10QSB

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB

x QUARTERLY REPORT UNDER SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2004

o TRANSITION REPORT PURSUANT TO SECTION 13 OR

15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 000-30234

MILLENNIUM PLASTICS CORPORATION

(Exact name of small business issuer as specified in its charter)

Nevada	88-0422242
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

3161 E. Warm Springs Road

Suite 300

Las Vegas, Nevada 89120

(Address of principal executive offices)

(702) 454-2121

(Issuer’s telephone number)

Copies of Communications to:

Stoecklein Law Group

402 West Broadway, Suite 400

San Diego, CA 92101

(619) 595-4882

Fax (619) 595-4883

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 o      No x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes x      No o

The number of shares of Common Stock, $0.001 par value, outstanding on June 30, 2006 was 76,035,185 shares.

Transitional Small Business Disclosure Format (check one): Yes o      No x

PART I -- FINANCIAL INFORMATION

Item 1. Financial Statements.

Millennium Plastics Corporation

Condensed Balance Sheet

Unaudited

			June 30,	March 31,
			2004	2004
			(unaudited)
Assets
Current assets:
	Cash		$ 12,594	$ 1,170
		Total current assets	12,594	1,170
		Total assets	$ 12,594	$ 1,170
Liabilities and stockholders' equity
Current liabilities:
	Accounts payable		$ 346,570	$ 328,535
	Notes payable and accrued interest		430,657	418,116
		Total current liabilities	777,227	746,651
Contingencies and commitments
Stockholders' equity:
	Common stock $.001 par value, 100,000,000
	shares authorized; 36,035,185 at 6/30/04
	and 3/31/04		36,035	36,035
	Stock owed but not issued, 234,080 shares at
	6/30/04 and 3/31/04		235	235
	Paid in capital		2,954,289	2,954,289
	Retained deficit		(3,755,192)	(3,736,040)
		Total stockholders' equity	(764,633)	(745,481)
		Total liabilities and stockholders' equity	$ 12,594	$ 1,170

See notes to condensed financial statements

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Millennium Plastics Corporation

Condensed Statement of Operations

Unaudited

		Quarter Ended June 30,
		2004	2003
Revenues		$ 38,540	$ -
Cost of sales		43,842	-
Gross profit		(5,302)	-
General and administrative expense:
	Professional fees	7,513	-
	Administrative expense	996	6,071
Total general and administrative expense		8,509	6,071
Loss from operations		(13,811)	(6,071)
Other income (expense):
	Interest expense	(5,341)	(5,341)
Total other income (expense)		(5,341)	(5,341)
Net loss		$ (19,152)	$ (11,412)
Net loss per share of common stock-basic
	and diluted	$ -	$ -
Weighted average shares outstanding		36,269,265	36,113,262

See notes to condensed financial statements.

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Millennium Plastics Corporation

Condensed Statement of Cash Flows

(Unaudited)

			Quarter Ended June 30, 2004
			2004	2003
Cash flows from operating activities:
	Net loss		$ (19,152)	$ (11,412)
	Changes in assets and liabilities-
		Accounts payable	18,035	(3,525)
Cash used in operating activities			(1,117)	(14,937)
Financing activities:
	Net note payable activity		12,541	5,341
	Stock sold		-	11,704
Cash provided from financing activities			12,541	17,045
Increase in cash & cash equivalents			11,424	2,108
Cash and cash equivalents, beginning			1,170	2,206
Cash and cash equivalents, end			$ 12,594	$ 4,314
Interest paid			$ -	$ -
Income tax paid			-	-
Non-cash investing and financing activities:
Stock issued for services			-	-
Options issued for services			-	-

See notes to condensed financial statements.

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Millennium Plastics Corporation

Notes To Condensed Financial Statements

Note 1 - Basis of Presentation

The unaudited condensed financial statements have been prepared in accordance with United States generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and reflect all adjustments which, in the opinion of management, are necessary for a fair presentation. All such adjustments are of a normal recurring nature. The results of operations for the interim period are not necessarily indicative of the results to be expected for a full year. Certain amounts in the prior year statements have been reclassified to conform to the current year presentations. The statements should be read in conjunction with the financial statements and footnotes thereto included in our Form 10-KSB for the year ended March 31, 2004.

During the quarter ended June 30, 2004, we ceased being a development stage company.

