates that reasonably could have been used, or changes in the accounting estimates that are reasonably likely to occur periodically, could materially impact the financial statements.

An accounting policy is considered to be critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, and if different estimates that reasonably could have been used, or changes in the accounting estimates that are reasonably likely to occur periodically, could materially impact the financial statements.

Financial Reporting Release No. 60 requires all companies to include a discussion of critical accounting policies or methods used in the preparation of financial statements. Note 2 to the financial statements, included elsewhere in this prospectus, includes a summary of the significant accounting policies and methods used in the preparation of our financial statements. The following is a brief discussion of the more significant accounting policies and methods used by us.

Goodwill and Other Intangible Assets

The Company has adopted the provisions of the Statement of Financial Accounting Standards No. 142, “Goodwill and Other Intangible Assets.” Goodwill and other intangible assets with indefinite lives are no longer amortized under SFAS 142, but instead are tested for impairment at least annually. In addition, intangible assets with a definite life are amortized over that expected life and tested for impairment at least annually or whenever events or circumstances indicate a revision to the remaining period of amortization is warranted.

Foreign Currency Translation

The financial statements are presented in United States dollars. In accordance with Statement of Financial Accounting Standards No. 52, “Foreign Currency Translation,” foreign denominated monetary assets and liabilities are translated into their United States dollar equivalents using foreign exchange rates which prevailed at the balance sheet date. Revenue and expenses are translated at average rates of exchange during the year. Gains or losses resulting from foreign currency transactions are included in results of operations.

Seasonality

We do not expect seasonality to have a major impact on our business.

DESCRIPTION OF PROPERTY

We do not have ownership or leasehold interest in any property. Our office is located at 21-10405 Jasper Avenue Edmonton, Alberta, T5J 3S2, Canada. Our office is located at the home of our President, Mr. Terry Hahn. It contains office furniture and equipment sufficient to administer our current business. Our President, Mr. Terry Hahn, donates this office space to us.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

None of the following parties has, since our date of incorporation, had any material interest, direct or indirect, in any transaction with us or in any presently proposed transaction that has or will materially affect us:

·	Any person proposed as a nominee for election as a director;

·	Any person who beneficially owns, directly or indirectly, shares carrying more than 10% of the voting rights attached to our outstanding shares of common stock;

·	Any of our promoters;

·	Any relative or spouse of any of the foregoing persons who has the same house as such person.

On June 22, 2006 we acquired the rights to the Patent Pending on a bicycle drive shaft from our President Mr. Terry Hahn for $5,000. We issued Mr. Terry Hahn 5,000,000 of our common shares at par value ($0.001) as payment for the Patent Pending.

MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

No Public Market for Common Stock

There is presently no public market for our common stock. We anticipate applying for quotation of our common stock on the OTCBB upon the effectiveness of the registration statement of which this prospectus forms a part. However, we can provide no assurance that our shares will be quoted on the OTCBB or, if quoted, that a public market will materialize.

Penny Stock Considerations

The Securities Exchange Commission has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a price of less than $5.00, other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or quotation system. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the SEC, that:

(a)	contains a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading;

(b)	contains a description of the broker’s or dealer’s duties to the customer and of the rights and remedies available to the customer with respect to a violation to such duties or other requirements of the securities laws;

(c)	contains a brief, clear, narrative description of a dealer market, including bid and ask prices for penny stocks and the significance of the spread between the bid and ask price;

(d)	contains a toll-free telephone number for inquiries on disciplinary actions;

(e)	defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and

(f)	contains such other information and is in such form, including language, type, size and format, as the SEC shall require by rule or regulation.

The broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer with:

(a)	bid and offer quotations for the penny stock;

(b)	the compensation of the broker-dealer and its salesperson in the transaction;

(c)	the number of shares to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock; and

(d)	a monthly account statement showing the market value of each penny stock held in the customer’s account.

In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules; the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written acknowledgment of the receipt of a risk disclosure statement, a written agreement to transactions involving penny stocks, and a signed and dated copy of a suitably written statement.

These disclosure requirements may have the effect of reducing the trading activity in the secondary market for our stock if it becomes subject to these penny stock rules. Therefore, if our common stock becomes subject to the penny stock rules, stockholders may have difficulty selling those securities.

