Nevada
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26-1749145
|
|
(State
of Incorporation)
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(IRS
Employer Ident. No.)
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3203 Third Avenue North #300
Billings, Montana
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59101
|
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(Address
of Principal Executive Offices)
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(Zip
Code)
|
Quantum
Information, Inc.
13414
South 47th
Place
Phoenix,
Arizona 85044
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(Former
name or former address, if changed since last
report)
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¨ Large
accelerated filer
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¨ Accelerated
filer
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¨ Non-accelerated
filer
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x Smaller
reporting company
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PART I - FINANCIAL
INFORMATION
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||
Item
1.
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Financial
Statements
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Page
|
Balance
Sheets – January 31, 2009 (Unaudited) and April 30, 2008
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1
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|
Statements
of Operations - (Unaudited) Three Months and Nine Months Ended January 31,
2009 and 2008
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2
|
|
Statements
of Cash Flows - (Unaudited) Nine Months Ended January 31, 2009 and
2008
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3
|
|
Statements
of Stockholders Equity (Unaudited) – For the Period Ended January 31,
2009
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4
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Notes
to Financial Statements
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5
|
|
Item
2.
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Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
|
|
Financial
Condition and Results
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10
|
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Item
3.
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Quantitative
and Qualitative Disclosures About Market Risk
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13
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Item
4.
|
Controls
and Procedures
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13
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PART II - OTHER
INFORMATION
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||
Item
1.
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Legal
Proceedings
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14
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Item
1A.
|
Risk
Factors
|
14
|
Item
2.
|
Unregistered
Sales of Equity Securities and Use of Proceeds
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21
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Item
3.
|
Defaults
Upon Senior Securities
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21
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Item
4.
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Submission
of Matters to a Vote of Security Holders
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21
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Item
5.
|
Other
Information
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22
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Item
6.
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Exhibits
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22
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Signatures
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23
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ASSETS
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||||||||
January
31,
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April
30,
|
|||||||
2009
|
2008
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|||||||
(Unaudited)
|
||||||||
Current
Assets
|
||||||||
Cash
and Cash Equivalents
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$ | 193 | $ | 76,697 | ||||
Total
Current Assets
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193 | $ | 76,697 | |||||
Assets
of discontinued operations, net
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- | 24,764 | ||||||
Total
Assets
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$ | 193 | $ | 101,461 | ||||
LIABILITIES
& STOCKHOLDERS' EQUITY (DEFICIT)
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||||||||
Current
Liabilities
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||||||||
Accrued
Expenses
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$ | 22,667 | $ | - | ||||
Liabilities
of discontinued operations, net
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- | 1,750 | ||||||
Total
Current Liabilities
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22,667 | 1,750 | ||||||
Stockholders'
Equity (Deficit)
|
||||||||
Common
Stock, $0.001 par value, 75,000,000 shares authorized,
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||||||||
2,060,000 shares
issued and outstanding at January 31, 2009 and,
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||||||||
2,860,000 shares
issued and outstanding at April 30, 2008
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2,060 | 2,860 | ||||||
Additional
paid-in capital
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83,235 | 120,138 | ||||||
Deficit
accumulated in the development stage
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(107,769 | ) | (23,287 | ) | ||||
Total
Stockholders' Equity (Deficit)
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(22,474 | ) | 99,711 | |||||
Total
Liabilities and Stockholders' Equity (Deficit)
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$ | 193 | $ | 101,461 |
For
the period
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||||||||||||||||||||
of
Inception,
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||||||||||||||||||||
For
the
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For
the
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from
May 19,
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||||||||||||||||||
Three
Months Ended
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Nine
Months Ended
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2005
through
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||||||||||||||||||
January
31,
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January
31,
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January
31,
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||||||||||||||||||
2009
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2008
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2009
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2008
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2009
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||||||||||||||||
Expenses:
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||||||||||||||||||||
Professional
Fees
