Skybridge Company Information

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ISSUER INFORMATION AND DISCLOSURE STATEMENT

Skybridge Technology Group, Inc.(Formerly SkyBridge Wireless, Inc. until 3-06,

formerly Entertainment Internet, Inc. (The) until 4-03, formerly West Tech Services, Inc. until 7-98)

A Nevada Corporation

Federal ID No.: 88-0391722 CUSIP No.: 125315200

CIK: 0001081172

ISSUER’S EQUITY SECURITIESAs of September 30, 2009

Common Stock4,000,000,000 Common Shares authorized, par value $0.00001 per share

1,025,592,527 Common Shares issued and outstanding

Preferred Stock50,000,000 Preferred Shares authorized, par value $0.0001 per share

10,000,000 Series A Preferred Shares authorized, 3,960,000 issued and outstanding10,000,000 Series A Preferred Shares authorized, 2,000 issued and outstanding10,000,000 Series C Preferred Shares authorized, none issued and outstanding

NO DEALER, SALESMAN OR ANY OTHER PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATIONS NOT CONTAINED HEREIN IN CONNECTION WITH THE COMPANY. ANY REPRESENTATIONS NOT CONTAINED HEREIN MUST NOT BE RELIED UPON AS HAVING BEEN MADE OR AUTHORIZED BY THE COMPANY.

DELIVERY OF THIS INFORMATION FILE, AT ANY TIME DOES NOT IMPLY THAT THE INFORMATION CONTAINED HEREIN IS CORRECT AS OF ANY TIME SUBSEQUENT TO THE DATE FIRST WRI'I"I`EN ABOVE.

COPIES OF THIS INFORMATION AND DISCLOSURE STATEMENT ARE AVAILABLE FROM THE ISSUER UPON REQUEST.

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Table of Contents

General Considerations

Section One Issuers’ Initial Disclosure Obligations

Part A General Company Information 4

Item I The exact name of the Issuer and its predecessor (if any) 4

Item II The address of the Issuer’s principal executive offices 4

Item III The jurisdiction(s) and date of the Issuer’s incorporation or organization

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Part B Share Structure 5

Item IV The exact title and class of securities outstanding 5

Item V Par or stated value and description of the security 5

Item VI The number of shares or total amount of the securities outstanding for each class of securities authorized.

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Part C Business Information 10

Item VII The name and address of the transfer agent 10

Item VIII The nature of the Issuer’s business 10

Item IX The nature of products or services offered 18

Item X The nature and extent of the Issuer’s facilities 38

Part D Management Structure and Financial Information 40

Item XI The name of the chief executive officer, members of the board of directors, as well as control persons

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Item XII Financial information for the Issuer’s most recent fiscal period. 48

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Item XIII Similar financial information for such part of the two preceding fiscal years as the Issuer or its predecessor has been in existence

Item XIV Beneficial Owners

Item XV The name, address, telephone number, and email address of each of the following outside providers that

advise the Issuer on matters relating to the operations, business development and disclosure:

Item XVI Management’s Discussion and Analysis or Plan of Operation

Part E Issuance History

Item XVII List of securities offerings and shares issued for services in the past two years.

Part F Exhibits

Item XVIII Material Contracts

Item XIX Articles of Incorporation and Bylaws.

Item XX Purchases of Equity Securities by the Issuer and Affiliated Purchasers

Item XXI Issuer’s Certifications

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ISSUER INFORMATION AND DISCLOSURE STATEMENT______

Skybridge Technology Group, Inc.(Formerly SkyBridge Wireless, Inc. until 3-06,

formerly Entertainment Internet, Inc. (The) until 4-03, formerly West Tech Services, Inc. until 7-98)

A Nevada Corporation______

Cautionary Note Regarding Forward-Looking StatementsInformation set forth in this Initial Company Information and Disclosure Statement (the “Initial Disclosure Statement”) contains forward-looking statements, which involve a number of risks and uncertainties that could cause our actual results to differ materially from those reflected in the forward-looking statements. Forward-looking statements can be identified by use of the words “expect,” “project,” “may,” “might,” potential,” and similar terms. Skybridge Technology Group, Inc. (“SKGO”, “we” or the “Company”) cautions readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Forward-looking statements involve a number of risks, uncertainties or other factors beyond SKGO’ control. These factors include, but are not limited to, our ability to implement our strategic initiatives, economic, political and market conditions and price fluctuations, government and industry regulation, U.S. and global competition and other factors. We undertake no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.

Part A General Company Information

Item I The exact name of the Issuer is Skybridge Technology Group, Inc. and the exact name of its predesssors are formerly SkyBridge Wireless, Inc. until 3-06, formerly Entertainment Internet, Inc. (The) until 4-03, formerly West Tech Services, Inc. Until 7-98).

Item II The address of the Issuer’s principal executive offices is:

Skybridge Technology Group, Inc.375 N. Stephanie St.. Suite 1411Henderson, NV 89014 Phone: 647-426-1640

The URL of each website maintained by or on behalf of the Issuer is:

http://www.skybridgetechgroup.com

http://www.skybridgetechgroup.com/

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http://www.shotinthegas.com

The name, phone number, email address, and mailing address of the person responsible for the Issuer’s investor relations is

Mina Mar Marketing Group Inc.922 The East Mall, Suite 301Etobicoke, ON M9B 6K1Canada Phone number: 416-597-8884

Item III The jurisdiction(s) and date of the Issuer’s incorporation or organization.

The Issuer is incorporated in the State of Nevada and the date on which it was incorporate is April 20, 1992.

Part B Share Structure

Item IV The exact title and class of securities outstanding.

In answering this item, provide the exact title and class of each class of outstanding securities. In addition, please provide the CUSIP and trading symbol.

Issuer’s Equity SecuritiesAs of December 31, 2009

Common Stock4,000,000,000 Common Shares authorized, par value $0.00001 per share1,025,592,527 Common Shares issued and outstanding

CUSIP No.: 125315200Trading symbol: SKGO

Item V Par or stated value and description of the security.

A. Par or Stated Value. Provide the par or stated value for each class of outstanding securities.

Common Stock, par value $0.00001Preferred Stock, par value $0.0001

B. Common or Preferred Stock.

http://www.shotinthegas.com/

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1. For common equity, describe any dividend, voting and preemption rights.

There are no preemptive rights for the common shareholders.

2. For preferred stock, describe the dividend, voting, conversion and liquidation rights aswell as redemption or sinking fund provisions.

Series A Preferred

Dividends in common stock to be paid at market value of the common stock, converts into 500 shares of common stock, 500 votes per share, liquidation value $0.0001. If common stock gets securities or security purchase rights, the Series A Preferred stock gets the same rights it would have if converted to common stock.

Series B Preferred

10 million shares authorized, dividends in common stock to be paid at market value of common stock, each share converts into $1.00 of common stock. No liquidation preference. If common stock gets securities or security purchase rights, the Series B Preferred stock gets the same rights it would have if converted to common stock.

Series C Preferred

10 million shares authorized, liquidation value $0.0001, 500 votes per share. Dividends in common stock to be paid at market value of the common stock.

3. Describe any other material rights of common or preferred stockholders.

None other than as given herein.

4. Describe any provision in Issuer’s charter or by-laws that would delay, defer or prevent a change in control of the Issuer.

Subject to the by-laws, if any, adopted by the stockholders, the board of directors is authorized to make, alter or amend the by-laws.

Item VI The number of shares or total amount of the securities outstanding for each class of securities authorized.

In answering this item, provide the information below for each class of securities authorized.

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Please provide this information (i) as of the end of the Issuer’s most recent fiscal quarter and (ii) as of the end of the Issuer’s last two fiscal years.

Common Stock

(i) Period end date Most recent fiscal quarter ended September 30, 2009

Last fiscal year ended December 31, 2008

Previous fiscal year ended December 31,

2007

(ii) Number of shares authorized;

1,950,000,000 1,950,000,000 1,950,000,000

(iii) Number of shares outstanding;

938,669,451 502,669,451 502,669,451

(iv) Freely tradable shares (public float);

918,329,069 482,329,069 502,669,451

(v) Total number of beneficial shareholders; and

243

(vi) Total number of shareholders of record.

251 231

Series A Preferred Stock

In answering this item, provide the information below for each class of securities authorized. Please provide this information (i) as of the end of the Issuer’s most recent fiscal quarter and (ii) as of the end of the Issuer’s last two fiscal years.

(i) Period end date Most recent fiscal quarter ended

September 30, 2009



2007

(ii) Number of shares 10,000,000 10,000,000 10,000,000

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authorized;


3,960,000 4,000,000 4,000,000


0 0 0


15 15 15


15 15 15

Series B Preferred Stock



September 30, 2009



2007


10,000,000 10,000,000 10,000,000


2,0000 0 0


0 0 0


2 0 0


2 0 0

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Series C Preferred Stock



September 30, 2009



2007


10,000,000 0 0


-0- -0- -0-


0 0 0


0 0 0


0 0 0

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Part C Business Information

Item VII The name and address of the transfer agent.

The Issuer’s Stock Transfer Agent is:

Transfer Online, Inc.™317 SW Alder Street, 2nd FloorPortland, OR 97204

Phone: 503.227.2950 FAX: 503.227.6874

The transfer agent is registered under the Exchange Act and is regulated by the Securities and Exchange Commission.

Item VIII The nature of the Issuer’s business.

In describing the Issuer’s business, please provide the following information:

A. Business Development. Describe the development of the Issuer and material events during the last three years so that a potential investor can clearly understand the history and development of the business. If the Issuer has not been in business for three years, provide this information for any predecessor company. This business development description must also include:

1. the form of organization of the Issuer (e.g., corporation, partnership, limited liability company, etc.);

The form of organization of the Issuer is that the Issuer is a corporation.

2. the year that the Issuer (or any predecessor) was organized;

The Issuer is incorporated in the State of Nevada and the date on which it was incorporated is April 20, 1992.

3. the Issuer’s fiscal year end date;

The Issuer’s fiscal year end date is December 31.

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4. whether the Issuer (or any predecessor) has been in bankruptcy, receivership or any similar proceeding;

Our Company, publicly owned, was previously called Entertainment Internet, Inc. (“ENIN” for short), which was incorporated in Nevada on April 20, 1992 under another previous name of West Tech Services, Inc. Our Company changed its name to Entertainment Internet, Inc. in 1998 and became inactive sometime during the year 2000. On November 20, 2000, ENIN filed a voluntary petition for bankruptcy in the United States Bankruptcy Court and emerged from bankruptcy under Chapter 7 pursuant to a Bankruptcy Court Order entered on November 28, 2001 with no remaining assets or liabilities.

On March 31, 2003, ENIN consummated an agreement to acquire all of the outstanding capital stock of SkyBridge Wireless, Inc., in exchange for 330,000,000 shares of the Company’s common stock (“ENIN Transaction”). SkyBridge Wireless, Inc., currently our subsidiary, was originally incorporated on December 20, 2002 under the laws of the State of Nevada and was a privately owned company. Prior to the ENIN Transaction, ENIN was a non-operating public shell company with no operations, nominal net assets and 76,554,120 shares of common stock issued and outstanding; and SkyBridge Wireless, Inc. was a development stage company interested in pursuing the high speed wireless internet business.

The ENIN Transaction is considered to be a capital transaction in substance, rather than a business combination. Inasmuch, the ENIN Transaction is equivalent to the issuance of stock by a development stage company (SkyBridge Wireless, Inc.) for the net monetary assets of a non-operational public shell company (Entertainment Internet, Inc.), accompanied by a recapitalization. As part of the ENIN Transaction, ENIN changed its name to SkyBridge Wireless, Inc.

5. any material reclassification, merger, consolidation, or purchase or sale of a significant amount of assets;

See elsewhere herein. The Issuer recently acquired Shot in the Gas, Inc., described below.

6. any default of the terms of any note, loan, lease, or other indebtedness or financing arrangement requiring the Issuer to make payments;

See elsewhere herein.

7. any change of control;

In 2009, Minaco Tradex acquired preferred stock in the issuer.

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8. any increase of 10% or more of the same class of outstanding equity securities;

During December 2002, the Company issued 330,000,000 shares of common stock to the founders of the Company for consulting services totaling $33,000.