Stockholders of Our Common Shares

As of the date of this registration statement, we have 30 stockholders of record.

Rule 144 Shares

A total of 5,000,000 shares of our common stock will become available for resale to the public after the earlier of (i) June 22, 2008, subject to the volume and trading limitations of Rule 144, as promulgated under the Securities Act of 1933; or (ii) 90 days after the date on which we become an Exchange Act reporting company.

In general, under Rule 144 as currently in effect, a person who has beneficially owned shares of a company’s common stock for at least one year is entitled to sell, within any three-month period, a number of shares that does not exceed the greater of:

1.	1% of the number of shares of the company’s common stock then outstanding which, in our case, will equal 79,000, shares as of the date of this prospectus; or

2.	the average weekly trading volume of the company’s common stock during the four calendar weeks preceding the filing of a notice on Form 144 with respect to the sale.

Sales under Rule 144 are also subject to manner of sale provisions and notice requirements and to the availability of current public information about the company.

Under Rule 144(k), as currently in effect, a person who is not one of the company’s affiliates at any time during the three months preceding a sale, and who has beneficially owned the shares proposed to be sold for at least two years, is entitled to sell shares without complying with the manner of sale, public information, volume limitation or notice provisions of Rule 144.

Pursuant to the Securities and Exchange Commission's revisions to Rule 144, which take effect on February 15, 2008, these holding periods will be shortened to six months for Rule 144, and one year for Rule 144 (k) for issuers with securities subject to the reporting requirements of section 13 or 15 (d) of the Exchange Act for at least 90 days.

As of the date of this prospectus, persons who are our affiliates hold all of the 5,000,000 shares described above.

Stock Option Grants

To date, we have not granted any stock options.

Registration Rights

We have not granted registration rights to the selling shareholders or to any other persons.

Dividends

There are no restrictions in our articles of incorporation or bylaws that prevent us from declaring dividends. The Nevada Revised Statutes, however, do prohibit us from declaring dividends where, after giving effect to the distribution of the dividend:

1.	We would not be able to pay our debts as they become due in the usual course of business; or

2.	Our total assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights of shareholders who have preferential rights superior to those receiving the distribution.

We have not declared any dividends, and we do not plan to declare any dividends in the foreseeable future.

EXECUTIVE COMPENSATION

Mr. Terry Hahn has received no compensation for services rendered to us to date. We have not granted any stock options to Mr. Hahn to date. There are no stock option, retirement, pension, or profit sharing plans for the benefit of Mr. Hahn. In addition, we have not entered into any employment or consulting agreements with Mr. Hahn. We have not compensated and have no arrangements to compensate Mr. Hahn for services rendered to the Company.

Board Compensation

Members of our Board of Directors do not receive compensation for their services as Directors.

FINANCIAL STATEMENTS

Index

Report of Independen Registered Public Accounting Firm	F–1
Balance Sheets	F–2
Statements of Operations	F–3
Statements of Stockholder's Equity	F–4
Statements of Cash Flows	F–5
Notes to Consolidated Finaincial Statements	F–6

XTREME LINK, INC.

(A Development Stage Company)

FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm

To the Board of Directors of

Xtreme Link, Inc.

(A Development Stage Company)

Vancouver, Canada

We have audited the accompanying balance sheet of Xtreme Link, Inc. as of May 31, 2007 and the related statements of operations, stockholders' equity, and cash flows for the period from June 22, 2006 (Inception) to May 31, 2007. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Xtreme Link, Inc. as of May 31, 2007, and the results of its operations and its cash flows for the period from June 22, 2006 (Inception) to May 31, 2007, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has incurred losses from operations which raises substantial doubt about its ability to continue as a going concern. Management's plans regarding those matters also are described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

LBB & Associates Ltd., LLP

Houston, Texas

November 6, 2007

F-1

XTREME LINK, INC.

