10-K

U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

x	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
	For the fiscal year ended December 31, 2009
OR
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
	For the transition period from         N/A          to         N/A       .

Commission File Number:  000-28684

Environmental Credits, Ltd.
(Name of Small Business Issuer in Its Charter)

Delaware
(State or Other Jurisdiction of
Incorporation or Organization) 33-0824801
(I.R.S. Employer
Identification No.)

5782 Caminito Empresa, La Jolla, California 92037(Address of principal executive office)                      (Zip Code)

(619) 895-6900
(Issuer's Telephone Number, Including Area Code)

Securities registered under Section 12(g) of the Exchange Act:

Title of Each Class
Common Stock (par value $0.001) Name of Exchange
On Which Registered
                       

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes  [  ]     No  [X]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes  [X]     No  [  ]

Note - Checking the box above will not relieve any registrant required to file reports pursuant to
Section 13 or 15(d) of the Exchange Act from their obligations under those Sections.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed 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  [  ]     No  [X]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter)
is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
[X]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a
smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and
"smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	[  ]	Accelerated filer	[  ]
Non-accelerated filer (Do not check if a smaller reporting company)	[  ]	Smaller reporting company	[X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

Yes  [X]     No  []

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter:
$ 54,775,712 AS OF March 16, 2010.

Note. - If a determination as to whether a particular person or entity is an affiliate cannot be made without involving unreasonable effort and expense, the aggregate market value of the common stock held by non-affiliates may be calculated on the basis of assumptions reasonable under the circumstances, provided that the assumptions are set forth in this Form.

APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.
Yes  [X]     No  [  ]

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date:
73,034,283 AS OF March 16, 2010.

DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 31, 2009).

ENVIRONMENTAL CREDITS, LTD.
INDEX TO ANNUAL REPORT
ON FORM 10-K

		Page
	PART I
Item 1.	Description of Business	6
Item1A.	Risk Factors	9
Item 1B.	Unresolved Staff Comments	11
Item 2.	Description of Property	11
Item 3.	Legal Proceedings	11
Item 4.	Submission of Matters to a Vote of Security Holders	11
	PART II
Item 5.	Market for Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	12
Item 6	Selected Financial Data	12
Item 7.	Management's Discussion and Analysis of Financial Condition or Plan of Operation	13
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	13
Item 8.	Financial Statements and Supplementary Data	14
Item 9.	Changes and Disagreements With Accountants on Accounting and Financial Disclosure	15
Item 9A.	Controls and Procedures	15
Item 9B.	Other Information	16
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance	17
Item 11.	Executive Compensation	18
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	19
Item 13.	Certain Relationships and Related Transactions and Director Independence	20
Item 14.	Principal Accounting Fees and Services	21
	PART IV
Item 15.	Exhibits	23
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS		F-1
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS		F-2

MATTER OF FORWARD-LOOKING STATEMENTS

THIS FORM 10-K CONTAINS "FORWARD-LOOKING STATEMENTS" THAT CAN BE IDENTIFIED BY THE USE OF FORWARD-LOOKING WORDS SUCH AS "BELIEVES," "EXPECTS," "MAY," "WILL," "SHOULD," OR "ANTICIPATES," OR THE NEGATIVE OF THESE WORDS OR OTHER VARIATIONS OF THESE WORDS OR COMPARABLE WORDS, OR BY DISCUSSIONS OF PLANS OR STRATEGY THAT INVOLVE RISKS AND UNCERTAINTIES. MANAGEMENT WISHES TO CAUTION THE READER THAT THESE FORWARD-LOOKING STATEMENTS, INCLUDING, BUT NOT LIMITED TO, STATEMENTS REGARDING THE COMPANY'S MARKETING PLANS, GOALS, COMPETITIVE CONDITIONS, REGULATIONS THAT AFFECT PUBLIC COMPANIES THAT HAVE NO EXISTING BUSINESS AND OTHER MATTERS THAT ARE NOT HISTORICAL FACTS ARE ONLY PREDICTIONS. NO ASSURANCES CAN BE GIVEN THAT SUCH PREDICTIONS WILL PROVE CORRECT OR THAT THE ANTICIPATED FUTURE RESULTS WILL BE ACHIEVED. ACTUAL EVENTS OR RESULTS MAY DIFFER MATERIALLY EITHER BECAUSE ONE OR MORE PREDICTIONS PROVE TO BE ERRONEOUS OR AS A RESULT OF OTHER RISKS FACING THE COMPANY. FORWARD-LOOKING STATEMENTS SHOUL D BE READ IN LIGHT OF THE CAUTIONARY STATEMENTS AND IMPORTANT FACTORS DESCRIBED IN THIS FORM 10-KSB FOR ENVIRONMENTAL CREDITS, LTD., INCLUDING, BUT NOT LIMITED TO "THE FACTORS THAT MAY AFFECT FUTURE RESULTS" SHOWN AS ITEM 1A AND IN MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. THE RISKS INCLUDE, BUT ARE NOT LIMITED TO, THE RISKS ASSOCIATED WITH AN EARLY-STAGE COMPANY THAT HAS ONLY A LIMITED HISTORY OF OPERATIONS, THE COMPARATIVELY LIMITED FINANCIAL RESOURCES OF THE COMPANY, THE INTENSE COMPETITION THE COMPANY FACES FROM OTHER ESTABLISHED COMPETITORS, REGULATORY BURDENS PLACED ON PUBLIC SHELL COMPANIES, ANY ONE OR MORE OF THESE OR OTHER RISKS COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THE FUTURE RESULTS INDICATED, EXPRESSED, OR IMPLIED IN SUCH FORWARD-LOOKING STATEMENTS. WE UNDERTAKE NO OBLIGATION TO UPDATE OR REVISE ANY FORWARD-LOOKING STATEMENT TO REFLECT EVENTS, CIRCUMSTANCES, OR NEW INFORMATION AFTER THE DATE OF THIS FORM 10-K OR TO REFLECT THE OCCURREN CE OF UNANTICIPATED OR OTHER SUBSEQUENT EVENTS.

PART I

As used herein, the term "we," "us," "our," and the "Company" refers to Environmental Credits, Ltd., a Delaware corporation and our subsidiaries, unless otherwise noted.

Item 1.  Description of Business.

Company History

We were incorporated under the name Wagg Corp. in the State of Delaware on April 21, 1997.

In January 1998 we changed our name to Alternative Entertainment, Inc. (the same name of a Nevada corporation identified below as "AEI-Nevada") previously established for the operation of the Company's business) and in December 1998 we changed our name to BoysToys.com, Inc.

On May 8, 2001, the Company filed a petition with the United States Bankruptcy Court for the Northern District of California for relief under Chapter 11 of the United States Bankruptcy Code. The filing was in response to an unexpected attempt by the landlord to terminate the Company's long-term lease for the Company's then-existing upscale gentlemen's club in San Francisco, California (the "Club").

On September 12, 2002, the United States Bankruptcy Court for the Northern District of California transferred the Club and all of our assets and operations from us. Thus, from September 12, 2002 through the present, we have not had any assets or operations. Our prior proposed plan of reorganization was rejected by the Court. Currently, we have no assets or operations and we are a mere "public shell" company.

On October 6, 2002, the United States Bankruptcy Court for the Northern District of California (the "Bankruptcy Court") entered an order for Chapter 7 dissolution.

On May 2, 2007, the Bankruptcy Court entered an order closing our bankruptcy case. As a result, we emerged from the jurisdiction of the Bankruptcy Court's jurisdiction on that date.

On March 7, 2008, we held our first-ever stockholder's meeting. At the meeting, our stockholders approved the following actions:

(A) the proposed reverse split of our Common Stock (par value $0.01) so that upon effectuation of the split, one New Share (of our Common Stock) will be issued for each two hundred (200) shares of our Common Stock currently issued and outstanding with each fractional share rounded up to the next whole share (the "Reverse Split");

(B) the proposed the amendment to our Certificate of Incorporation to change our name from BoysToys.com, Inc. to Environmental Credits, Ltd.;

(C) the proposed appointment of Stan Lee, CPA as the Company's independent auditor; and

(D) the proposed amendment to our Certificate of Incorporation to increase the authorized number of shares of our Common Stock (par value $0.01) from 20,000,000 to 300,000,000 (par value $0.01).

We subsequently filed Form 8-K with the U.S. Securities and Exchange Commission and changed our trading symbol to EVCL.

Notwithstanding these actions, we have minimal financial resources and our very existence as a corporate enterprise can not be assured. We have continued to file the reports required by Section 13(a) of the Securities Exchange Act of 1934 in deference to our loyal stockholders and our former employees, especially the beautiful employees who worked at our Club.

