10QSB 1 v076006_10qsb.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-QSB

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

1-9370

(COMMISSION FILE NUMBER)

FOR THE QUARTERLY PERIOD MARCH 31, 2007

FOR

RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION
 
(Exact Name of Registrant as Specified in the Charter)

DELAWARE
 
13-3186327
(State of Other Jurisdiction of Incorporation)
 
(I.R.S. Employer Identification Number)

2500 Plaza 5
Harborside Financial Center
Jersey City, NJ 07311
201-633-4715

Check whether the Registrant (1) has filed all reports required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 shell company (as defined in Rule 12b-2 of the Exchange Act) Yes o No x
 
As of May 15, 2007, there were 17,104,569 shares of the Registrant’s Common Stock, $0.001 par value per share, outstanding.

Transitional Small Business Disclosure Format Yes o No x


 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
TABLE OF CONTENTS

PART I
 
FINANCIAL INFORMATION
 
         
ITEM 1.
 
FINANCIAL STATEMENTS
 
3
         
ITEM 2.
 
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION & OPERATIONS
 
20
         
 
 
RISK FACTORS
 
25
         
ITEM 3.
 
CONTROLS AND PROCEDURES
 
26
         
PART II
 
OTHER INFORMATION
   
         
ITEM 1.
 
LEGAL PROCEEDINGS
 
26
         
ITEM 2.
 
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 
27
         
ITEM 3.
 
DEFAULTS UPON SENIOR SECURITIES
 
27
         
ITEM 4.
 
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 
27
         
ITEM 5.
 
OTHER INFORMATION
 
27
         
ITEM 6.
 
EXHIBITS
 
28
         
SIGNATURES
     
29
 
THIS REPORT CONTAINS FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS AND UNCERTAINTIES. SUCH STATEMENTS ARE BASED ON CURRENT EXPECTATIONS, ASSUMPTIONS, ESTIMATES AND PROJECTIONS ABOUT THE COMPANY AND ITS INDUSTRY. FORWARD-LOOKING STATEMENTS ARE SUBJECT TO KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS THAT MAY CAUSE ACTUAL RESULTS, LEVELS OF ACTIVITY, PERFORMANCE, ACHIEVEMENTS AND PROSPECTS TO BE MATERIALLY DIFFERENT FROM THOSE EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. THE COMPANY UNDERTAKES NO OBLIGATION TO UPDATE PUBLICLY ANY FORWARD-LOOKING STATEMENTS FOR ANY REASON EVEN IF NEW INFORMATION BECOMES AVAILABLE OR OTHER EVENTS OCCURRING IN THE FUTURE.

2

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED
FOR THE THREE MONTHS ENDED MARCH 31, 2007 AND 2006
 
 
Pages
Condensed Consolidated Balance Sheet  as of March 31, 2007 - Unaudited
4
Condensed Consolidated Statements of Income (Operations) For the Six Months and Three Months Ended March 31, 2007 and 2006 - Unaudited
5
Condensed Consolidated Statements of Cash Flows For the Six Months Ended March 31, 2007 and 2006 - Unaudited
6
Notes to Condensed Consolidated Financial Statements
7-19
 
3

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED)
MARCH 31, 2007
 
ASSETS
     
       
CURRENT ASSETS
     
Cash
 
$
230,401
 
Prepaid Expenses
   
151
 
Finance receivables - short term
   
224,494
 
Security Deposit
   
7,512
 
         
Total current assets
   
462,558
 
         
OTHER ASSETS
       
Finance receivables - long-term
   
455,790
 
         
Total other assets
   
455,790
 
         
TOTAL ASSETS
 
$
918,348
 
         
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
       
         
CURRENT LIABILITIES
       
Accrued and other expenses
 
$
66,227
 
Notes Payable -short term
   
213,658
 
         
Total current liabilities
   
279,885
 
         
LONG TERM LIABILITIES
       
Notes payable -long term
   
198,093
 
         
TOTAL LIABILITIES
   
477,978
 
 
       
STOCKHOLDERS' EQUITY (DEFICIT)
       
Preferred stock, par value $10 per share;
       
authorized 10,000,000 shares, 0 shares issued
       
and outstanding at December 31, 2006
   
-
 
Common stock, par value $.001 per share; 325,000,000 shares authorized
       
and 19,078,917 shares issued and 16,928,917outstanding at March 31, 2007.
   
19,078
 
Additional paid-in capital
   
820,230
 
Total paid-in capital
   
839,308
 
Accumulated deficit
   
(183,938
)
Total paid-in capital and accumulated deficit
   
655,370
 
Less : Cost of treasury stock (2,150,000 shares)
   
(215,000
)
Total stockholders' equity (deficit)
   
440,370
 
         
         
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
 
$
918,348
 
 
The accompanying notes are an integral part of the condensed consolidated financial statements.

4

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
   
FOR THE SIX MONTHS ENDED
MARCH 31,
 
FOR THE THREE MONTHS ENDED
MARCH 31,
 
   
2007
 
2006
 
2007
 
2006
 
                   
REVENUES
                 
Financing income
 
$
119,737
 
$
174,573
 
$
47,962
 
$
98,437
 
Gain on sales of finance receivable
   
18,334
   
19,334
   
18,334
   
19,334
 
Service income and other
   
70,265
   
97,086
   
24,897
   
52,978
 
TOTAL INCOME
   
208,336
   
290,993
   
91,193
   
170,749
 
                           
COSTS AND EXPENSES
                 
Selling, general and administrative
   
378,129
   
351,216
   
188,417
   
178,743
 
Total costs and expenses
   
378,129
   
351,216
   
188,417
   
178,743
 
                           
NET (LOSS) BEFORE OTHER INCOME
   
(169,793
)
 
(60,223
)
 
(97,224
)
 
(7,994
)
                           
OTHER INCOME (LOSS)
                         
Loss on sale of finance receivables
   
(15,205
)
 
(5,409
)
 
(15,205
)
 
-
 
Interest income
   
356
   
494
   
190
   
238
 
Total other Income (Loss)
   
(14,849
)
 
(4,915
)
 
(15,015
)
 
238
 
                           
NET (LOSS) BEFORE PROVISION FOR INCOME TAX
 
$
(184,642
)
$
(65,138
)
$
(112,239
)
$
(7,756
)
                           
PROVISION FOR INCOME TAXES
   
-
   
-
   
-
   
-
 
                           
NET(LOSS) BEFORE PREFERRED STOCK DIVIDEND
   
(184,642
)
 
(65,138
)
 
(112,239
)
 
(7,756
)
                           
LESS PREFERRED STOCK DIVIDEND
   
-
   
(20,000
)
 
-
   
(10,000
)
                           
NET (LOSS) APPLICABLE TO COMMON STOCK
 
$
(184,642
)
$
(85,138
)
$
(112,239
)
$
(17,756
)
                           
BASIC INCOME (LOSS) PER COMMON SHARE
 
$
(0.01
)
$
(0.00
)
$
(0.01
)
$
(0.00
)
                           
WEIGHTED AVERAGE OUTSTANDING SHARES
                         
OF COMMON STOCK - BASIC
   
16,959,466
   
17,103,307
   
16,811,139
   
17,808,917
 
 
The accompanying notes are an integral part of the condensed consolidated financial statements.