Note 2 - Going Concern

The accompanying condensed financial statements have been prepared assuming that we will continue as a going concern. Our ability to continue as a going concern is dependent upon attaining profitable operations based on the development of products that can be sold. We intend to use borrowings and security sales to mitigate the affects of our cash position, however, no assurance can be given that debt or equity financing, if and when required, will be available. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets and classification of liabilities that might be necessary should we be unable to continue in existence.

Note 3 - Subsequent Events

On February 10, 2006, the Company executed a promissory note for $100,000. The note bears interest at 6% per annum and is due on September 1, 2006.

On April 1, 2006, Paul Branagan, President of the Company, converted $40,000 of liabilities owed to him by the Company into 40,000,000 shares of the Company’s common stock.

On July 31, 2006, we agreed to acquire Midwest Energy, Inc., a Nevada corporation, pursuant to an agreement and plan of merger by and among us, Millennium Acquisition Sub, a Nevada corporation and our wholly owned subsidiary, and Midwest Energy, Inc.  The agreement and plan of merger provided that, effective on August 15, 2006, Millennium Acquisition Sub merged with and into Midwest Energy, Inc., with Midwest Energy, Inc. as the surviving corporation, and we issued 11,833,000 shares of our common stock in exchange for 100% of the outstanding shares of Midwest Energy, Inc. Further, concurrent with the effective time of the merger and prior to the issuance of the shares to the Midwest Energy stockholders, we instituted a 1 for 253.45 reverse split of our outstanding shares of common stock and amended our articles of incorporation to change our name to “EnerJex Resources, Inc.” Upon closing of the merger, the former stockholders of Midwest Energy, Inc. control approximately 98% of our outstanding shares of common stock, which are estimated to be approximately 12,133,457 shares.      

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FORWARD-LOOKING STATEMENTS

This document contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws, including, but not limited to, any projections of earnings, revenue or other financial items; any statements of the plans, strategies and objections of management for future operations; any statements concerning proposed new services or developments; any statements regarding future economic conditions or performance; any statements of belief; and any statements of assumptions underlying any of the foregoing.

Forward-looking statements may include the words “may,” “could,” “estimate,” “intend,” “continue,” “believe,” “expect” or “anticipate” or other similar words. These forward-looking statements present our estimates and assumptions only as of the date of this report. Except for in accordance with securities laws, we do not intend, and undertake no obligation, to update any forward-looking statement.

Although we believe that the expectations reflected in any of our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking statements, are subject to change and inherent risks and uncertainties. The factors impacting these risks and uncertainties include, but are not limited to:

o our current working capital deficiency;

o increases in interest rates or our cost of borrowing or a default under any material debt agreements;

o deterioration in general or regional economic conditions;

o adverse state or federal legislation or regulation that increases the costs of compliance, or adverse findings by a regulator with respect to existing operations;

o inability to achieve future sales levels or other operating results;

o the unavailability of funds for capital expenditures; and

o operational inefficiencies in our operations.

For a detailed description of these and other factors that could cause actual results to differ materially from those expressed in any forward-looking statement, please see “Factors That May Affect Our Results of Operation” in this document.

In this Form 10-QSB, references to “Millennium”, “we,” “us,” and “our” refer to MILLENNIUM PLASTICS CORPORATION.

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Item 2. Management’s Discussion and Analysis.

Millennium, a Nevada corporation, (formerly Aurora Corporation), through its merger with Graduated Plastics Corporation (“Graduated”), acquired the United States patent rights to polymer and coating technology invented in 1995 by Solplax Ltd. of Ireland. The plastics have the characteristic of dissolving in water and leaving only non-toxic water and atmospheric gases. On September 25, 2000 Millennium acquired 100% of Solplax Limited from SCAC Holdings, Inc., which provided Millennium with the worldwide rights to the Solplax technology. In March 2003, Millennium abandoned all ownership of Solplax and now retains only the United States rights to the Solplax technology. Millennium has limited revenues to date and has raised capital for initial development through the issuance of its securities.

Investors should be particularly aware of the inherent risks associated with Millennium’s planned business. These risks include the lack of a proven market for Millennium’s biodegradable plastics, lack of equity funding, and its size compared to the size of competitors. Although Millennium intends to implement its business plan through the foreseeable future and will do its best to mitigate the risks associated with its business plan, there can be no assurance that such efforts will be successful. Millennium has no liquidation plans should it be unable to receive funding. Should Millennium be unable to implement its business plan, it would investigate all options available to retain value for stockholders. Among the options that would be considered are:

• acquisition of another product or technology or,

• a merger or acquisition of another business entity.