During April 2003, the Company issued 15,000,000 shares of common stock for cash totaling $250,000. The Company determined 75,000,000 shares of ENIN’s common stock was issued in error during the bankruptcy. These shares were issued and held by the Company’s transfer agent and were not distributed. In April 2003, the 75,000,000 shares of the Company’s common stock were cancelled and recorded as a reduction to common stock and an increase to additional paid-in capital. During April 2003, the Company issued 40,000,000 shares of common stock to various individuals for consulting services totaling $440,000. During July 2003, the Company issued 150,000 shares of common stock for cash totaling $15,000. During July 2003, the Company issued 350,000 shares of common stock to an individual for consulting services totaling $47,250. During October 2003, the Company issued 500,000 shares of common stock for professional services totaling $35,000. During November 2003, the Company issued 500,000 shares of common stock for professional services totaling $35,000. During December 2003, the Company issued 13,000,000 shares of common stock for professional and consulting services totaling $390,000. During July 2003, the Company issued 60,000 shares of common stock for payment of a due to related party totaling $3,000. During July 2003, the Company issued600,000 shares of common stock to an individual for consulting services totaling $81,000. The individual than terminated the agreement and has agreed to return the shares to the Company upon payment of services totaling $1,440. The Company recorded an other receivable for the 600,000 shares totaling $81,000. As of December 31, 2003, management of the Company evaluated the receivable and determined that a valuation allowance should be established for the entire balance. Accordingly the Company recorded bad debt expense related to the receivable totaling $81,000 for the year ended December 31, 2003.

During January 2004, the Company issued 2,050,000 shares of common stock for services totaling $103,000. During January 2004, the Company cancelled 350,000 shares of common stock previously issued to a consultant during July 2003. During February 2004, the Company received 600,000 shares of common stock which was issued during July 2003 from a consultant after termination of a prior agreement for services. As of December 31, 2004, the shares were held as treasury stock at no value. During March 2004, the Company issued 10,500,000 shares of common stock for services totaling $525,000. During May 2004, the Company issued 500,000 shares of common stock for services totaling $15,000. During July 2004, the Company issued 1,000,000 shares of common stock for services totaling $13,000. During August 2004, the Company issued 5,000,000 shares of common stock for services totaling $90,000 During

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September 2004, the Company issued 1,000,000 shares of common stock for services totaling $19,000. During November 2004, the Company issued 250,000 shares of common stock for services totaling $5,000. During December 2004, the Company issued 350,000 shares of common stock to employees for services totaling $5,950. During December 2004, the Company issued 500,000 shares of common stock for services totaling $8,500.

During September 2004, the Company entered into a Private Equity Credit Agreement (“Equity Agreement”) with Globalvest Partners, LLC (“Globalvest”) which was brokered by May Davis. The Equity Agreement entitles the Company to draw funds up to $4,500,000 from the issuance of its common stock for an amount equal to the lowest bid price for any three trading days during the ten trading days immediately following the advance notice date. The Equity Agreement expires the later of thirty six months from the date a registration statement on Form SB-2 for registration of common stock under the Equity Agreement is declared effective by the Securities Exchange Commission, or September 2008, subject to certain terms and conditions. Globalvest and May Davis retain 9% and 7%, respectively, of each advance under the Equity Agreement. Additionally, the Equity Agreement requires the Company to pay Globalvest a commitment fee in the amount of $60,000; $55,000 to be paid by the issuance of common stock and $5,000 cash. The Company issued 3,038,674 shares of common stock during September 2004 for the $55,000 fee. The Company recorded the fees as unamortized loan fees related to equity credit agreement which will be amortized as costs of raising capital over the life of the agreement beginning from the date the Form SB-2 is declared effective, along with $450,000 in additional loan fees.

During March 2004, the Company entered into a Consulting Agreement with an entity whereby, the Company agreed to issue 10,000,000 shares of non-forfeitable common stock in exchange for corporate consulting services. In addition, the Company agreed to pay $1,000 per month over the term of 12 months. In December 2004, the parties amended the agreement to eliminate the payment of $1,000 per month. The Company issued the stock in March 2004 and recorded prepaid services totaling $98,630 (net of amortized expenses totaling $401,370) as of December 31, 2004December 31, 2004.

During August 2004, the Company entered into a Consulting Agreement with an entity whereby, the Company agreed to issue 5,000,000 shares of non-forfeitable common stock in exchange for corporate consulting services for the term of 12 months. The Company issued the stock in August 2004 and recorded prepaid services totaling $55,233 (net of amortized expenses totaling $34,767) as of December 31, 2004.

During July 2004, the Company entered into a Consulting Agreement with an individual whereby, the Company agreed to issue stock valued at $100,000 shares of common stock in exchange for corporate consulting services over the term of 6 months. The Company issued 1,000,000 shares of non-forfeitable common stock totaling $30,000 in July 2004. During October

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2004, the Company and the individual terminated the agreement whereby the Company expensed the remaining prepaid services for the year ended December 31, 2004.

During May 2005, the Issuer issued 183,791,209 shares in satisfaction of amounts due to related parties of $210,000.

On May 6, 2005, the Issuer filed a Registration Statement on Form FORM SB-2/A to register for sale of up to 456,052,984 shares of our common stock by selling security holders Of these shares of common stock, 404,727,273 shares of common stock are shares which Globalvest Partners, LLC (“Globalvest”) could acquire pursuant to a put right it holds under the Private Equity Credit Agreement that the Issuer entered into with Globalvest, 37,037,037 shares of common stock giving effect to the issuance of shares underlying 8% convertible debentures held by holders of the convertible debentures, and 14,288,674 shares of common stock which were issued and outstanding as of April 22, 2005.

During March 2004, the Company entered into an agreement with May Davis Group, Inc. (“May Davis”) whereby May Davis agreed to provide placement services with respect to securities up to $5,000,000. Placement may be made by debentures, restricted stock, registered offerings, including equity lines, or other transactions. The Company agreed to issue 10,000,000 shares of common stock in exchange for these services. From the date of the agreement through the date of this report, May Davis placed $500,000 in convertible debentures and brokered an equity line of credit for up to $4,500,000. As of December 31, 2004, the Company had not issued stock in relation to this agreement. Accordingly, the Company recorded another liability totaling $500,000, reported as $50,000 for unamortized loan fees related to convertible debentures and $450,000 for unamortized loan fees related to equity credit agreement The Company issued 2,000,000 shares of common stock during February 2005 in satisfaction of $100,000 of this liability.

During April 2004, the Company entered into an agreement with May Davis as a placement agent to underwrite and sell up to $1,000,000 in convertible debentures. Each debenture sold is be convertible by the holder on or after the issue date at the lesser of (i) 75% (or 60% for stock under Rule 144) of the lowest three intraday bid prices during the twenty trading days immediately preceding notice of conversion or (ii) 120% of the closing bid price on the date of issuance. In addition, each debenture is to be unsecured, bearing an interest rate of 8% per annum, and matures five years from the date of issuance. The Company also agreed to pay loan fees of 13% of the gross proceeds to May Davis for each issued debenture along with certain other fees to be paid to an escrow agent. Additionally, the Company issued 2,000,000 and 4,000,000 shares of common stock during April and November 2004, respectively, to May Davis for unamortized loan fees related to convertible debentures totaling $180,000. The Company recorded cash loan fees totaling $66,750 in relation to the convertible debentures.

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In 2007, the Issuer issued 25,800,000 shares in connection with employee stock options, and 302,564,597 shares in connection with convertible debentures. In 2007, the Issuer made two 1,000-1 reverse splits, one in January 2007, and one in August 2007. The Issuer issued 335,000,000 shares in connection with the conversion of Preferred A stock.

In 2008, the Issuer issued 401,860,169 shares in connection with convertible debentures and 59,500,000 in conneciton with debt conversion.

In 2009, the Issuer issued shares in exchange for debt and services and issued shares to acquire 100% of Shot in the Gas, Inc.

9. any past, pending or anticipated stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization;

The Issuer amended its articles of incorporation in 1998 to authorize 50,000,000 sharres of Commom Stock and 10,000,000 shares of Preferred Stock, par value $0.001.

In 2000, the Issuer amended its articles of incorporation to authorize 75,000,000 shares of common stock.

In 2003, the Issuer amended its articles of incorproation to provide for 85,000,000 shares of common stock. Later, in 2003, the Issuer amended its articles of incorporation to provide for 100,000,000 shares of common stock.

In March, 2006, the Issuer amended its articles of incorporqation to provide for 2,000,000 shares of common stock.

In 2007, the Issuer made two 1,000-1 reverse splits, one in January 2007, and one in August 2007.

In January 2010, the Issuer amended its articles of incorpriation to provide for 1,950,000,000 shares of common stock, par value $0.0001.

The Issuer acquired 100% of Shot in the Gas, Inc. in December 2009.

At the end of January 2010, the Issuer recently acquired Jiangxi Sanhe Science and Technology Group, Co., Ltd.. (“Sanhe”) for 600 million shares. Information on Sanhe has been posted on the Pink Sheets. Jiangxi Sanhe Science and Technology Co., Ltd. manufactures Environmentally Friendly Recyclable "Plastic Wood". The end product is sold as park benches, storage sheds and various outdoor durable gardening utilities etc. The Issuer will post financial information on Sanhe as it become available.

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10. any delisting of the Issuer’s securities by any securities exchange or deletion from the OTC Bulletin Board; and

On December 5, 2005, the Issuer file SEC Form 15, deregistering its common stock under Rule 12g-4(a)(1) of the Securities and Exchange Act of 1934.

11. any current, past, pending or threatened legal proceedings or administrative actions either by or against the Issuer that could have a material effect on the Issuer’s business, financial condition, or operations and any current, past or pending trading suspensions by a securities regulator. State the names of the principal parties, the nature and current status of the matters, and the amounts involved.

None.

3. For the purpose of this section a “shell company” means an Issuer, other than a business combination related shell company, as defined by Securities Act Rule 405, or an asset-backed Issuer, as defined by Item 1101(b) of Regulation AB, that has:

(1) No or nominal operations; and (2) Either:

(A) No or nominal assets;

(B) Assets consisting solely of cash and cash equivalents; or

(C) Assets consisting of any amount of cash and cash equivalents and nominal other assets.

B. Business of Issuer. Describe the Issuer’s business so a potential investor can clearly understand it. To the extent material to an understanding of the Issuer, please also include the following:

1. the Issuer’s primary and secondary SIC Codes;

The Issuer’s Primary SIC Code is 2899 and the Issuer’s Secondary SEC Code is 5961.

2. if the Issuer has never conducted operations, is in the development stage, or is currently conducting operations;

The Issuer is currently conducting operations.

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3. whether the Issuer is or has at any time been a “shell company”;3

The Issuer has been a shell company.

Instruction to paragraph B.3 of Item VIII:

If the Issuer discloses that it is or has at any time been a shell company, it must also include the following disclosure on the front page of its disclosure statement in boldface, 12 point type:

If the Issuer is currently a shell company:

“We are a shell company, therefore the exemption offered pursuant to Rule 144 is not available. Anyone who purchased securities directly or indirectly from us or any of our affiliates in a transaction or chain of transactions not involving a public offering cannot sell such securities in an open market transaction.”

If the Issuer was formerly a shell company:

“We previously were a shell company, therefore the exemption offered pursuant to Rule 144 is not available. Anyone who purchased securities directly or indirectly from us or any of our affiliates in a transaction or chain of transactions not involving a public offering cannot sell such securities in an open market transaction.”

4. the names of any parent, subsidiary, or affiliate of the Issuer, and its business purpose, its method of operation, its ownership, and whether it is included in the financial statements attached to this disclosure statement;

The Issuer's only subsidiary is Shot in the Gas, Inc., a Florida corporation which is 100% owned by the Issuer. This subsidiary is not included in the financial statements attached to this disclosure statement as the subsidiary was acquired subsequent to the date of the financial statements.

5. the effect of existing or probable governmental regulations on the business;

See below.

6. an estimate of the amount spent during each of the last two fiscal years on research and development activities, and, if applicable, the extent to which the cost of such activities are borne directly by customers;

The subsidiary of the Issuer spend approximately $5,000 per year in each of the last two years for research and development. This cost was not borne by customers.

