**U.S.
        SECURITIES AND EXCHANGE COMMISSION**
 Washington,
        D.C. 20549
 
 **Form
        10-KSB/A**
 
 (Mark
        One)
 
 **x ANNUAL
        REPORT
        PURSUANT TO SECTION 13 OR 15(d)**
 **OF
        THE SECURITIES EXCHANGE ACT OF 1934**
 
 For
        the
        fiscal year ended December 31, 2007
 
 **o TRANSITION
        REPORT
        PURSUANT TO SECTION 13 OR 15(d)**
 **OF
        THE SECURITIES EXCHANGE ACT OF 1934**
 
 For
        the
        transition period from ______________ to ______________
 
 *Commission
        File Number 000-52536*
  
 
 **SRKP
        2, Inc.**
 (Exact
        name of registrant as specified in its charter)
 
  Delaware
              
              81-0666569(State
                  or other jurisdiction of
              
              (I.R.S.
                  Employerincorporation
                  or organization)
              
              Identification
                  No.)4737
                  North Ocean Drive, Suite 207Lauderdale
                  by the Sea, FL
              
              33308(Address
                  of principal executive offices)
              
              (zip
                  code)
 
 Registrant’s
        telephone number, including area code:
 (310)
        203-2902
 
 Former
        name, former address and telephone number, if any:
 1900
        Avenue of the Stars, Suite 310
 Los
        Angeles, CA 90067
  
 
 Securities
        registered under Section 12(b) of the Exchange Act:
 
 None.
 
 Securities
        registered under Section 12(g) of the Exchange Act:
  Common
                    Stock, $0.001 par value per share(Title
                    of Class)
  
  Check
        whether the issuer is not required to file reports pursuant to Section 13
        or
        15(d) of the Exchange Act. o
 
 Check
        whether the issuer (1) has filed all reports required to be filed by Section
        13
        or 15(d) of the Exchange Act during the preceding 12 months (or for such
        shorter
        period that the registrant was required to file such reports), and (2) has
        been
        subject to such filing requirements for the past 90 days. Yes x No o.
 
 Check
        if
        there is no disclosure of delinquent filers in response to Item 405 of
        Regulation S-B (§229.405 of this chapter) contained herein, and no disclosure
        will be contained, to the best of registrant's knowledge, in definitive proxy
        or
        information statements incorporated by reference in Part III of this Form
        10-KSB
        or any amendment to this Form 10-KSB. x
 
 Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act). Yes x No
o.
 
 The
        issuer’s revenues for fiscal year end December 31, 2007 were $0.
 
 As
        of
        March 28, 2008, there were 2,700,000 shares of common stock, par value $.001
        per
        share, outstanding, none of which were held by non-affiliates.
 
 Transitional
        Small Business Disclosure Format (check one): Yes o No x
 
 **DOCUMENTS
        INCORPORATED BY REFERENCE:**
 
 **None**
  **FORWARD-LOOKING
        STATEMENTS**
 
 Certain
        statements made in this Annual Report on Form 10-KSB are “forward-looking
        statements” (within the meaning of the Private Securities Litigation Reform Act
        of 1995) regarding the plans and objectives of management for future operations.
        Such statements involve known and unknown risks, uncertainties and other
        factors
        that may cause actual results, performance or achievements of SRKP 2, Inc.
        (the
“Company”) to be materially different from any future results, performance or
        achievements expressed or implied by such forward-looking statements. The
        forward-looking statements included herein are based on current expectations
        that involve numerous risks and uncertainties. The Company's plans and
        objectives are based, in part, on assumptions involving the continued expansion
        of business. Assumptions relating to the foregoing involve judgments with
        respect to, among other things, future economic, competitive and market
        conditions and future business decisions, all of which are difficult or
        impossible to predict accurately and many of which are beyond the control
        of the
        Company. Although the Company believes its assumptions underlying the
        forward-looking statements are reasonable, any of the assumptions could prove
        inaccurate and, therefore, there can be no assurance the forward-looking
        statements included in this Report will prove to be accurate. In light of
        the
        significant uncertainties inherent in the forward-looking statements included
        herein particularly in view of the current state of our operations, the
        inclusion of such information should not be regarded as a statement by us
        or any
        other person that our objectives and plans will be achieved. Factors that
        could
        cause actual results to differ materially from those expressed or implied
        by
        such forward-looking statements include, but are not limited to, the factors
        set
        forth herein under the headings “Business,” “Plan of Operation” and “Risk
        Factors”. We undertake no obligation to revise or update publicly any
        forward-looking statements for any reason.
  **EXPLANATORY
          NOTE**
  The
          purpose of this Amendment No.1 to the Annual Report on Form 10-KSB is to
          provide management's assessment of internal control over financial reporting
          under Item 8A which was not included in the original Form 10-KSB
          filing.
  