5

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
   
2007
 
2006
 
           
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
 
 
 
Net (Loss)
 
$
(184,642
)
$
(85,138
)
Adjustments to reconcile net (loss) to
             
net cash provided by (used in) operating activities:
             
               
Changes in Certain Assets and Liabilities
             
Proceeds from sale of portfolio - net of gain
   
227,907
   
117,277
 
Acquisition of finance receivables, net of buybacks
   
(397,808
)
 
(207,459
)
Collections applied to principal on finance receivables
   
337,202
   
210,187
 
(Increase) Decrease in Prepaid expenses
   
(151
)
 
-
 
(Increase) in security deposit
   
(7,512
)
 
-
 
(Decrease) in accounts payable - trade
   
-
   
(14,693
)
Increase (decrease) accrued expenses
   
32,174
   
6,963
 
Decrease in other payable
   
-
   
(30,000
)
(Decrease) Increase in Income Taxes
   
(1,900
)
 
-
 
               
Net cash provided by (used in) operating activities
   
5,270
   
(2,863
)
               
CASH FLOWS FROM FINANCING ACTIVITIES
             
Repurchase of retired common stock
   
(55,000
)
 
-
 
Repurchase of warrants
   
-
   
(112,600
)
Payments on notes payable
   
(174,509
)
 
-
 
Proceeds from from Note Payable
   
300,000
   
-
 
               
Net cash provided by (used in) financing activities
   
70,491
   
(112,600
)
               
NET INCREASE (DECREASE) IN CASH
   
75,761
   
(115,463
)
               
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD
   
154,640
   
212,424
 
               
CASH AND CASH EQUIVALENTS - END OF PERIOD
 
$
230,401
 
$
96,961
 
               
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
             
Issuance of Common Stock for:
             
Conversion of notes payable
 
$
-
 
$
16,897
 
Conversion of preferred stock
 
$
800,000
 
$
-
 
Conversion of preferred stock payable
 
$
20,000
 
$
-
 
               
Retirement of Common Stock for:
             
Repurchase of Common Stock - Non cash
 
$
160,000
 
$
-
 
 
The accompanying notes are an integral part of the condensed consolidated financial statements.

6

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A.
THE COMPANY AND PRESENTATION

The condensed consolidated unaudited interim financial statements included herein have been prepared by Receivable Acquisition and Management Corporation and Subsidiaries (the "Company"), formerly Feminique Corporation and Subsidiaries without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in the financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted as allowed by such rules and regulations, and the Company believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these condensed consolidated financial statements be read in conjunction with the September 30, 2006 audited consolidated financial statements and the accompanying notes thereto. While management believes the procedures followed in preparing these condensed consolidated financial statements are reasonable, the accuracy of the amounts are in some respects dependent upon the facts that will exist, and procedures that will be accomplished by the Company later in the year.

The management of the Company believes that the accompanying unaudited condensed consolidated financial statements contain all adjustments (including normal recurring adjustments) necessary to present fairly the operations, changes in stockholders' equity (deficit), and cash flows for the periods presented.
 
On November 25, 2003, the Company incorporated a wholly owned subsidiary Receivable Acquisition and Management Corp of New York ("Ram"). This corporation plans to purchase, manage and collect defaulted consumer receivables.

On April 21, 2004, the Company amended its certificate of incorporation to increase its authorized number of shares of common stock from 75,000,000 shares to 325,000,000 shares. This amendment was approved by the Company's shareholders at its April 20, 2004 annual meeting.
 
7

 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
B.
FINANCE RECEIVABLES

The Company on December 15, 2003, acquired defaulted consumer receivable portfolios for $569,071 with a face value of $15,985,138. Another portfolio with face value of $18,944,048 was acquired for $331,501. The Company accounts for its investment in finance receivables under the guidance of Statement of Position ("SOP") 03-3, "Accounting for Loans or Certain Debt Securities Acquired in a Transfer." This SOP limits the yield that may be accreted (accretable yield) to the excess of the Company's estimate of undiscounted expected principal, interest and other cash flows (cash flows expected at the acquisition to be collected) over the Company's initial investment in the finance receivables. Subsequent increases in cash flows expected to be collected are recognized prospectively through adjustment of the finance receivables yield over its remaining life. Decreases in cash flows expected to be collected are recognized as impairment to the finance receivable portfolios. The Company's proprietary collections model is designed to track and adjust the yield and carrying value of the finance receivables based on the actual cash flows received in relation to the expected cash flows. The Company acquired on April 19, 2004 a third portfolio with a face value of $447,390 for $31,317.

The Company, on September 16, 2004 put $97,763 on deposit for a fourth portfolio. However, the Company did not take possession of the portfolio and received a full refund in October 2004.

The Company acquired on October 10, 2004 a new portfolio with a face value of $2,107,132 for $100,444. The Company will use for this portfolio the "Recovery Method" for revenue recognition under which no revenue is recognized until the investment amount of $100,444 has been recovered.

On November 23, 2004 the Company sold the portfolio with an original face value of $18,944,048 and an acquisition price of $331,051 for a sale price of $293,250. The Company recognized a gain of $87,514 on the sale. The carrying value of the portfolio at the time of sale was $205,736.

During the quarter ending March 31, 2005, the Company acquired portfolios for $487,280. The Company will use for these portfolios the "Recovery Method" for revenue recognition under which no revenue is recognized until the investment amount of $487,280 has been recovered.

The Company acquired on April 11, 2005 a portfolio with a face value of $5,500,000 for $375,000. The Company will apply the "Recovery Method" for revenue recognition under which no revenue is recognized until the investment amount of $375,000 has been recovered.

The Company acquired the fourth tranche of a forward flow on June 2, 2005 with a face value of $619,275 for $37,660. The Company will apply the "Recovery Method" for revenue recognition under which no revenue is recognized until the investment amount of $37,660 has been recovered.

8

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

B.
FINANCE RECEIVABLES (CONTINUED)

During the quarter ending June 30, 2005, the Company acquired total portfolios for $412,660. The Company will use for these portfolios the "Recovery Method" for revenue recognition under which no revenue is recognized until the investment amount of $412,660 has been recovered.