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7. costs and effects of compliance with environmental laws (federal, state and local); and

The Issuer has no material cost or effect of complying with environmental laws, whether federal state or local except as described herein.

8. the number of total employees and number of full-time employees.

The number of total employees and number of full-time employees of the Issuer is that the Issuer has a total of two full-time employees. The Issuer has one part time employee or independent contractor.

Item IX The nature of products or services offered.

In responding to this item, please describe the following so that a potential investor can clearly understand the products and services of the Issuer:

A. principal products or services, and their markets;

See below.

B. distribution methods of the products or services;

See below.

C. status of any publicly announced new product or service;

See below.

D. competitive business conditions, the Issuer’s competitive position in the industry, and methods of competition;

See below.

E. sources and availability of raw materials and the names of principal suppliers;

See below.

F. dependence on one or a few major customers;

The Issuer is not dependent on one or a few major customers.

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G. patents, trademarks, licenses, franchises, concessions, royalty agreements or labor contracts, including their duration; and

The Issuer has no patents, trademarks, licenses, franchises, concessions, royalty arrangements or labor union contracts except as described below.

H. the need for any government approval of principal products or services and the status of any requested government approvals.

The Issuer does not need any government approval of principal products or services except as described below.

FORWARD-LOOKING STATEMENTS

We have made forward-looking statements in this document within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, that are based on management’s current reasonable expectations, estimates and projections. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” variations of such words and similar expressions are intended to identify such forward-looking statements. Forward-looking statements are subject to risks and uncertainties, many of which are difficult to predict and generally beyond our control, that could cause actual results to differ materially from those expressed or implied in the forward-looking statements. Such risks include, but are not limited to, risks relating to economic, competitive and other factors affecting our operations, markets, products and services and marketing and sales strategies, as well as the risks noted under the section in this report entitled “Risk Factors.” We do not undertake any obligation to revise these forward-looking statements to reflect future events or circumstances.

Business

As of December 31, 2009, the Issuer acquired 100% of Shot in the Gas, Inc.

The Issuer sells Shot in the Gas, a fuel additive product aimed at reducing harmful emissions while at the same time improving the operating performance of internal combustion engines, especially with respect to fuel economy and engine cleanliness. The Issuer is currently starting to market its products.

Shot in the Gas is an engine conditioner. Our customers simply put Shot in the Gas™ Liquid or Tablets in their fuel tank. The fuel carries the ingredients to the combustion chamber. The heat

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from the engine activates the ingredients. The ingredients form a thin coating over the metal surfaces of the engine increasing the flash point of the fuel, accelerating the combustion.

This accelerations causes the burn to complete in the combustion chamber itself, increases the efficiency of the engine, both in mileage and horsepower, yielding better performance, better gas mileage and fewer emissions.

When you use Shot in the Gas™ products, the charge is shaped better as more of the heat expansion in the area is used to get a better charge. If you look into the combustion chamber, you can see that the flame changes from a yellow-orange color to a blue color, shortening the flame.

Without Shot in the Gas™, the combustion cycle does not complete the combustion in the combustion chamber. In fact, if you take the exhaust manifold off of most internal combustion engines, you will see fire exiting the exhaust system during the exhaust cycle. If you have ever watched a drag race, you have probably seen fire shooting out the tail pipes or the exhaust. This is an example of a second burn in the exhaust cycle.

Shot in the Gas™ does not allow as much heat to exit the exhaust. The exhaust temperature goes down. Shot in the GasTM Liquid Green promotes the decomposition of the large fuel particles in the flame and thus produces smaller fragments, which in turn are quickly burned. Shot in the GasTM Liquid Green helps complete the final stages of the combustion reaction by lowering the temperatures at which soot burns. Shot in the GasTM Liquid Green dramatically reduces the carbon particulate emissions while simultaneously reducing the excess air requirements. Thebenefits are more efficient combustion, which produces more energy and less emission per unit of fuel burned.

We believe that the three major benefits of Shot in the Gas are (1) octane enhancement in unleaded gasolines, (2) stabilization of emission performance in the case of emission controlled vehicles, and (3) improvements in fuel economy.

Our additive products are easily blended into motor fuels, or combined with base motor fuels plus other fuel formulations, including bio-diesel, synthetic diesel, ethanol and urea/water, creating environmentally-friendly finished fuel blends. The resulting fuel blends improve fuel economy, enhance fuel system lubricity and reduce harmful engine emissions, while decreasing usage of petroleum-based fuels through the combination of our products with the alternative and renewable fuels. With the increasing pressure from public and private efforts around the world to reduce the level of harmful engine emissions, combined with the uncertain cost of base fuel, we believe our technology is poised to become one of the leading fuel performance enhancement technologies available to facilitate the worldwide effort to address these issues.

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Metal Infusion

Shot in the GasTM Metal Infusion technology has MMA (Mono Molecular Adhesion) current oil stabilizing technology and leads the way for anti-friction lubrication into the third millennium Shot in the GasTM Metal Infusion combines all the positive aspects of previous technology into its new technology without any of the harmful negative attributes associated with prevailing technology. Shot in the Gas Metal Infusion give reduced soot build up in oil and engines for better performance and reduce emissions as much as 60%, helping our environment. We believe that this produce will have the following benefits:

Prevents Solids from Forming that will affect engine wear Helps control Bacteria Growth and Build up that could corrode engine parts. Lubricates Internal Fuel Components for smoother operation with less wear. Helps keep Injectors Clean for better engine performance and economy of operation. No Alcohol yields better mileage Works Great with Bio Diesel Fuels for flexible performance. Improve Diesel Fuel Lubricity (ASTM D6079) Tested to prolong engine life. Improved Combustion Efficiency for better more economical performance Helps to complete the final stages of the combustion reaction by lowering the temperatures at which soot burns for better engine operation and wear. Cleans carbon deposits from engine surfaces thereby extending equipment lifetime. Easier Starts in Cold and Warm Weather for better more economical performance. Stabilizes Fuel Storage Tanks making them safer.

Shot in the Gas products are EPA registered (the EPA does not approve products), 100% environmentally-friendly, will not harm engines, catalytic converters or oxygen sensors, will not void vehicle warranty for secure usage, get better fuel mileage. Users will enjoy increased performance, and reduce harmful emissions and combustion chamber deposits for better performance, extending spark plug life and providing better economy.

Marketing

Shot in the Gas TM has developed a complete media campaign, including radio and TV advertising to launch its flagship product, Shot in the Gas Tablets TM. Initially, we will sell this product through Direct Response Television (DRTV), also known as Infomercials. The ads will promote these benefits to the consumer:

Save money by decreasing the amount of fuel used. Help the environment by drastically lower harmful tail-pipe emission. Provide better engine performance as outlined in the Product Section.

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Our media campaign will provide a free sample to encourage everyone to pick up the phone or go to a website and try our product. The customer only has to pay for shipping and handling. The “Free Offer” will allow the consumer to “see for themselves” that the product works. This will lead to reorders for our product as well as growing referral network.

Clean Coal Technology

Clean coal technology is any technology to reduce pollutants associated with the burning of coal that was not in widespread use prior to the Clean Air Act Amendments. We believe that trreating coal with Shot in the Gas Heavy Fuel Oil prior to its use as a fuel significantly lowers pollutants released in the air.

Testing

We have engaged in field-testing and various other laboratory testing efforts to further our product commercialization efforts.

There are two primary methods of product testing: laboratory bench tests and field trials. We utilize both testing methods to further develop the body of test data necessary to support marketing and sales efforts. In addition to extensive field-based customer trials completed or under way, we have funded extensive laboratory bench testing at numerous well-known independent testing laboratories, including:

Test results have confirmed the effectiveness of our additive formulations. In particular, our products tested have achieved: (i) an increase in fuel economy; (ii) an increase in engine performance; and (iii) a reduction in harmful emissions.

Industry and Competition

Our products are part of the hydrocarbon fuels and lubricants additive industry. The industry is composed of a few relatively large companies and a large number of smaller participants. We fall into the latter category. The large firms capture their revenue through sales of proprietary, branded products, or by sales to fuel refiners to meet state and federal fuel specifications, or fuel wholesalers and retailers trying to differentiate their own branded products. The common denominator is all industry participants produce products which are added to hydrocarbon fuels to allow the fuel, or the overall fuel system, to perform better with the additive than without. They do not make the fuel itself.

The main thrust of industry participants’ products centers around improved engine cleanliness and efficiency (e.g., detergency characteristics applicable to fuel injector nozzles), improved fuel flow (e.g., mitigation of fuel problems caused by low ambient temperature) and fuel system

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protection (e.g., improved lubricity). These are common focus areas for the full range of gasoline and distillate fuels. Additives designed to address specific problem areas in specific fuel applications (e.g., Cetane improver in diesel fuel) and static electricity dissipation in turbine engines are also significant.

Our primary market for our products is fuel economy improvement. Although many companies make claims regarding the ability of their respective products to improve fuel economy, we are not aware of any fuel additive formulation that has consistently demonstrated the ability to achieve the fuel economy improvement achieved by our products in independent laboratory testing and field trials. The potential market for our products is virtually every gallon of diesel fuel and bio-diesel fuel blend consumed in the world today.

The breadth of existing technologies making claims to have solved engine emissions problems runs the gamut from alternative fueled vehicles (electric cars, fuel cell vehicles, etc.) to engine magnets. Despite the vast amount of research that has been performed with the intention of solving emissions problems, no single technology has yet to gain widespread acceptance from both the public (regulatory) and private sectors. The United States government and the governments of other countries have tried using economic incentives and tax breaks to promote the development of a variety of emissions reduction technologies. However the base cost of many of these incentives coupled with issues such as lack of appropriate infrastructure (e.g., compressed natural gas storage and delivery systems) and technical limitations (e.g., keeping alternative fuels emulsified, significant loss of power and fuel economy with present alternative fuels), currently makes market acceptance of many technologies not economically feasible over the long term.

Given these limitations, it is unlikely that the global marketplace will accept just one technology, or a limited number of technologies to solve the harmful engine emissions problem. We believe the “natural selection” expected to take place over the coming decade for new technologies may evolve on a market-by-market basis and will be largely dependent upon local regulatory conditions.

Efforts to reduce harmful engine emissions are so widespread throughout the world. The market for competitive alternatives to existing solutions is relatively robust. In general, these efforts can be placed into four categories:

· Fuel blends (including bio-diesel, water and ethanol);

· Additive technologies (catalysts such as metallic or precious metal additives);

· Alternative fuels (compressed natural gas, bio-diesel, and others); and

· After-market systems (catalytic converters).

As a result of the pursuit, primarily by governments around the world, to mandate cleaner fuels and less dependence on hydrocarbon-based fuels through all the disparate efforts currently

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underway, we believe no one competitor or technology will come to dominate world market demand for additive technology. Rather, we believe a combination of technologies that maximizes individual product and technology strengths, limits their weaknesses, and delivers the highest cost/value relationship will be used.

Our industry and competitor product slate and technology is constantly evolving. Many competitors make very similar product benefit claims; such as detergency, lubricity and anti-corrosion, with a few now beginning to make fuel economy claims as well. Our challenge is to increase our product visibility and to rise above all the industry claims “clutter” by differentiating our products from our competitors’ products. We believe the multi-functional nature of our technology, focusing on fuel economy and providing all other traditional fuel and fuel system benefits together with the capability to mitigate adverse performance impacts of emerging alternative fuels and fuel blends, packaged into one product, differentiates our products from those of our competitors.

Fuel Efficient/Emission Reducing Technologies

Our business is a part of the wider industry that seeks to improve overall energy efficiency with a specific concentration on petroleum based energy sources. The industry is composed of a few relatively large companies and a large number of smaller, niche segment participants.

Industry participants’ products center around improved engine cleanliness and efficiency (for example, detergency characteristics applicable to fuel injector nozzles), improved fuel flow (for example, mitigation of fuel problems caused by low ambient temperature) and fuel system protection (for example, improved lubricity). These are common focus areas for the full range of gasoline and distillate fuels. Additives designed to address specific problem areas in specific fuel applications (for example, Cetane improver in diesel fuel) and static electricity dissipation in turbine engines are also significant.