(A Development Stage Company)

BALANCE SHEETS

	August 31, 2007 - $ -			May 31, 2007 - $ -
	(Unaudited)
ASSETS
Current assets
Cash		28,496			28,602
Total current assets		28,496			28,602
Pending patent		5,000			5,000
Total assets		33,496			33,602

LIABILITIES

Current liabilities
Due to related party		577			577
Total current liabilities		577			577
Total liabilities		577			577
STOCKHOLDERS’ EQUITY
Common stock
Authorized:
75,000,000 common shares with a par value of $0.001
Issued and outstanding:
7,900,000 common shares		7,900			7,900
Additional paid in capital		40,100			37,100
Deficit accumulated during the development stage		(15,081	)		(11,975	)
Total stockholders’ equity		32,919			33,025
Total liabilities and stockholders’ equity		33,496			33,602

The accompanying notes are an integral part of these financial statements

F-2

XTREME LINK, INC.

(A Development Stage Company)

STATEMENTS OF OPERATIONS

	Three months ended August 31, 2007 - $ -			Period from June 22, 2006 (Inception) to May 31, 2007 - $ -			Period from June 22, 2006 (Inception) to August 31, 2007 - $ -
	(Unaudited)						(Unaudited)
Management fees		1,500			5,500			7,000
Rent		1,500			5,500			7,000
Office and miscellaneous		106			975			1,081
Net loss		(3,106	)		(11,975	)		(15,081	)
Basic and diluted net loss per share		(0.00	)		(0.00	)
Weighted average number of shares outstanding		7,900,000			6,996,501

The accompanying notes are an integral part of these financial statements

F-3

XTREME LINK, INC.

(A Development Stage Company)

STATEMENTS OF STOCKHOLDERS’ EQUITY

FOR THE PERIOD FROM JUNE 22, 2006 (INCEPTION) TO AUGUST 31, 2007

	Common Stock				Additional Paid-in Capital		Deficit Accumulated During Development Stage			Total
	Number		-$ -		-$ -		-$ -			-$-
Balance, June 22, 2006 (Inception)		-		-		-		-			-
Common shares issued for patent		5,000,000		5,000		-		-			5,000
Common shares issued for cash		2,900,000		2,900		26,100		-			29,000
Donated services		-		-		11,000		-			11,000
Net loss		-		-		-		(11,975	)		(11,975	)
Balance, May 31, 2007 (Audited)		7,900,000		7,900		37,100		(11,975	)		33,025
Donated services						3,000					3,000
Net loss								(3,106	)		(3,106	)
Balance, August 31, 2007 (Unaudited)		7,900,000		7,900		40,100		(15,081	)		32,919

The accompanying notes are an integral part of these financial statements

F-4

XTREME LINK, INC.

(A Development Stage Company)

STATEMENTS OF CASH FLOWS

	Three months ended August 31, 2007 - $ -			Period from June 22, 2006 (Inception) to May 31, 2007 - $ -			Period from June 22, 2006 (Inception) to August 31, 2007 - $ -
	(Unaudited)						(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss		(3,106	)		(11,975	)		(15,081	)
Adjustments to reconcile net loss to net cash used in operating activities:
Services provided by Company president		3,000			11,000			14,000
Changes in:
Due to related party		-			577			577

NET CASH USED IN OPERATING ACTIVITIES		(106	)		(398	)		(504	)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of common stock		-			29,000			29,000
NET CASH PROVIDED BY FINANCING ACTIVITIES		-			29,000			29,000
NET INCREASE (DECREASE) IN CASH		(106	)		28,602			28,496

CASH, BEGINNING OF PERIOD		28,602			-			-
CASH, END OF PERIOD		28,496			28,602			28,496

Supplemental cash flow information:
Interest paid		-			-			-
Income taxes paid		-			-			-

Non-cash transactions: Stock issued for acquisition of patent		-			5,000			5,000

The accompanying notes are an integral part of these financial statements

F-5

XTREME LINK INC.

(A Development Stage Company)

NOTES TO THE FINANCIAL STATEMENTS

1.	NATURE OF OPERATIONS

The Company was incorporated in the State of Nevada on June 22, 2006 and is in the development stage as defined by Statement of Financial Accounting Standard (“SFAS”) No. 7, “Accounting and Reporting by Development Stage Enterprises”.

The Company’s business is to commercialize its patent on a bicycle drive shaft which could replace the bicycle chain.

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and are presented in US dollars. The Company’s year end is May 31.