On July 12, 2005, the Company sold the portfolio with an original face value of $3,674,498 and an acquisition price of $233,330 for a sales price of $168,767. The Company will recognize a loss in the fourth quarter. The Company retained approximately $92,000 in face value of paying accounts.

During the quarter ending September 30, 2005 the Company acquired total portfolios for $239,162. The Company will use for these portfolios the "Recovery Method" for revenue recognition under which no revenue is recognized until the investment amount of $239,162 has been recovered.

On November 22, 2005 the Company sold a portfolio with an acquisition price of $172,827 for $112,290. The Company recognized a loss of $5,409 on the sale.

During the quarter ending March 31, 2006, the Company acquired total portfolios for $207,459. The Company will use for these portfolios the "Recovery Method" for revenue recognition under which no revenue is recognized until the investment amount of $207,459 has been recovered.

During the quarter ending March 31, 2006 the Company sold a portfolio with a carrying value of $4,987 for $24,321. The Company recognized a gain of $19,344 on the sale.

During the quarter ending June 30, 2006, the Company acquired total portfolios for $434,726. The Company will use for these portfolios the "Recovery Method" for revenue recognition under which no revenue is recognized until the investment amount of $434,726 has been recovered.

The Company sold a financial receivable portfolio on April 28, 2006. The face amount of the portfolio is $4,107,881. The portfolio was sold for $205,394 or approximately 5% of the portfolio's face value. The Company recognized a gain of $180,256 on the sale.

During the quarter ending September 30, 2006, the Company acquired total portfolios for $117,944. The Company will use for these portfolios the "Recovery Method" for revenue recognition under which no revenue is recognized until the investment amount of $117,944 has been recovered.

9

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

B.
FINANCE RECEIVABLES (CONTINUED)

During the quarter ending December 31, 2006, the Company acquired total portfolios for $73,560. The Company will use for these portfolios the “Recovery Method” for revenue recognition under which no revenue is recognized until the investment amount of $73,560 has been recovered.

During the quarter ended March 31, 20007, the Company acquired total porfolios for $324,248. The Company will use for these portfolios the "Recovery Method" for revenue recognition under which no revenue is recognized until the investment amount of $324,248 has been recovered.

During the quarter ended March 31, 20007 the Company sold several portfolios for a total sales price of $231,036. The Company recognized a net gain of $3,129 on these sales. The Company retained approximately $488,335 in face amount of these portfolios.

In the event that cash collections would be inadequate to amortize the carrying balance, an impairment charge would be taken with a corresponding write-off of the receivable balance. Accordingly, the Company does not maintain an allowance for credit losses. The agreements to purchase the aforementioned receivables include general representations and warranties from the sellers covering account holder death or bankruptcy, and accounts settled or disputed prior to sale. The representation and warranty period permitting the return of these accounts from the Company to the seller is typically 90 to 180 days.

Any funds received from the seller of finance receivables as a return of purchase price are referred to as buybacks. Buyback funds are simply applied against the finance receivable balance received. They are not included in the Company's cash collections from operations nor are they included in the Company's cash collections applied to principal amount. Gains on sale of finance receivables, representing the difference between sales price and the unamortized value of the finance receivables, are recognized when finance receivables are sold.

10

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
NOTE1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
B.
FINANCE RECEIVABLES (CONTINUED)

Changes in finance receivables for the six months ended March 31, 2007 is as follows:
 
   
2006
 
Balance at beginning of year October 1, 2006
 
$
847,584
 
Acquisition of finance receivables
   
397,808
 
Cash collections applied to principal
   
(337,202
)
Sale of portfolio - net of gain
   
(227,907
)
Balance at the end of the year
 
$
680,283
 
Estimated Remaining Collections ("ERC")*
 
$
2,639,532
 
 
*
Estimated remaining collection refers to the sum of all future projected cash collections from acquired portfolios. ERC is not a balance sheet item, however, it is provided for informational purposes. Income recognized on finance receivables was $119,737 and $174,573 for the six months ended March 31, 2007 and 2006 respectively.
 
Under SOP-03-3 debt security impairment is recognized only if the fair market value of the debt has declined below its amortized costs. Currently no amortized costs are below fair market value. Therefore, the Company has not recognized any impairment for the finance receivables.
 
C. PRINCIPLES OF CONSOLIDATION
 
The consolidated financial statements include the accounts of the Company and its subsidiaries. All significant inter-company accounts and transactions have been eliminated in consolidation.
 
D. CASH AND CASH EQUIVALENTS
 
The Company considers all highly liquid debt instruments and other short-term investments with an initial maturity of three months or less to be cash or cash equivalents. There were no cash equivalents as of March 31, 2007.
 
D. CASH AND CASH EQUIVALENTS (CONTINUED)
 
The Company maintains cash and cash equivalents balances at financial institutions that are insured by the Federal Deposit Insurance Corporation up to $100,000. At March 31, 2007, the Company’s had an uninsured cash balance of $130,401.
 
E. FURNITURE AND EQUIPMENT
 
Furniture and equipment when acquired will be stated at cost. Depreciation will be provided using straight-line method over the estimated useful lives of the assets. Maintenance and repairs are charged to operations when incurred. When assets are sold or otherwise disposed of, the asset accounts and related accumulated depreciation accounts are relieved, and any gain or loss is included in operations.
 
11

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
F. INCOME TAXES
 
The Company has adopted the provisions of Statement of Financial Accounting Standards ("SFAS") No. 109, Accounting for Income Taxes. The statement requires an asset and liability approach for financial accounting and reporting of income taxes, and the recognition of deferred tax assets and liabilities for the temporary differences between the financial reporting bases and tax bases of the Company's assets and liabilities at enacted tax rates expected to be in effect when such amounts are realized or settled.
 
G. USE OF ESTIMATES
 
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during this reported period. Actual results could differ from those estimates.
 
H. STOCK-BASED COMPENSATION
 
Effective December 31, 2005, the Company adopted the provisions of Financial Accounting Standards Board Statement of Financial Accounting Standard ("SFAS") No. 123(R), "Share-Based Payments," which establishes the accounting for employee stock-based awards. Under the provisions of SFAS No.123(R), stock-based compensation is measured at the grant date, based on the calculated fair value of the award, and is recognized as an expense over the requisite employee service period (generally the vesting period of the grant). The Company adopted SFAS No. 123(R) using the modified prospective method and, as a result, periods prior to December 31, 2005 have not been restated. The Company recognized stock-based compensation for awards issued under the Company's stock option plans in other income/expenses included in the Consolidated Statement of Operations. Additionally, no modifications were made to outstanding stock options prior to the adoption of SFAS No. 123(R), and no cumulative adjustments were recorded in the Company's financial statements.
 