  **PART
        I**
 
 **Item
        1. Description of Business.**
 
 **Introduction**
 
 SRKP
        2,
        Inc. (“we”, “us”, “our” or the “Company”) was incorporated in the State of
        Delaware on March 9, 2005 and maintains its principal executive offices at
        4737
        North Ocean Drive, Suite 207, Lauderdale by the Sea, FL 33308. Since inception,
        the Company has been engaged in organizational efforts and obtaining initial
        financing. The Company was formed as a vehicle to pursue a business combination
        through the acquisition of, or merger with, an operating business. On April
        19,
        2005, the Company filed a registration statement on Form SB-2 with the
        Securities and Exchange Commission (the “SEC”) to conduct a blank check offering
        subject to Rule 419 (“Rule 419”) of the Securities Act of 1933, as amended (the
“Securities Act”). The registration statement was declared effective by the SEC
        on August 10, 2006. Pursuant to Rule 419, the Company had 180 days from the
        effective date to conduct and complete the offering, which called for the
        sale
        of 700,000 shares of common stock, par value $0.001 per share (the “Common
        Stock”) at a price of $0.17 per share.
 
 The
        Company did not sell any securities under the registration statement on Form
        SB-2. As a result, the registration statement is no longer effective and
        cannot
        be used to sell securities of the Company.
 
 On
        March
        28, 2007 the Company filed Form 8-A with the SEC, pursuant to which it
        registered its Common Stock under Section 12(g) of the Securities Exchange
        Act
        of 1934, as amended (the “Exchange Act”). Accordingly, the Company became
        subject to the reporting requirements under the Exchange Act.
 
 The
        Company, based on proposed business activities, is a “blank check” company. The
        SEC defines those companies as "any development stage company that is issuing
        a
        penny stock, within the meaning of Section 3(a)(51) of the Exchange Act,
        and
        that has no specific business plan or purpose, or has indicated that its
        business plan is to merge with an unidentified company or companies." Many
        states have enacted statutes, rules and regulations limiting the sale of
        securities of "blank check" companies in their respective jurisdictions.
        The
        Company is also a “shell company,” defined in Rule 12b-2 under the Exchange Act
        as a company with no or nominal assets (other than cash) and no or nominal
        operations. Management does not intend to undertake any efforts to cause
        a
        market to develop in our securities, either debt or equity, until we have
        successfully concluded a business combination. The Company intends to comply
        with the periodic reporting requirements of the Exchange Act for so long
        as we
        are subject to those requirements.
 
 The
        Company was organized as a vehicle to investigate and, if such investigation
        warrants, acquire a target company or business seeking the perceived advantages
        of being a publicly held corporation. The Company’s principal business objective
        for the next 12 months and beyond such time will be to achieve long-term
        growth
        potential through a combination with an operating business. The Company will
        not
        restrict its potential candidate target companies to any specific business,
        industry or geographical location and, thus, may acquire any type of
        business.
 
 **Competition**
 
 The
        Company faces vast competition from other shell companies with the same
        objectives. The Company is in a highly competitive market for a small number
        of
        business opportunities which could reduce the likelihood of consummating
        a
        successful business combination. A large number of established and well-financed
        entities, including small public companies and venture capital firms, are
        active
        in mergers and acquisitions of companies that may be desirable target candidates
        for us. Nearly all these entities have significantly greater financial
        resources, technical expertise, and managerial capabilities than we do;
        consequently, we will be at a competitive disadvantage in identifying possible
        business opportunities and successfully completing a business combination.
        These
        competitive factors may reduce the likelihood of our identifying and
        consummating a successful business combination.
  1
  **Employees**
 
 We
        have
        no employees other than our management who devotes only a limited amount
        of time
        to our business.
 
 **Risk
        Factors**
  **You
        should carefully review and consider the following risks as well as all other
        information contained in this Annual Report on Form 10-KSB, including our
        financial statements and the notes to those statements. The following risks
        and
        uncertainties are not the only ones facing us. Additional risks and
        uncertainties of which we are currently unaware or which we believe are not
        material also could materially adversely affect our business, financial
        condition, results of operations, or cash flows. To the extent any of the
        information contained in this annual report constitutes forward-looking
        information, the risk factors set forth below are cautionary statements
        identifying important factors that could cause our actual results
        for various financial reporting periods to differ materially from those
        expressed in any forward-looking statements made by or on our behalf and
        could
        materially adversely effect our financial condition, results of operations
        or
        cash flows.**
 