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$ | 6,500 | $ | - | $ | 6,500 | $ | - | $ | 6,500 | ||||||||||
Consulting
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16,667 | 16,667 | 16,667 | |||||||||||||||||
Other
General & Administrative
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329 | - | 329 | - | 329 | |||||||||||||||
Total
Operating Expenses
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23,496 | - | 23,496 | - | 23,496 | |||||||||||||||
Operating
Loss From Continuing Operations
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$ | (23,496 | ) | $ | - | $ | (23,496 | ) | $ | - | $ | (23,496 | ) | |||||||
Discontinued
operations
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||||||||||||||||||||
Loss
from discontinued operations
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(36,530 | ) | (60,986 | ) | (84,273 | ) | ||||||||||||||
Net
Loss
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$ | (60,026 | ) | $ | - | $ | (84,482 | ) | $ | - | $ | (107,769 | ) | |||||||
Basic
and Dilutive Net Loss Per Share
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$ | (0.02 | ) | $ | - | $ | (0.03 | ) | $ | - | ||||||||||
Weighted
average number of shares
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||||||||||||||||||||
outstanding,
basic and diluted
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2,712,174 | - | 2,810,725 | - |
For
the period
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||||||||||||
of
Inception,
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||||||||||||
For
the
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May
19,
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|||||||||||
Nine
Months Ended
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2005
to
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|||||||||||
January
31,
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January
31,
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|||||||||||
2009
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2008
|
2009
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||||||||||
Cash
Flows from Operating Activities
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||||||||||||
Net
Loss from continuing operations
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$ | (23,496 | ) | $ | - | $ | (23,496 | ) | ||||
Net
Loss from discontinued operations
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(60,986 | ) | (84,273 | ) | ||||||||
Adjustments
to reconcile net loss to net
|
||||||||||||
cash
used in operating activities:
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||||||||||||
Depreciation
expense
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1,178 | - | 1,478 | |||||||||
Change
in operating assets and liabilities:
|
||||||||||||
Accounts
Receivable
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(14,118 | ) | - | (14,118 | ) | |||||||
Prepaids
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- | (1,500 | ) | |||||||||
Accrued
expenses
|
22,667 | 22,667 | ||||||||||
Net
Cash used in Operating Activities
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(74,755 | ) | - | (99,242 | ) | |||||||
Cash
Flows from Investing Activities
|
||||||||||||
Purchase
of equipment
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- | - | (23,564 | ) | ||||||||
Net
Cash used in Investing Activities
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- | - | (23,564 | ) | ||||||||
Cash
Flows from Financing Activities
|
||||||||||||
Proceeds
from the sale of Common Stock
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- | - | 122,998 | |||||||||
Repayment
of loan from officer
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(1,750 | ) | - | - | ||||||||
Net
Cash provided by (used by) Financing Activities
|
(1,750 | ) | - | 122,998 | ||||||||
Net
Increase (Decrease) in Cash
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(76,505 | ) | - | 192 | ||||||||
Cash
at beginning of period
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76,697 | - | - | |||||||||
Cash
at end of period
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$ | 192 | $ | - | $ | 192 | ||||||
Cash
paid for
|
||||||||||||
Interest
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$ | - | $ | - | $ | - | ||||||
Income
Taxes
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$ | - | $ | - | $ | - | ||||||
Supplemental
Disclosue of Non-Cash Disposal of Assets related to Discontinued
Operations:
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||||||||||||
Accounts
receivable
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$ | 14,118 | $ | - | $ | 14,118 | ||||||
Prepaids
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1,500 | - | 1,500 | |||||||||
Property
and Equipment
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22,085 | - | 22,085 | |||||||||
Common
stock
|
(800 | ) | - | (800 | ) | |||||||
Additional
Paid in Capital
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(36,903 | ) | - | (36,903 | ) | |||||||
$ | - | $ | - | $ | - |
Accumulated
|
||||||||||||||||||||
Additional
|
Deficit
During
|
|||||||||||||||||||
Common Stock
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Paid-in
|
Development
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||||||||||||||||||
Shares
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Amount
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Capital
|
Stage
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Total
|
||||||||||||||||
Balances
at May 19, 2007
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- | $ | - | $ | - | $ | - | $ | - | |||||||||||
Common
stock issued for cash on
|
||||||||||||||||||||
January
10, 2008 at $0.01 per share
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1,800,000 | 1,800 | 16,200 | - | 18,000 | |||||||||||||||
Common
stock issued for cash on
|
||||||||||||||||||||
February
20, 2008 at $0.10 per share
|
1,060,000 | 1,060 | 103,938 | - | 104,998 | |||||||||||||||
Net
loss for the year ended April 30, 2008
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- | - | - | (23,287 | ) | (23,287 | ) | |||||||||||||
Balances
at April 30, 2008
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2,860,000 | $ | 2,860 | $ | 120,138 | $ | (23,287 | ) | $ | 99,711 | ||||||||||
Shares
retired in the disposal of assets
|
(800,000 | ) | (800 | ) | (36,903 | ) | - | (37,703 | ) | |||||||||||
Net
loss from discontinued operations for the nine months ended January 31,
2009
|
- | - | - | (60,986 | ) | (60,986 | ) | |||||||||||||
Net
loss from continuing operations for the nine months ended January 31,
2009
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- | - | - | (23,496 | ) | (23,496 | ) | |||||||||||||
Balances
at January 31, 2009
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2,060,000 | $ | 2,060 | $ | 83,235 | $ | (107,769 | ) | $ | (22,474 | ) |
Joel
Klandrud
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900,000
shares at a price of $0.01 per share
|
President
and Chief Operating Officer
|
|
Director
|
|
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Sandra
Dosdall
|
900,000
shares at a price of $0.01 per share
|
Director
|
Accounts
receivable
|
$ | 14,118 | ||
Prepaids
|
1,500 | |||
Property
and Equipment
|
22,085 |
Item
3.