There are many existing technologies that claim to have solved engine emissions problems from alternative fueled vehicles (electric cars, fuel cell vehicles, etc.) to engine magnets. Despite the vast amount of research that has been performed with the intention of solving emissions problems, we believe no single technology has yet to gain widespread acceptance from both the public (regulatory) and private sectors. The United States government and the governments of other countries have tried using economic incentives and tax breaks to promote the development of a variety of emissions reduction technologies. However, the base cost of many of these promotions, coupled with issues such as lack of appropriate infrastructure (for example, compressed natural gas storage and delivery systems) and technical limitations (for example, keeping alternative fuels emulsified, significant loss of power and fuel economy with current alternative fuels), currently makes market acceptance of many technologies and economic feasibility unlikely over the long term.

Our direct competitors include major oil and chemical companies, many of which have financial, technical and marketing resources significantly greater than ours. It is possible that developments by others will render our products obsolete or noncompetitive, that we will be not able to keep

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pace with new developments and that our products will not be able to supplant established products.

As energy costs increase, and businesses are looking for ways to make energy products more efficient, competition within this sector itself is growing, so we will encounter competition from existing firms that offer competitive solutions in this area. These competitive companies could develop products that are superior to, or have greater market acceptance, than the products being developed and marketed by our company. We will have to compete against other companies with greater market recognition and greater financial, marketing and other resources.

Manufacturing Partners

In general, we intend to contact with suppliers to produce our products. We believe that the manufacturing capacity of our suppliers will be adequate for our needs.

Regulatory Issues

Government regulations across the globe regarding motor fuels are continually changing. Most regulation focuses on fuel emissions. However, there is also growing concern about dependence on hydrocarbon-based fuels. This is driving legislation and regulation toward mandating alternative fuels such as bio-fuels and providing incentives for their development and use. Fuels regulation exists at various levels of government and enforcement around the globe. However, we believe the consistent pattern of regulations designed to reduce harmful emissions and reduce dependence on oil for fuel needs will only become more stringent. This will be an advantage to us as many of our product’s benefits reduce fuel consumption and improve performance of alternative fuel blends. We believe that as fuels regulatory compliance becomes more burdensome to fuel manufacturers, suppliers and users, demand for the benefits our products deliver should increase. One of our strategies is to monitor government fuel related regulatory activity in the countries strategic to our business plan. This surveillance program is designed to support the product development and intellectual property process to ensure our products respond to the changing regulatory climate and are protected as quickly as possible to maintain competitive advantage. The surveillance program also supports the marketing of our products toaccentuate their attributes in helping customers meet the new regulatory compliance directives.

As an example, in January 2000, the Environmental Protection Agency in the United States (“EPA”) enacted a stringent and far-reaching set of diesel emission standards that requires the significant reduction in harmful emissions, especially PM and NOx. These regulations were phased in beginning in 2004. PM in diesel emissions is to be reduced by 90% and NOx is to be reduced by 95%. Of equal importance to diesel fuel producers, the EPA also requires 97% of the sulfur currently in diesel fuel be eliminated beginning in 2006. The elimination of sulfur in diesel fuel will likely cause a decrease in diesel fuel lubricity. Our products are well-positioned to benefit from the more stringent environmental rules, as tests have shown positive PM

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reduction effects and increased lubricity attributes when our products are added to base diesel fuel.

Another example is the regulation passed applicable to the European Union (“EU”) regarding the use of bio-fuels (bio-diesel and ethanol). The EU is supporting bio-fuels with the aim of reducing “green house gas” emissions, boosting the de-carbonization of transport fuels, diversifying fuel supply sources, offering new income opportunities in rural areas and developing long-term replacements for fossil fuel. In May 2003, the European Parliament and the Council adopted the “Directive on the promotion of the use of bio-fuels or other renewable fuels for transport.” This Directive aims at promoting the use of bio-fuels or other renewable fuels to replace diesel or petrol for transport purposes, with a view to contribute to objectives such as improving the security of energy supply, reducing “green house gas” emissions and creating new opportunities for sustainable rural development. The Directive requires member states to ensure that a minimum proportion of bio-fuels and other renewable fuels for transport is placed on the market and, to that effect, set indicative targets. Reference values for these targets are: 2% for the end of 2005 and 5.75% for the end of 2010, on the basis of energy content of all petrol and diesel for transport purposes. Member states may deviate from the reference values but if they do, they should report their motivations for the deviation to the Commission.

Current efforts are being demonstrated in the United States to encourage the development of alternative fuels and the required use of ethanol. In an effort to reduce dependence on foreign oil and keep up with increasing demand for petroleum products, the United States Department of Energy (“DOE”) has created and sponsored programs that encourage the use of these alternative fuels. The programs, such as the one derived from the Energy Policy and the ethanol and bio-diesel subsidy programs implemented by the DOE and other government agencies, in response to the 2005 energy legislation, provide significant incentives for the adoption of targeted fuel blends, the performance of which can be enhanced by the use of our products. We believe our products are well-positioned to help fuel producers and consumers comply with current and future fuels related regulatory standards and take advantage of existing incentive programs in the United States and the rest of the world.

Government Regulations and Supervision

Government regulations across the globe regarding fuels are continually changing. Most regulation focuses on reducing fuel emissions. However, there is also growing concern about dependence on oil-based fuels. Fuels regulation exists at various levels of development and enforcement around the globe. In general, regulations to reduce harmful emissions and to reduce dependence on oil for fuel needs will only become more stringent. We believe this will be an advantage to us as our products’ benefits reduce fuel consumption and can peacefully co-exist with alternative fuel blends. As fuels regulatory compliance becomes more burdensome to fuel suppliers and users, we anticipate that demand for the benefits our products deliver will increase.

Since we now manufacture, store, and ship all of our products, we are required to be in compliance regarding all applicable environmental rules and regulations that regulate these types

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of activities. In addition, only our Clean Boost product requires governmental license as this substance is used in interstate trucking. In order for Clean Boost to be used in the United States, registration with the Environmental Protection Agency, or EPA, is required. In Fiscal Year 2007, we received EPA registration for one of our products and a EPA certification for the other product both of which are used in base fuels and fuel blends. We are also subject to similar international laws and regulations in the countries in which we operate, such as Canada and Mexico.

Intellectual Property

We intend to obtain trademark registration of our marks Shot in the GasTM and Shot in the Gas LiquidTM. Generally, these trademarks will not expire if we continue to use the trademarks and file the required periodic forms with the United States Patent and Trademark Office.

Available Information

Our website is www.shotinthegas.com. We make available free of charge through our website additional information on our company and our products.

Risk Factors

We have no operating history, and our business may not be successful.We are currently in an early stage of our current business plan. We have no operating history. Our limited operating history makes it difficult for potential investors to evaluate our business. Therefore, our proposed operations are subject to all of the risks inherent in the initial expenses, challenges, complications and delays frequently encountered in connection with the formation of any new business, as well as those risks that are specific to our industry in general. Investors should evaluate an investment in our company in light of the problems and uncertainties frequently encountered by companies attempting to develop markets for new products, services and technologies. Despite best efforts, we may never overcome these obstacles to achieve financial success.

Our business is speculative and dependent upon the implementation of our business plan, as well as our ability to enter into agreements with third parties for necessary marketing, the provision of necessary suppliers, and the sale and distribution of our products on terms that will be commercially viable for us. There can be no assurance that our efforts will be successful or result in revenue or profit. There is no assurance that we will earn significant revenues or that our investors will not lose their entire investment.

We may experience in the future problems, delays and expenses associated with our business plan, many of which are beyond our control, including but not limited to those depicted below:

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· substantial delays and expenses related to testing and further development of our products;

· customer resistance relating to the marketing of a new product in the fuel additive marketplace;

· competition from larger and more established companies; and

· lack of market acceptance of our new products and technologies.

To date, we have not had any material operating revenue from the sale of our products and there can be no assurance we will be able generate material revenues. Our ability to generate revenues will be dependent upon, among other things, being able to; (1) overcome negative connotations on the part of industrial fuel consumers regarding fuel additives in general; (2) convince potential customers of the efficacy and economic and environmental benefits of our products; and (3) generate the acceptance of our technology and products by potential customers and thereby create the opportunity to sell our products at a sufficient profit margin. Because we do not yet have a material, recurring revenue stream resulting from the sale of our products, there can be no assurance that we will be successful in these efforts. Should we achieve profitability, there is no assurance we can maintain, or increase, our level of profitability in the future.

Our products may not produce enough economic benefit to be viable in any or all engines. In order for our products to be economically viable for our customers, the savings in gasoline consumption must be greater than the cost of our products. We have not tested our products in many engines. There is no assurance that or products will provide enough economic benefit to warrant their purchase.

If projected sales and revenues do not materialize as planned, we will require additional financing to continue operations.We believe we will have sufficient funds available to provide resources for our operations through at least the next few months. However, failure to achieve significant, sustained sales and revenues by the end of this period will require us to obtain additional financing. Our budget for the next twelve months emphasizes continued field and laboratory testing and customer support marketing of our products. In addition, unexpected changes may occur in our current operations that could exhaust available cash resources sooner than anticipated. If anticipated product sales do not materialize, or are significantly less than anticipated, we may need to raise additional funds to continue operations. If this future financing is not available, our business may fail. We currently have no other firm commitments from third parties to provide any additional financing. Consequently, we cannot assure investors that additional financing, if necessary, will be available to us on acceptable terms, or at all.

Global economic conditions have created turmoil in the credit and general industrial markets that could have a significant adverse impact on our operations.

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Current U.S. and worldwide economic conditions have resulted in an extraordinary tightening of credit markets coupled with higher interest rates, particularly since the third quarter of 2008. These economic conditions have been characterized in news reports as a global economic crisis that has been marked by dramatic shifts in market conditions and government responses, and have resulted in unprecedented intervention in financial institutions and markets by governments throughout the world. The current adverse conditions have spread to markets other than the financial and credit markets, including the industrial and labor markets.

Our financial performance depends on varying conditions in the markets we are trying to penetrate, particularly the general industrial markets. Demand in these markets fluctuates in response to overall economic conditions. The weakened economy may result in decreased demand for our products, and the current economic uncertainties may cause our customers or prospective customers to continue to defer or reduce spending on the products we provide, which could reduce future earnings and cash flow.

Furthermore, the current recession (or depression) may cause some of our customers or vendors to reduce or discontinue operations, which may adversely affect our operations. If, as a result of adverse economic conditions, any of our customers enter bankruptcy or liquidate their operations, our revenues and accounts receivable could be materially adversely affected.

Our results of operations, financial condition and business outlook are highly dependent on commodity prices, which are subject to significant volatility and uncertainty, and the availability of supplies.Our results are substantially dependent on many different commodity prices, especially prices for diesel, petroleum, and gasoline. As a result of the volatility of the prices for these items, our results may fluctuate substantially and we may experience periods where declining prices gasoline and diesel make our product uneconomic.

Gasoline is a commodity whose price is determined based on the price of petroleum, world demand, supply and other factors, all of which are beyond our control. World prices for oil have fluctuated widely in recent years. We expect that prices will continue to fluctuate in the future. Price fluctuations will have a significant impact upon our revenue and on our general financial condition. Price fluctuations for gasoline and diesel may also affect the investment market, and our ability to raise investor capital.

We are dependent on third parties for the distribution of our products outside North America and they may experience the same delays, customer acceptance problems or other product commercialization issues we have experienced, which would negatively impact our commercialization efforts in these regions.We will enter into distribution and sales agency agreements with certain third parties to help us achieve rapid customer trials and acceptance of our products, and to oversee certain elements of our field-testing program. If these third parties elect to discontinue their efforts, we may not be able to commercialize our products in a timely manner, or to commercialize them at all.

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We are not able to control the amount of time and effort these third parties put forth on our behalf. It is possible that any of these third parties may not perform as expected, may not achieve the contractual milestones and may breach or terminate their agreements with us before completing their work. Any failure of a third party to provide the services for which we have contracted could prevent or significantly delay us from commercializing our products.