 ***There
        may be conflicts of interest between our management and our non-management
        stockholders.***
 
 Conflicts
        of interest create the risk that management may have an incentive to act
        adversely to the interests of the Company. A conflict of interest may arise
        between our management's personal pecuniary interest and its fiduciary duty
        to
        our stockholders. In addition, our management is currently involved with
        other
        blank check companies, and in the pursuit of business combinations, conflicts
        with such other blank check companies with which it is, and may in the future
        become, affiliated, may arise. If we and the other blank check companies
        that
        our management is affiliated with desire to take advantage of the same
        opportunity, then those members of management that are affiliated with both
        companies would abstain from voting upon the opportunity. In the event of
        identical officers and directors, the officers and directors will arbitrarily
        determine the company that will be entitled to proceed with the proposed
        transaction.
 
 Further,
        WestPark Capital, Inc. (“WestPark Capital”), a registered broker-dealer, may act
        as investment banker, placement agent or financial consultant to the Company
        or
        an acquisition candidate in connection with a potential business combination
        transaction. Richard A. Rappaport, our President, director, and one of our
        controlling stockholders, indirectly holds a 100% interest in, and is the
        Chief
        Executive Officer of WestPark Capital, a FINRA member. Anthony C. Pintsopoulos,
        our Secretary, Chief Financial Officer, director, and principal stockholder,
        is
        the President and Chief Financial Officer of WestPark Capital. Debbie
        Schwartzberg, one of our principal stockholders, is a note holder of the
        parent
        company of WestPark Capital; her note entitles her to a 1.5% interest in
        the net
        profits of WestPark Capital Financial Services, LLC (“WestPark LLC”), one of our
        principal stockholders, and the parent of WestPark Capital. **** We
        cannot
        assure you that conflicts of interest among us, WestPark Capital, and our
        stockholders will not develop.
 
 ***We
        have a limited operating history.***
 
 We
        have a
        limited operating history and no revenues or earnings from operations since
        inception, and there is a risk that we will be unable to continue as a going
        concern and consummate a business combination. We have no significant assets
        or
        financial resources. We will, in all likelihood, sustain operating expenses
        without corresponding revenues, at least until the consummation of a merger
        or
        other business combination with a private company. This may result in our
        incurring a net operating loss that will increase unless we consummate a
        business combination with a profitable business. We cannot assure you that
        we
        can identify a suitable business opportunity and consummate a business
        combination, or that any such business will be profitable at the time of
        its
        acquisition by us or ever.
  2
  ***We
        have incurred and may continue to incur losses.***
 
 Since
        inception (March 9, 2005) through December 31, 2007, we have incurred a net
        loss
        of $(141,073). We expect that we will incur losses at least until we complete
        a
        merger or other business combination with an operating business and perhaps
        after such a combination as well. There can be no assurance that we will
        complete a merger or other business combination with an operating business
        or
        that we will ever be profitable.
 
 ***We
        face a number of risks associated with potential
        acquisitions.***
 
 We
        intend
        to use reasonable efforts to complete a merger or other business combination
        with an operating business. Such combination will be accompanied by risks
        commonly encountered in acquisitions, including, but not limited to,
        difficulties in integrating the operations, technologies, products and personnel
        of the acquired companies and insufficient revenues to offset increased expenses
        associated with acquisitions. Failure to manage and successfully integrate
        acquisitions we make could harm our business, our strategy and our operating
        results in a material way.
  ***There
        is competition for those private companies suitable for a merger transaction
        of
        the type contemplated by management.***
 
 The
        Company is in a highly competitive market for a small number of business
        opportunities which could reduce the likelihood of consummating a successful
        business combination. We are, and will continue to be, an insignificant
        participant in the business of seeking mergers with, joint ventures with
        and
        acquisitions of small private and public entities. A large number of established
        and well-financed entities, including small public companies and venture
        capital
        firms, are active in mergers and acquisitions of companies that may be desirable
        target candidates for us. Nearly all these entities have significantly greater
        financial resources, technical expertise and managerial capabilities than
        we do;
        consequently, we will be at a competitive disadvantage in identifying possible
        business opportunities and successfully completing a business combination.
        These
        competitive factors may reduce the likelihood of our identifying and
        consummating a successful business combination.
 
 ***Future
        success is highly dependent on the ability of management to locate and attract
        a
        suitable acquisition.***
 
 The
        nature of our operations is highly speculative, and there is a consequent
        risk
        of loss of your investment. The success of our plan of operation will depend
        to
        a great extent on the operations, financial condition and management of the
        identified business opportunity. While management intends to seek business
        combination(s) with entities having established operating histories, we cannot
        assure you that we will be successful in locating candidates meeting that
        criterion. In the event we complete a business combination, the success of
        our
        operations may be dependent upon management of the successor firm or venture
        partner firm and numerous other factors beyond our control.
 