Our Prior Business - Prior to September 12, 2002

Prior to September 12, 2002 and through its wholly-owned subsidiary, RMA of San Francisco, Inc., a California corporation ("RMA"), we owned and operated an upscale gentlemen's club in San Francisco, California (the "Club") under the name, "Boys Toys Club."

We originally intended to operate the Club through Boys Toys Cabaret Restaurants, Inc., a California corporation ("BTC Restaurants") that is currently a dormant corporation with no operations or assets. All assets and operations of BTC Restaurants were previously owned by RMA.

Previously, we had the following subsidiaries: RMA, BTC Restaurants, and Alternative Entertainment, Inc., a Nevada corporation ("AEI-Nevada") of which only RMA had any assets or operations. From January 26, 2000 to September 12, 2002, we operated the Club. It comprised 15,000 square feet. We held an alcoholic beverage license, a cabaret license, and all other licenses and permits required by the City and County of San Francisco, California. The Club and all of our assets and operations were transferred by the Court on September 12, 2002 and currently we have no business or operations.

Our Current Business & Change of Company Name

Since the loss of our assets and business on September 12, 2002, we have become a "shell company" (within the meaning of Rule 12b-2 of the Securities Exchange Act of 1934). From that date until May 2, 2007, we remained subject to the jurisdiction of the Bankruptcy Court. Since May 2, 2007, our sole officer and director, Ralph Amato has, to the extent that he has been able, to explore other business opportunities for us that may be appropriate and feasible in the context of our circumstances. Since we have almost no financial resources and we are financially dependent upon Mr. Amato for our very existence, these exploratory efforts have been limited.

The following are "Forward-Looking Statements. To the extent that we are able, we may undertake efforts to merge with or acquire an operating company with operating history and assets. The exact form and nature of any investment or activity that we may undertake has not yet been determined. In our current condition, the Securities and Exchange Commission has defined and designated our company as a "public shell" company with all of the unfortunate aspects of that moniker.

If we do not successfully acquire or develop some form of operating business, then our primary activity will likely involve seeking merger or acquisition candidates with whom we can either merge or acquire. While our stockholders on March 7, 2008 approved the change in our name to "Environmental Credits, Ltd.," the exact form and nature of any business that we may pursue has not been determined. Our plans are in the conceptual stage only and we may or may not pursue any specific investments or business activity.

We will not likely restrict our search to any specific business, industry or geographical location, and we may participate in a business venture of virtually any kind or nature. The discussion of the proposed business under this caption is a "forward-looking statement" and is purposefully general and is not meant to be restrictive of our virtually unlimited discretion to search for and enter into potential business opportunities.

We may, if circumstances and opportunities are appropriate, obtain funds in one or more private placements to finance the operation of any acquired business. Persons purchasing securities in these placements and other shareholders will likely not have the opportunity to participate in the decision relating to any acquisition. Our existing status as a "shell company" will limit the ability of any purchaser of our securities in any private placement to undertake any resale of securities under Rule 144 of the Securities Act of 1933. This will likely adversely impact our ability to attract necessary capital and thus result in greater dilutive costs that we may incur should we ever obtain capital on a private placement basis.

On February 15, 2008, the Securities and Exchange Commission adopted amendments to Rule 144 which included the amendment to Rule 144(i). This change, among other changes, adversely impacts our ability to undertake any acquisitions and our ability to attract additional capital.

Overall, our potential success is heavily dependent on our one office and director, Ralph M. Amato. Mr. Amato will have virtually unlimited discretion in searching for and entering into a business opportunity. There can be no assurance that we will be able to raise any funds in private placements.

To the extent that we are able, we will likely participate in one potential business venture. This lack of diversification should be considered a substantial risk in investing in us because it will not permit us to offset potential losses from one venture against gains from another.

We may seek a business opportunity with a firm which only recently commenced operations, or a developing company in need of additional funds for expansion into new products or markets, or seeking to develop a new product or service, or an established business which may be experiencing financial or operating difficulties and is in the need for additional capital which is perceived to be easier to raise by a public company. In some instances, a business opportunity may involve the acquisition or merger with a corporation which does not need substantial additional cash but which desires to establish a public trading market for its common stock. We may purchase assets and establish wholly owned subsidiaries in various businesses or purchase existing businesses as subsidiaries.

We anticipate that the selection of a business opportunity in which we may participate will be complex and extremely risky. Because of general economic conditions (including the current recessionary environment), rapid technological advances being made in some industries, and shortages of available capital, management believes that there are numerous firms seeking the benefits of a publicly traded corporation. Such perceived benefits of a publicly traded corporation may include facilitating or improving the terms on which additional equity financing may be sought, providing liquidity for the principals of a business, creating a means for providing incentive stock options or similar benefits to key employees, providing liquidity (subject to restrictions of applicable statutes) for all shareholders, and other factors. Potentially available business opportunities may occur in many different industries and at various stages of development, all of which will make the task of comparative inve stigation and analysis of such business opportunities extremely difficult and complex.

As is customary in the industry, we may pay a finder's fee for locating an acquisition prospect. If any such fee is paid, it will be approved by our Board of Directors and will be in accordance with the industry standards. Such fees are customarily between 1% and 5% of the size of the transaction, based upon a sliding scale of the amount involved. Such fees are typically in the range of 5% on a 41,000,000 transaction ratably down to 1% in a $4,000,000 transaction.

We have insufficient capital with which to provide the owners of business opportunities with any significant cash or other assets. However, management believes we will offer owners of business opportunities the opportunity to acquire a controlling ownership interest in a public company at substantially less cost than is required to conduct an initial public offering.

The owners of the business opportunities will, however, incur significant post-merger or acquisition registration costs in the event they wish to register a portion of their shares for subsequent sale. We will also incur significant legal and accounting costs in connection with the acquisition of a business opportunity including the costs of preparing post-effective amendments, Forms 8-K, agreements and related reports and documents, nevertheless, the officers and directors of the Companies have not conducted market research and are not aware of statistical data which would support the perceived benefits of a merger or acquisition transaction for the owners of a business opportunity.

We do not currently intend to make any loans to any prospective merger or acquisition candidates or to unaffiliated third parties.

On September 17, 2007, we entered into a Letter of Intent with GHG Trading Platforms, Inc. ("GHG"). The terms of the Letter of Intent are set forth in the Company's Form 8-K that was filed September 20, 2007. In general, the Letter of Intent contemplated that we would complete negotiations with GHG for a contemplated acquisition transaction. While the Letter of Intent contained the usual and customary qualification that the Letter of Intent was a mere expression of intent and that it was not binding as a contract, we and GHG have not completed the negotiations with respect the contemplated acquisition. For these reasons, we have determined that the acquisition has been abandoned by GHG and us does not anticipate that any transaction with GHG will be forthcoming.

Evaluation of Opportunities

Our initial business ended in bankruptcy. Any new and prospective business, venture, or acquisition that we may undertake will be evaluated by our sole officer and director, Ralph M. Amato. However, in analyzing prospective business opportunities, management will consider such matters as the available technical, financial and managerial resources; working capital and other financial requirements; history of operation, if any; prospects for the future; present and expected competition; the quality and experience of management services which may be available and the depth of that management; the potential for further research, development or exploration; specific risk factors not now foreseeable but which then may be anticipated to impact the proposed activities of the Company; the potential for growth or expansion; the potential for profit; the perceived public recognition or acceptance of products, services or trades; name identification; and other relevant factors. Officers and directors of each company will meet personally with management and key personnel of the firm sponsoring the business opportunity as part of their investigation. To the extent possible, we intend to utilize written reports and personal investigation to evaluate the above factors.

We will not acquire or merge with any company for which audited financial statements cannot be obtained. It may be anticipated that any opportunity in which we participate will present certain risks. Many of these risks cannot be adequately identified prior to selection of the specific opportunity, and our shareholders must, therefore, depend on the ability of management to identify and evaluate such risk. In the case of some of the opportunities available to us, it may be anticipated that the promoters thereof have been unable to develop a going concern or that such business is in its development stage in that it has not generated significant revenues from its principal business activities prior to our participation.

There is a risk, even after our participation in the activity and the related expenditure of our funds, that the combined enterprises will still be unable to become a going concern or advance beyond the development stage. Many of the opportunities may involve new and untested products, processes, or market strategies which may not succeed. Such risks will be assumed by us and, therefore, by our shareholders.

We will not restrict its search for any specific kind of business, but may acquire a venture which is in its preliminary or development stage, which is already in operation, or in essentially any stage of its corporate life. It is currently impossible to predict the status of any business in which we may become engaged, in that such business may need additional capital, may merely desire to have our shares publicly traded, or may seek other perceived advantages which we may offer.

As stated above, we entered into a Letter of Intent with GHG Trading Platforms, Inc. ("GHG") on September 17, 2007. Based on our current assessments, we determined that the acquisition has been abandoned by GHG and we do not anticipate that any transaction with GHG will be forthcoming in the near future.