Prior to December 31, 2005, the Company accounted for stock-based compensation in accordance with provisions of Accounting Principles Board Opinion No. 25 ("APB No. 25"), "Accounting for Stock Issued to Employees," and related interpretations. Under APB No. 25, compensation cost was recognized based on the difference, if any, on the date of grant between the fair value of the Company's stock and the amount an employee must pay to acquire the stock. The Company grants stock options at an exercise price equal to 100% of the market price on the date of grant. Accordingly, no compensation expense was recognized for the stock option grants in periods prior to the adoption of SFAS No. 123(R).
 
12

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
The Company measures compensation expense for its non-employee stock-based compensation under the Financial Accounting Standards Board (FASB) Emerging Issues Task Force (EITF) Issue No. 96-18, "Accounting for Equity Instruments that are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling, Goods or Services". The fair value of the option issued is used to measure the transaction, as this is more reliable than the fair value of the services received.
 
H. STOCK-BASED COMPENSATION (CONTINUED)
 
The fair value is measured at the value of the Company's common stock on the date that the commitment for performance by the counterparty has been reached or the counterparty's performance is complete. The fair value of the equity instrument is charged directly to compensation expense and additional paid-in capital.
 
I. REVENUE RECOGNITION
 
Revenue is recognized based on AICPA Statement of Position 03-3, if the management is reasonably comfortable with expected cash flows. In the event, expected cash flows cannot be reasonably estimated, the Company will use the "Recovery Method" under which revenues are only recognized after the initial investment has been recovered.
 
J. EARNINGS (LOSS) PER SHARE OF COMMON STOCK
 
Historical net income (loss) per common share is computed using the weighted average number of common shares outstanding. Diluted earnings per share (EPS) include additional dilution from common stock equivalents, such as stock issuable pursuant to the exercise of stock options and warrants. Common stock equivalents were not included in the computation of diluted earnings per share when the Company reported a loss because to do so would be antidilutive for periods presented.
 

   
March 31,
 
March 31,
 
   
2007
 
2006
 
           
Net (Loss)
   
(184,642
)
 
(85,138
)
               
Weighted-average common shares
             
outstanding (Basis)
   
16,959,466
   
17,103,307
 
 
For the six months ending March 31, 2007 and 2006, options and warrants were not  included in the computation of diluted EPS because inclusion would have been  antidilutive. There were 2,096,000 and 2,296,000 common stock equivalents at  March  31, 2007 and 2006 respectively.
 
13

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
K. RECENT ACCOUNTING PRONOUNCEMENTS
 
In October 2003, the American Institute of Certified Public Accountants issued Statement of Position ("SOP") 03-03, "Accounting for Loans or Certain Securities Acquired in a Transfer." This SOP proposes guidance on accounting for differences between contractual and expected cash flows from an investor's initial investment in loans or debt securities acquired in a transfer if those differences are attributable, at least in part, to credit quality.
 
This SOP is effective for loans acquired in fiscal years beginning after December 15, 2004. This SOP would limit the revenue that may be accrued to the excess of the estimate of expected future cash flows over a portfolio's initial cost of accounts receivable acquired. The SOP would require that the excess of the contractual cash flows over expected cash flows not be recognized as an adjustment of revenue, expense, or on the balance sheet. The SOP would freeze the internal rate of return, referred to as IRR, originally estimated when the accounts receivable are purchased for subsequent impairment testing. Rather than lower the estimated IRR if the original collection estimates are not received, the carrying value of a portfolio would be written down to maintain the original IRR. Increases in expected future cash flows would be recognized prospectively through adjustment of the IRR over a portfolio's remaining life. The SOP provides that previously issued annual financial statements would not need to be restated. Management has decided on the early adoption of the application of this SOP.
 
In May 2003, the FASB issued SFAS Statement No. 150, "Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity". This statement establishes standards for how an issuer classifies and measures certain financial instruments with characteristics of both liabilities and equity. It requires that an issuer classify a financial instrument that is within its scope as a liability (or an asset in some circumstances). This statement is effective for financial instruments entered into or modified after May 31, 2003 and otherwise is effective at the beginning of the first interim period beginning after June 15, 2003, except for mandatory redeemable financial instruments of nonpublic entities, if applicable. It is to be implemented by reporting the cumulative effect of a change in an accounting principle for financial instruments created before the issuance date of the Statement and still existing at the beginning of the interim period of adoption. The adoption of this statement did not have a significant impact on the Company's results of operations or financial position.
 
In May 2005, the FASB issued SFAS 154, "Accounting Changes and Error Corrections - a replacement of APB Opinion No. 20 and FASB Statement No. 3" (SFAS 154), which requires a retrospective application to prior periods' financial statements of changes in accounting principle for all periods presented. This statement replaces APB Opinion No. 20 which required that most voluntary changes in accounting principle be recognized by including in net income of the period of the change the cumulative effect of changing to the new accounting principle. The provisions of SFAS 154 are effective for fiscal years beginning after December 15, 2006. Currently there is no impact on the Company.
 
14

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
K. RECENT ACCOUNTING PRONOUNCEMENTS (CONTINUED)
 
In September 2006, the SEC staff issued Staff Accounting Bulletin No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements (SAB 108). SAB 108 was issued in order to eliminate the diversity in practice surrounding how public companies quantify financial statement misstatements. SAB 108 requires that registrants quantify errors using both a balance sheet and income statement approach and evaluate whether either approach results in a misstated amount that, when all relevant quantitative and qualitative factors are considered, is material. SAB108 must be implemented by the end of the Company's first fiscal year ending after November 15, 2007. The Company does not expect SAB 108 to have any material impact on financial reporting or disclosures.
 
In March 2006, the FASB issued FASB Statement No. 156, Accounting for Servicing of Financial Assets - an amendment of FASB Statement No. 140. This Statement:
 
1. Requires an entity to recognize a servicing asset or servicing liability each time it undertakes an obligation to service a financial asset by entering into a servicing contract under certain situations.
 
2. Requires all separately recognized servicing assets and servicing liabilities to be initially measured at fair value, if practicable.
 
3. Permits an entity to choose either the amortization method or the fair value measurement method subsequent measurement methods for each class of separately recognized servicing assets and servicing liabilities:
 
4. At its initial adoption, permits a one-time reclassification of available-for-sale securities to trading securities by entities with recognized servicing rights, without calling into question the treatment of other available-for-sale securities under Statement 115, provided that the available-for-sale securities are identified in some manner as offsetting the entity's exposure to changes in fair value of servicing assets or servicing liabilities that a servicer elects to subsequently measure at fair value.
 
