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

Overview

The Company currently has no operating businesses and will seek acquisitions as part of its strategic alternatives. Its only costs are the administrative expenses required to make the regulatory filings needed to maintain its public status. These costs are estimated at $25,000 to $50,000 per year.

Results of Operations

For the three months ended September 30, 2012, the Company incurred $4,991 of administrative expenses down from $22,813 of expenses in the three months ended September 30, 2011, due to decreased legal fees for various administrative matters. For the nine months ended September 30, 2012, the Company incurred $32,394 of expenses, down from $42,292 of expenses in the nine months ended September 30, 2011, due to decreased legal and accounting fees.

The company invests in marketable securities that are subject to a publicly disclosed acquisition offer but are trading below the proposed acquisition price. During the three months ended September 30, 2012, the company recorded $500 of net realized and unrealized gains from this activity, as compared to net gains of $2,094 in the three months ended September 30, 2011. During the nine months ended September 30, 2012, the Company recorded $2,288 of net realized and unrealized gains from this activity, as compared to net gains of $8,032 in the nine months ended September 30, 2011. In addition, the Company also received $400 in dividend income for the three months ended September 30, 2012 as compare to $324 for the three months ended September 30, 2011, also as a result of this marketable security program. During the nine months ended September 30, 2012, the company recorded $690 of dividend income as compared to $876 of dividend income in the nine months ended September 30, 2011. Interest income from the Company investment in a United States Treasury money market fund was $17 during the three months ended September 30, 2012 as compared to $0 during the three months ended September 30, 2011 period as the result of the lower investments in Treasury securities in 2011. Comparable amounts for the nine month periods ended September 30, were $25 in 2012 and $48 in 2011, as a result of lower rates of return on Treasury securities in 2012.

During the three months ended September 30, 2012, the Company received reimbursement from its transfer agent, American Stock Transfer & Trust Company, LLC, of $15,186 for previously incurred legal fees (see Note 5 to the Condensed Financial Statements).

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Liquidity and Capital Resources

As of September 30, 2012, the Company's principal assets consisted of cash and cash equivalents of $369,267 and a capital loss carry forward of about $4.5 million which it expects will substantially expire in 2013. The ability to utilize this carry forward is dependent on the Company's ability to generate a capital gain prior to its expiration.

As discussed in Note 5 to the Condensed Financial Statements, during August 2012, the Company received a settlement of $57,705 from its transfer agent to settle a mistaken escheatment of the Company's shares owned by its Chairman of the Board and Chief Executive Officer. The settlement was used to reimburse the Company for legal expenses in the amount of $15,186, and as payment for the issuance of replacement shares to its Chairman of the Board and Chief Executive Officer in the amount of $42,519.

Off Balance Sheet Arrangements

None.