Overall and notwithstanding the efforts that our sole officer and director has taken and anticipates taking in the future, there can be no assurance that we will enter into any business venture or complete any acquisition or otherwise achieve any business or financial success.

Item 1A.  Risk Factors

We have no material assets, business, or operations and there can be no assurance that we will ever have or acquire any assets, business, or operations at any time in the future. We are a mere "public shell" and currently we do not have any future prospect of ever holding any business or operations. An investment into the Company or the purchase of our common stock should be considered appropriate only for those persons who can accept the total loss of their investment since the Company and our securities involve continuing and substantial risks that are not suitable or appropriate for investment purposes. Overall, these risks arise from factors over which we will have little or no control. Some adverse events may be more likely than others and the consequence of some adverse events may be greater than others. No attempt has been made to rank risks in the order of their likelihood or potential harm. In addition to those general risks enumerated elsewhere, any purchaser of our Common Stock should also consider the following factors.

1.  Prior Bankruptcy.  We emerged from bankruptcy on May 2, 2007. While we believe that our prior bankruptcy may serve to allow us to put our prior business failure and the claims of our creditors behind us, we have minimal financial resources and our sole officer and director has only a limited amount of time to serve the Company and our interests. As a result, there can be no assurance that we will successfully enter into any business venture or complete any acquisition or merger with any existing operating business or that the problems that afflicted us in bankruptcy may not trouble us further.

2.  Absence of Assets, Business, Operations & Extraordinary Uncertainties.  All of our assets, business, and operations were transferred and taken from the Company on September 12, 2002 by action of the United States Bankruptcy Court. Our ability to undertake any business venture will likely be severely limited and there can be no assurance that we will ever acquire any other business venture or if such a venture is acquired, that any such venture can be acquired on any reasonable terms in light of our current financial circumstances. Our very existence is in doubt and there can be no assurance that we will continue to file its reports required by the Securities Exchange Act of 1934.

3.  Current Financial Structure, Limited Equity, No Working Capital & Need for Additional Financing.  Currently, we have no assets, business or operations. We are a mere A public shell@ and we rely upon loans and advances from Mr. Amato, a corporate officer to pay the costs of maintaining our corporate existence. The continuing payment of these costs can not be assured. In the event that we were to enter into or acquire another business or venture, we would likely require significant new financing. In that event, our current stockholders would likely incur significant and immediate dilution with the result that our current stockholders would then hold a small and insignificant fraction of our then outstanding common stock. The increase in our authorized Common Stock to 300,000,000 shares, as approved by our stockholders on March 7, 2008, will also adversely impact the control and influence of existing stockholders. As a result, our current stockholders would lose significant control as well as further losses on their investment. There can be no assurance that we will ever receiving any additional financing and we have not received any commitments or assurances from any underwriter, inve stment banker, venture capital fund, or other individual or institutional investor. There can be no assurance that we will obtain any new financing or, if we are successful, that such financing can be obtained on reasonable terms in light of our current circumstances.

4.  Limited Public Market.  There is a limited trading market for our Common Shares, and there is no guarantee that a continuous liquid trading market will subsequently develop. There can be no assurance that the Common Shares will ever gain any liquid trading volumes in any other market or gain listing on any stock exchange. Further, our Common Stock is a "Penny Stock" and as such, our to gain a liquid trading market for it will be inhibited by various regulations and there can be no assurance that any liquid trading market for our Common Stock will ever develop or, if it does develop, that it can be maintained. We became a "reporting company" on January 23, 2000.

5.  Dependence Upon Ralph M. Amato & Limited Management Time to Company Matters.  We have no full time officers or directors and no full time employees. Further, we have no significant financial resources to employ any person and there is no present prospect that we will obtain financial resources in the near future which would provide the financial resources needed to allow us to employ any person on a full-time basis. As result, no one is able to devote time and energy to our affairs on a full time or on a part-time basis. Any attention that anyone may be able to give to us will be on a limited and sporadic basis and there can be no assurance that this will be sufficient for our purposes.

6.  Control by Ralph M. Amato.  Mr. Amato, our founder and sole officer and director, is the holder of 70,000,000 shares or 95.85% of our outstanding Common Stock. In light of the shares held by Mr. Amato, Mr. Amato is in a position to control the Company and any holder of the Company's common stock likely will have little or no influence or control over the Company or its affairs.

7.  Potential Dilution.  In the event that we enter into or undertake efforts to acquire another business venture, we will likely incur finders' fees, investment banking fees, legal fees, and other similar costs and expenses which would likely result in further immediate, substantial, and irreversible dilution to our stockholders. Our stockholders approved an increase in the Company's authorized Common Stock to 300,000,000 common shares on March 7, 2008. Further, and the newly-revised Rule 144 of the Securities Act of 1933 as revised effective February 15, 2008, the value of the Company's Common Stock in any potential acquisition or merger transaction will likely be accorded a much lower value in view of the filing and 12 month of "periodic report" disclosure obligations that would need to be satisfied after any such transaction. For these reasons, existing stockholder can anticipate substantial and immediate dilution in view of these ci rcumstances.

8.  One Director and Limited Oversight.  We have only one Director and one officer: Ralph M. Amato. Although we believe that our Director is able to undertake and fulfill his obligations with respect to the corporate governance of the Company, we do not have an independent audit committee or any independent members of our Board of Directors and given our circumstances there is no present likelihood that we will be successful in obtaining the services of any persons who would be willing to serve as independent Directors or serve on an audit committee.

9.  Risks of Low Priced Stocks.  Trading in our Common Stock is limited since our Common Stock is a Penny Stock and thereby the retail market for our Common Stock is subject to burdens that are imposed on brokers whose customers may wish to acquire the Company's Common Stock.

Consequently, a shareholder may find it more difficult to dispose of, or to obtain accurate quotations as to the price of, the Company's securities. In the absence of a security being quoted on NASDAQ, or the Company having $2,000,000 in net tangible assets, trading in the Common Stock is covered by Rule 3a51-1 promulgated under the Securities Exchange Act of 1934 for non-NASDAQ and non-exchange listed securities.

Under such rules, broker/dealers who recommend such securities to persons other than established customers and accredited investors (generally institutions with assets in excess of $5,000,000 or individuals with net worth in excess of $1,000,000 or an annual income exceeding $200,000 or $300,000 jointly with their spouse) must make a special written suitability determination for the purchaser and receive the purchaser's written agreement to a transaction prior to sale. Securities are also exempt from this rule if the market price is at least $5.00 per share, or for warrants, if the warrants have an exercise price of at least $5.00 per share. The Securities Enforcement and Penny Stock Reform Act of 1990 requires additional disclosure related to the market for penny stocks and for trades in any stock defined as a penny stock.

The Commission has adopted regulations under such Act which define a penny stock to be any NASDAQ or non-NASDAQ equity security that has a market price or exercise price of less than $5.00 per share and allow for the enforcement against violators of the proposed rules.

In addition, unless exempt, the rules require the delivery, prior to any transaction involving a penny stock, of a disclosure schedule prepared by the Commission explaining important concepts involving a penny stock market, the nature of such market, terms used in such market, the broker/dealer's duties to the customer, a toll-free telephone number for inquiries about the broker/dealer's disciplinary history, and the customer's rights and remedies in case of fraud or abuse in the sale.

Disclosure also must be made about commissions payable to both the broker/dealer and the registered representative, current quotations for the securities, and, if the broker/dealer is the sole market maker, the broker/dealer must disclose this fact and its control over the market. Monthly statements must be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks.

While many NASDAQ stocks are covered by the proposed definition of penny stock, transactions in NASDAQ stock are exempt from all but the sole market-maker provision for (i) issuers who have $2,000,000 in tangible assets has been in operation for at least three years ($5,000,000 if the issuer has not been in continuous operation for three years), (ii) transactions in which the customer is an institutional accredited investor, and (iii) transactions that are not recommended by the broker/dealer.

In addition, transactions in a NASDAQ security directly with the NASDAQ market maker for such securities, are subject only to the sole market-maker disclosure, and the disclosure with regard to commissions to be paid to the broker/dealer and the registered representatives. The Company's securities are subject to the above rules on penny stocks and the market liquidity for the Company's securities could be severely affected by limiting the ability of broker/dealers to sell the Company's securities.

Item 1B.  Unresolved Staff Comments.

None.

Item 2.  Description of Property

We maintain an office on a rent free basis under an oral agreement as provided by our President, Ralph M. Amato. We have only one part-time employee.

Item 3.  Legal Proceedings

None.

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

None.

PART II

Item 5.  Market for Common Equity, Related Stockholder Matters, and Small Business Issuer Purchases of Equity Securities.

Our Common Stock is traded on the Bulletin Board Market under the symbol, "EVCL" only sporadically and with only limited and minimal interest by market makers.