In the event funding is unavailable during the next twelve months, Millennium will be forced to rely on existing cash in the bank. In such a restricted cash flow scenario, Millennium would be unable to complete its business plan steps, and would, instead, delay all cash intensive activities. Without necessary cash flow, Millennium may be dormant until such time as necessary funds could be raised in the equity securities market or a merger or acquisition candidate can be located.

On July 31, 2006, we agreed to acquire Midwest Energy, Inc., a Nevada corporation, pursuant to an agreement and plan of merger by and among us, Millennium Acquisition Sub, a Nevada corporation and our wholly owned subsidiary, and Midwest Energy, Inc.  The agreement and plan of merger provided that, effective on August 15, 2006, Millennium Acquisition Sub merged with and into Midwest Energy, Inc., with Midwest Energy, Inc. as the surviving corporation, and we issued 11,833,000 shares of our common stock in exchange for 100% of the outstanding shares of Midwest Energy, Inc. Further, concurrent with the effective time of the merger and prior to the issuance of the shares to the Midwest Energy stockholders, we instituted a 1 for 253.45 reverse split of our outstanding shares of common stock and amended our articles of incorporation to change our name to “EnerJex Resources, Inc.” Upon closing of the merger, the former stockholders of Midwest Energy, Inc. control approximately 98% of our outstanding shares of common stock, which are estimated to be approximately 12,133,457 shares.      

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Results of Operations

Quarter Ended June 30, 2004 Compared to Quarter Ended June 30, 2003

Revenue: We produced $38,540 in revenues in the quarter ended June 30, 2004. We did not have any revenues in the quarter ended June 30, 2003.

Expenses:

Administrative expenses for the quarter ended June 30, 2004 were $996, a decrease of $5,075 or an 84% decrease over the $6,071 of general and administrative expenses incurred in the quarter ended June 30, 2003. This decrease was a result of the Company’s lack of operations and insufficient working capital.

Professional fees for the quarter ended June 30, 2004 were $7,513. No professional fees expenses were incurred in the quarter ended June 30, 2003.

Loss from operations for the quarter ended June 30, 2004 was $13,811, an increase of $7,740, an approximate 127% increase over the loss from operations of $6,071 for the quarter ended June 30, 2003. The increase in loss from operations occurred because we had a negative gross profit and we incurred increased professional fees during the quarter ended June 30, 2004.

Liquidity and Capital Resources

As of June 30, 2004, we had a working capital deficit of $764,633, which means that our current liabilities exceeded our current assets. Current assets are assets that are expected to be converted to cash within one year and, therefore, may be used to pay current liabilities as they become due. Our working capital deficit means that our current assets on June 30, 2004 were not sufficient to satisfy all of our current liabilities on those dates.

On February 10, 2006, the Company executed a promissory note for $100,000. The note bears interest at 6% per annum and is due on September 1, 2006. The note is anticipated to be repaid concurrent with the merger with Midwest Energy, Inc.

Satisfaction of our cash obligations for the next 12 months.

A critical component of our operating plan impacting our continued existence is the ability to obtain sufficient additional capital through equity and/or debt financing. We do not anticipate generating enough positive internal operating cash flow until such time as we can generate substantial additional revenues from either license fees from our biodegradable plastic product and/or direct sales of our products, either or both of which may take the next few years to fully realize. In the event we cannot obtain the necessary capital to pursue our strategic plan, we may have to cease or significantly curtail our operations. This would materially impact our ability to continue operations.

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Our near term cash requirements are anticipated to be offset through the receipt of funds from private placement offerings and loans obtained through private sources. Since inception, we have financed cash flow requirements through debt financing and issuance of common stock for cash and services. We may continue to experience net negative cash flows from operations, pending receipt of sales revenues, and will be required to obtain additional financing to fund operations through common stock offerings and debt borrowings to the extent necessary to provide working capital.

Over the next twelve months, we intend to develop revenues by licensing our technology and developing additional products for specific target markets. We believe that existing capital and anticipated funds from operations will not be sufficient to sustain operations over the next twelve months. Consequently, we will be required to seek additional capital in the future to fund growth and expansion through additional equity or debt financing or credit facilities. No assurance can be made that such financing would be available, and if available it may take either the form of debt or equity. In either case, the financing could have a negative impact on our financial condition and our Stockholders.