As we currently purchase all of our product supply requirements from outside sources and have no in-house product manufacturing capability, any business complications arising with either our suppliers or with our suppliers relationship could create adverse consequences with our product supply chain.We currently contract with outside specialty chemical manufacturing companies for the production and supply of 100% of our product needs. We have no in-house product manufacturing capability and, therefore, are exposed to potential product supply disruptions caused by adverse business circumstances with our suppliers (for example, raw material shortages, plant breakdowns and other adverse circumstances affecting the supply of our products from suppliers). There can be no assurances that, in the event of a supply disruption, we would be able to quickly contract with another manufacturer for the continued supply of our products. We, therefore, could be without adequate supply of our products and could lose sales for an extended period of time as a result.

Products developed by our competitors could severely impact our product commercialization and customer acceptance efforts, thereby reducing the sales of our products and severely impacting our ability to meet our sales goals or to continue operations.We face competition from companies who are developing and marketing products similar to those we are developing and marketing. The petroleum/fossil fuels industry has spawned a large number of efforts to create technologies that help improve the performance of internal combustion engines and reduce harmful emissions. These companies have significantly greater marketing, financial and managerial resources than us. We cannot provide any assurance that our competitors will not succeed in developing and distributing products that will render our products obsolete or non-competitive. Such competition could potentially force us out of business.

Our products are designed for use in internal combustion engines and the development of alternative engine design and technology could severely reduce the market potential for our products.Our products are designed for, and marketed to, customers utilizing internal combustion engines. Significant efforts now exist to develop alternatives to internal combustion engines. In addition, the regulatory environment is becoming increasingly restrictive with regard to the performance of internal combustion engines and the harmful emissions they produce. If alternatives to internal combustion engines become commercially viable, it is possible that the potential market for our products could be reduced, if not eliminated.

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If we are unable to protect our technology and intellectual property from use by competitors, there is a risk that we will sustain losses, or that our business could fail.Our success will depend, in part, on our ability to obtain and enforce intellectual property protection for our technology in both the United States and other countries. We may take steps to protect our intellectual property through patent applications in the United States Patent and Trademark Office and its international counterparts under the Patent Cooperation Treaty. We cannot provide any assurance that patents will be issued as a result of these applications or that, with respect to any patents, issued or pending, the claims allowed are, or will be, sufficiently broad enough to protect the key aspects of our technology, or that the patent laws will provide effective legal or injunctive remedies to stop any infringement of our patents. In addition, we cannot provide assurance that any patent rights owned by us will not be challenged, invalidated or circumvented, or that our competitors will not independently develop or patent technologies that are substantially equivalent or superior to our technology. If we are forced to defend our patents in court, well-funded adversaries could use such actions as part of a strategy for depleting the resources of a small company such as ours. We cannot provide assurance that we will have sufficient resources to successfully prosecute our interests in any litigation that may be brought.

We do not have long term commitments from our suppliers and manufacturers.We may experience shortages of supplies and inventory because we do not have long-term agreements with our suppliers or manufacturers. The success of our Company is dependent on our ability to provide our customers with our products. Although we may manufacture some of our products, we are dependent on our suppliers for components which are necessary for our porducts or manufacturing operations. In addition, certain of our present and future products and product components are (or will be) manufactured by third party manufacturers. Since we have no long-term contracts or other contractual assurances with these manufacturers for continued supply, pricing or access to component parts, no assurance can be given that such manufacturers will continue to supply us with adequate quantities of products at acceptable levels of quality and price. While we believe that we have good relationships with our suppliers and our manufacturers, if we are unable to extend or secure manufacturing services or to obtain component parts or finished products from one or more manufacturers on a timely basis and on acceptable terms, our results of operations could be adversely affected.

We face intense competition, and many of our competitors have substantially greater resources than we do.We operate in a highly competitive environment. In addition, the competition in the market for fuel and engine enhancement additive products may intensify in the future as demands for greater efficiencies in vehicle mileage and pollutant reductions are demanded and legislated. There are numerous well-established companies and smaller entrepreneurial companies based in the United States with significant resources who are developing and marketing products and services that will compete with our products. In addition, many of our current and potential competitors have greater financial, operational and marketing resources. These resources may

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make it difficult for us to compete with them in the development and marketing of our products, which could harm our business.

Failure to meet customers’ expectations or deliver expected performance of our products could result in losses and negative publicity, which will harm our business.If our products fail to perform in the manner expected by our customers, then our revenues may be delayed or lost due to adverse customer reaction, negative publicity about us and our products, which could adversely affect our ability to attract or retain customers. Furthermore, disappointed customers may initiate claims for substantial damages against us, regardless of our responsibility for such failure.

If we are unable to meet customer demand or comply with quality regulations, our sales will suffer.In order to achieve our business objectives, we may need to significantly expand our capabilities to produce the quantities necessary to meet demand. We may encounter difficulties in scaling-up production of our products, including problems involving production capacity and yields, quality control and assurance, component supply and shortages of qualified personnel. In addition, our manufacturing facilities are subject to periodic inspections by governmental regulatory agencies. Our success will depend in part upon our ability to manufacture our products in compliance with regulatory requirements. Our business will suffer if we do not succeed in manufacturing our products on a timely basis and with acceptable manufacturing costs while at the same time maintaining good quality control and complying with applicable regulatory requirements.

Because of the nature of our products, we may be subject to government approvals and regulations that reduce or prevent our ability to commercialize our products, increase our costs of operations and decrease our ability to generate income.

We are subject to United States and international laws and regulations regarding the products we sell. There is no single regulatory authority to which we must apply for certification or approval to sell our products in the United States, or outside its borders. Any changes in policy or regulations by regulatory agencies in countries in which we intend to do business may cause delays or rejections of our attempts to obtain necessary approvals for the sale of our products.

There can be no assurance that we will obtain regulatory approvals and certifications for our products in all of the markets we seek to conduct business. Even if we are granted such regulatory approvals and certifications, we may be subject to limitations imposed on the use of our products. In the future, we may be required to comply with certain restrictive regulations, or potential future regulations, rules, or directives that could adversely impact our ability to sell our products. We cannot guarantee that restrictive regulations will not, in the future, be imposed. Such potential regulatory conditions or compliance with such regulations may increase our cost of operations or decrease our ability to generate income.

We create products that may have harmful effects on the environment if not stored and handled properly prior to use, which could result in significant liability and compliance expense.The blending of base fuels with our current or future products involves the controlled use of materials that could be hazardous to the environment. We cannot eliminate the risk of accidental contamination or discharge to the environment of these materials and any resulting problems that occur. Federal, state and local laws and regulations govern the use, manufacture, storage, handling and disposal of these materials. We may be named a defendant in any suit that arises from the improper handling, storage or disposal of these products. We could be subject to civil damages in the event of an improper or unauthorized release of, or exposure of individuals to, these materials. Claimants may sue us for injury or contamination that results from use by third parties of our products, and our liability may exceed our total assets. Compliance with environmental laws and regulations may be expensive, and current or future environmental regulations may impair our research, development and sales and marketing efforts. Although we carry product and general liability insurance with limits we deem sufficient, there can be no assurance that an event, or series of events, will not occur that will require, in the aggregate, resources in excess of these limits.

If we lose any key personnel or are unable to attract qualified personnel and consultants, we may lose business prospects and sales, or be unable to otherwise fully operate our business.

We are dependent on the principal members of our management staff, the loss of any of whom could impair our product development and commercialization efforts underway. Furthermore, we depend on our ability to attract and retain additional qualified personnel to develop and manage our future business and markets. We may have to recruit qualified personnel with competitive compensation packages, equity participation and other benefits that may reduce the working capital available for our operations. We cannot provide assurance that we will be able to obtain qualified personnel on reasonable terms, or that we will be able to retain our existing management staff.

We may have difficulties managing growth, which could lead to lost sales opportunities.While we have not yet achieved any meaningful, sustained revenues through the sale of our products, should certain events occur, such as a large recurring order from a well-known company or endorsement of our products from a well-known commercial entity, sales may escalate rapidly. Rapid growth could strain our human and infrastructure resources, potentially leading to higher operating costs, lost sales opportunities, or both. Our ability to manage operations and control growth will be dependent upon our ability to improve our operational, financial and management controls, reporting systems and procedures, and to attract and retain adequate numbers of qualified employees. Should we be unable to successfully provide the resources needed to manage growth, product sales and customer satisfaction could suffer and higher costs and losses could occur.

We may not be able to secure additional financing to meet our future capital needs.We anticipate needing significant capital to manufacture product, carry adequate inventory levels and continue or further develop our existing products and introduce new products, increase awareness of our brand names and expand our operating and management infrastructure as we grow sales. We may use capital more rapidly than currently anticipated. Additionally, we may incur higher operating expenses and generate lower revenue than currently expected, and we may be required to depend on external financing to satisfy our operating and capital needs. We may be unable to secure additional debt or equity financing on terms acceptable to us, or at all, at the time when we need such funding. If we do raise funds by issuing additional equity or convertible debt securities, the ownership percentages of existing stockholders would be reduced, and the securities that we issue may have rights, preferences or privileges senior to those of the holders of our common stock or may be issued at a discount to the market price of our common stock which would result in dilution to our existing stockholders. If we raise additional funds by issuing debt, we may be subject to debt covenants, such as the debt covenants under our secured credit facility, which could place limitations on our operations including our ability to declare and pay dividends. Our inability to raise additional funds on a timely basis would make it difficult for us to achieve our business objectives and would have a negative impact on our business, financial condition and results of operations.

If we cannot build and maintain strong brand loyalty our business may suffer.We believe that the importance of brand recognition will increase as more companies produce competing products. Development and awareness of our brands will depend largely on our ability to advertise and market successfully. If we are unsuccessful, our brands may not be able to gain widespread acceptance among consumers. Our failure to develop our brands sufficiently would have a material adverse effect on our business, results of operations and financial condition.

We are continually subject to the risk of new regulation, which could harm our business.Each year a number of bills are introduced to Federal, State, and local governments, any one of which, if enacted, could impose conditions which could harm our business. This proposed legislation has included provisions such as a requirement that temporary employees receive equal pay and benefits as permanent employees, requirements regarding employee health care, and a requirement that our customers provide workers’ compensation insurance for our temporary employees. We actively oppose proposed legislation adverse to our business and inform policy makers of the social and economic benefits of our business. However, we cannot guarantee that any of this legislation will not be enacted, in which event demand for our service may suffer.

The cost of compliance with government laws and regulations is significant and could harm our operating results.We incur significant costs to comply with complex federal, state, and local laws and regulations relating to employment, including occupational safety and health provisions, wage and hour

requirements (including minimum wages), workers’ compensation unemployment insurance, and immigration. In addition, from time to time we are subject to audit by various state and governmental authorities to determine our compliance with a variety of these laws and regulations. We may, from time to time, incur fines and other losses or negative publicity with respect to any such allegations. If we incur additional costs to comply with these laws and regulations or as a result of fines or other losses and we are not able to increase the rates we charge our customers to fully cover any such increase, our margins and operating results may be harmed.

Lack of diversification may increase our risk.Larger companies have the ability to manage their risk through diversification. However, we lack diversification in the scope of our business. As a result, we could potentially be impacted more by factors affecting our industry than we would if our business were more diversified.

Penalties we may incur could impair our business.Failure to comply with government regulations could subject us to civil and criminal penalties, require us to forfeit property rights and may affect the value of our assets or our ability to conduct our business. We may also be required to take corrective actions, including, but not limited to, installing additional equipment, which could require us to make substantial capital expenditures. We could also be required to indemnify our employees in connection with any expenses or liabilities that they may incur individually in connection with regulatory action against them. These could result in a material adverse effect on our prospects, business, financial condition and our results of operation.

Risks Related to Our Common Stock

If we fail to establish and maintain an effective system of internal control, we may not be able to report our financial results accurately or to prevent fraud. Any inability to report and file our financial results accurately and timely could harm our reputation and adversely impact the trading price of our common stock.Effective internal control is necessary for us to provide reliable financial reports and prevent fraud. If we cannot provide reliable financial reports or prevent fraud, we may not be able to manage our business as effectively as we would if an effective control environment existed, and our business and reputation with investors may be harmed. As a result, our small size and any current internal control deficiencies may adversely affect our financial condition, results of operation and access to capital. We have not performed an in-depth analysis to determine if historical un-discovered failures of internal controls exist, and may in the future discover areas of our internal control that need improvement.