These financial statements have been prepared on a going concern basis which assumes the Company will not be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company anticipates future losses in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand, loans from directors and/or issuance of common shares.

Development Stage Company

The Company complies with Financial Accounting Standards Board Statement No. 7 “Accounting and Reporting by Development Stage Enterprises” in its characterization of the Company as a development stage enterprise.

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less at the time of issuance to be cash equivalents.

Use of Estimates and Assumptions

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

Foreign Currency Translation

The financial statements are presented in United States dollars. In accordance with Statement of Financial Accounting Standards No. 52, “Foreign Currency Translation”, foreign denominated monetary assets and liabilities are translated into their United States dollar equivalents using foreign exchange rates which prevailed at the balance sheet date. Revenue and expenses are translated at average rates of exchange during the year. Gains or losses resulting from foreign currency transactions are included in results of operations.

F-6

XTREME LINK INC.

(A Development Stage Company)

NOTES TO THE FINANCIAL STATEMENTS

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Fair Value of Financial Instrument

The carrying value of cash approximates its fair value because of the short maturity of this instrument. Unless otherwise noted, it is management’s opinion the Company is not exposed to significant interest, currency or credit risks arising from this financial instrument.

Comprehensive Loss

SFAS No. 130, “Reporting Comprehensive Income,” establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As at May 31, 2007, the Company has no items that represent a comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements.

Income Taxes

Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. The Company has adopted SFAS No. 109 “Accounting for Income Taxes” as of its inception. Pursuant to SFAS No. 109 the Company is required to compute tax asset benefits for net operating losses carried forward.

Basic and Diluted Net Income (Loss) per Share

The Company computes net income (loss) per share in accordance with SFAS No. 128, "Earnings per Share" (SFAS 128). SFAS 128 requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of common shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including stock options, using the treasury stock method, and convertible preferred stock, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive.

Recent Accounting Pronouncements

The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow.

Impairment of Long-lived Assets

The Company records the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of assets to be held and used over the long term are measured by a comparison of the carrying value of the asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the amount of the impairment is measured by the amount by which the carrying amount of the asset exceeds its fair value.

Goodwill and Other Intangible Assets

The Company has adopted the provisions of the Statement of Financial Accounting Standards No. 142 (“SFAS 142”), “Goodwill and Other Intangible Assets”. Goodwill and other intangible assets with indefinite lives are no longer amortized under SFAS 142, but instead are tested for impairment at least annually. In addition, intangible assets with a definite life are amortized over that expected life and tested for impairment at least annually or whenever events or circumstances indicate a revision to the remaining period of amortization is warranted. As of May 31, 2007 and August 31, 2007 the pending patent has an indefinite useful life. No impairment expense has been recognized associated with the pending patent.

F-7

XTREME LINK INC.

(A Development Stage Company)

NOTES TO THE FINANCIAL STATEMENTS

3.	COMMON SHARES

a)	During June 2006, the Company issued 5,000,000 common shares of the Company at $0.001 per share to the Company’s president for acquisition of a pending patent.

b)	During the year ended May 31, 2007, the Company issued 2,900,000 common shares of the Company at $0.01 per share for cash proceeds of $29,000.

4.	RELATED PARTY TRANSACTIONS

a)	During June 2006, the Company issued 5,000,000 common shares of the Company at $0.001 per share to the Company’s president for acquisition of a patent.

The President of the Company provides management services and office premises to the Company at no charge. The donated services are valued at $500 per month and donated office premises are valued at $500 per month. A total of $5,500 for donated services and $5,500 for donated rent were charged to operations and recorded as donated capital for the year ended May 31, 2007. For the three months ended August 31, 2007 a total of $1,500 for donated services and $1,500 for donated rent were charged to operations and recorded as additional paid in capital.

c)	As at August 31, 2007 an amount of $577 (May 31, 2007 - $577) is due to a director of the Company. The amount is unsecured, non-interest bearing and has no specified terms of repayment.

5.	INCOME TAXES

Deferred income taxes reflect the net effect of:

(a) temporary difference between carrying amounts of assets and liabilities for financial purposes and the amounts used for income taxes reporting purposes, and

(b) net operating loss carryforwards.