 ***Management
        intends to devote only a limited amount of time to seeking a target company
        which may adversely impact our ability to identify a suitable acquisition
        candidate.***
  While
        seeking a business combination, management anticipates devoting very limited
        time to the Company's affairs. Our officers have not entered into written
        employment agreements with us and are not expected to do so in the foreseeable
        future. This limited commitment may adversely impact our ability to identify
        and
        consummate a successful business combination.
 
 ***There
        can be no assurance that the Company will successfully consummate a business
        combination.***
 
 We
        can
        give no assurances that we will successfully identify and evaluate suitable
        business opportunities or that we will conclude a business combination.
        Management has not identified any particular industry or specific business
        within an industry for evaluation. We cannot guarantee that we will be able
        to
        negotiate a business combination on favorable terms.
  3
  ***The
        time and cost of preparing a private company to become a public reporting
        company may preclude us from entering into a merger or acquisition with the
        most
        attractive private companies.***
 
 Target
        companies that fail to comply with SEC reporting requirements may delay or
        preclude acquisition. Sections 13 and 15(d) of the Exchange Act require
        reporting companies to provide certain information about significant
        acquisitions, including certified financial statements for the company acquired,
        covering one, two, or three years, depending on the relative size of the
        acquisition. The time and additional costs that may be incurred by some target
        entities to prepare these statements may significantly delay or essentially
        preclude consummation of an acquisition. Otherwise suitable acquisition
        prospects that do not have or are unable to obtain the required audited
        statements may be inappropriate for acquisition so long as the reporting
        requirements of the Exchange Act are applicable.
 
 ***The
        Company may be subject to further government regulation which would adversely
        affect our operations.***
 
 Although
        we are subject to the reporting requirements under the Exchange Act, management
        believes we are not subject to regulation under the Investment Company Act
        of
        1940, as amended (the “Investment Company Act”), since we are not engaged in the
        business of investing or trading in securities. If we engage in business
        combinations which result in our holding passive investment interests in
        a
        number of entities, we could be subject to regulation under the Investment
        Company Act. If so, we would be required to register as an investment company
        and could be expected to incur significant registration and compliance costs.
        We
        have obtained no formal determination from the SEC as to our status under
        the
        Investment Company Act and, consequently, violation of the Investment Company
        Act could subject us to material adverse consequences.
 
 ***Any
        potential acquisition or merger with a foreign company may subject us to
        additional risks.***
 
 If
        we
        enter into a business combination with a foreign company, we will be subject
        to
        risks inherent in business operations outside of the United States. These
        risks
        include, for example, currency fluctuations, regulatory problems, punitive
        tariffs, unstable local tax policies, trade embargoes, risks related to shipment
        of raw materials and finished goods across national borders and cultural
        and
        language differences. Foreign economies may differ favorably or unfavorably
        from
        the United States economy in growth of gross national product, rate of
        inflation, market development, rate of savings, and capital investment, resource
        self-sufficiency and balance of payments positions, and in other
        respects.
 
 ***The
        Company may be subject to certain tax consequences in our business, which
        may
        increase our cost of doing business.***
 
 We
        may
        not be able to structure our acquisition to result in tax-free treatment
        for the
        companies or their stockholders, which could deter third parties from entering
        into certain business combinations with us or result in being taxed on
        consideration received in a transaction. Currently, a transaction may be
        structured so as to result in tax-free treatment to both companies, as
        prescribed by various federal and state tax provisions. We intend to structure
        any business combination so as to minimize the federal and state tax
        consequences to both us and the target entity; however, we cannot guarantee
        that
        the business combination will meet the statutory requirements of a tax-free
        reorganization or that the parties will obtain the intended tax-free treatment
        upon a transfer of stock or assets. A non-qualifying reorganization could
        result
        in the imposition of both federal and state taxes that may have an adverse
        effect on both parties to the transaction.
 
 ***Our
        business will have no revenue unless and until we merge with or acquire an
        operating business.***
 
 We
        are a
        development stage company and have had no revenue from operations. We do
        not
        expect to realize any revenue unless and until we successfully merge with
        or
        acquire an operating business.
  4
  ***Because
        we may seek to complete a business combination through a “reverse merger”,
        following such a transaction we may not be able to attract the attention
        of
        major brokerage firms.***
 
 Additional
        risks may exist since we expect to assist a privately held business to become
        public through a “reverse merger.” Securities analysts of major brokerage firms
        may not provide coverage of our Company 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 want to conduct any secondary offerings on behalf
        of
        our post-merger company in the future.
 