Public company compliance may make it more difficult for us to attract and retain officers and directors.The Sarbanes-Oxley Act and new rules subsequently implemented by the SEC have required changes in corporate governance practices of public companies. As a public company, we expect these new rules and regulations to increase our compliance costs in 2009 and beyond and to make certain activities more time consuming and costly. As a public company, we also expect that these new rules and regulations may make it more difficult and expensive for us to obtain director and officer liability insurance in the future and we may be required to accept reduced policy limits and coverage or incur substantially higher costs to obtain the same or similar coverage. As a result, it may be more difficult for us to attract and retain qualified persons to serve on our board of directors or as executive officers.

Because we became public by means of a reverse merger, we may not be able to attract the attention of major brokerage firms.There may be risks associated with us becoming public through a “reverse merger.” Securities analysts of major brokerage firms may not provide coverage of us since there is no incentive to brokerage firms to recommend the purchase of our common stock. No assurance can be given that brokerage firms will, in the future, want to conduct any secondary offerings on behalf of our post-Merger company.

Our stock price may be volatile.The market price of our common stock is likely to be highly volatile and could fluctuate widely in price in response to various factors, many of which are beyond our control, including the following:·changes in our industry;·competitive pricing pressures;·our ability to obtain working capital financing;·additions or departures of key personnel;·limited “public float” in the hands of a small number of persons whose sales or lack of sales could result in positive or negative pricing pressure on the market price for our common stock;·sales of our common stock;·our ability to execute our business plan;·operating results that fall below expectations;·loss of any strategic relationship;

·regulatory developments;·economic and other external factors; and·period-to-period fluctuations in our financial results.In addition, the securities markets have from time to time experienced significant price and volume fluctuations that are unrelated to the operating performance of particular companies. These market fluctuations may also materially and adversely affect the market price of our common stock.

We have not paid dividends in the past and do not expect to pay dividends in the future. Any return on investment may be limited to the value of our common stock.We have never paid cash dividends on our common stock and do not anticipate doing so in the foreseeable future. The payment of dividends on our common stock will depend on earnings, financial condition and other business and economic factors affecting us at such time as our board of directors may consider relevant. If we do not pay dividends, our common stock may be less valuable because a return on your investment will only occur if our stock price appreciates.

Offers or availability for sale of a substantial number of shares of our common stock may cause the price of our common stock to decline.If our stockholders sell substantial amounts of our common stock in the public market, including upon the effectiveness of a registration statement or upon expiration of statutory holding periods, or issued upon the exercise of outstanding options or warrants, it could create a circumstance commonly referred to as an “overhang” and in anticipation of which the market price of our common stock could fall. The existence of an overhang, whether or not sales have occurred or are occurring, also could make more difficult our ability to raise additional financing through the sale of equity or equity-related securities in the future at a time and price that we deem reasonable or appropriate.

Our common stock is deemed a “penny stock,” which would make it more difficult for our investors to sell their shares.Our common stock is subject to the “penny stock” rules adopted under Section 15(g) of the Exchange Act. The penny stock rules generally apply to companies whose common stock is not listed on The NASDAQ Stock Market or other national securities exchange and trades at less than $4.00 per share, other than companies that have had average revenue of at least $6,000,000 for the last three years or that have tangible net worth of at least $5,000,000 ($2,000,000 if the company has been operating for three or more years). These rules require, among other things, that brokers who trade penny stock to persons other than “established customers” complete certain documentation, make suitability inquiries of investors and provide investors with certain information concerning trading in the security, including a risk disclosure document and quote information under certain circumstances. Many brokers have decided not to trade penny stocks

because of the requirements of the penny stock rules and, as a result, the number of broker-dealers willing to act as market makers in such securities is limited. If we remain subject to the penny stock rules for any significant period, it could have an adverse effect on the market, if any, for our securities. If our securities are subject to the penny stock rules, investors will find it more difficult to dispose of our securities.

You should consider the United States federal income tax consequences of owning our securities.There are risks associated with the United States federal income tax consequences of owning our common stock. Because the tax consequences of owning our common stock are complex and certain tax consequences may differ depending on the holder's particular tax circumstances, each potential investor should consult with and rely on its own tax advisor about the tax consequences. In addition, there can be no assurance that the United States federal income tax treatment currently applicable to owning our common stock will not be modified by legislative, administrative, or judicial action that may have a retroactive effect. No representation or warranty of any kind is made with respect to the acceptance by the Internal Revenue Service or any court of law regarding the treatment of any item of income, deduction, gain, loss or credit by an investor on its tax return.

Item X The nature and extent of the Issuer’s facilities.

The goal of this section is to provide a potential investor with a clear understanding of all assets, properties or facilities owned, used or leased by the Issuer.

In responding to this item, please clearly describe the assets, properties or facilities of the Issuer, give the location of the principal plants and other property of the Issuer and describe the condition of the properties. If the Issuer does not have complete ownership or control of the property (for example, if others also own the property or if there is a mortgage on the property), describe the limitations on the ownership.

If the Issuer leases any assets, properties or facilities, clearly describe them as above and the terms of their leases.

The Issuer leases office space on an informal basis.

Part D Management Structure and Financial Information

Item XI The name of the chief executive officer, members of the board of directors, as well as control persons.

The goal of this section is to provide an investor with a clear understanding of the identity of all the persons or entities that are involved in managing, controlling or advising the operations,

business development and disclosure of the Issuer, as well as the identity of any significant shareholders.

A. Officers and Directors. In responding to this item, please provide the following information for each of the Issuer’s executive officers, directors, general partners and control persons, as of the date of this information statement:

1. Full name;

Marc Pintar, Interim CEO, Treasurer, Secretary

2. Business address;

Skybridge Technology Group, Inc.375 N. Stephanie St.. Suite 1411Henderson, NV 89014

3. Employment history (which must list all previous employers for the past 5 years, positions held, responsibilities and employment dates);

With over 15 years of experience Marc began his career at Farmers Insurance as the youngest member ofthe management team in the company's history. Marc went on to train divisions at GE and American Family Insurance, resulting in a 5% - 8% increase in recovery. Marc has traveled extensively, world-wide, and lived overseas. While abroad he gained knowledge in global economics and international finance. Over the years Marc has been a key member of several start-up companies where he increased workforce productivity, influenced growth, and reduced turnover. He has proven abilities in analysis, negotiations, strategic management and leadership. Recently, Marc worked as a management consultant where he decreased overall costs by $1,200,000 annually. Marc holds a Bachelor of Science degree in Management Systems (operation management) from Arizona State University, a MBA degree, with honors, from Regis University, and received Six Sigma Greenbelt Certification.

4. Board memberships and other affiliations;

Mr. Pintar is an officer or director of Reynaldo's Mexican Food Company, Inc., Videolocity International, Inc., Zamage Digital Art Imaging, Inc., and Eline Entertainment Group, Inc.

5. Compensation by the Issuer; and

6. Number and class of the Issuer’s securities beneficially owned by each such person.

. 1. Full name;

Peter M. Barbee, Director, Shot in the Gas


2840 West Bay Drive, Suite 231, Belleair Bluffs, FL 33770

3. Employment history (which must list all previous employers for the past 5 years, positions held, responsibilities and employment dates);

Mr. Barbee serves as the Chairman of the Board of Directors and Chief Executive Officer of International Paymaster, Inc., and as Chairman of the Board of the XWF Wrestling Federation and Vice President of Jimmy Hart, Inc., a world wide marketing company. Mr. Barbee also is the Executive-producer of several reality shows and movies including Trailer Court Justice, Hot Dish and Hollows Point.

Earlier in Mr. Barbee’s career, he repeatedly was the number one distributor for Scott and Fetzer, a major appliance manufacturer. He also co-founded and was the Principal of PEO Brokerage, Inc., helping to pioneer the use of Internet auctions in the placement of businesses in the Professional Employer Organization (PEO) industry. Under Mr. Barbee’s leadership, the organization grew its sales force to more than 5,000 independent agents. In addition, Mr. Barbee is the founder and President of the World Wrestling Legends. Mr. Barbee presently holds a seat on the Board of Directors for Planet Entertainment and Greenlight Productions.


Mr. Barbee serves as the Chairman of the Board of Directors and Chief Executive Officer of International Paymaster, Inc., and as Chairman of the Board of the XWF Wrestling Federation and Vice President of Jimmy Hart, Inc., a world wide marketing company. Mr. Barbee also is the Executive-producer of several reality shows and movies including Trailer Court Justice, Hot Dish and Hollows Point. Mr. Barbee is President and Chairman of Advance Green Technologies, Inc.


None to date.


None.

1. Full name;

Jeffrey Burns, President, Shot in the Gas, Inc.


2840 West Bay Drive, Suite 231, Belleair Bluffs, FL 33770

(2) Employment history (which must list all previous employers for the past 5 years, positions held, responsibilities and employment dates);

Mr. Burns is a proven professional with a successful track record for start up and development and ongoing management of businesses throughout his twenty eight years in business. He has started up and owned businesses that have been successfully sold for substantial profits over the years.

Mr. Burn selected accomplishments are:

Start up of a mail order business which had achieved massive sales in just one year. Company sold for $500,000 profit at the end of the first year.

Developed a retailer of specialized high performance products geared to auto racing enthusiasts and consumers who prefer to have engines that perform at top efficiency.

Acquired and expanded a Mobile Service Station and repair shop, at the time being the youngest owner of a Mobile Station. During the two years he owned the business he improved the ranking from 29th to 2nd for all stations in the Buffalo, NY region and managed a staff of 10 employees,

Acquired a boat dealership and marina. During his ownership he tripled the revenues and profits. The business was sold at a price for which was a considerable transaction for an establishment of that nature.

Developed and marketed the panoramic photography program for schools throughout the country while working for the national picture company Interstate Studios, based in Sedalia, Missouri. This program is still in effect today as well as having been copied by competitor companies.

Established photography company, Portrait Services Inc, based in Buffalo, NY, servicing schools, daycares, sports leagues and dance studios throughout the area.

Through observing the lack of security with visitors going into schools he conceptualized, developed, designed and patented a visitor identification software program (EZ-Visit) and the company Security Imaging Systems, Inc. The program utilizes driver’s license, takes real-time photo, prints out temporary badge, and archives the information and photo into database.

Invented, engineered, developed, and created the software for the evolution of EVEPS, Inc. (Enhanced Verification Employee Processing System), a business with HR software packages. The program was adapted from the software he produced for EZ-Visit. The system currently checks 300 different databases for background checks, automated I-9’s and W2’s.

Mr. Burns is a member of NASSLEO (National Association of School Security and Law Enforcement Officers). He has a BBA (Business Administration) degree from the University of Buffalo. He is an accomplished pilot, with 1700 hours of flying time, a licensed US Coast Guard captain, and a member of Volunteers for Angel Flight.


None.


None to date.


None.

B. Legal/Disciplinary History. Please identify whether any of the foregoing persons have, in the last five years, been the subject of:

1. A conviction in a criminal proceeding or named as a defendant in a pending criminal proceeding (excluding traffic violations and other minor offenses);

2. The entry of an order, judgment, or decree, not subsequently reversed, suspended or vacated, by a court of competent jurisdiction that permanently or temporarily enjoined, barred, suspended or otherwise limited such person’s involvement in any type of business, securities, commodities, or banking activities;

3. A finding or judgment by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission, the Commodity Futures Trading Commission, or a state securities regulator of a violation of federal or state securities or commodities law, which finding or judgment has not been reversed, suspended, or vacated; or

4. The entry of an order by a self-regulatory organization that permanently or temporarily barred, suspended or otherwise limited such person’s involvement in any type of business or securities activities.

The above mentioned individuals have no such events.

C. Disclosure of Family Relationships. Describe any family relationships4 among and between the Issuer’s directors, officers, persons nominated or chosen by the Issuer to become directors or officers, or beneficial owners of more than five percent (5%) of the any class of the Issuer’s equity securities.