Any investor who purchases the Company's Common Stock is not likely to find any liquid trading market for the Common Stock and there can be no assurance that any liquid trading market will ever develop.

The following table reflects the high and low prices of the Company's Common Stock for the two years ended December 31, 2008. The Company's Common Stock commenced trading on October 6, 1998. As of December 31, 2009, the Company had two market makers.

2008	High ($)	Low ($)
1st Quarter	$ 0.01	$ 0.01
2nd Quarter	$ 0.01	$ 0.01
3rd Quarter	$ 0.01	$ 0.0001
4th Quarter	$ 0.01	$ 0.0001
2009
1st Quarter	$5.00	$ 0.06
2nd Quarter	$5.00	$ 0.06
3rd Quarter	$5.00	$ 0.06
4th Quarter	$5.00	$ 0.06

The Company has followed the policy of reinvesting earnings, if any, and, consequently, has not paid any cash dividends. At the present time, no change in this policy is under consideration by the Board of Directors. The payment of cash dividends in the future will be determined by the Board of Directors in light of conditions then existing, including the Company's earnings, financial requirements and condition, opportunities for reinvesting earnings, business conditions and other factors.

The number of shareholders of record of Common Stock on December 31, 2009 was approximately 769.

Item 6.  Selected Financial Data

Not Applicable

Item 7.  Management's Discussion and Analysis or Plan of Operation.

We are currently a "shell company" (as that term is defined in Rule 12b-2 of the Securities Exchange Act of 1934). To the extent that we are able, we may undertake efforts to develop a business or merge with or acquire an operating company with operating history and assets. The exact form and nature of any investment or activity that we may undertake has not yet been determined.

If we do not successfully pursue some form of operating business, then our primary activity will likely involve seeking merger or acquisition candidates with whom we can either merge or acquire.

While our stockholders on March 7, 2008 approved the change in our name to "Environmental Credits, Ltd.," the exact form and nature of any business that we may pursue has not been determined. Our plans are in the conceptual stage only and we may or may not pursue any specific investments or business activity. See further discussion regarding our Plan of Operation above.

Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, and expenses and related disclosures of contingent liabilities. On an ongoing basis, management evaluates its estimates, including those that relate to income tax contingencies, revenue recognition, and litigation.

Management bases its estimates on historical experience and on various other assumptions 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. If actual results significantly differ from management's estimates, our financial condition and results of operations could be materially impaired.

Fiscal 2008 vs. Fiscal 2008

During the twelve months ending December 31, 2009 ("Fiscal 2009"), our Revenues were $0 which compares to the Company's Revenues of $0 for the twelve month period ending December 31, 2008 ("Fiscal 2008"). The absence of revenues during both periods reflects the lack of any assets or business the transfer of our business, assets, and operations on September 12, 2002 pursuant to the order of the United States Bankruptcy Court of that date. After September 12, 2002, we had no business or operations. On October 6, 2002, the Court entered an order for a Chapter 7 dissolution and liquidation of the Company.

Cost of Sales for Fiscal 2009 was $0 compared to Fiscal 2008 when Cost of Sales was $0. The lack of any Cost of Sales was primarily due to the cessation of our business and operations on September 12, 2002.

We recorded $0 in General and Administrative Expenses in Fiscal 2009 compared to $0 in General and Administrative Expenses in Fiscal 2008. These expenses are typically composed of: office and management expenses; and accounting, legal, and other general and administrative expenses.

During both Fiscal 2009 and Fiscal 2008, we had no Depreciation and Amortization Expenses since we had no assets (the only assets shown on the balance sheet were the assets held by the Bankruptcy Trustee).

We also recorded a Net Loss of $0 during Fiscal 2009, the same as Fiscal 2008.

The number of shares of our common stock changed from Fiscal 2009 to Fiscal 2007 so that, as December 31, 2009 we had 73,034,274 shares outstanding. This compares to 73,034,283 shares outstanding as of December 31, 2008.

The Company anticipates that in its current financial condition it has no present prospect of generating any revenues.

Critical Accounting Policies

The preparation of our consolidated financial statements in accordance with accounting principles generally accepted in the United States of America requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements; and the reported amount of revenues and expenses during the reporting periods. We are required to make judgments and estimates about the effect of matters that are inherently uncertain. Actual results could differ from our estimates. While we are a development-stage company, the most significant areas involving our judgments and estimates are principally those involving our current liabilities and current assets.

Safe Harbor for Forward-Looking Statements

This Form 10-K contains forward-looking statements as defined by federal securities laws which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements concerning plans, objectives, goals, strategies, expectations, intentions, projections, developments, future events, performance or products, underlying (express or implied) assumptions and other statements which are other than historical facts. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "could," "expects," "intends," "plans," "anticipates," "contemplates," "believes," "estimates," "predicts," "projects," and other similar terminology or the negative of these terms. From time to time we may publish or otherwise make available forward-looking statements of this nature. All such forward-looking statements, whether written or oral, and whether made by us or on our behalf, are expressly qua lified by the cautionary statements described in this Form 10-K, including those set forth in Section 1A entitled "Risk Factors." In addition, we undertake no obligation to update or revise any forward-looking statement to reflect events, circumstances, or new information after the date of this Form 10-K or to reflect the occurrence of unanticipated or other subsequent events, and we disclaim any such obligation.

Liquidity and Capital Resources

As of December 31, 2009 we had Total Current Liabilities of $0 compared to $0 as of December 31, 2008.

We lack liquidity and lacks access to any significant source of capital or financing needed to support its corporate existence. We remain dependent upon our President, Ralph M. Amato for funds needed to pay all accounting, auditing, corporate franchise taxes, preparation of all corporate income tax returns, and other expenses needed to sustain our mere existence as a corporate enterprise. There can be no assurance that anyone will continue to support us by making loans or advancing funds to us in support of our financial needs.

As a result, on December 31, 2009, we had no assets.

Impact of Inflation

Because of our current status, we do not believe that inflation had a significant impact on our sales or profits.

Item 7A.  Quantitative and Qualitative Disclosures About Market Risk.

Our operations and our securities are subject to a number of substantial risks, including those described below. If any of these or other risks actually occur, our business, financial condition and operating results, as well as the trading price or value of its securities could be materially adversely affected. No attempt has been made to rank these risks in the order of their likelihood or potential harm. In addition to those general risks enumerated elsewhere in this Form 10-K, any purchaser of our common stock should also consider the following risk factors:

Risks Related to Our Status

We are a "Shell Company."

We are considered a "shell company" under the definitions applied by the U.S. Securities and Exchange Commission. As a result, our Common Stock will not likely have any sustained liquidity and trading volumes, due to our reverse stock split (approved on March 7, 2008) will likely remain limited.

We have no Assets or Business.

We emerged from bankruptcy and we have no assets or business. While we remain hopeful that we may be able to develop or acquire a controlling interest in a business, there can be no assurance that we will be able to undertake these efforts or if we do, that our existing stockholders will not incur immediate and substantial dilution.

We have only one Part-time Officer and Director.

Our only officer and Director is Ralph M. Amato, our founder and "supreme leader" who also owns 70,000,000 of the 73,034,283 shares of our Common Stock outstanding. While Mr. Amato has other business interests and is only able to devote a limited amount of time to our corporate affairs, we remain dependent upon him for all management of our affairs and his ability to financially support the Company.

We Need Capital & We Have No Record of Success

If we are to develop a business, we would need to raise additional capital. We have not received any indications that any third party is prepared to provide us with additional capital and there can be no assurance that such additional capital is forthcoming at any time in the near future. Further, we have an unbroken record of losses and we have no record of achieving any success in operating a business.

Risks of Our Common Stock

Current Recessionary Environment

Our Common Stock, represents shares of a company that has no business or assets and it likely is viewed as a "nano-cap" stock. Given the current recessionary economic environment and the limited interest and ability of investors to invest in "high risk" ventures, it is very unlikely that we will attract any real interest from any investment group or other interest from persons who seek to have their company become acquired by a "shell company" such as us. For these and other reasons, any purchase of our Common Stock involves HIGH LEVEL OF RISK and is not suitable for anyone who cannot afford the total loss of their investment.

Economic Cycles & High Risk Securities

While the term of most post-World War II recessions have averaged 9-11 months, the current recession is likely to last much longer given the financial collapse of many large and well-known banks and other financial institutions, the dramatic decline in the value real estate assets, and for other reasons. As a result, it is unlikely that our Common Stock will attract any interest from the trading market at any time in the near future and not until the current economic recession has ended and expansionary economic conditions return.

Absence of any Real Trading Market for Our Common Stock

Trading in our Common Stock is limited and sporadic and there is no basis to believe that any liquid trading market will develop or if it does develop, that it can be sustained.

For these and other reasons, our Common Stock is not suitable for any investor who seeks to preserve their investment capital and who is not willing to accept the total loss of their investment.

