10-Q/A 1 v131941_10qa.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
FORM 10-Q/A
(Amendment No. 1)
 
(Mark One)
x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended: June 30, 2008
 
o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the transition period from ____ to ____
 
Commission File Number: 000-9500
 
______________________________________
 
Secured Digital Storage Corporation
(Exact Name of Registrant as Specified in its Charter)
 
______________________________________
 
New Mexico
 
85-0280415
(State or Other Jurisdiction of Incorporation
or Organization)
 
(I.R.S. Employer Identification No.)
 
2001 Butterfield Road, Suite 1050, Downers Grove, IL 60615
(Address of Principal Executive Offices, Zip Code)
 
(630-271-8593)
(Registrant’s Telephone Number, Including Area Code) 
 
Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer”, “accelerated filer” and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
 
Large accelerated filer o   Accelerated filer o Non-accelerated filer  o Smaller reporting company x
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
 
As of November 13, 2008, 19,507,479 shares of Common Stock, $.001 par value were outstanding.
 


Explanatory Note:

This Amendment No. 1 to the Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2008 of Secured Digital Storage Corporation and filed with the Securities and Exchange Commission on August 19, 2008 (as so amended, the “Form 10-Q”) amends (i) Item 4T-Controls and Procedures and (ii) the Certifications from our Principal Executive Officer and Principal Financial Officer as required by Rules 13a-15(e) and 15d-15(e).
 
2

 
SECURED DIGITAL STORAGE CORPORATION
CONTENTS TO FORM 10-Q

       
Page
PART I
 
FINANCIAL INFORMATION
 
 
 
Item 4T.
 
Controls and Procedures
 
4
 
 
 
   
PART II
 
OTHER INFORMATION
   
 
Item 6.
 
Exhibits
 
5
 
 
 
   
Signatures
 
 
 
6
 
 
 
   
Exhibit Index 
 
7
 
3

 
Part I.  Financial Information

ITEM 4T. CONTROLS AND PROCEDURES
 
Disclosure Controls and Procedures

As of the end of the period covered by this report, we conducted an evaluation, under the supervision and with the participation of our principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 (the “Exchange Act”). Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures are effective.

Internal Controls over Financial Reporting

There were no changes in the Company’s internal control over financial reporting that occurred during the Company’s last fiscal quarter that has materially affected or is reasonably likely to materially affect the Company’s internal control over Financial Reporting.
 
4

 
Part II.  Other Information
 
ITEM 6. EXHIBITS

Exhibit
Number
 
Description of Document
 
31.1
 
Officer’s Certificate Pursuant to 15 U.S.C. 7241, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
31.2
 
Officer’s Certificate Pursuant to 15 U.S.C. 7241, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
32.1
 
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
     
32.2
 
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
5

 
SIGNATURES
 
In accordance with the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
SECURED DIGITAL STORAGE CORPORATION
(Registrant)

Date: November 17, 2008  
By: 
/s/ William M. Lynes
 
 
William M. Lynes
Chief Executive Officer and Chairman of the Board
(Principal Executive Officer)
 
 
 
Date: November 17, 2008
By: 
/s/ Patrick J. Gainer
 
 
Chief Financial Officer
(Principal Financial and Accounting Officer)
 
6

 
EXHIBIT INDEX 
 
Exhibit
Number
 
Description of Document
     
31.1
 
Officer’s Certificate Pursuant to 15 U.S.C. 7241, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
31.2
 
Officer’s Certificate Pursuant to 15 U.S.C. 7241, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
32.1
 
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
     
32.2
 
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

7