No net provision for refundable U.S. Federal income tax has been made in the accompanying statement of loss because no recoverable taxes were paid previously. Similarly, no deferred tax asset attributable to the net operating loss carryforward has been recognized, as it is not deemed likely to be realized.

The effective tax rate of the Company is reconciled to statutory tax rates as follows:

	May 31, 2007
U.S federal statutory tax rate		34	%
U.S. valuation allowance		(34	%)
Effective tax rate		-

Deferred tax assets consist of the following:

	May 31, 2007
Net Operating Loss Carryforward	$	4,000
Valuation Allowance		(4,000	)
Effective tax rate	$	-

F-8

XTREME LINK INC.

(A Development Stage Company)

NOTES TO THE FINANCIAL STATEMENTS

5.	INCOME TAXES (continued)

The valuation allowance increased by approximately $4,000 during the year ended May 31, 2007. The Company has non-capital losses carried forward of approximately $12,000 which expire beginning in 2027. They may be utilized to offset future taxable income. Future tax benefits, which may arise as a result of these losses and resource expenditures, have not been recognized in these financial statements.

F-9

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS

We have had no changes in or disagreements with our accountants.

AVAILABLE INFORMATION

We have filed a registration statement on form SB-2 under the Securities Act of 1933 with the Securities and Exchange Commission with respect to the shares of our common stock offered through this prospectus. This prospectus is filed as a part of that registration statement, but does not contain all of the information contained in the registration statement and exhibits. Statements made in the registration statement are summaries of the material terms of the referenced contracts, agreements or documents of the company. We refer you to our registration statement and each exhibit attached to it for a more detailed description of matters involving the company, and the statements we have made in this prospectus are qualified in their entirety by reference to these additional materials. You may inspect the registration statement, exhibits and schedules filed with the Securities and Exchange Commission at the Commission’s principal office in Washington, D.C. Copies of all or any part of the registration statement may be obtained from the Public Reference Section of the Securities and Exchange Commission, 100 F Street, N.E., Washington, D.C. 20549. Please call the Commission at 1-800-SEC-0330 for further information on the operation of the public reference rooms. The Securities and Exchange Commission also maintains a web site at http://www.sec.gov that contains reports, proxy statements and information regarding registrants that file electronically with the Commission. Our registration statement and the referenced exhibits can also be found on this site.

For further information with respect to us and the securities being offered hereby, reference is hereby made to the registration statement, including the exhibits thereto and the financial statements, notes, and schedules filed as a part thereof.

Until 90 days after the date this registration statement is declared effective, 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 in the Prospectus

Item 24. Indemnification of Directors and Officers

Our officers and directors are indemnified as provided by the Nevada Revised Statutes and our bylaws. Under the Nevada Revised Statutes, a corporation may indemnify a director or officer for expenses, including attorneys’ fees, judgments, fines, and amounts paid in settlement in connection with certain actions unless it is specifically limited by a company’s articles of incorporation. Our articles of incorporation permit indemnification to the fullest extent permitted under Nevada law. Excepted from a director’s or officer’s ability to receive indemnification are:

(1)	a willful failure to deal fairly with the company or its shareholders in connection with a matter in which the director has a material conflict of interest;

(2)	a violation of criminal law (unless the director had reasonable cause to believe that his or her conduct was lawful or no reasonable cause to believe that his or her conduct was unlawful);

(3)	a transaction from which the director derived an improper personal profit; and

(4)	willful misconduct.

Our bylaws provide that we will indemnify our directors and officers to the fullest extent not prohibited by Nevada law; provided, however, that we may modify the extent of such indemnification by individual contracts with our directors and officers; and, provided, further, that we shall not be required to indemnify any director or officer in connection with any proceeding (or part thereof) initiated by such person unless:

(1)	such indemnification is expressly required to be made by law;

(2)	the proceeding was authorized by our Board of Directors;

(3)	such indemnification is provided by us, in our sole discretion, pursuant to the powers vested us under Nevada law; or

(4)	such indemnification is required to be made pursuant to the bylaws.