Item 8.  Financial Statements and Supplementary Data

The financial statements and related financial information required to be filed hereunder are indexed on page F-1 of this report and are incorporated herein by reference.

Item 9.  Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

None.

Item 9A.  Controls and Procedures

Evaluation of Disclosure Controls and Procedures: We conducted an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. The term "disclosure controls and procedures", as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as amended ("Exchange Act"), means controls and other procedures of a company that are designed to ensure that information required to be disclosed by the company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms. Disclosure controls and procedures also include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded as of December 31, 2008, that our disclosure controls and procedures are effective to a reasonable assurance level of achieving such objectives. However, it should be noted that the design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.

Management's Report on Internal Control Over Financial Reporting: Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.  The internal controls for the Company are provided by executive management's review and approval of all transactions.  Our internal control over financial reporting also includes those policies and procedures that:

1. pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets;
2. provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP, and that our receipts and expenditures are being made only in accordance with the authorization of our management; and
3. provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. 

Management assessed the effectiveness of the Company's internal control over financial reporting as of December 31, 2008. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework. Management's assessment included an evaluation of the design of our internal control over financial reporting and testing of the operational effectiveness of these controls.

Based on this assessment, management has concluded that as of December 31, 2008, our internal control over financial reporting was effective to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

This annual report does not include an attestation report of the Company's registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only management's report in this annual report.

Changes in Internal Control over Financial Reporting: There were no changes in our internal control over financial reporting during our year ended December 31, 2008, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Item 9B.  Other Information

None

PART III

Item 10.  Directors, Executive Officers, Promoters, and Corporate Governance.

Directors and Executive Officers

The Company's By-laws authorize four directors. Currently the Company has only one Director and intends, as opportunities become available, to identify additional directors to serve on the Company's Board of Directors. The Directors serve until the next annual meeting of shareholders or until their successors are elected. The officers serve at the pleasure of the Board of Directors. Information as to the directors and executive officers of the Company is as follows:

Name	Age	Position	Date Elected
Ralph M. Amato 5782 Caminito Empresa La Jolla, California 92037	59	President, Chairman, & Chief Financial Officer	12/06/93

Mr. Amato may be deemed a "promoter" of the Company, as that term is defined in the rules and regulations promulgated under the Securities Act of 1933. Directors are elected to serve until the next annual meeting of stockholders and until their successors have been elected and have qualified.

Ralph M. Amato, age 59, is the founder of the Company and has been its President and Chairman since the December 6, 1993 incorporation of Alternative Entertainment, Inc., a Nevada corporation ("AEI-Nevada"). In August of 1998, Mr. Amato assumed the additional responsibilities of Chief Financial Officer. In addition to his position as President, Chairman, and Chief Financial Officer, Mr. Amato is also President of Ventana Capital Partners, Inc., an investment banking firm located in La Jolla, California ("VCP"). VCP specializes in assisting emerging growth companies in obtaining capital throughout the United States, Canada, and China. From November 1988 to November 1990, Mr. Amato was a Senior Account Executive for PaineWebber in its San Diego, California office.

Item 11.  Executive Compensation

Compensation Discussion and Analysis

During 2008, the Company did not pay or compensate the Company's officers or directors.

Due to the lack of cash resources, the Company did not have the funds to pay any of its officers or directors any cash compensation. In fact, the Company was dependent upon Ralph M. Amato for financial assistance to allow the Company to maintain its mere existence.

The Company's Board of Directors has authorized the compensation of its officers with the following annual cash salaries:

SUMMARY COMPENSATION TABLE (1)

			Annual Compensation			Long-Term Compensation
						Awards            Payouts
Name and Principal Position (a)		Year (b)	Salary ($)(c)	Bonus ($)(d)	Other Annual Compen- sation ($)(e)*	Restricted Stock Awards (s)($)(f)	Securities Underly-ing Options/ SARs (#)(g)	LTIP Payouts ($)(h)	All Other Compen- sation ($)(i)
Ralph M. Amato Chairman, President and CFO		2007 2008 2009	$ 0 $ 0 $ 0	$0 $0 $0	$0 $0 $0	$0 $0 $0	0 0 0	$0 $0 $0	$0 $0 $0
Footnotes:
*	No other compensation was paid, accrued or received by any of the Company's officers or directors for any of the years shown.
(1)	No stock options were issued or granted in 2009.

With respect to cash salaries, the Company may change or increase salaries as the Company's profits and cash flow allow. The amount of any increase in salaries and compensation for existing officers has not been determined at this time and the number and dollar amount to be paid to additional management staff that will likely be employed has not been determined.

Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The following table sets forth information relating to the beneficial ownership of Company common stock by those persons beneficially holding more than 5% of the Company's capital stock, by the Company's directors and executive officers, and by all of the Company's directors and executive officers as a group as of March 16, 2010.

Name of Stockholder	Common Stock Held	Percentage of Total Votes Outstanding (1)
Ralph M. Amato, President, CEO, Treasurer, Chairman	70,000,000 Shares	95.85%

OPTION/SAR GRANTS IN LAST TWO FISCAL YEARS
(2008 Fiscal Year Individual Grants)

Name (a)		No. of Securities Underlying Options/SARs Granted (#) (b)	Percent of Total Options/ SARs Granted to Employees in Fiscal Year (c)(1)	Exercise of Base Price ($/Sh) (d)	Expiration Date (e)
Ralph M. Amato		0 0	0%	$0 $0	- - -
Footnote:
1.	The Company did not have any outstanding exercisable stock options as of December 31, 2009.

Stock Options

The Company did not grant or issue any stock options in 2007, 2008, or 2009. The only stock options that were granted are those that were granted in 1999 which have expired.

Item 13.  Certain Relationships and Related Transactions.

None.

Item 14.  Principal Accounting Fees and Services

(1)     Accountant Fees

The aggregate fees billed for the 2009 fiscal year for professional services rendered by our accountants, Stan J.H. Lee, CPA for the audit of the Company's annual financial statements and review of financial statements included in the Company's Form 10-K (17 CFR 249.308a) or 10-Q (17 CFR 249.308b) or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for such period were $0.

The aggregate fees billed for the 2007 fiscal year for professional services rendered by Stan J.H. Lee, CPA for the audit of the Company's annual financial statements and review of financial statements included in the Company's Form 10-K (17 CFR 249.308a) or 10-QSB (17 CFR 249.308b) or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for such period were $0.

There were no fees billed for the 2008 and 2009 fiscal year for assurance and related services by the principal accountants that are reasonably related to the performance of the audit or review of the Company's financial statements.

There were no fees billed for the 2008 and 2009 fiscal year for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning.

There were no other fees billed for the 2008 and 2009 fiscal year for products and services provided by the principal accountant, other than the services reported above.

Pre-Approval Policies and Procedures

Before the accountant is engaged by the Company to render audit or non-audit services, the engagement is approved by the Company's the board of directors acting as the audit committee.

The following exhibits were filed with the Company's Form 10-SB and are hereby incorporated by reference.

3	Certificate of Incorporation - Wagg Corp.
3.1	Amendment to Certificate of Incorporation - Wagg Corp.
3.2	Amendment to Certificate of Incorporation - Wagg Corp.
3.3	By-Laws of Wagg Corp. (Delaware)
3.4	Articles of Incorporation - Alternative Entertainment, Inc. (NV)
3.5	By-Laws of Alternative Entertainment, Inc. (NV)
4.1	Specimen of Common Stock Certificate
10	Agreement for the Purchase of Common Stock
10.1	Lease for Office Space in La Jolla, California
10.2	Lease of Real Property from Roma Cafe, Inc.
10.3	Lease of Apartment Units in San Francisco, California
10.4	Indemnification Agreement between the Company and Ralph M. Amato
10.5	Agreement with Itex Corporation
10.6	Employment Agreement Between the Company and Gary Marlin
10.7	Loan Agreement with Unsecured Convertible Note
10.8	Unsecured Promissory Note (C. Palozzi)
10.9	Settlement Agreement With Bowne of Los Angeles, Inc.
10.10	Unsecured Promissory Note (V. Amato)
10.11	Unsecured Promissory Note (V. Amato)
10.12	Secured Promissory Note (R. Smith)
10.13	Secured Promissory Note (I. Weeda Family Trust)
10.14	Secured Promissory Note (I. Weeda Family Trust)
10.15	Secured Promissory Note (K. Marc)
10.16	Secured Promissory Note (G. W. Smith)
10.17	Secured Promissory Note (D. Hylton)
10.18	Secured Promissory Note (M. Yonika)
10.19	Unsecured Promissory Note (R. Kaelan)
10.20	Unsecured Convertible Promissory Note ($300,000 - Chin)
10.21	Addendum to Promissory Note (Essex)
10.22	Unsecured Promissory Note ($70,000 - Amato)
10.23	Unsecured Promissory Note ($16,000 - Amato)
10.24	Unsecured Promissory Note ($100,000 - Chin)
10.25	Unsecured Promissory Note ($25,000- I. Weeda Family Trust)
10.26	Unsecured Promissory Note ($25,000 - I. Weeda Family Trust)
10.27	Loan Agreement & Convertible Unsecured Promissory Note ($50,000 - Kawesch)
10.28	Unsecured Promissory Note ($100,000 - Lewis Chin)
10.29	Unsecured Promissory Note ($25,000 - Thomas Johnson)
10.30	Loan Agreement & Convertible Unsecured Promissory Note ($25,000-Tinney)
23.1	Consent of Pannell Kerr Forster
23.2	Resignation of Pannell Kerr Forster
23.3	Consent of Pannell Kerr Forster
23.4	Acknowledgment of Armando C. Ibarra
31.1	Certification
31.2	Certification
32.1	Certification
32.2	Certification

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	(Registrant):
	ENVIRONMENTAL CREDITS, LTD.
By:  /s/Ralph M. Amato Ralph M. Amato President, Chief Executive Officer Chairman of the Board and Chief Financial Officer	Date:  March 16, 2010

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 date indicated.

