Capital Stock

9 Months Ended

Sep. 30, 2012

Capital Stock:

Capital Stock

Note 3:  Capital Stock

Preferred Stock and Common Stock – The Company’s Board of Directors is expressly granted the authority to issue, without stockholder action, the authorized shares of the Company’s preferred and common stock.  The Board of Directors may issue shares and determine the powers, preferences, limitations, and relative rights of any class of shares before the issuance thereof.

Preferred Stock – The Company has authorized 10,000,000 shares of Preferred Stock, par value $0.001 per share.  Series E Preferred Stock was authorized October 2006 for up to 1,000,000 shares, par value $0.001.  Under the rights, preferences and privileges of the Series E Preferred Stock, the holders of the preferred stock receive a 10 to 1 voting preference over common stock.  Accordingly, for every share of Series E Preferred Stock held, the holder received the voting rights equal to 10 shares of common stock.  The Series E preferred Stock is not convertible into any other class of stock of the Company and has no preference to dividends or liquidation rights.  As of September 30, 2012, there were 1,000,000 Series E Preferred shares outstanding and December 31, 2011, there were 1,000,000 Series E Preferred shares outstanding.

Common Stock – The Company has authorized 100,000,000 shares of common stock, par value $0.001 per share.  As of September 30, 2012  there were 159,064 shares of voting common stock outstanding and December 31, 2011, there were 159,064 shares of voting common stock outstanding.  On November 8, 2012 the Company effectuated a 1:50 reverse stock split of the then issued and outstanding common shares, the effects of which have been shown in these financial statements.