There are no family relationships among the officers and directors.

D. Disclosure of Related Party Transactions. Describe any transaction during the Issuer’s last two full fiscal years and the current fiscal year or any currently proposed transaction, involving the Issuer, in which (i) the amount involved exceeds the lesser of $120,000 or one percent of the average of the Issuer’s total assets at year-end for its last three fiscal years and (ii) any related person had or will have a direct or indirect material interest. Disclose the following information regarding the transaction:

1.. The name of the related person and the basis on which the person is related to the Issuer;

2. The related person’s interest in the transaction;

3. The approximate dollar value involved in the transaction (in the case of indebtedness, disclose the largest aggregate amount of principal outstanding during the time period for which disclosure is required, the amount thereof outstanding as of the latest practicable date, the amount of principal and interest paid during the time period for which disclosure is required, and the rate or amount of interest payable on the indebtedness);

4 The term “family relationship” means any relationship by blood, marriage or adoption, not more remote than first cousin.

5 “Immediate family members” means any child, stepchild, parent, stepparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law.

4. The approximate dollar value of the related person’s interest in the transaction; and

5. Any other information regarding the transaction or the related person in the context of the transaction that is material to investors in light of the circumstances of the particular transaction.

Instruction to paragraph D of Item XI:

1. For the purposes of paragraph D of this Item XI, the term “related person” means any director, executive officer, nominee for director, or beneficial owner of more than five percent (5%) of any class of the Issuer’s equity securities, immediate family members of any such person, and any person (other than a tenant or employee) sharing the household of any such person.

2. For the purposes of paragraph D of this Item XI, a “transaction” includes, but is not limited to, any financial transaction, arrangement or relationship (including any indebtedness or guarantee of indebtedness) or any series of similar transactions, arrangements or relationships.

3. The “amount involved in the transaction” shall be computed by determining the dollar value of the amount involved in the transaction in question, which shall include:

a. In the case of any lease or other transaction providing for periodic payments or installments, the aggregate amount of all periodic payments or installments due on or after the beginning of the Issuer’s last fiscal year, including any required or optional payments due during or at the conclusion of the lease or other transaction providing for periodic payments or installments; and

b. In the case of indebtedness, the largest aggregate amount of all indebtedness outstanding at any time since the beginning of the Issuer’s last fiscal year and all amounts of interest payable on it during the last fiscal year.

4. In the case of a transaction involving indebtedness:

a. The following items of indebtedness may be excluded from the calculation of the amount of indebtedness and need not be disclosed: amounts due from the related person for purchases of goods and services subject to usual trade terms, for ordinary business travel and expense payments and for other transactions in the ordinary course of business; and

b. Disclosure need not be provided of any indebtedness transaction for beneficial owners of more than five percent (5%) of any class of the Issuer’s equity securities or such person’s family members.

5. Disclosure of an employment relationship or transaction involving an executive officer and any related compensation solely resulting from that employment relationship or transaction need not be provided. Disclosure of compensation to a director also need not be provided.

6. A person who has a position or relationship with a firm, corporation, or other entity that engages in a transaction with the Issuer shall not be deemed to have an indirect material interest for purposes of paragraph D of this Item XI where:

a. The interest arises only:

i. From such person’s position as a director of another corporation or organization that is a party to the transaction; or

ii. From the direct or indirect ownership by such person and all other related persons, in the aggregate, of less than a ten percent (10%) equity interest in another entity (other than a partnership) which is a party to the transaction; or

iii. From both such position and ownership; or

b. The interest arises only from such person’s position as a limited partner in a partnership in which the person and all other related persons have an interest of less than ten percent (10%), and the person is not a general partner of and does not hold another position in the partnership.

7. Disclosure need not be provided pursuant to paragraph D of this Item XI if:

a. The transaction is one where the rates or charges involved in the transaction are determined by competitive bids, or the transaction involves the rendering of services as a common or contract carrier, or public utility, at rates or charges fixed in conformity with law or governmental authority;

b. The transaction involves services as a bank depositary of funds, transfer agent, registrar, trustee under a trust indenture, or similar services; or

c. The interest of the related person arises solely from the ownership of a class of equity securities of the Issuer and all holders of that class of equity securities of the Issuer received the same benefit on a pro rata basis.

8. Include information for any material underwriting discounts and commissions upon the sale of securities by the Issuer where any of the specified persons was or is to be a principal underwriter or is a controlling person or member of a firm that was or is to be a principal underwriter.

There are no such related party transactions, except as described above.

E. Disclosure of Conflicts of Interest. Describe any conflicts of interest. Describe the circumstances, parties involved and mitigating factors for any executive officer or director with competing professional or personal interests.

There are no such conflicts of interest.

Item XII Financial information for the Issuer’s most recent fiscal period.

Instruction to Item XII: The Issuer shall post the financial statements required by this Item XII through the OTC Disclosure and News Service under the appropriate report name for the applicable period end. (If the financial statements relate to a fiscal year end, publish it as an “Annual Report,” or if the financial statements relate to a quarter end, publish it as a “Quarterly Report” or “Interim Report”) The Issuer must state in its disclosure statement that such financial statements are incorporated by reference. The Issuer must also (i) provide a list in the disclosure statement describing the financial statements that are incorporated by reference, (ii) clearly explain where the incorporated documents can be found, and (iii) provide a clear cross-reference to the specific location where the information requested by this Item can be found in the incorporated documents.

The Issuer shall provide the following financial statements for the most recent fiscal period (whether fiscal quarter or fiscal year).

1) balance sheet;

2) statement of income;

3) statement of cash flows;

4) statement of changes in stockholders’ equity;

5) financial notes; and

6) audit letter, if audited

6 Foreign private Issuers that have furnished financial statements pursuant to Rule 12g3-2(b) under the Exchange Act can provide those same financial statements as an alternative to U.S. GAAP. For information regarding U.S. GAAP, see http://cpaclass.com/gaap/gaap-us-01a.htm.

The financial statements requested pursuant to this item shall be prepared in accordance with generally accepted accounting principles (GAAP)6 by persons with sufficient financial skills.

Information contained in annual financial statements will not be considered current more than 90 days after the end of the Issuer’s fiscal year immediately following the fiscal year for which such statement are provided, or with respect to quarterly financial statements, more than 45 days after the end of the quarter immediately following the quarter for which such statements are provided.

Item XIII Similar financial information for such part of the two preceding fiscal years as the Issuer or its predecessor has been in existence.

Please provide the financial statements described in Item XII above for the Issuer’s two preceding fiscal years.

Instruction to Item XIII: The Issuer shall either (i) attach the financial statements required by this Item XIII to its initial disclosure statement or (ii) post such financial statements through the OTC Disclosure and News Service as a separate report under the name of “Annual Report” for the applicable fiscal year end. The Issuer must state in its disclosure statement that such financial statements are incorporated by reference. The Issuer must also (x) provide a list in the disclosure statement describing the financial statements that are incorporated by reference, (y) clearly explain where the incorporated documents can be found, and (z) provide a clear cross-reference to the specific location where the information requested by this Item can be found in the incorporated documents.

Item XIV Beneficial Owners.

Provide a list of the name, address and shareholdings of all persons beneficially owning more than five percent (5%) of any class of the Issuer’s equity securities.

To the extent not otherwise disclosed, if any of the above shareholders are corporate shareholders, provide the name and address of the person(s) owning or controlling such corporate shareholders and the resident agents of the corporate shareholders.

As of December 31, 2009:

Name and Address Shareholdings Percent of Outstanding

Advanced GreenTechnologies, Inc.2427 Grand Island BlvdGrand Island, NY 14072

20 million 1.95%

CEDE & CO 55 Water Street ,

New York,NY 10041

655,252,031 63.90%

Item XV The name, address, telephone number, and email address of each of the following outside providers that advise the Issuer on matters relating to operations, business development and disclosure:

1. Investment Banker

Minaco TradeX

MINACO SWISS BANK PLCSUITE : 10 FIRST FLOORCENTRAL CHAMBERSTHE BROADWAY, EALING, LONDONUKW5 2NR

2. Promoters

Mina Mar Marketing Group922 The East MallSuite 301Etobicoke, ON M9B 4B1Canada

3. Counsel

Bradley E. Essman118 E Tarpon AvenueSt. Petersburg,, FL 33705United States

4. Accountant or Auditor - the information shall clearly (i) describe if an outside accountant provides audit or review services, (ii) state the work done by the outside accountant and (iii) describe the responsibilities of the accountant and the responsibilities of management (i.e. who

audits, prepares or reviews the Issuer’s financial statements, etc.). The information shall include the accountant’s phone number and email address and a description of the accountant’s licensing and qualifications to perform such duties on behalf of the Issuer.

The Issuer relies on internal accounting and may use an outside accounting firm to assist. The statement dated August 31, 2009 was prepared by Dennis Kelley, Executive Managemen Services, 6565 Spencer St Suite 204 Las V egas NV 89119 702-343-5409. Mr Kelley is an accountant.

5. Public Relations Consultant(s)

Mina Mar Group922 The East Mall,Suite 300Etobicoke, ON M9B 6K1

Tel: 416-915-7564Email minamargroup.com/helpdesk

6. Investor Relations Consultant

Mina Mar arketing Group922 The East MallSuite 301Etobicoke, ON M9B 4B1Canada

7. Any other advisor(s) that assisted, advised, prepared or provided information with respect to this disclosure statement - the information shall include the telephone number and email address of each advisor.

None.

Item XVI Management’s Discussion and Analysis or Plan of Operation.

Instructions to Item XVI

Issuers that have not had revenues from operations in each of the last two fiscal years, or the last fiscal year and any interim period in the current fiscal year for which financial statements are furnished in the disclosure statement, shall provide the information in paragraphs A and C of this item. All other Issuers shall provide the information in paragraphs B and C of this item.

The discussion and analysis shall focus specifically on material events and uncertainties known to management that would cause reported financial information not to be necessarily indicative of future operating results or of future financial condition.

Issuers are not required to supply forward-looking information. This is distinguished from presently known data that will impact upon future operating results, such as known future increases in costs of labor or materials. This latter data may be required to be disclosed.

A. Plan of Operation.

1. Describe the Issuer’s plan of operation for the next twelve months. This description should include such matters as:

i. a discussion of how long the Issuer can satisfy its cash requirements and whether it will have to raise additional funds in the next twelve months;

The Issuer will need addtional funds to expand its business. The exact amount of funds will depend on sales volume and its needs to finance inventory, marketing expenses, and packaging.

ii. a summary of any product research and development that the Issuer will perform for the term of the plan;

The Issuer may engage in further research to demonstrate the effectiveness of its products in various engines and circumstances.

iii. any expected purchase or sale of plant and significant equipment; and

The issuer does not expect to make a material amount of purchases of plant and equipment.

iv. any expected significant changes in the number of employees.

The Issuer will add employs to handle the volume of expected sales. B. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

1. Full fiscal years. Discuss the Issuer's financial condition, changes in financial condition and results of operations for each of the last two fiscal years. This discussion should address the past and future financial condition and results of operation of the Issuer, with particular emphasis on the prospects for the future. The discussion should also address those key variable and other qualitative and quantitative factors that are necessary to an understanding and evaluation of the Issuer. If material, the Issuer should disclose the following:

i. Any known trends, events or uncertainties that have or are reasonably likely to have a material impact on the Issuer's short-term or long-term liquidity;

The price of fuel, particuilarly gasoline and diesel,will have a major impact on the demand for th Issuer's products.

ii. Internal and external sources of liquidity;

The Issuer may sell securities and/or borrow funds or seek to be financed by customers and suppliers.

iii. Any material commitments for capital expenditures and the expected sources of funds for such expenditures;

None.

iv. Any known trends, events or uncertainties that have had or that are reasonably expected to have a material impact on the net sales or revenues or income from continuing operations;

The price of fuel, particuilarly gasoline and diesel,will have a major impact on the demand for th Issuer's products.

v. Any significant elements of income or loss that do not arise from the Issuer's continuing operations;

None.

vi. The causes for any material changes from period to period in one or more line items of the Issuer's financial statements; and

The Issuer's subsidiary Shot in the Gas has been engaged in limted operations to assess the product and its market.

vii. Any seasonal aspects that had a material effect on the financial condition or results of operation.