Our bylaws provide that we will advance all expenses incurred to any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, by reason of the fact that he or she is or was our director or officer, or is or was serving at our request as a director or executive officer of another company, partnership, joint venture, trust or other enterprise, prior to the final disposition of the proceeding, promptly following request. This advance of expenses is to be made upon receipt of an undertaking by or on behalf of such person to repay said amounts should it be ultimately determined that the person was not entitled to be indemnified under our bylaws or otherwise.

Our bylaws also provide that no advance shall be made by us to any officer in any action, suit or proceeding, whether civil, criminal, administrative or investigative, if a determination is reasonably and promptly made: (a) by the board of directors by a majority vote of a quorum consisting of directors who were not parties to the proceeding; or (b) if such quorum is not obtainable, or, even if obtainable, a quorum of disinterested directors so directs, by independent legal counsel in a written opinion, that the facts known to the decision-making party at the time such determination is made demonstrate clearly and convincingly that such person acted in bad faith or in a manner that such person did not believe to be in or not opposed to our best interests.

Item 25. Other Expenses of Issuance and Distribution

The estimated costs of this offering are as follows:

Securities and Exchange Commission registration fee	$	8.90
Transfer Agent Fees		1,000
Accounting fees and expenses		5,000
Legal fees and expenses		5,000
Edgar filing fees		1,000
	$	12,008.90

All amounts are estimates other than the Commission’s registration fee.

We are paying all expenses of the offering listed above. No portion of these expenses will be borne by the selling shareholders. The selling shareholders, however, will pay any other expenses incurred in selling their common stock, including any brokerage commissions or costs of sale.

Item 26. Recent Sales of Unregistered Securities

We issued 5,000,000 shares of common stock on June 22, 2006 to Mr. Terry Hahn our sole director. These shares were issued pursuant to Section 4(2) of the Securities Act of 1933 (the “Securities Act”) at a price of $0.001 per share, for total consideration of $5,000. The 5,000,000 shares of common stock are restricted shares as defined in the Securities Act.

We completed an offering of 2,900,000 shares of our common stock at a price of $0.01 per share to a total of 29 purchasers on October 31, 2007. The total amount we received from this offering was $29,000. We completed this offering pursuant to Regulation S of the Securities Act. Each purchaser represented to us that they were a non-US person as defined in Regulation S. We did not engage in distribution of these offerings in the United States. Appropriate legends were affixed to the stock certificate issued to each purchaser in accordance with Regulation S. None of the securities were sold through an underwriter and accordingly, there were no underwriting discounts or commissions involved. No registration rights were granted to any of the purchasers.

Item 27. Exhibits

Exhibit Number	Description
3.1	Articles of Incorporation, as amended
3.2	Bylaws
4.1	Specimen Stock Certificate
5.1	Legal opinion of Gersten Savage LLP
23.1	Consent of LBB & Associates Ltd., LLP, Certified Public Accountants
23.2	Consent of Gersten Savage LLP (Forms part of Exhibit 5.10)

Item 28 Undertakings

Insofar as indemnification for liabilities arising under the Securities Act of 1933, as amended, may be permitted to directors, officers and controlling persons of the registrant pursuant to any provision of the certificate of incorporation, bylaws, contract arrangements, statute, 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 Securities Act of 1933, and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by 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, the registrant issuer 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.

The undersigned registrant hereby undertakes that:

(1)

It will file, during any period in which it offers or sells securities, a post-effective amendment to this Registration Statement to:

(i)

Include any prospectus required by Section 10(a)(3) of the Securities Act of 1933;

(ii)

Reflect in the prospectus any facts or events which, individually or together, represent a fundamental change in the information in the registration statement. 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 prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in 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; and

(iii)

Include any additional or changed material information on the plan of distribution;

(2)

For determining liability under the Securities Act of 1933, it will 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; and

(3)

It will file a post-effective amendment to remove from registration any of the securities that remain unsold at the end of the offering.

(4)

For determining any liability under the Securities Act of 1933, it will treat the information omitted from the form of prospectus filed as part of this registration statement in reliance upon Rule 430A and contained in a form of prospectus filed by the small business issuer under Rule 424(b)(1) or (4) or 497(h) under the Securities Act of 1933, as part of this registration statement as of the time the Commission declared it effective.