5. Requires separate presentation of servicing assets and servicing liabilities subsequently measured at fair value in the statement of financial position and additional disclosures for all separately recognized servicing assets and servicing liabilities.
 
We do not expect FASB No. 156 to have a material impact on our financial reporting, and we are currently evaluating the impact, if any, the adoption of FASB No. 156 will have on our disclosure requirements. The statement becomes effective after the beginning of the first fiscal year that begins after September 30, 2006.
 
15

 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
K. RECENT ACCOUNTING PRONOUNCEMENTS (CONTINUED)
 
In September 2006, the FASB issued FASB Statement No. 157, Fair Value Measurements. This Statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements.
 
This Statement applies under other accounting pronouncements that require or permit fair value measurements, the Board having previously concluded in those accounting pronouncements that fair value is the relevant measurement attribute. Accordingly, this Statement does not require any new fair value measurements. FASB Statement No. 157 will be effective for our financial statements issued for our fiscal year beginning October 1, 2008. We do not expect the adoption of FASB Statement No. 157 to have a material impact on our financial reporting, and we are currently evaluating the impact, if any, the adoption of FASB Statement No. 157 will have on our disclosure requirements.
 
In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB Interpretation No. 48, "Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement No. 109" (FIN 48), which prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 will be effective for our fiscal year beginning October 1, 2007. We do not expect the adoption of FIN 48 to have a material impact on our financial reporting and disclosure.
 
L. RECLASSIFICATION
 
Certain amounts in the March 31, 2006 Financial Statements have been reclassified to conform to the 2007 presentation. The reclassifications have no effect on the net loss for six months ended March 31,2007.
 
NOTE 2-
NOTES PAYABLE
 
A. On June 10, 2005, the Company agreed to repurchase 1,000,000 warrants at $.10 per warrant. The Company has paid $30,000 and was to pay the remaining $70,000 over 16 months. The note has been paid off.
 
B. The Company issued on April 10, 2006 a private convertible note offering in the amount of $300,000. The Company intended to repay the holder of the convertible note in 18 payments of $ 18,155 from the date of issuance of the convertible note at a rate of 11% per annum on or before October 7, 2007 (the "Maturity Date"). However the Company repaid $116,000 of the principal on May 11, 2006. The repayment terms, as of May 11, 2006 were restated as $11,738, per month until October 7, 2007. The interest rate of 11% per annum will not change. The note was paid off in its entirety on March 30, 2007.
 
16

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
NOTE 2-
NOTES PAYABLE (CONTINUED)
 
C. The Company issued on October 30, 2006 a note payable for the value of $150,000 in exchange for the retirement of 2,000,000 shares of common stock for $200,000. The company paid $50,000 in cash and issued a note payable of $150,000 for the balance. The terms are as follows: The first twelve months the company will pay $5,000 per month and pay $7,500 per month thereafter until the note is satisfied. The note has no interest payable terms.
 
D. The Company issued on January 8, 2007 a private note offering in the amount of $300,000. The Company intends to pay the holder of the note in 24 fixed monthly payments of $14,546 from the date of issuance of the note at a rate of 15% per annum on or before January 9, 2009 (the "Maturity Date”).
 
NOTE 3-
STOCK OPTIONS
 
In April 2004, the Company adopted a stock option plan upon approval by the shareholders art the Annual General Meeting under which selected eligible key employees of the Company are granted the opportunity to purchase shares of the Company's common stock. The plan provides that 37,500,000 shares of the Company's authorized common stock be reserved for issuance under the plan as either incentive stock options or non-qualified options. Options are granted at prices not less than 100 percent of the fair market value at the end of the date of grant and are exercisable over a period of ten years or a long as that person continues to be employed or serve on the on the Board of Directors, whichever is shorter. At March 31, 2007, the Company had 950,000 options outstanding under this plan.
 
NOTE 4-
INCOME TAXES
 
Income Taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due. Deferred taxes related to differences between the basis of assets and liabilities for financial and income tax reporting will either be taxable or deductible when the assets or liabilities are recovered or settled. The difference between the basis of assets and liabilities for financial and income tax reporting are not material therefore, the provision for income taxes from operations consist of income taxes currently payable.
 
The Company's effective tax rate is different than what would be expected if the statutory rates were applied to "net income (loss) before income taxes" primarily because of expenses deductible for financial reporting purposes that are not deductible for tax purposes allowed.
 
 
At March 31, 2007 and 2006 the Company had an accumulated deficit approximating $183,938 and 103,339, available to offset future taxable income through 2027.
 
17

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)

   
March 31,
 
March 31,
 
 
 
2007
 
2006
 
           
Deferred tax assets
 
$
64,378
 
$
36,169
 
Less: valuation allowance
   
($64,378
)
 
($36,169
)
Totals
 
$
-
 
$
-
 
 
NOTE 5-
STOCKHOLDERS' EQUITY (DEFICIT)

COMMON STOCK
 
There were 325,000,000 shares of common stock authorized, with 19,078,917 and 17,808,917 shares issued, and 16,928,917 and 17,808,917 outstanding at March 31, 2007 and 2006, respectively. The par value for the common stock is $.001 per share.
 
The following details the stock transactions for the six months ended March 31, 2007 and 2006.

On February 23, 2007 the Company issued an additional 200,000 shares of common stock to Artemis Hedge Fund, Ltd. to resolve all outstanding accrued dividends.
 
The Company issued to the holder of the note payable, 2,253,000 shares of common stock at $0.0075 per share on November 28, 2005 as a conversion of warrants into common stock. In lieu of payment in the amount of $16,897 the shares were purchased through a $16,897 reduction of the note payable.
 
The Company repurchased 201,000 warrants at a price of $0.10 per warrant on November 18, 2005. The total repurchase price was $20,100.
 
The Company repurchased 500,000 warrants at a price of $0.125 per warrant on November 18, 2005. The total repurchase price was $62,500.
 
The Company repurchased 200,000 warrants at a price of $0.10 per warrant on November 18, 2005. The total repurchase price was $20,000.
 
The Company received $1,500 for the exercise of 200,000 warrants at $.0075 per share in September 2006. The Company issued 200,000 shares of common stock in November 2006.
 
The Company repurchased 150,000 shares of common stock during May 2006. The shares were accounted for as a prepaid asset until November 2006. The shares were repurchased for $.10 per share for a total amount of $15,000. The shares were accounted for as Treasury Stock in November 2006.
 