No seasonal aspects known.

2. Interim Periods. Provide a comparable discussion that will enable the reader to assess material changes in financial condition and results of operations since the end of the last fiscal year and for the comparable interim period in the preceding year.

The Issuer's subsidiary Shot in the Gas has been engaged in limted operations to assess the product and its market.

C. Off-Balance Sheet Arrangements.

1. In a separately-captioned section, discuss the Issuer’s off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Issuer's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors. The disclosure shall include the items specified in paragraphs C(1)(i), (ii), (iii) and (iv) of this Item XVI to the extent necessary to an understanding of such arrangements and effect and shall also include such other information that the Issuer believes is necessary for such an understanding.

i. The nature and business purpose to the Issuer of such off-balance sheet arrangements;

ii. The importance to the Issuer of such off-balance sheet arrangements in respect of its liquidity, capital resources, market risk support, credit risk support or other benefits;

iii. The amounts of revenues, expenses and cash flows of the Issuer arising from such arrangements; the nature and amounts of any interests retained, securities issued and other indebtedness incurred by the Issuer in connection with such arrangements; and the nature and amounts of any other obligations or liabilities (including contingent obligations or liabilities) of the Issuer arising from such arrangements that are or are reasonably likely to become material and the triggering events or circumstances that could cause them to arise; and

iv. Any known event, demand, commitment, trend or uncertainty that will result in or is reasonably likely to result in the termination, or material reduction in availability to the Issuer, of its off-balance sheet arrangements that provide material benefits to it, and the course of action that the Issuer has taken or proposes to take in response to any such circumstances.

2. As used in paragraph C of this Item XVI, the term off-balance sheet arrangement means any transaction, agreement or other contractual arrangement to which an entity unconsolidated with the Issuer is a party, under which the Issuer has:

i. Any obligation under a guarantee contract that has any of the characteristics identified in paragraph 3 of FASB Interpretation No. 45, Guarantor's Accounting and Disclosure

Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others (November 2002) ("FIN 45"), as may be modified or supplemented, and that is not excluded from the initial recognition and measurement provisions of FIN 45 pursuant to paragraphs 6 or 7 of that Interpretation;

ii. A retained or contingent interest in assets transferred to an unconsolidated entity or similar arrangement that serves as credit, liquidity or market risk support to such entity for such assets;

iii. Any obligation, including a contingent obligation, under a contract that would be accounted for as a derivative instrument, except that it is both indexed to the Issuer's own stock and classified in stockholders' equity in the Issuer's statement of financial position, and therefore excluded from the scope of FASB Statement of Financial Accounting Standards No. 133, Accounting for Derivative Instruments and Hedging Activities (June 1998), pursuant to paragraph 11(a) of that Statement, as may be modified or supplemented; or

iv. Any obligation, including a contingent obligation, arising out of a variable interest (as referenced in FASB Interpretation No. 46, Consolidation of Variable Interest Entities (January 2003), as may be modified or supplemented) in an unconsolidated entity that is held by, and material to, the Issuer, where such entity provides financing, liquidity, market risk or credit risk support to, or engages in leasing, hedging or research and development services with, the Issuer.

Instructions to paragraph C of Item XVI

i. No obligation to make disclosure under paragraph C of this Item XVI shall arise in respect of an off-balance sheet arrangement until a definitive agreement that is unconditionally binding or subject only to customary closing conditions exists or, if there is no such agreement, when settlement of the transaction occurs.

ii. Issuers should aggregate off-balance sheet arrangements in groups or categories that provide material information in an efficient and understandable manner and should avoid repetition and disclosure of immaterial information. Effects that are common or similar with respect to a number of off-balance sheet arrangements must be analyzed in the aggregate to the extent the aggregation increases understanding. Distinctions in arrangements and their effects must bediscussed to the extent the information is material, but the discussion should avoid repetition and disclosure of immaterial information.

iii. For purposes of paragraph C of this Item XVI only, contingent liabilities arising out of litigation, arbitration or regulatory actions are not considered to be off-balance sheet arrangements.

iv. Generally, the disclosure required by paragraph C of this Item XVI shall cover the most recent fiscal year. However, the discussion should address changes from the previous year where such discussion is necessary to an understanding of the disclosure.

In satisfying the requirements of paragraph C of this Item XVI, the discussion of off-balance sheet arrangements need not repeat information provided in the footnotes to the financial statements, provided that such discussion clearly cross-references to specific information in the relevant footnotes and integrates the substance of the footnotes into such discussion in a manner designed to inform readers of the significance of the information that is not included within the body of such discussion.

We have never entered into any off-balance sheet financing arrangements and havenever established any special purpose entities. We have not guaranteed any debtor commitments of other entities or entered into any options on non-financialassets.

Part E Issuance History

Item XVII List of securities offerings and shares issued for services in the past two years.

List below any events, in chronological order, that resulted in changes in total shares outstanding by the Issuer (1) within the two-year period ending on the last day of the Issuer’s most recent fiscal year and (2) since the last day of the Issuer’s most recent fiscal year.

The list shall include all offerings of securities, whether private or public, and shall indicate:

(i) The nature of each offering (e.g., Securities Act Rule 504, intrastate, etc.);

(ii) Any jurisdictions where the offering was registered or qualified;

(iii) The number of shares offered;

(iv) The number of shares sold;

(v) The price at which the shares were offered, and the amount actually paid to the Issuer;

(vi) The trading status of the shares; and

(vii) Whether the certificates or other documents that evidence the shares contain a legend (1) stating that the shares have not been registered under the Securities Act and (2) setting forth or referring to the restrictions on transferability and sale of the shares under the Securities Act.

The list shall also include all shares or any other securities or options to acquire such securities issued for services in the past two fiscal years and any interim periods, describing (1) the

securities, (2) the persons or entities to whom such securities were issued and (3) the services provided by such persons or entities.

With respect to private offerings of securities, the list shall also indicate the identity of the persons who purchased securities in such private offering; provided, however, that in the event that any such person is an entity, the list shall also indicate (a) the identity of each natural person beneficially owning, directly or indirectly, more than five percent (5%) of any class of equity securities of such entity and (b) to the extent not otherwise disclosed, the identity of each natural person who controlled or directed, directly or indirectly, the purchase of such securities for such entity.

(1) within the two-year period ending on the last day of the Issuer’s most recent fiscal year

Nature of the

Offering

Jurisdiction Number of Shares Offered

Number of Shares Sold

Price Offered

(Amount Paid to Issuer)

Trading Status of Shares

Certificates Contain Legend

(1) Securities

Act (2) Referring to Restrictions

none

(2) since the last day of the Issuer’s most recent fiscal year.

Nature of the

Offering

Jurisdiction Number of Shares Offered

Number of Shares Sold

Price Offered

(Amount Paid to

Trading Status of Shares

Certificates Contain Legend

(1)

Issuer) Securities Act (2)

Referring to Restrictions

Rule 504 Texas 375 million 375 million 0.0001 Restricted Restricted

Part F Exhibits

The following exhibits must be either described in or attached to the disclosure statement:

Item XVIII Material Contracts.

A. Every material contract, not made in the ordinary course of business that will be performed after the disclosure statement is posted through the OTC Disclosure and News Service or was entered into not more than two years before such posting. Also include the following contracts:

1) Any contract to which directors, officers, promoters, voting trustees, security holders named in the disclosure statement, or the Designated Advisor for Disclosure are parties other than contracts involving only the purchase or sale of current assets having a determinable market price, at such market price;

2) Any contract upon which the Issuer’s business is substantially dependent, including but not limited to contracts with principal customers, principal suppliers, and franchise agreements;

Confidential

3) Any contract for the purchase or sale of any property, plant or equipment for consideration exceeding 15 percent of such assets of the Issuer; or

4) Any material lease under which a part of the property described in the disclosure statement is held by the Issuer.

B. Any management contract or any compensatory plan, contract or arrangement, including but not limited to plans relating to options, warrants or rights, pension, retirement or deferred compensation or bonus, incentive or profit sharing (or if not set forth in any formal document, a written description thereof) in which any director or any executive officer of the Issuer participates shall be deemed material and shall be included; and any other management contract or any other compensatory plan, contract, or arrangement in which any other executive officer of the Issuer participates shall be filed unless immaterial in amount or significance.

C. The following management contracts or compensatory plans need not be included:

1) Ordinary purchase and sales agency agreements;

2) Agreements with managers of stores in a chain organization or similar organization;

3) Contracts providing for labor or salesmen’s bonuses or payments to a class of security holders, as such; and

4) Any compensatory plan that is available to employees, officers or directors generally and provides for the same method of allocation of benefits between management and non-management participants

Item XIX Articles of Incorporation and Bylaws.

A. A complete copy of the Issuer’s articles of incorporation or in the event that the Issuer is not a corporation, the Issuer’s certificate of organization. Whenever amendments to the articles of incorporation or certificate of organization are filed, a complete copy of the articles of incorporation or certificate of organization as amended shall be filed.

B. A complete copy of the Issuer’s bylaws. Whenever amendments to the bylaws are filed, a complete copy of the bylaws as amended shall be filed.

Item XX Purchases of Equity Securities by the Issuer and Affiliated Purchasers.

A. In the following tabular format, provide the information specified in paragraph (B) of this Item XX with respect to any purchase made by or on behalf of the Issuer or any "Affiliated Purchaser” (as defined in paragraph (C) of this Item XX) of shares or other units of any class of the Issuer's equity securities.

ISSUER PURCHASES OF EQUITY SECURITIES

ISSUER PURCHASES OF EQUITY SECURITIES

Period Total Number of Shares (or

Units) Purchased

Average Price Paid

per Share (or Unit)

Total Number of Shares (or Units)

Purchased as Part

of Publicly Announced

Plans or Programs

Maximum Number (or

Approximate Dollar

Value) of Shares (or

Units) that May Yet Be

Purchased Under the

Plans or Programs

Month 1

(beginning and ending dates)

Not applicable Not applicable Not applicable Not applicable Not applicable

Total

B. The table shall include the following information for each class or series of securities for each month included in the period covered by the report:

1. The total number of shares (or units) purchased (Column (a)). Include in this column all Issuer repurchases, including those made pursuant to publicly announced plans or programs and those not made pursuant to publicly announced plans or programs. Briefly disclose, by footnote to the table, the number of shares purchased other than through a publicly announced plan or program and the nature of the transaction (e.g., whether the purchases were made in open-market

transactions, tender offers, in satisfaction of the company's obligations upon exercise of outstanding put options issued by the company, or other transactions).

2. The average price paid per share (or unit) (Column (b)).

3. The total number of shares (or units) purchased as part of publicly announced repurchase plans or programs (Column (c)).

4. The maximum number (or approximate dollar value) of shares (or units) that may yet be purchased under the plans or programs (Column (d)). Instructions to paragraphs (B)(3) and (B)(4) of this Item XX:

a. In the table, disclose this information in the aggregate for all plans or programs publicly announced.

b. By footnote to the table, indicate:

i. The date each plan or program was announced;

ii. The dollar amount (or share or unit amount) approved;

iii. The expiration date (if any) of each plan or program;

iv. Each plan or program that has expired during the period covered by the table; and

v. Each plan or program the Issuer has determined to terminate prior to expiration, or under which the Issuer does not intend to make further purchases.

C. For purposes of this Item XX, “Affiliated Purchaser” means:

1. A person acting, directly or indirectly, in concert with the Issuer for the purpose of acquiring the Issuer's securities; or

2. An affiliate who, directly or indirectly, controls the Issuer's purchases of such securities, whose purchases are controlled by the Issuer, or whose purchases are under common control with those of the Issuer; provided, however, that “Affiliated Purchaser” shall not include a broker, dealer, or other person solely by reason of such broker, dealer, or other person effecting purchases on behalf of the Issuer or for its account, and shall not include an officer or director of the Issuer solely by reason of that officer or director's participation in the decision to authorize purchases by or on behalf of the Issuer.

Item XXI Issuer’s Certifications.

The Issuer shall include certifications by the chief executive officer and chief financial officer

Skybridge Company Information

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