By:  /s/Ralph M. Amato
Ralph M. Amato
Chairman Date:  March 16, 2010

Stan J.H. Lee, CPA
2160 North Central Rd. Suite 203t Fort Lee t NJ 07024
P.O.Box 436402 t San Ysidrot CA 92143-9402
619-623-7799 Fax 619-564-3408 E-mail) stan2u@gmail.com

Report of Independent Registered Public Accounting Firm

We have audited the accompanying consolidated balance sheets of Environmental Credits, Ltd. as of December 31, 2009 and 2008 and the related consolidated statements of operation, changes in shareholders' equity and cash flows for the years then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Environmental Credits, Ltd. as of December 31, 2009 and 2008, and the results of its operation and its cash flows for the years then ended in conformity with U.S. generally accepted accounting principles.

The financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 6 to the financial statements, the Company's lack of operating business and revenue from operations raise substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 /s/ Stan J.H. Lee, CPA

_____________________
Stan J.H. Lee, CPA
Fort Lee, NJ 07024

March 25, 2010

Registered with the Public Company Accounting Oversight Board
Member of NJ State Society of Certified Public Accountants

- F 1 -

ENVIRONMENTAL CREDITS, LTD. (FORMERLY BOYSTOYS.COM, INC.) CONSOLIDATED BALANCE SHEETS
		As of
		December 31, 2009		December 31, 2008
ASSETS
Current Assets:
	Cash	$	0	$	0
Total Current Assets			0		0
Property and Equipment, Net			0		0
Other Assets:
	Note Receivable - Officer		0		0
	Investment in Fine Art		0		0
Total Other Assets			0		0
TOTAL ASSETS		$	0	$	0
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
Current Liabilities:
	Accrued Interest		0		0
	Convertible Debt		0		0
Total Current Liabilities			0		0
	Note Receivable - Officer		0		0
TOTAL LIABILITIES			0		0
Shareholders' Equity (Deficit) :
	Common Stock, $.01 par value (300,000,000 shares authorized; issued and outstanding: 73,034,283 as of December 31, 2009 and 2008)		730,342		730,342
Common stocks subscribed			(62,500)		(62,500)
Treasury Stocks			(1,500)		(1,500)
Additional Paid-in-Capital			8,888,038		8,888,038
Deficit Accumulated During Development Stage			(9,554,379)		(9,554,379)
Total Shareholders' Equity (Deficit)			0		0
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)		$	0	$	0
See Notes to Consolidated Financial Statements

- F 2 -

ENVIRONMENTAL CREDITS, LTD.
(FORMERLY BOYSTOYS.COM, INC.)
CONSOLIDATED STATEMENTS OF OPERATIONS

		For the years ended December 31,				Cumulative Since May 2, 2007 (beginning date of year of bankruptcy discharge) to December 31, 2009
		2009		2008
Revenues		$	0	$	0	$	0
Cost of Sales			0		0		0
Gross Profit			0		0		0
Depreciation & Amortization			0		0		0
General & Administrative Expenses			0		0		0
Total General & Administrative Expenses			0		0		0
Operating Income (Loss)			0		0		0
Other Income (Expenses)
	Interest Income		0		0		0
	Loss on Sale of Assets		0		0		0
	Settlement of Outstanding Notes Payable		0		0		0
	Write-off of Investment in Fine Art		0		0		0
Total Other Income (Expenses)			0		0		0
Deficit Before Income Taxes			0		0		0
Provision for Income Taxes			0		0		0
Net Income (Loss)		$	0	$	0	$	0
Net income (loss) per share		$	0.00	$	0.00
Weighted average shares used for net income (loss) per share			73,034,283		73,034,283
Net income (loss) per diluted share		$	0.00	$	0.00
Weighted average shares used for net income (loss) per diluted share			73,034,283		73,034,283
See Notes to Consolidated Financial Statements

- F 3 -

ENVIRONMENTAL CREDITS, LTD. (FORMERLY BOYSTOYS.COM, INC.) STATEMENTS OF SHAREHOLDERS' DEFICIT (Going Concern Basis) For the Year Ended December 31, 2009
		Common Stock				Additional Paid-in Capital	Common stock Subscribed				Preferred Stocks			Treasury Stocks				Deficit Accumulated During Development Stage		Retained Earnings (Deficit)		Total
		Shares		Amount			Shares		Amount		Shares		Amount	Shares		Amount
Balance, December 31, 2005		8,172,139	$	81,721	$	9,535,158	(62,500)	$	(62,500)									(7,856,576)	$	(2,989,065)	$	(1,291,262)
	Issuance of Series A Preferred Stocks- 11/12/2006 in exchange for 1,249,669 shares held by the Company's President	(1,249,669)		(12,497)							3,500,000		12,497									0
	Issuance of Series A Preferred Stock to acquire Company's Common Stocks - Treasury Stocks, 11/12/2006										150,000		1,500	(150,000)			(1,500)					0
	Net income - net of gain (loss) on disposal of assets and forgiveness of debts on discharge of debts																	1,291,262				1,291,262
Balance, December 31, 2006		6,922,470	$	69,224	$	9,535,158	(62,500)	$	(62,500)	$	3,650,000	$	13,997	(150,000)	$		(1,500)	(6,565,314)	$	(2,989,065)	$	-
Balance, December 31, 2007		6,922,470	$	69,224	$	9,535,158	(62,500)	$	(62,500)	$	3,650,000	$	13,997	(150,000)	$		(1,500)	(6,565,314)	$	(2,989,065)	$	-
	Reverse stock split - one for 200	(6,888,187)		(68,882)		68,882
	Conversion of Preferred Stock to Common	73,000,000		730,000		(716,003)					(3,650,000)	(13,997)
Balance, December 31, 2008		73,034,283	$	730,342	$	8,888,037	(62,500)	$	(62,500)	$	-	$	-	(150,000)	$		(1,500)	(6,565,314)	$	(2,989,065)	$	-
Balance, December 31, 2009		73,034,283	$	730,342	$	8,888,037	(62,500)	$	(62,500)	$	-	$	-	(150,000)	$		(1,500)	(6,565,314)	$	(2,989,065)	$	-
See Notes to Consolidated Financial Statements

- F 4 -

ENVIRONMENTAL CREDITS, LTD.
(FORMERLY BOYSTOYS.COM, INC.)
CONSOLIDATED STATEMENTS OF CASH FLOWS

		For the years ended December 31,				Cumulative Since May 2, 2007 (beginning date of year of bankruptcy discharge) to December 31, 2009
		2009		2008
Cash Flows from Operating Activities:
	Net Income (Loss)	$	0	$	0	$	0
	Non-cash operating activities included in deficit accumulated :
Net cash provided by (used in) operating activities			0		0		0
Cash Flows from Investing Activities:
Net cash provided by (used in) investing activities			0		0		0
Cash Flows from Financing Activities:
Net cash provided by (used in) financing activities			0		0		0
Net increase (decrease) in cash			0		0		0
Cash at beginning of period			0		0		0
Cash at end of period		$	0	$	0	$	0
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION :
Cash paid during the period for :
	Interest ( net of amount capitalized )	$	0	$	0	$	0
	Income taxes	$	0	$	0	$	0
See Notes to Consolidated Financial Statements

- F 5 -

ENVIRONMENTAL CREDITS, LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2009

NOTE 1 - ORGANIZATION AND BUSINESS

Environmental Credits LTD (Formerly BoysToys.com, Inc. and previous to that Alternative Entertainment, Inc.) was incorporated in the state of Delaware on April 21, 1997, under the name Wagg Corp. ("Wagg"). Environmental Credits LTD was engaged in the business of developing, owning and operating nightclubs providing exotic dance entertainment combined with a full service restaurant, lounge, and business meeting facilities from 1993 until September of 2002.