(5)

For determining any liability under the Securities Act of 1933, it will treat each post-effective amendment that contains a form of prospectus as a new registration statement for the securities offered in the registration statement, and that offering of the securities at that time as the initial bona fide offering of those securities.

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 of the requirements for filing on Form SB-2 and authorized this registration statement to be signed on its behalf by the undersigned, in the City of Vancouver, Province of British Columbia on December 14, 2007.

	Xtreme Link Inc.

	By:	/s/ Terry Hahn
		Mr. Terry Hahn
		President, Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary and Director

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 dates stated.

SIGNATURE	CAPACITY IN WHICH SIGNED	DATE
/s/ Terry Hahn	President, Chief Executive Officer, Principal Accounting Officer, Treasurer, Secretary and Director	December 14, 2007
Mr. Terry Hahn		December 14, 2007

NEVADA	333 613	20-5240593
(State or other jurisdiction of incorporation or organization)	(Primary Standard Industrial Classification Code Number)	(I.R.S. Employer Identification Number)

Title of each class of securities to be registered	Amount to be registered	Proposed maximum offering price per share⁽¹⁾	Proposed maximum aggregate offering price	Amount of registration fee⁽²⁾
Common Stock	2,900,000 shares	$0.10	$290,000	$8.90

Securities Being Offered	Up to 2,900,000 shares of common stock in Xtreme Link, Inc.

Initial Offering Price	The selling shareholders will sell our shares at $0.10 per share until our shares are quoted on the OTCBB, and thereafter at prevailing market prices or, privately negotiated prices. This price was arbitrarily determined by Xtreme Link, Inc.

Terms of the Offering	The selling shareholders will determine the terms relative to the sale of the common stock offered in this Prospectus.

Termination of the Offering	The offering will conclude when all of the 2,900,000 shares of common stock have been sold or at a time when the Company, in its sole discretion, decides to terminate the registration of the shares. The Company may decide to terminate the registration if it is no longer necessary due to the operation of the resale provisions of Rule 144 promulgated under the Securities Act of 1933. We may also terminate the offering for no given reason whatsoever.

Risk Factors	The securities offered hereby involve a high degree of risk and should not be purchased by investors who cannot afford the loss of their entire investment. See “Risk Factors.”

Common Stock Issued Before Offering	7,900,000 shares of our common stock are issued and outstanding as of the date of this prospectus.

Common Stock Issued After Offering	7,900,000 shares of common stock.

Use of Proceeds	We will not receive any proceeds from the sale of the common stock by the selling shareholders.

Name of Selling Stockholder	Shares Beneficially Owned Prior to this Offering⁽¹⁾	Total Number of Shares to Be Offered for Selling Shareholders Account	Total Shares to Be Beneficially Owned upon Completion of this Offering	Percentage of Shares Beneficially Owned upon Completion of this Offering
Ryan Hanson 325 Kline Cres. Edmonton, Alberta T6L 6K8 Canada	100,000	100,000	0	0
Brendan Sledz 3423 143 Ave. Edmonton, Alberta T5Y 1H6 Canada	100,000	100,000	0	0
Erin Dillman PO Box 23 Site 330, RR 3 STN Main Stony Plain, Alberta T7Z1X3 Canada	100,000	100,000	0	0
Russel McAllister 9615 64^th Ave. Edmonton, Alberta T6E 0J2 Canada	100,000	100,000	0	0
Carly Hagel 1412 107 Ave., Calgary, Alberta T2W 0B9 Canada	100,000	100,000	0	0
Susan Hahn 1201 9943 110 St. Edmonton, Alberta T5K 2N5 Canada	100,000	100,000	0	0
Gerald Majeau 15202 98 Ave. Edmonton, Alberta T5P 0G4 Canada	100,000	100,000	0	0
Jacqueline Hagel 1412 107 Ave., Calgary, Alberta T2W 0B9 Canada	100,000	100,000	0	0