18

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2007 AND 2006 (UNAUDITED)
 
NOTE 5-
STOCKHOLDERS' EQUITY (DEFICIT)(CONTINUED)

On October 31, 2006 the Company reached a settlement agreement with a shareholder whereby the shareholder agreed to cancel 2,000,000 shares of that shareholder's common stock and release the Company from all claims in consideration of a payment of $200,000. The settlement agreement was completed on October 31, 2006. The shares were accounted for as Treasury Stock in November 2006.
 
NOTE 5-
STOCKHOLDERS' EQUITY (DEFICIT) (CONTINUED)

PREFERRED STOCK

On October 28, 2006 the Company reached an agreement with Artemis Hedge Fund Ltd the holder of 80,0000 Series A Convertible Preferred Stock at $10 par value to convert the preferred shares into 800,000 shares of the Company's common stock . Additionally the Company agreed to issue 70,000 shares of common stock for all accrued dividends and an additional 200,000 shares as an inducement to convert at $0.80 per share. There were 10,000,000 shares of preferred stock authorized, no shares outstanding as of December 31, 2006
 
There were 10,000,000 shares of preferred stock authorized, with 80,000 issued and outstanding as of March 31, 2006. The par value for the preferred shares is $10 per share.

TREASURY STOCK

The Company reports treasury stock at cost. The company accounts for treasury stock as an unallocated reduction in of stockholder's equity. In the 3 months ending December 31, 2006 the company purchased 2,150,000 shares of treasury stock.
 
19


ITEM 2. MANAGEMENTS’S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

This “Management’s Discussion and Analysis of Financial Condition and Results of Operations” should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Annual Report on Form 10-K as of and for the year ended September 30, 2006 as filed with the Securities and Exchange Commission. Cautionary Statements Pursuant to Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995:

This report contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements involve risks, uncertainties and assumptions that, if they never materialize or prove incorrect, could cause the results of the Company to differ materially from those expressed or implied by such forward-looking statements. All statements, other than statements of historical fact, are forward-looking statements, including statements regarding overall trends, gross margin trends, operating cost trends, liquidity and capital needs and other statements of expectations, beliefs, future plans and strategies, anticipated events or trends, and similar expressions concerning matters that are not historical facts. The risks, uncertainties and assumptions referred to above may include the following:

·
changes in the business practices of credit originators in terms of selling defaulted consumer receivables or outsourcing defaulted consumer receivables to third-party contingent fee collection agencies;
 
·
ability to acquire sufficient portfolios;
 
·
ability to recover sufficient amounts on acquired portfolios;
 
·
a decrease in collections if bankruptcy filings increase or if bankruptcy laws or other debt collection laws change;
 
·
changes in government regulations that affect the Company’s ability to collect sufficient amounts on its acquired or serviced receivables;
 
·
the Company’s ability to retain the services of recovery partners;

·
changes in the credit or capital markets, which affect the Company’s ability to borrow money or raise capital to purchase or service defaulted consumer receivables;
 
·
the degree and nature of the Company’s competition; and
 
·
our ability to respond to changes in technology and increased competition;
 
·
the risk factors listed from time to time in the Company’s filings with the Securities and Exchange Commission.
 
20

 
Overview

The Company is now engaged in purchase and recovery of performing, sub-performing and non-performing consumer receivables. These receivables are acquired at deep discounts and outsourced for collections on a contingency basis. The Company also manages Ramco Income Fund, Ltd, a Bermuda domiciled mutual fund with $2.1 million in invested capital. The Company continues to seek additional capital to invest into additional portfolios. The Company recently entered into a Heads of Terms agreement with a bank in United Kingdom which calls for a minimum commitment of €25,000,000 into Ramco Income Fund. There is no assurance that this commitment will result in actual investment in the Fund. Concurrently, the Company has entered into an agreement with a Germany based bank and loan servicer to assist in acquiring and serving non-performing and sub-performing loans in Germany. The Company also manages two Special Purpose Vehicles funded with non-recourse notes that have invested in two different portfolios with approximately $3.35 million under management. The Company does hold any equity in these vehicles only receives servicing income and may receive some of the residual cash flow after the investors have recouped their investment and agreed upon return.
 
RESULTS OF OPERATIONS
 
Overview

The Company continues to execute its long term strategy. However, due continued prevalence of high prices, we have not been able to scale up our investments in consumer charge-offs. The Company is currently focusing on raising capital to invest in non-performing and sub-performing loans in Germany. We have a standby lender with a commitment to lend up to $500,000. The following table summarizes collections, revenues, operating expenses, income before taxes and fully diluted net income.

   
Quarter Ended March 31, 2007 & 2006
 
   
2007
 
2006
 
$ Change
 
% Change
 
                   
Net Collections
 
$
236,339
 
$
258,217
   
($21,878
)
 
-8
%
                           
Finance Income
 
$
47,962
 
$
98,437
   
($50,475
)
 
-51
%
as a % of Collections
   
20
%
 
38
%
           
                           
Servicing Income
 
$
24,897
 
$
52,978
   
($28,081
)
 
-53
%
                           
Gain on Sale
 
$
18,344
 
$
19,334
             
 
                       
Operating Expenses
 
$
188,417
 
$
178,743
 
$
9,674
   
5
%
                           
Loss
   
($112,239
)
 
($17,756
)
 
($94,483
)
 
-532
%
                           
Fully Diluted EPS
   
($0.010
)
 
($0.001
)
 
($0.009
)
 
-900
%
 
Revenue

The Company generated $91,193 in revenue during the quarter ended March 31, 2007 versus $170,749 for quarter ended March 31, 2006. Total revenue included $47,962 finance income, $24,897 servicing income and $18,334 from gain on sale of a portfolio. In the quarter ended March 31, 2007 finance income decreased by approximately 51% or $50,475 compared to the quarter ended March 31, 2006 and servicing income decreased by approximately 53 % or $28,081 when compared to quarter ended March 31, 2006. The company recognized approximately 20 % of net cash collections as revenue during the quarter ended March 31, 2007 versus 38% during the quarter ended March 31, 2006. This is largely because the Company is carrying only one portfolio on the interest method basis. The Company collected $236,339 during the quarter but recognized only $47,962 as revenues. The percentage of cash collected recognized as revenue remains well below the industry average of 70%. Finance income is expected to decline due to redemptions from our managed fund, Ramco Income Fund Ltd. During the quarter, the company acquired two portfolios are being carried on a cost recovery basis. The Company may apply the interest rate method to other portfolios acquired during the current quarter once there is confidence in the expected recovery curve.
 
21

 
Operating Expenses

Total operating expenses increased by 5% to $188,417 for the three months ended March 31, 2007 versus $178,743 for the quarter ended March 31, 2006 and sequentially decreased slightly from the first quarter ended December 31, 2006.