 ***We
        cannot assure you that following a business combination with an operating
        business, our Common Stock will be listed on NASDAQ or any other securities
        exchange.***
  Following
        a business combination, we may seek the listing of our Common
        Stock on
        NASDAQ
        or the American Stock Exchange. However, we cannot assure you that following
        such a transaction, we will be able to meet the initial listing standards
        of
        either of those or any other stock exchange, or that we will be able to maintain
        a listing of our Common
        Stock on
        either
        of those or any other stock exchange. After completing a business combination,
        until our Common
        Stock is
        listed
        on the NASDAQ or another stock exchange, we expect that our  Common
        Stock would
        be
        eligible to trade on the OTC Bulletin Board, another over-the-counter quotation
        system, or on the “pink sheets,” where our stockholders may find it more
        difficult to dispose of shares or obtain accurate quotations as to the market
        value of the Common
        Stock .
        In
        addition, we would be subject to an SEC rule that, if it failed to meet the
        criteria set forth in such rule, imposes various practice requirements on
        broker-dealers who sell securities governed by the rule to persons other
        than
        established customers and accredited investors. Consequently, such rule may
        deter broker-dealers from recommending or selling our Common
        Stock ,
        which
        may further affect its liquidity. This would also make it more difficult
        for us
        to raise additional capital following a business combination.
 
 ***Our
        stockholders may have a minority interest in the Company following a merger
        or
        other business combination with an operating business.***
 
 If
        we
        consummate a merger or business combination with a company with a value in
        excess of the value of our Company and issue shares of Common
        Stock to
        the
        stockholders of such company as consideration for merging with us, our
        stockholders would own less than 50% of the Company after the business
        combination. The stockholders of the acquired company would therefore be
        able to
        control the election of our board of directors (the “Board of Directors”) and
        control our Company.
 
 ***There
        is currently no trading market for our Common Stock, and liquidity of shares
        of
        our Common Stock is limited.***
 
 Shares
        of
        our Common
        Stock are
        not
        registered under the securities laws of any state or other jurisdiction,
        and
        accordingly there is no public trading market for the Common
        Stock .
        Further, no public trading market is expected to develop in the foreseeable
        future unless and until the Company completes a business combination with
        an
        operating business and the Company thereafter files a registration statement
        under the Securities Act. Therefore, outstanding shares of Common
        Stock cannot
        be
        offered, sold, pledged or otherwise transferred unless subsequently registered
        pursuant to, or exempt from registration under, the Securities Act and any
        other
        applicable federal or state securities laws or regulations. S hares
        of Common
        Stock cannot
        be
        sold under the exemptions from registration provided by Rule 144 under or
        Section 4(1) of the Securities Act (“Rule 144”), in accordance with the letter
        from Richard K. Wulff, Chief of the Office of Small Business Policy of the
        Securities and Exchange Commission’s Division of Corporation Finance, to Ken
        Worm of NASD Regulation, dated January 21, 2000 (the “Wulff Letter”). The Wulff
        Letter provides that certain private transfers of the shares of common stock
        also may be prohibited without registration under federal securities laws.
        The
        SEC changed certain aspects of the Wulff Letter and such changes apply
        retroactively to our stockholders. Since February 15, 2008, all holders of
        shares of common stock of a “shell company” have been permitted to sell their
        shares of common stock under Rule 144, subject to certain restrictions, starting
        one year after (i) the completion of a business combination with a private
        company in a reverse merger or reverse takeover transaction after which the
        company would cease to be a “shell company” (as defined in Rule 12b-2 under the
        Exchange Act) and (ii) the disclosure of certain information on a Current
        Report
        on Form 8-K within four business days thereafter.
  5
  Compliance
        with the criteria for securing exemptions under federal securities laws and
        the
        securities laws of the various states is extremely complex, especially in
        respect of those exemptions affording flexibility and the elimination of
        trading
        restrictions in respect of securities received in exempt transactions and
        subsequently disposed of without registration under the Securities Act or
        state
        securities laws.
 
 ***There
        are issues impacting liquidity of our securities with respect to the SEC’s
        review of a future resale registration statement.***
 
 Since
        shares of our Common
        Stock issued
        prior to a business combination or reverse merger cannot currently, nor will
        they for a considerable period of time after we complete a business combination,
        be available to be offered, sold, pledged or otherwise transferred without
        being
        registered pursuant to the Securities Act, we will likely file a resale
        registration statement on Form S-1, or some other available form, to register
        for resale such shares of Common
        Stock .
        We
        cannot control this future registration process in all respects as some matters
        are outside our control. Even if we are successful in causing the effectiveness
        of the resale registration statement, there can be no assurances that the
        occurrence of subsequent events may not preclude our ability to maintain
        the
        effectiveness of the registration statement. Any of the foregoing items could
        have adverse effects on the liquidity of our shares of Common
        Stock .
 