|
Quantitative
and Qualitative Disclosures about Market
Risk.
|
Item
4T.
|
Controls
and Procedures.
|
Item
1.
|
Legal
Proceedings
|
Item
1A.
|
Risk
Factors
|
Item
2.
|
Unregistered
Sales of Equity Securities and Use of
Proceeds.
|
Item
3.
|
Defaults
Upon Senior Securities.
|
Item
4.
|
Submission
of Matters to a Vote of Security
Holders.
|
|
·
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The
sale by us to Joel Klandrud of all of our assets, pursuant to that certain
Asset Sale Agreement, dated January 14, 2009, in exchange for (1) the
surrender to us by Mr. Klandrud of 800,000 shares of our Common Stock, par
value $0.001 per share, and (2) the assumption by Mr. Klandrud of all of
our liabilities.
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Item
5.
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Other
Information.
|
Item
6.
|
Exhibits.
|
No.
|
Description
|
Exhibit
2.1
|
Acquisition
Agreement, dated as of January 9, 2009, entered into by and between the
registrant and John P. Baugues Jr., The John Paul Baugues Sr. Family
Trust, and TRX Capital, LLC, incorporated herein by reference to Exhibit
10.1 of the registrant’s Current Report on Form 8-K filed with the SEC on
February 6, 2009
|
Exhibit
10.1
|
Agreement
for Sale of Assets, dated January 14, 2009, entered into between the
registrant and Joel Klanrud, incorporated herein by reference to Exhibit
10.1 to the registrant’s Current Report on Form 8-K filed with the SEC on
March 4, 2009
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Exhibit
10.2
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Support
Services Agreement, dated January 8, 2009, between Strands Management
Company, LLC and the registrant*
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Exhibit
10.3
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Engagement
Letter, dated January 8, 2009, between the registrant and Monarch Bay
Associates, LLC*
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Exhibit
31.1
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Certification
by the Chief Executive Officer Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002*
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Exhibit
31.2
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Certification
by the Chief Financial Officer Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002*
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Exhibit
32.1
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Certification
by the Chief Executive Officer 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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Exhibit
32.2
|
Certification
by the Chief Financial Officer 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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Dated:
March 17, 2009
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MGMT
Energy, Inc.
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||
By:
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/s/ Tydus Richards
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||
Tydus
Richards, Chairman
|
|||
By:
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/s/ John Baugues, Jr.
|
||
John
Baugues, Jr., Chief Executive Officer
|
|||
By:
|
/s/ Matt Szot
|
||
Matt
Szot, Chief Financial Officer
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No.
|
Description
|
Exhibit
2.1
|
Acquisition
Agreement, dated as of January 9, 2009, entered into by and between the
registrant and John P. Baugues Jr., The John Paul Baugues Sr. Family
Trust, and TRX Capital, LLC, incorporated herein by reference to Exhibit
10.1 of the registrant’s Current Report on Form 8-K filed with the SEC on
February 6, 2009
|
Exhibit
10.1
|
Agreement
for Sale of Assets, dated January 14, 2009, entered into between the
registrant and Joel Klanrud, incorporated herein by reference to Exhibit
10.1 to the registrant’s Current Report on Form 8-K filed with the SEC on
March 4, 2009
|
Exhibit
10.2
|
Support
Services Agreement, dated January 8, 2009, between Strands Management
Company, LLC and the registrant*
|
Exhibit
10.3
|
Engagement
Letter, dated January 8, 2009, between the registrant and Monarch Bay
Associates, LLC*
|
Exhibit
31.1
|
Certification
by the Chief Executive Officer Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002*
|
Exhibit
31.2
|
Certification
by the Chief Financial Officer Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002*
|
Exhibit
32.1
|
Certification
by the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002*
|
Exhibit
32.2
|
Certification
by the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002*
|