We anticipate incurring operating losses in the next twelve months. Our lack of operating history makes predictions of future operating results difficult to ascertain. Our prospects must be considered in light of the risks, expenses and difficulties frequently encountered by companies in their early stage of development, particularly companies in new and rapidly evolving markets such as technology related companies. Such risks include, but are not limited to, an evolving and unpredictable business model and the management of growth. To address these risks we must, among other things, obtain a customer base, implement and successfully execute our business and marketing strategy, continue to develop and upgrade technology and products, provide superior customer services and order fulfillment, respond to competitive developments, and attract, retain and motivate qualified personnel. There can be no assurance that we will be successful in addressing such risks, and the failure to do so could have a material adverse effect on our business prospects, financial condition and results of operations.

Going Concern

The consolidated financial statements included in this filing have been prepared in conformity with generally accepted accounting principles that contemplate the continuance of Millennium as a going concern. Millennium’s cash position may be inadequate to pay all of the costs associated with testing, production and marketing of products. Management intends to use borrowings and security sales to mitigate the effects of its cash position, however no assurance can be given that debt or equity financing, if and when required, will be available. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets and classification of liabilities that might be necessary should Millennium be unable to continue existence.

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Summary of product research and development that we will perform for the term of our plan.

We do not anticipate performing any significant product research and development under our plan of operation until such time as we can raise adequate working capital to sustain our operations.

Expected purchase or sale of any significant equipment.

We do not anticipate the purchase or sale of any plant or significant equipment, as such items are not required by us at this time or anticipated to be needed in the next twelve months.

Significant changes in the number of employees.

As of June 30, 2004, we did not have any employees. We are dependent upon Paul Branagan, our sole officer and a director.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Accounting Estimates

The preparation of these financial statements requires the use of estimates by management in determining our assets, liabilities, revenue, and expenses and related disclosures. Actual results could differ from those estimates.

Revenue Recognition

We recognize sales revenue when title passes and all significant risks of ownership change, which occurs either upon shipment or delivery based on contractual terms.

Impairment of Long-lived assets

We review the carrying value of long-lived assets at each balance sheet date to determine if any impairment exists. Recoverability is assessed using undiscounted cash flows based upon historical results and current projections of earnings before interest and taxes. We measure impairment using discounted cash flows of future operating results based upon a rate that corresponds to our cost of capital. Impairments are recognized in operating results to the extent that carrying value exceeds discounted cash flows of future operations.

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Stock-Based Compensation

Statement of Financial Accounting Standards No. 123, “Accounting for Stock-based Compensation” (“SFAS 123”), establishes a fair value method of accounting for stock-based compensation plans and for transactions in which a company acquires goods, financing or services from non-employees in exchange for equity instruments. SFAS 123 also allows companies to account for stock-based employee compensation in accordance with Accounting Principles Board Opinion No. 25 (“APB 25”), “Accounting for Stock Issued to Employees,” or SFAS 123. Millennium elected to follow APB 25 which measures compensation expense for employee stock options as the excess, if any, of the fair market price of Millennium’s stock at the measurement date over the amount an employee must pay to acquire stock.

FACTORS THAT MAY AFFECT OUR RESULTS OF OPERATION

An evaluation of us is extremely difficult. At this stage of our business operations, even with our good faith efforts, potential investors have a high probability of losing their investment.

There is nothing at this time on which to base an assumption that our business operations will prove to be successful or that we will ever be able to operate profitably. Our future operating results will depend on many factors, including our ability to raise adequate working capital, demand and acceptance of our business plan, the level of our competition and our ability to attract and maintain key management and employees.

While Management believes its estimates of projected occurrences and events are within the timetable of its business plan, there can be no guarantees or assurances that the results anticipated will occur.

Our auditor’s report reflects the fact that without realization of additional capital, it would be unlikely for us to continue as a going concern. If we are unable to continue as a going concern, it is likely that we will not be able to continue in business.

As a result of our deficiency in working capital and other factors, our auditors have included a paragraph in their report regarding substantial doubt about our ability to continue as a going concern. Our plans in this regard are to seek additional funding through future equity private placements or debt facilities.

Because our common stock is deemed a low-priced “Penny” stock, an investment in our common stock should be considered high risk and subject to marketability restrictions.