 Rent and Occupancy 

Rent and occupancy expenses were $12,227 for the three months ended March 31, 2007 versus $12,946 for the quarter ended March 31, 2006.
 
Depreciation 

The Company did not record any depreciation expense for the three months ended March 31, 2007.
 
Purchase of defaulted receivables

During the three months ended March 31, 2007, the Company acquired defaulted consumer receivables portfolios with aggregate face value amount of $4,632,119 at a cost of $324,248. As a part of its strategy, the Company does not do any in-house collection, but outsources collection to carefully selected specialist debt collection agencies. The Company is currently working with four collection agencies on a contingency basis. The contingency fees averaged 25% during the quarter.

Portfolio Data

The following table shows the Company’s portfolio buying activity during the quarter, among other things, the purchase price, actual cash collections and estimated cash collection as of March 31, 2007.

Purchase Period
 
Purchase Price(1)
 
Actual Cash Collection (2)
 
Estimated (3)
 
               
12/31/2003
 
$
569,070
 
$
1,693,966
 
$
91,310
 
4/11/2005
 
$
375,000
 
$
346,014
 
$
204,265
 
7/25/2005
 
$
177,668
 
$
232,954
 
$
76,400
 
3/9/2006
 
$
121,972
 
$
65,415
 
$
152,657
 
4/7/2006
 
$
331,974
 
$
291,208
 
$
168,700
 
6/7/2006
 
$
70,020
 
$
64,937
 
$
43,786
 
12/31/04-12/20/06
 
$
780,875
 
$
627,948
 
$
1,118,137
 
1/7/2007
 
$
324,248
 
$
26,343
 
$
784,277
 
 
(1)
Purchase price refers to the cash paid to a seller to acquire defaulted receivables, plus certain capitalized expenses, less the purchase price refunded by the seller due to the return of non-compliant accounts (also defined as buybacks). Non-compliant refers to the contractual representations and warranties between the seller and the Company. These representations and warranties from the sellers generally cover account holders’ death or bankruptcy and accounts settled or disputed prior to sale. The seller can replace or repurchase these accounts.
 
22

 
(2)
Actual cash collections net of recovery cost or sale.

(3)
Total estimated collections refers to the actual cash collections, including cash sales, plus estimated remaining collections. The Company will take an impairment charge if the actual recoveries fall short of expected recoveries.
 
When the Company acquires a portfolio of defaulted receivables, it estimates the expected recovery of the portfolio. A 36 to 60 month projection of cash collections is created for each portfolio. Only after the portfolio has established probable and estimable performance in excess of projections will the accretable yield be increased and recognized as revenue. If actual cash collections are less than the original forecast, the Company will take an impairment charge. Collection activities commence within 30 days of purchase, which allows for adequate time to scrub the portfolio for deceased, settled, incarcerated and bankruptcy filed accounts. For modeling and revenue recognition purposes, the company uses 15 calendar days.

Recovery Partners

The Company outsources all its recovery activities to carefully selected debt collection agencies and network of collection attorneys with specific collection expertise. The company is currently using four collection agencies and several law firms in the U.S. and U.K. The average contingent collections fee is 27% which rises during the later years of recovery.

Seasonality

Collections tend to be higher in the first and second quarters of the year and lower in the third and fourth quarter of the year, due to consumer payment patterns in connection with seasonal employment, income tax refunds and holiday spending habits.

Currency Risk

The Company has been acquired and continues to acquire defaulted receivable portfolios in the United Kingdom and such purchase may expose the company to adverse currency risks.
 
Liquidity and Capital Resources

As of March 31, 2007, the Company had working capital of $182,673 versus working capital of $237,224 at March 31, 2006. The decline in working capital is largely due to debt financing done in the current quarter. Working capital sequentially improved by $49,277 from the quarter ended December 31, 2006 due to portfolio sales. The Company believes that funds generated from operations, together with existing cash will be sufficient to finance its operations for the foreseeable future. For the six month ended March 31, 2007, the Company had net cash of $230,401versus $96,961 at the end of March 31, 2006. Net cash provided by operating activities was $5,270 for the six month ended March 31, 2007 versus ($2,863) for the six months ended March 31, 2006. Net cash provided by financing activities was $70,491 for the six month ended March 31, 2007 versus ($112,600) during the six month ended March 31, 2006. The Company raised $300,000 through a note offering and pre-paid an outstanding note payable. The Company also bought back 2,000,000 shares of common stock in a privately negotiated transaction for $200,000. The Company did not raise any capital through issuance of securities during the six month ended March 31, 2006. Our primary investing activity to date has been the purchase of charged-off consumer receivable portfolios. During the quarter ended March 31, 2006, we invested at a cost of $324,248 in three portfolios with a face value of $4,632,119.
 
23


Cash generated from operations is depended upon the Company’s ability to collect on its defaulted consumer receivables. Many factors, including the economy, purchase price and the Company’s ability to retain the services of its recovery partners, are essential to generate cash flows. Fluctuations in these factors that cause a negative impact on the Company’s business could have a material negative impact on its expected future cash flows. During the quarter, the Company generated approximately $236,339 from collections during the quarter ended March 31, 2007 versus $258,217 during the quarter ended March 31, 2006. Our servicing revenue continues to decline due to management’s ongoing plan to redeem all the outstanding shares of the Bermuda Fund that the Company manages.

The Company believes that funds generated from operations, together with existing cash will be sufficient to finance its operations for the foreseeable future The Company is in discussion with several potential joint venture partners to scale up our investments. There is no assurance that the negotiations would be successful.

Income Taxes

We did not record any income tax provision for the quarter ended March 31, 2007.
 
Contractual Obligation

The Company entered into a twenty four month lease with Regus Inc. at $2,985 per month plus variable expenses that include telecommunication, copier, postage and delivery charges.

Market Outlook for Charged-off Receivables

Prices remain high in the charge off market and we have taken advantage of it sell some of our older portfolios. We expect that over time, many of these new entrants to the market, whose business model may be based on less than a multi-disciplined approach to purchasing and collecting, will not generate the returns they anticipated. This may then reduce their ability to access capital and potentially may require them to sell their remaining portfolios and exit the market. Also, the sellers are increasing turning to large buyers that has hampered our ability to invest our available cash.
 
Critical Accounting Policy & Estimates

Our Management’s Discussion and Analysis of Financial Condition and Results of Operations section discusses our condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America as promulgated by the Public Company Accounting Oversight Board. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. On an ongoing basis, management evaluates its estimates and judgments, including those related to revenue recognition, accrued expenses, financing operations, and contingencies and litigation. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions and conditions. The most significant accounting estimates inherent in the preparation of our financial statements include estimates as to the appropriate carrying value of certain assets and liabilities which are not readily apparent from other sources. These accounting policies are described at relevant sections in this discussion and analysis and in the condensed consolidated financial statements included in this quarterly report.