On December 6, 1993 Alternative Entertainment, Inc. a Nevada corporation ("AEI Nevada") was formed. On September 11, 1999, a wholly owned subsidiary was formed, RMA of San Francisco, Inc., a California Corporation.

On January 15, 1998, Wagg acquired 80% of the outstanding common stock of AEI Nevada. On January 25, 1998, the shareholders of AEI Nevada voted to execute a one-for-three reverse split of its common stock. On January 26, 1998, the shareholders of Wagg voted to execute a one-for-two reverse split of its common stock. The number of shares and per share amounts has been restated as though the transaction occurred on December 6, 1993 (Inception).

Following these actions and on January 28, 1998, the AEI Nevada Board of Directors voted to approve a plan and agreement of reorganization between Wagg and AEI Nevada. Under the terms of the reorganization, each share of AEI Nevada common stock was exchanged for one share of Wagg common stock owed by AEI Nevada, and all of the assets of AEI Nevada were transferred to Wagg. This resulted in AEI Nevada becoming a wholly-owned subsidiary of Wagg. In conjunction with these actions, the shareholders of Wagg approved an amendment of Wagg's Certificate of Incorporation to change its name to Alternative Entertainment, Inc., a Delaware Corporation ("AEI"). The reorganization has been accounted for as a reverse acquisition with a public shell. Accordingly, the accompanying consolidated financial statements have been presented as if AEI Nevada had always been a part of Wagg.

During 1998 Wagg changed its name to AEI. On December 29, 1998, AEI changed its name to Environmental Credits LTD (the "Company").

Activity for all periods prior to 2000 consisted primarily of efforts devoted to identifying suitable properties for acquisition, performing administrative functions, and the initial construction of the Company's first establishment located in San Francisco, California. In January 2000 operations commenced at this location in San Francisco, with RMA of San Francisco as the operating entity.

On May 8, 2001 the Company filed a petition for relief under Chapter 11 of the United States Bankruptcy Code. The filing was in response to an unexpected attempt by the landlord to terminate the Company's long-term lease for the club in San Francisco. In the third quarter the United States Bankruptcy Court transferred operations away from the Company (September 12, 2002). On October 6, 2002 the United States Bankruptcy court entered an order for Chapter 7 dissolution. On May 2, 2007 the Company emerged from Chapter 7 bankruptcy.

In November 2007, after the Company's emergence from bankruptcy in May 2007, the Company's Board of Directors voted to forego any further involvement in the adult entertainment industry. The Company has since decided to explore opportunities in the environmental emissions trading industry and the Company is now positioned itself as a developmental company in that industry.

On January 7, 2007 the Company filed an Information Statement on Schedule 14C with the Securities and Exchange Commission. The Company also notified all of its shareholders as to the 14C filing and upcoming shareholders meeting scheduled for March 7, 2008.

On March 7, 2008, the Company held its first ever Annual Stockholders' Meeting. The Annual Meeting was held pursuant to the Company's Information Statement filed on Schedule 14C with the Securities and Exchange Commission.

The Meeting was called to order by the Company's Chairman, President and founder, at 11:00 A.M., P.S.T. and the Company's stockholders took the following actions:

(A) The Company's stockholders approved the 200 for one reverse split of the Company's Common Stock authorizing the Company's Board of Directors to set an effective date for the reverse stock split. As adopted by the shareholders, one New Share (of the Company's Common Stock) will be issued for each two hundred (200) shares of the Company's Common Stock currently issued and outstanding with each fractional share rounded up to the next whole share (the "Reverse Split"). The Company's Board of Directors has not yet set a Record Date for the Reverse Split and the Company intends to file Form 8-K to announce the effective date upon determination of the Record Date.

(B) The Company's stockholders approved the amendment to the Company's Certificate of Incorporation to change the Company's name from Environmental Credits LTD to Environmental Credits, Ltd.

(C) The Company's stockholders approved the appointment of Stan Lee, CPA as the Company's independent auditor.

(D) The Company's stockholders approved the amendment to the Company's Certificate of Incorporation to increase the authorized number of shares of the Company's Common Stock (par value $0.01) from 20,000,000 to 300,000,000 (par value $0.01).

The Annual Meeting follows the determinations made by the Company's Board of Directors in November 2007 after the Company's emergence from bankruptcy in May 2007 to forego any further involvement in the adult entertainment industry. The Company has since decided to explore opportunities in the environmental emissions trading industry and the Company is now positioned itself as a developmental company in that industry.

The Company's Board of Directors has directed the Company's officers to complete the necessary steps for the Reverse Split and the filing of the documents for the amendments to the Company's Articles of Incorporation. The Company filed the required Form 8-K on October 27, 2008 to report these changes.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, RMA of San Francisco, Inc. and AEI Nevada. All significant inter-company transactions and balances have been eliminated.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the net reliability of assets and estimated costs to be incurred during liquidation and disclosure of contingent assets and liabilities at December 31, 2008 Actual results could differ from those estimates.

GOING CONCERN BASIS OF ACCOUNTING

Financial Instruments

The carrying amounts reported in the balance sheets for cash and convertible notes and related interest approximate fair value due to the immediate short-term maturity of these financial instruments. Up until May 2, 2007 cash was restricted because the trustee of the bankruptcy court controlled it. Those funds were earmarked for payment of the remaining outstanding notes payable which as of May 2, 2007 have been settled.

The Company's liabilities and convertible debt has been settled by the court through the Chapter 7 bankruptcy.

Stock Based Compensation

In October 1995, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 123, "Accounting for Stock-Based Compensation." This statement allows entities to measure compensation costs related to awards of stock-based compensation, using either the fair value method or the intrinsic value method. The Company has elected to account for stock-based compensation programs using the intrinsic value method.

Companies that do not choose to adopt the expense recognition rules of SFAS No. 123 will continue to apply the existing accounting rules contained in Accounting Principles Board Opinion (APB) No. 25, but are required to provide proforma disclosures of the compensation expense determined under the fair-value provisions of SFAS No. 123. APB No. 25 requires no recognition of compensation expense for most of the stock-based compensation arrangements provided by the Company, namely, broad-based employee stock purchase plans and option grants where the exercise price is equal to the market price at the date of the grant.

Impairment of Long-lived Assets

In March 1995, the FASB issued SFAS No. 121, "Accounting for the Impairment of Long-lived Assets and for Long-lived Assets to Be Disposed Of," which requires impairment losses to be recorded on long-lived assets used in operations when indicators of the impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets' carrying amount. SFAS No. 121 also addresses the accounting for long-lived assets that are expected to be disposed of. No impairment of long-lived assets has been recognized.

Basic Loss Per Share

In February 1997, the FASB issued SFAS No. 128, "Earnings Per Share", which specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock. SFAS No. 128 supersedes the provisions of APB No. 15, and requires the presentation of basic earnings (loss) per share and diluted earnings (loss) per share. The Company has adopted the provisions of SFAS No. 128 effective December 6, 1993 (inception).

Basic net loss per share excludes dilution and is computed by dividing net loss by the weighted average number of common shares outstanding during the reported periods. Diluted net loss per share reflects the potential dilution that could occur if a stock option and other commitments to issue common stock were exercised. Stock options issued to an officer in 1999 have been excluded from the weighted average share computation. This is consistent with accounting principles because during 1999 the average market price of the shares was not greater than the exercise stock option price and was therefore anti-dilutive.

Income Taxes

The Company accounts for income taxes using the asset and liability method. Under the asset and liability method, deferred income taxes are recognized for the tax consequences of "temporary differences" by applying enacted statutory tax rates applicable to future years to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.

NOTE 3 - INCOME TAXES

Deferred income taxes reflect the next tax effects of temporary differences between the carrying amount of assets and liabilities for reporting and the amounts used for income tax purposes. The tax effects of items comprising the Company's net deferred tax assets are as follows:

	For the Year Ended December 31, 2009
Deferred tax assets:
Net operating loss carry-forwards	$	9,554,379
Other		- 0 -
Gross deferred tax assets		3,248,500
Valuation allowance		(3,248,500)
Net deferred tax assets	$	- 0 -

As of December 31, 2009, the Company has net operating loss carry-forwards for both federal and state income tax purposes of approximately $ 3,248,500, which expire through 2029. Under federal and state laws, the availability of the Company's net operating loss carry-forward may be limited if a cumulative change in ownership of more than 50% occurs within any three year period.

The Company filed for bankruptcy protection. The Company emerged from Chapter 7 bankruptcy on May 2, 2007. All liabilities and outstanding notes were settled for $1,502,294 cash payment. Of this amount $471,072 was paid to settle all of the outstanding notes of the Company. As a result, the Company recognized $1,346,420 as income, which is difference between the outstanding value of the notes, and the settled amount for the notes.

