Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.

Forward-looking Statements

Statements made in this Quarterly Report which are not purely historical are forward-looking statements with respect to the goals, plan objectives, intentions, expectations, financial condition, results of operations, future performance and our business, including, without limitation, (i) our ability to raise capital, and (ii) statements preceded by, followed by or that include the words "may," "would," "could," "should," "expects," "projects," "anticipates," "believes," "estimates," "plans," "intends," "targets" or similar expressions.

Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond our control) that could cause actual results to differ materially from those set forth in the forward-looking statements, including the following, general economic or industry conditions, nationally and/or in the communities in which we may conduct business, changes in the interest rate environment, legislation or regulatory requirements, conditions of the securities markets, our ability to raise capital, changes in accounting principles, policies or guidelines, financial or political instability, acts of war or terrorism, other economic, competitive, governmental, regulatory and technical factors affecting our current or potential business and related matters.

Accordingly, results actually achieved may differ materially from expected results in these statements. Forward-looking statements speak only as of the date they are made. We do not undertake, and specifically disclaim, any obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of such statements.

Plan of Operation

Effective as of May 6, 2009, Kenneth P. Hamik tendered his resignation as President, CEO and a director of the Company. Mr. Hamik's resignation was not due to any disagreement with the Company on any matter relating to the Company's operations, policies or practices, or disagreements with the Company. Steven Keyser, the Company's sole remaining director: (i) appointed Thomas J. Howells to fill a vacancy on the Board of Directors, effective as of May 6, 2009, to serve until the next annual meeting of the Company's stockholders or his prior resignation or termination; (ii) accepted Mr. Hamik's resignation; (iii) appointed Mr. Howells to serve as the Company's CEO and President until the next annual meeting of the Company's Board of Directors or his prior resignation or termination; (iv) authorized the change of the Company's business address to 4685 S. Highland Drive, Suite 202, Salt Lake City, Utah 84117, which is Mr. Howells' business address; and (v) authorized Mr. Howells to update the Company's record address with the Nevada Secretary of State, the Company's registered agent in Nevada, and all other entities with which the Company conducts business. For more information see our 8-K Current Report dated May 6, 2009, and filed with the Securities and Exchange Commission on May 8, 2009.

Effective as of June 1, 2009, Steven Keyser tendered his resignation as a director of the Company. Mr. Keyser's resignation was not due to any disagreement with the Company on any matter relating to the Company's operations, policies or practices. disagreements with the Company. Thomas J. Howells, the Company's sole remaining director: (i) appointed Shelley Goff to fill a vacancy on the Board of Directors, effective as of June 3, 2009, to serve until the next annual meeting of the Company's stockholders or her prior resignation or termination; (ii) accepted Mr. Keyser's resignation; and (iii) appointed Ms. Goff to serve as the Company's Treasurer until the next annual meeting of the Company's Board of Directors or her prior resignation or termination. For more information see our 8-K Current Report dated June 1, 2009, and filed with the Securities and Exchange Commission on June 4, 2009.

Our plan of operation for the next 12 months is to: (i) consider guidelines of industries in which we may have an interest; (ii) adopt a business plan regarding engaging in the business of any selected industry; and (iii) to commence such operations through funding and/or the acquisition of a going concern engaged in any industry selected.

During the next 12 months, our only foreseeable cash requirements will relate to the payment of our Securities and Exchange Commission and Exchange Act reporting filing expenses, including associated legal and accounting fees; costs incident to reviewing or investigating any potential business venture; and maintaining our good standing as a corporation in our state of organization. We anticipate that these funds will be provided to us in the form of loans from Jenson Services. There are no written agreements requiring Jenson Services to provide these cash resources; and to the extent funds are provided, such funds will bear no interest (though an interest expense of 8% has been imputed on funds advanced) and will be due on demand. As of the date of this Quarterly Report, we have not actively begun to seek any business or acquisition candidate.

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Results of Operations

During the quarters ended June 30, 2009, and 2008, we had losses from continuing operations of $10,704 and $55,098 and income and (loss) from discontinued operations of $0 and ($53,703) for a net income and (loss) of ($10,704) and ($108,801), respectively.

For the six months ended June 30, 2009 and 2008, we had losses from continuing operations of $26,698 and $111,425 and income and (loss) from discontinued operations of $0 and $(107,962) for a net loss of $(26,698) and $(219,387), respectively.

Liquidity

We have no current cash resources. During the quarterly period ended June 30, 2009, we received related party loans totaling $14,311, to pay our ongoing expenses.

During the next 12 months, our only foreseeable cash requirements will relate to the payment of our Securities and Exchange Commission and Exchange Act reporting filing expenses, including associated legal and accounting fees; costs incident to reviewing or investigating any potential business venture; and maintaining our good standing as a corporation in the State of Nevada. We do not have any cash reserves to pay for our administrative expenses for the next 12 months. In the event that additional funding is required in order to keep us in good standing, we may attempt to raise such funding through loans or through additional sales of our common stock.