The Company utilizes the interest method under guidance provided by the AICPA issued Statement of Position (“SOP”) 03-03 to determine income recognized on finance receivables. In October 2004, the American Institute of Certified Public Accountants issued Statement of Position (“SOP”) 03-03, “Accounting for Loans or Certain Securities Acquired in a Transfer.” This SOP proposes guidance on accounting for differences between contractual and expected cash flows from an investor’s initial investment in loans or debt securities acquired in a transfer if those differences are attributable, at least in part, to credit quality. This SOP is effective for loans acquired in fiscal years beginning after March 15, 2005. The SOP would limit the revenue that may be accrued to the excess of the estimate of expected future cash flows over a portfolio’s initial cost of accounts receivable acquired. The SOP would require that the excess of the contractual cash flows over expected cash flows not be recognized as an adjustment of revenue, expense, or on the balance sheet. The SOP would freeze the internal rate of return, referred to as IRR, originally estimated when the accounts receivable are purchased for subsequent impairment testing. Rather than lower the estimated IRR if the original collection estimates are not received, the carrying value of a portfolio would be written down to maintain the original IRR. Increases in expected future cash flows would be recognized prospectively through adjustment of the IRR over a portfolio’s remaining life. The SOP provides that previously issued annual financial statements would not need to be restated. Management is in the process of evaluating the application of this SOP.
 
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OFF-BALANCE SHEET ARRANGEMENTS
 
The Company has no off-balance sheet arrangements
 
RISK FACTORS

IN ADDITION TO OTHER INFORMATION IN THIS REPORT, YOU SHOULD CONSIDER THE FOLLOWING RISK FACTORS CAREFULLY. THESE RISKS MAY IMPAIR THE COMPANY'S OPERATING RESULTS AND BUSINESS PROSPECTS AS WELL AS THE MARKET PRICE OF THE COMPANY'S COMMON STOCK.

PENNY STOCK REGULATIONS AND REQUIREMENTS FOR LOW PRICED STOCK

The SEC adopted regulations which generally define a "penny stock" to be any non-Nasdaq equity security that has a market price of less than $5.00 per share, subject to certain exceptions. Based upon the price of the Common Stock as currently traded on the NASDAQ Bulletin Board, the Company's Common Stock is subject to Rule 15g-9 under the Exchange Act which imposes additional sales practice requirements on broker-dealers which sell securities to persons other than established customers and "accredited investors." For transactions covered by this rule, a broker-dealer must make a special suitability determination for the purchaser and have received a purchaser's written consent to the transaction prior to sale. Consequently, this rule may have a negative effect on the ability of stockholders to sell common shares of the Company in the secondary market.
 
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ITEM 3. CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures

As of the end of the period covered by this report, our Chief Executive Officer and Chief Financial Officer conducted an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")). Based upon this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act are recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms.

In addition, no change in our internal control over financial reporting occurred during the fiscal quarter ended March 31, 2007 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
 
PART II
 
OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, the Company may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm the Company’s business. Except for the following, the Company is currently not aware of nor has any knowledge of any such legal proceedings or claims that we believe will have, individually or in the aggregate, a material adverse affect on our business, financial condition or operating results:
 
·     
On April 23, 2004, Reliant Industries, Inc., Michael Wong and Debbie Wong filed a complaint with the Supreme Court of the State of New York Suffolk County against Biopharmaceuticals, Inc. and Edward Fine. Biopharmaceuticals, Inc. is the Company’s former name. The plaintiffs allege that the Company together with the other defendant committed fraud, breach of contract and negligence. The plaintiffs are seeking monetary payments for any loss that they may suffer as a result of the alleged fraud, breach of contract and negligence as well as legal fees, punitive damages and costs disbursements. The amount in question is $104,000 which was properly settled with newly issued shares and the Company has all executed documents as evidence and the matter dates back to 1996. The Company denies all allegations and intends to defend this action vigorously. To date there has been no development in this case.
 
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·     
On June 29, 2005, Allied Surgical Centers Management, LLC, et al. (“Allied”) filed a complaint against the Company seeking declaratory and injunctive relief in connection with contracts entered in April 2005 between Allied and the Company pursuant to which the Company acquired various account receivables from Allied (the “Contracts”). Such compliant was filed in the Superior Court of the State of California, For the County of Los Angeles, Central District. Allied is seeking a declaratory judgment from the court which would exclude various account receivables (the “Disputed Account Receivables”) from the Contracts. Allied is also seeking a temporary restraining order and preliminary injunction restricting the Company from attempting to seize or collecting the Disputed Account Receivables. The Company filed a cross complaint on July 15, 2005. In the cross complaint, the Company is seeking an accounting, a mandatory injunction for specific performance of the Contracts and damages in the amount of $21,000,000 in connection with Allied’s alleged breach of contract, fraud, intentional interference with prospective economic advantage, breach of good faith, breach of fiduciary duty, conversion and slander. The Company and Allied have reached a settlement in connection with this matter. Allied has dropped all its claims and agreed to pay all funds received since the purchase of Allied’s portfolio in April, 2005. The settlement agreement was executed on February 10, 2006 and the Company received the first settlement payment on March 1, 2006 and continues to receive monthly payments according to the settlement agreement.
 
·     
On September 9, 2005 the Company filed a complaint with the Supreme Court of the State of New York - County of New York against Triton Capital, Inc., Southern Capital Associates, Inc., JMS Collections, LLC., Wendt Law Office, James Roscetti, and Dave Dwyer for breach of contract, conversion, deceptive business practices and unjust enrichment. The Company is seeking an amount no less than $46,931. The Company reached a settlement with the defendants.
 
ITEM 2. UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS

None.
 
ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not Applicable.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Not Applicable.
 
ITEM 5. OTHER INFORMATION

Not Applicable
 
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ITEM 6. EXHIBITS
 
Exhibits:

Exhibit
Number
 
Description
     
31.1
 
Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
32.1
 
Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
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SIGNATURES

In accordance with the requirements of the Exchange Act, the Company has caused this report to be signed by the undersigned, thereunto duly authorized.
     
   
 
RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION
 
 
 
 
 
 
Date: May 17, 2007
By:   /s/ Max Khan
 
Max Khan
Chief Executive Officer
Chief Financial Officer
Director
 
In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:
     
     
  By:  /s/ Max Khan
 
Max Khan
Chief Executive Officer,
Chief Financial Officer and Director
Date: May 17, 2007
 
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