 In
        addition, the SEC has recently disclosed that it has developed internal informal
        guidelines concerning the use of a resale registration statement to register
        the
        securities issued to certain investors in private investment in public equity
        (PIPE) transactions, where the issuer has a market capitalization of less
        than
        $75 million and, in general, does not qualify to file a Registration Statement
        on Form S-3 to register its securities if the issuer’s securities are listed on
        the Over-the-Counter Bulletin Board or on the Pink Sheets. The SEC has taken
        the
        position that these smaller issuers may not be able to rely on Rule 415 under
        the Securities Act (“Rule 415”), which generally permits the offer and sale of
        securities on a continued or delayed basis over a period of time, but instead
        would require that the issuer offer and sell such securities in a direct
        or
        "primary" public offering, at a fixed price, if the facts and circumstances
        are
        such that the SEC believes the investors seeking to have their shares registered
        are underwriters and/or affiliates of the issuer. It appears that the SEC
        in
        most cases will permit a registration for resale of up to one third of the
        total
        number of shares of common stock then currently owned by persons who are
        not
        affiliates of such issuer and, in some cases, a larger percentage depending
        on
        the facts and circumstances. Staff members also have indicated that an issuer
        in
        most cases will have to wait until the later of six months after effectiveness
        of the first registration or such time as substantially all securities
        registered in the first registration are sold before filing a subsequent
        registration on behalf of the same investors. Since, following a reverse
        merger
        or business combination, we may have little or no tradable shares of Common
        Stock ,
        it is
        unclear as to how many, if any, shares of Common
        Stock the
        SEC
        will permit us to register for resale, but SEC staff members have indicated
        a
        willingness to consider a higher percentage in connection with registrations
        following reverse mergers with shell companies such as the Company. The SEC
        may
        require as a condition to the declaration of effectiveness of a resale
        registration statement that we reduce or “cut back” the number of shares of
        common stock to be registered in such registration statement. The result
        of the
        foregoing is that a stockholder’s liquidity in Common
        Stock may
        be
        adversely affected in the event the SEC requires a cut back of the securities
        as
        a condition to allow the Company to rely on Rule 415 with respect to a resale
        registration statement, or, if the SEC requires us to file a primary
        registration statement.
 
 ***We
        have never paid dividends on our Common Stock.***
 
 We
        have
        never paid dividends on our Common
        Stock and
        do
        not presently intend to pay any dividends in the foreseeable future. We
        anticipate that any funds available for payment of dividends will be re-invested
        into the Company to further its business strategy.
  6
  ***The
        Company intends to issue more shares in a merger or acquisition, which will
        result in substantial dilution.***
 
 Our
        Certificate of Incorporation authorizes the issuance of a maximum of
        100,000,000 shares of Common
        Stock and
        a
        maximum of 10,000,000 shares of preferred stock, par value $.001 per share
        (the
“Preferred Stock”). Any merger or acquisition effected by us may result in the
        issuance of additional securities without stockholder approval and the
        substantial dilution in the percentage of Common Stock held by our then existing
        stockholders. Moreover, the Common Stock issued in any such merger or
        acquisition transaction may be valued on an arbitrary or non-arm’s-length basis
        by our management, resulting in an additional reduction in the percentage
        of
        Common Stock held by our current stockholders. Our Board of Directors has
        the
        power to issue any or all of such authorized but unissued shares without
        stockholder approval. To
        the
        extent that additional shares of Common Stock or Preferred Stock are issued
        in
        connection with a business combination or otherwise, dilution to the interests
        of our stockholder will occur and the rights of the holder of Common Stock
        might
        be materially and adversely affected.
 
 ***Our
        stockholders may engage in a transaction to cause the Company to repurchase
        their shares of Common Stock.*** ****
 
 In
        order
        to provide an interest in the Company to a third party, our stockholders
        may
        choose to cause the Company to sell Company securities to third parties,
        with
        the proceeds of such sale being utilized by the Company to repurchase their
        shares of Common Stock. As a result of such transaction, our management,
        stockholders and Board of Directors may change.
 
 ***Our
        Board of Directors has the power to issue shares of Preferred Stock with
        certain
        rights without stockholder approval.***
 
 Our
        Certificate of Incorporation authorizes the issuance of up to 10,000,000
        shares
        of Preferred Stock with designations, rights and preferences determined from
        time to time by its Board of Directors. Accordingly, our Board of Directors
        is
        empowered, without stockholder approval, to issue shares of Preferred Stock
        with
        dividend, liquidation, conversion, voting, or other rights which could adversely
        affect the voting power or other rights of the holders of the Common
        Stock .
        In the
        event of issuance, the Preferred Stock could be utilized, under certain
        circumstances, as a method of discouraging, delaying or preventing a change
        in
        control of the Company. Although we have no present intention to issue any
        shares of our authorized Preferred Stock, there can be no assurance that
        we will
        not do so in the future.
 