Pierre Duperron 11432 53 Ave. Edmonton, Alberta T6H 0S8 Canada	100,000	100,000
Christine Didur 11710 125 St. Edmonton, Alberta T5M 0N6 Canada	100,000	100,000
John Fung 820 112A St. Edmonton, Alberta T6J 6W3 Canada	100,000	100,000
Lee Goodyear RR # 1 Site 120 C-30 Cornel, Alberta T0E 0H0 Canada	100,000	100,000
Chris Calkins 307 4510 106 St. Edmonton, Alberta T6H 4X2 Canada	100,000	100,000
Cory Lynch 639 88^th St., Edmonton, Alberta T6X 1E1 Canada	100,000	100,000
Keith Squires 1024 Knottwood Road, Edmonton, Alberta T6K 3R4 Canada	100,000	100,000
Ricky Dickison 15708-119 St. Edmonton, Alberta T5X 2P5 Canada	100,000	100,000
Jason Jessome 268 Primrose Gardens Edmonton, Alberta T5T 0R1 Canada	100,000	100,000
Justin Sinclair-Cole 201-7933-82 Ave. Edmonton, Alberta T6C 0Y1 Canada	100,000	100,000
Chad Stang PO Box 363, Macklin, Saskatchewan, S0L 2C0 Canada	100,000	100,000
Darrell Cross 14423-131 St. Edmonton, Alberta T6V 1G8 Canada	100,000	100,000

SUMMARY FINANCIAL INFORMATION	1
THE OFFERING	3
RISK FACTORS	4
FORWARD-LOOKING STATEMENTS	12
USE OF PROCEEDS	12
DETERMINATION OF OFFERING PRICE	12
DIVIDEND POLICY	12
MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS	13
DILUTION	13
SELLING SHAREHOLDERS	13
PLAN OF DISTRIBUTION	17
LEGAL PROCEEDINGS	19
DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS	19
DESCRIPTION OF SECURITIES	20
INTERESTS OF NAMED EXPERTS AND COUNSEL	21
DISCLOSURE OF COMMISSION POSITION OF INDEMNIFICATION FOR SECURITIES ACT LIABILITIES	21
DESCRIPTION OF BUSINESS	22
NOTE REGARDING FORWARD-LOOKING STATEMENTS	24
MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION	25
DESCRIPTION OF PROPERTY	28
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS	28
MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS	29
EXECUTIVE COMPENSATION	31
FINANCIAL STATEMENTS	32
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS	33
AVAILABLE INFORMATION	33
Part II Information Not Required in the Prospectus	34
SIGNATURES	38

	August 31, 2007
Cash	$	28,496
Patent Pending	$	5,000
Total Assets	$	33,496
Liabilities	$	577
Total Stockholders’ Equity	$	32,919

	From Inception on June 22, 2006 to August 31, 2007
Revenue	$	0
Net Loss	$	15,081

Matt Gallant 7739-78 Ave. Edmonton, Alberta T6C 0M8 Canada	100,000	100,000
Robert Gliener 7616-172A St. Edmonton, Alberta T5T 0E2 Canada	100,000	100,000
Sheldon Allen 10508-60A Ave. Edmonton, Alberta T6H 1K2 Canada	100,000	100,000
Brad Kobylnyk 5708-90 Ave. Edmonton, Alberta T6B 0N9 Canada	100,000	100,000
Craig Taylor 9739-70 Ave. Edmonton, Alberta T6E 0V4 Canada	100,000	100,000
William Wallace Halloway 319 Gibb Close Edmonton, Alberta T5T 6W8 Canada	100,000	100,000
Richard Burton 10615-76 St. Edmonton, Alberta T6A 3B5 Canada	100,000	100,000
Jesse Hahn 11107-50^th Ave. Edmonton, Alberta T6H 0J1 Canada	100,000	100,000
Mel Hahn PO Box 1538, Hanna, Alberta T0J 1P0 Canada	100,000	100,000
Total	2,900,000	2,900,000

Name	Age	Office
Mr. Terry Hahn	53	President, Chief Executive Officer, Principal Accounting Officer, Treasurer, Secretary and Director

Title Of Class	Name And Address of Beneficial Owner	Amount Of Beneficial Ownership	Percent of Class
Common Stock	Terry Hahn President, Chief Executive Officer, Treasurer, Chief Financial Officer and Director 21-10405 Jasper Avenue, Edmonton, Alberta, T5J 3S2, Canada	5,000,000	63.29%
Common Stock	All Officers and Directors as a group that consists of 1 person	5,000,000	63.29%