NOTE 4 - SHAREHOLDERS' EQUITY

Stock option plans

The Company has approved two stock option plans that become effective January 1, 1994, an Incentive Stock Option Plan and a Non-qualified Stock Option Plan. Both plans are available to officers, directors and key employees of the Company. Each plan allows for the purchase of up to 500,000 shares of common stock of the Company.

During the year ended December 31, 1998, the Company issued 60,000 options to a director under the non-qualified stock option plan. During the year ended December 31, 1999, 1,950,000 options were granted to officers of the Company as a compensation award. The options were immediately exercisable for $0.25 per share and were granted at less than the quoted market price of the stock on the date of grant. The Company has elected to account for incentive grants and grants under its Plan following APB No. 25 and related interpretations. Accordingly, the Company recorded $30,000 and $3,042,000 as compensation expense for the year ended December 31, 1998 and the year ended December 31, 1999, respectively, with a corresponding credit to additional paid in capital. Since 1999 the Company has not issued any additional stock compensation.

Conversion of common to preferred Shares

On November 12, 2006, the Company's Board of Directors approved the designation of 4,000,000 shares of the Company's Preferred Stock to be designated as Series A Preferred Stock. The action was taken by the Board under the authority granted it in the Company's Certificate of Incorporation which gives the Board the right to designate one or more series of Preferred Stock with such rights and privileges as the Board determines. On the same date and as a part of the same resolutions, the Board issued 3,500,000 shares of the Series A Preferred Stock to the Company's President, Ralph M. Amato in exchange for 1,249,669 shares of the Company's Common Stock held by him. In addition, 150,000 shares of the Series A Preferred Stock were also issued to acquire 150,000 shares of the Company's Common Stock held by another stockholder.

In general, the Series A Preferred Stock has the following rights and privileges: (i) each share of the Series A Preferred Stock has the right to two votes per share and to vote with the Company's common stockholders on any matter presented before them; (ii) each share of the Series A Preferred Stock has the right to convert into 20 shares of the Company's Common Stock at any time (subject to the Company having a sufficient number of authorized but unissued shares of Common Stock available for conversion); and (iii) the number of shares of the Company's Common Stock that are to be issued upon conversion of the Series A Preferred Stock are not to be reduced or increased by reason of any forward or reverse stock split or other recapitalization. The Series A Preferred Stock is not redeemable by the Company and no sinking fund or special dividend rights were accorded the Series A Preferred Stock. In the event that the Company's Board of Directors declares any dividends, the holders of the Seri es A Preferred Stock have the same rights and privileges and are entitled to share ratably with the holders of the Company's Common Stock in any such dividend.

NOTE 5 - BANKRUPTCY

On May 8, 2001 the Company filed a petition for relief under Chapter 11 of the United States Bankruptcy Code. The filing was in response to an unexpected attempt by the landlord to terminate the Company's long-term lease for the club in San Francisco. The Company had planned to emerge from these proceedings with a workable reorganization plan to repay its major creditors, including the landlord. The Company was current in its monthly rent obligations, but the landlord is also a short-term creditor with whom the Company was trying to negotiate new payment terms. On September 21, 2001 the Company's subsidiary (RMA of San Francisco, Inc.) also filed a petition for relief under Chapter 11 of the United States Bankruptcy Code, and subsequently the cases were consolidated. The Company submitted reorganization plans to the Court for approval, but the plans were rejected. The Bankruptcy Court ordered the transfer of operations as of September 13, 2002, and then subsequently entered an order for li quidation on October 6, 2002.

The assets were transferred to a third party for approximately $1,502,294. As part of this transaction three of the Company's creditors, with claims totaling approximately $1,350,000, agreed to waive immediate payment of their claim and made payment arrangements with the buyer. A portion of the remaining funds was used to satisfy Trustee fees, Court fees, payroll taxes, and administrative fees incurred during bankruptcy. The remaining funds will be used to satisfy all other claims on an equal basis including notes payable and trade accounts payable. The extent to which these claims will or will not be satisfied is not being determinable at this time. It is possible that these claims will not completely satisfy through this process and that the Company will have some remaining liabilities. This has, in all practical terms, dissolved the assets of RMA of San Francisco and left the Company without an operating business.

On May 2, 2007 the Company emerged from Chapter 7 bankruptcy. In November of 2007 the Company's Board of Directors voted to forego any further involvement in the adult entertainment industry. The Company has since decided to explore opportunities in the environmental emissions trading industry and the Company is now positioned itself as a developmental company in that industry.

NOTE 6 - GOING CONCERN

The Company was discharged from bankruptcy in May 2007 and all assets were liquidated to satisfy the obligations as set forth by the bankruptcy court. The Company has engaged in no business activities since and the auditors' included this disclosure. Management believes that now that the bankruptcy proceedings are complete the Company will have a public company "shell" that they can use to pursue other business ventures.

Now that the Company has been discharged from bankruptcy Management plans to pursue other business ventures that may include raising additional funds through debt or equity offerings. There is no guarantee that the Company will be successful in its attempt to raise additional capital through any type of offering.

NOTE 7 - SUBSEQUENT EVENTS

Management has evaluated subsequent events up to and including March 25, 2010 which is the date the statements were avaialble for issuance and determined there's no reportable subsequent events.

EX-23

Stan J.H. Lee, CPA
2160 North Central Rd. Suite 203t Fort Lee t NJ 07024
P.O.Box 436402 t San Ysidrot CA 92143-9402
619-623-7799 Fax 619-564-3408 E-mail) stan2u@gmail.com

To Whom It May Concern

The firm of Stan J.H. Lee, Certified Public Accountant, consents to the inclusion of our report of March 25, 2010 on the audited consolidated financial statements of Environmental Credits, Ltd. as of December 31, 2009, in any filings that are necessary now or in the near future with the U.S. Securities and Exchange Commission.

Very truly yours,

 /s/ Stan J.H. Lee, CPA
_____________________
Stan J.H. Lee, CPA

March 25, 2010

Fort Lee, NJ

Registered with the Public Company Accounting Oversight Board
Member of NJ State Society of Certified Public Accountants

EX-31

31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Ralph M. Amato, certify that:
1.	I have reviewed this annual report on Form 10-K of Environmental Credits, Ltd.
2.	Based on my knowledge, this annual report does not contain any untrue statement of 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 annual report.
3.	Based on my knowledge, the financial statements and other financial information included in this annual report, fairly present in all material respects the financial condition, results from operations and cash flows of the registrant as of, and for, the periods presented in this annual report.
4.	The small business issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) 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)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the of financial statements for external purposes in accordance with generally accepted accounting principles;
	(c)	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
	(d)	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 annual report) that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over financial reporting.
5.	The small business issuer's other certifying officer(s) and 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 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.
By:  /s/ Ralph M. Amato Ralph M. Amato Chief Executive Officer			Date:  March 16, 2010

EX-31

31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

I, Ralph M. Amato, certify that:
1.	I have reviewed this annual report on Form 10-K of Environmental Credits, Ltd.
2.	Based on my knowledge, this annual report does not contain any untrue statement of 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 annual report.
3.	Based on my knowledge, the financial statements and other financial information included in this annual report, fairly present in all material respects the financial condition, results from operations and cash flows of the registrant as of, and for, the periods presented in this annual report.
4.	The small business issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) 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)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the of financial statements for external purposes in accordance with generally accepted accounting principles;
	(c)	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
	(d)	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 annual report) that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over financial reporting.
5.	The small business issuer's other certifying officer(s) and 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 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.
By:  /s/ Ralph M. Amato Ralph M. Amato Chief Financial Officer			Date:  March 16, 2010

EX-32

32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Ralph M. Amato, Chief Executive Officer of Environmental Credits, Ltd. (the "Smaller Issuer") do hereby certify pursuant to Rule 15d-14(b) of the Securities Exchange Act of 1934, as amended, and Section 1350 of Chapter 63 of Title 18 of the United States Code that:

     (1)   The Smaller Issuer's Annual Report on Form 10-K for the year ended December 31, 2008 (the "Report") to which this statement is filed as an exhibit, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

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

By:  /s/ Ralph M. Amato
Ralph M. Amato
Chief Executive Officer Date:  March 16, 2010

EX-32

32.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

I, Ralph M. Amato, Chief Financial Officer of Environmental Credits, Ltd. (the "Smaller Issuer") do hereby certify pursuant to Rule 15d-14(b) of the Securities Exchange Act of 1934, as amended, and Section 1350 of Chapter 63 of Title 18 of the United States Code that:

     (1)   The Smaller Issuer's Annual Report on Form 10-K for the year ended December 31, 2008 (the "Report") to which this statement is filed as an exhibit, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

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

By:  /s/ Ralph M. Amato
Ralph M. Amato
Chief Financial Officer Date:  March 16, 2010