 ***Control
        by Management.***
 
 Management
        currently votes approximately 47.5% of
        all
        the issued and outstanding Common Stock of the Company. Consequently, management
        has the ability to influence control of the operations of the Company and,
        acting together, will have the ability to influence substantially all matters
        submitted to stockholders for approval, including :
 
 ·
              Election
                  of the board of directors;
 
 ·
              Removal
                  of any directors;
 
 ·
              Amendment
                  of the Company’s certificate of incorporation or bylaws;
                  and
 
 ·
              Adoption
                  of measures that could delay or prevent a change in control or
                  impede a
                  merger, takeover or other business
                  combination.
 
 These
        stockholders will thus have substantial influence over our management and
        affairs. Accordingly, this concentration of ownership may have the effect
        of
        impeding a merger, consolidation, takeover or other business consolidation,
        or
        discouraging a potential acquirer from making a tender offer for our
        C ommon
        Stock .
  7
  **Item
        2. Description of Property.**
 
 The
        Company neither rents nor owns any properties. The Company utilizes the office
        space and equipment of its officer and director at no cost. Management estimates
        such amounts to be immaterial. The Company currently has no policy with respect
        to investments or interests in real estate, real estate mortgages or securities
        of, or interests in, persons primarily engaged in real estate
        activities .
 
 **Item
        3. Legal Proceedings.**
 
 Presently,
        there are not any material pending legal proceedings to which the Company
        is a
        party or as to which any of its property is subject, and no such proceedings
        are
        known to the Company to be threatened or contemplated against it.
 
 **Item
        4. Submission of Matters to a Vote of Security Holders.**
 
 None.
 
 **PART
        II**
 
 **Item
        5. Market for Common Equity, Related Stockholder Matters and Small Business
        Issuer Purchases of Equity Securities.**
 
 **Common
        Stock**
 
 Our
        Certificate of Incorporation authorizes the issuance of up to 100,000,000
        shares
        of Common Stock. Our Common Stock is not listed on a publicly-traded market.
        As
        of March 28, 2008, there were seven holders of record of our Common
        Stock.
 
 **Preferred
        Stock**
 
 Our
        Certificate of Incorporation authorizes the issuance of up to 10,000,000
        shares
        of Preferred Stock. The Company has not yet issued any of the Preferred Stock.
 
 **Dividend
        Policy**
 
 The
        Company has not declared or paid any cash dividends on Common Stock and does
        not
        intend to declare or pay any cash dividend in the foreseeable future. The
        payment of dividends, if any, is within the discretion of the Board of Directors
        and will depend on the Company’s earnings, if any, its capital requirements and
        financial condition and such other factors as the Board of Directors may
        consider.
 
 **Securities
        Authorized for Issuance Under Equity Compensation Plans**
 
 None.
 
 **Registration
        Rights**
 
 The
        Company granted demand registration rights to stockholders pursuant to that
        certain Registration Rights Agreement, dated June 28, 2005 (the “Registration
        Rights Agreement”). The Registration Rights Agreement provides that any time and
        from time to time on or after the date on which the Company
        consummates a business combination with a target business, the holders of
        a
        majority in interest of the shares of Common Stock held by the founders of
        the
        Company may make a written demand for registration of all or part of their
        Registrable Securities (as defined in the Registration Rights Agreement).
        A form
        of the Registration Rights Agreement is attached hereto as Exhibit
        4.1 .
  8
  **Recent
        Sales of Unregistered Securities**
 
 The
        Company did not sell any equity securities that were not registered under
        the
        Securities Act during the quarter ended December 31, 2007.
 
 On
        March
        10, 2005, the Company issued 2,700,000 shares of Common Stock to seven persons
        for aggregate proceeds equal to $100,000. The Company sold these shares of
        Common Stock under the exemption from registration provided by Section 4(2)
        of
        the Securities Act and/or Rule 506 of Regulation D promulgated
        thereunder.
 
 No
        securities have been issued for services. Neither the Company nor any person
        acting on its behalf offered or sold the securities by means of any form
        of
        general solicitation or general advertising. No services were performed by
        any
        purchaser as consideration for the shares issued.
 