Since our common stock is a penny stock, as defined in Rule 3a51-1 under the Securities Exchange Act, it will be more difficult for investors to liquidate their investment even if and when a market develops for the common stock. Until the trading price of the common stock rises above $5.00 per share, if ever, trading in the common stock is subject to the penny stock rules of the Securities Exchange Act specified in rules 15g-1 through 15g-10. Those rules require broker-dealers, before effecting transactions in any penny stock, to:

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• Deliver to the customer, and obtain a written receipt for, a disclosure document;

• Disclose certain price information about the stock;

• Disclose the amount of compensation received by the broker-dealer or any associated person of the broker-dealer;

• Send monthly statements to customers with market and price information about the penny stock; and

• In some circumstances, approve the purchaser’s account under certain standards and deliver written statements to the customer with information specified in the rules.     

Consequently, the penny stock rules may restrict the ability or willingness of broker-dealers to sell the common stock and may affect the ability of holders to sell their common stock in the secondary market and the price at which such holders can sell any such securities. These additional procedures could also limit our ability to raise additional capital in the future.

Item 3. Controls and Procedures.

We maintain disclosure controls and procedures designed to ensure that information required to be disclosed in reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the specified time periods.

As of the end of the period covered by this report, Paul Branagan, our Chief Executive Officer and Principal Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15. Based upon his evaluation, Mr. Branagan concluded that our disclosure controls and procedures were not effective in timely alerting him to material information required to be included in our periodic SEC reports. We were unable to meet our requirements to timely file our Exchange Act reports for the quarter ended June 30, 2004 through June 30, 2006. Management evaluated the impact of our inability to timely file periodic reports with the Securities and Exchange Commission on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted in the inability to timely make these filings represented a material weakness.

Other than the deficiency and weakness described above, Mr. Branagan concluded that our disclosure controls and procedures are otherwise effective.

PART II -- OTHER INFORMATION

Item 1. Legal Proceedings.

We may become involved in various routine legal proceedings incidental to our business. However, to our knowledge as of the date of this report, there are no material pending legal proceedings to which we are a party or to which any of our property is subject.

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

We did not issue any securities during the quarter ended June 30, 2004. However, on April 1, 2006, Paul Branagan, President of the Company, converted $40,000 of liabilities owed to him by the Company into 40,000,000 shares of the Company’s common stock.

Concurrent with the effective date of the merger with Midwest Energy, Inc. we will initiate a 1 for 253.45 reverse stock split. This will reduce the number of shares of our common stock outstanding to approximately 300,457 shares.

Upon the effectiveness of the merger described in Item 1.01 above, we will issue 11,833,000 shares of our common stock to the stockholders of Midwest Energy, Inc. We believe that the issuance of the shares was exempt from the registration and prospectus delivery requirements of the Securities Act of 1933 by virtue of Section 4(2), Regulation D and/or Regulation S. The shares were issued directly by us and did not involve a public offering or general solicitation. The recipients of the shares were afforded an opportunity for effective access to files and records of our company that contained the relevant information needed to make their investment decision. We reasonably believed that the recipients, immediately prior to issuing the shares, had such knowledge and experience in our financial and business matters that they were capable of evaluating the merits and risks of their investment.  The recipients had the opportunity to speak with our management on several occasions prior to their investment decision. There were no commissions paid on the issuance and sale of the shares.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Submission of Matters to a Vote of Security Holders.

None.

Item 5. Other Information.

Change in Control

On April 1, 2006, Paul Branagan, our sole officer, converted $40,000 of liabilities owed to him by the Company into 40,000,000 shares of the Company’s common stock. This conversion resulted in Mr. Branagan owning approximately 54% of the Company’s outstanding shares of common stock.

Pursuant to the merger agreement with Midwest Energy, Inc., described in Item 1.01 above, we will issue 11,833,000 shares of our common stock to the stockholders of Midwest Energy, Inc. In addition, effective August 15, 2006, we will institute a 1 for 253.45 reverse stock split, which will reduce the number of our outstanding shares of common stock to approximately 300,457. As a result of the reverse split and the issuance of the shares to the stockholders of Midwest Energy, Inc., the Midwest Energy, Inc. stockholders will hold approximately 98% of our outstanding shares of common stock. In addition, concurrent with the effective date of the merger, all of our current officers and directors will be replaced by the officers and directors of Midwest Energy, Inc. These occurrences will constitute a change in control.

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Item 6. Exhibits.

Exhibits:

Exhibit	Description
2.1**	Acquisition Agreement dated August 22, 2000 between Millennium and SCAC Holdings, Inc. Incorporated by reference from Form 8-K filed 8/30/2000.
2.2**	Agreement and Plan of Merger dated November 23, 1999 between Millennium and Graduated Plastics, Inc. Incorporated by reference from Form 8-K filed 12/6/99.
2.3*****	Agreement and Plan of Merger dated July 31, 2006, effective date August 15, 2006, between Millennium and Midwest Energy, Inc. Incorporated by reference from Form 8-K filed August 16, 2006.
3 (i).a**	Amended and Restated Articles of Incorporation of Millennium filed with the State of Nevada on 12/6/99. Incorporated by reference from Form 8-K filed 12/6/99.
3 (i).b**	Certificate of Incorporation of Solplax Limited filed in Dublin, Ireland on 2/28/96. Incorporated by reference from SB-2 filed 2/23/01
3(i).c*****	Amended and Restated Articles of Incorporation of Millennium filed with the State of Nevada on July 31, 2006, effective date August 15, 2006. Incorporated by reference from Form 8-K filed August 16, 2006.
3(ii)**	Amended and Restated Bylaws of Millennium dated 12/2/99. Incorporated by reference from SB-2 filed 2/23/01
4.1**	Article VI of Amended and Restated Articles of Incorporation of Millennium. Incorporated by reference from Form 8-K filed 12/6/99.
4.2**	Article II and Article VIII, Sections 3 & 6 of Amended and Restated Bylaws of Millennium. Incorporated by reference fro SB-2 filed 2/23/01.
10.1**	Patent Assignment and Royalty Agreement between Solplax Limited and Graduated Plastics, Inc. dated 9/30/99. Incorporated by reference from Form 8-K filed 12/6/99
10.2**	Addendum to Patent Assignment and Royalty Agreement between Solplax Limited, SCAC Holdings Corp. and Graduated Plastics, Inc. dated 12/1/99. Incorporated by reference from Form 8-K filed 12/7/00
10.3**	3GC Limited, Letter of Investment Intent. Incorporated by reference from Form 10QSB filed 2/14/01.
10.4***	Commercial Lease Agreement
10.5***	Consulting Agreement between The Gingrich Group the Millennium Plastics
10.6***	Letter of Engagement between Millennium Plastics and International Profit Associates
10.7****	Stock Cancellation Agreement/Waiver and Release Agreement
10.8****	Agreement between Millennium Plastics Corp. and Miltray Investment Ltd.
31*	Certification of Paul Branagan, CEO and Principal Accounting Officer pursuant to Section 302 of the Sarbanes-Oxley Act
32*	Certification of Paul Branagan, CEO and Principal Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act
99.1**	2000-2001 Stock Option Plan approved by Shareholders on 9/25/00. Incorporated by reference from Form 10QSB filed 2/14/01.
99.2****	2002-2003 Stock Option Plan dated August 1, 2002

________________________

* Filed herewith

** Incorporated by reference in Form 10-KSB on July 16, 2001

*** Filed in Form 10-KSB on July 16, 2001

**** Filed in Form 10-KSB/A on March 18, 2003

***** Filed in Form 8-K on August 16, 2006

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SIGNATURES

Pursuant to 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.

MILLENNIUM PLASTICS CORPORATION

(Registrant)

By: /s/ Paul Branagan                                             

Paul Branagan, President

(On behalf of the registrant and as

principal accounting officer)

Date: August 14, 2006

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EX-31

EXHIBIT 31

CERTIFICATION

I, Paul Branagan, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Millennium Plastics Corp.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;

4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business issuer and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Evaluated the effectiveness of the small business issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(c) Disclosed in this report any change in the small business issuer’s internal control over financial reporting that occurred during the small business issuer's most recent fiscal quarter (the small business issuer's fourth fiscal quarter in the case of an quarterly report) that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over financial reporting.

5. I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer's internal control over financial reporting.

Date: August 14, 2006

/s/Paul Branagan                               

Paul Branagan,

Chief Executive Officer and

Principal Financial Officer

EX-32

EXHIBIT 32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Millennium Plastics Corp. (the "Company") on Form 10-QSB for the period ended June 30, 2004, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Paul Branagan, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/Paul Branagan                                             

Paul Branagan

President and Chief Executive Officer

August 14, 2006