 **Item
        6. Management’s Discussion and Analysis or Plan of
        Operation.**
 
 **Plan
        of Operation**
 
 The
        Company has not realized any revenues from operations since inception, and
        its
        plan of operation for the next twelve months is to locate a suitable acquisition
        or merger candidate and consummate a business combination. The Company may
        need
        additional cash advances from its stockholder or loans from other parties
        to pay
        for operating expenses until the Company consummates a merger or business
        combination with a privately-held operating company. Although it is currently
        anticipated that the Company can satisfy its cash requirements with additional
        cash advances or loans from other parties, if needed, for at least the next
        twelve months, the Company can provide no assurance that it can continue
        to
        satisfy its cash requirements for such period.
 
 Since
        our
        formation on March 9, 2005, our purpose has been to effect a business
        combination with an operating business which we believe has significant growth
        potential. We are currently considered to be a “blank check” company in as much
        as we have no specific business plans, no operations, revenues or employees.
        We
        currently have no definitive agreements or understanding with any prospective
        business combination candidates and have not targeted any business for
        investigation and evaluation nor are there any assurances that we will find
        a
        suitable business with which to combine. The implementation of our business
        objectives is wholly contingent upon a business combination and/or the
        successful sale of securities in the company.
  As
        a
        result of our limited resources, we expect to effect only a single business
        combination. Accordingly, the prospects for our success will be entirely
        dependent upon the future performance of a single business. Unlike certain
        entities that have the resources to consummate several business combinations
        or
        entities operating in multiple industries or multiple segments of a single
        industry, we will not have the resources to diversify our operations or benefit
        from the possible spreading of risks or offsetting of losses. A target business
        may be dependent upon the development or market acceptance of a single or
        limited number of products, processes or services, in which case there will
        be
        an even higher risk that the target business will not prove to be commercially
        viable.
 
 Our
        officers and directors are only required to devote a very limited portion
        of
        their time to our affairs on a part-time or as-needed basis. We expect to
        use
        outside consultants, advisors, attorneys and accountants as necessary, none
        of
        which will be hired on a retainer basis. We do not anticipate hiring any
        full-time employees so long as we are seeking and evaluating business
        opportunities.
 
 We
        expect
        our present management to play no managerial role in the Company following
        a
        merger or business combination. Although we intend to scrutinize closely
        the
        management of a prospective target business in connection with our evaluation
        of
        a business combination with a target business, our assessment of management
        may
        be incorrect. We cannot assure you that we will find a suitable business
        with
        which to combine.
  9
  **Results
        of Operations**
 
 The
        Company has not conducted any active operations since inception, except for
        its
        efforts to locate a suitable acquisition or merger transaction. No revenue
        has
        been generated by the Company during such period, and it is unlikely the
        Company
        will have any revenues unless it is able to effect an acquisition of or merger
        with another operating company, of which there can be no assurance.
 
 **Off-Balance
        Sheet Arrangements**
 
 The
        Company does not have any off-balance sheet arrangements that have or are reasonably likely to have
        a
        current or future effect on the Company’s financial condition, changes in
        financial condition, revenues or expenses, results of operations, liquidity,
        capital expenditures or capital resources that is material to investors.
  10
  **Item
        7. Financial Statements.**
 
 **SRKP
        2, INC.**
 **A
        Development Stage Company**
 **INDEX
        TO FINANCIAL STATEMENTS**
 **Page**Report
                    of Independent Registered Public Accounting Firm
                F-1Financial
                    Statements:Balance
                    Sheet
                F-2Statements
                    of Operations
                F-3Statement
                    of Changes in Stockholders' Equity (Deficit)
                F-4Statements
                    of Cash Flows
                F-5Notes
                    to Financial Statements
                F-6
  
  **AJ.
        ROBBINS, P.C.**
 **CERTIFIED
        PUBLIC ACCOUNTANTS**
 **216
        SIXTEENTH STREET**
 **SUITE
        600**
 **DENVER,
        COLORADO 80202**
  **REPORT
        OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**
  **To
        the Board of Directors and Stockholders**
 **SRKP
        2, Inc.**
 **Lauderdale
        by the Sea, FL**
  We
        have
        audited the accompanying balance sheet of SRKP 2, Inc. (a development stage
        company) as of December 31, 2007, and the related statements of operations,
        changes in stockholders' equity (deficit), and cash flows for each of the
        years
        in the two year period then ended and for the period from March 9, 2005
        (inception) to December 31, 2007. These financial statements are the
        responsibility of the Company's management. Our responsibility is to express
        an
        opinion on these financial statements based on our audits.
  We
        conducted our audits in accordance with the standards of the Public Company
        Accounting Oversight Board (United States). Those standards require that
        we plan
        and perform the audit to obtain reasonable assurance about whether the financial
        statements are free of material misstatement. The Company is not required
        to
        have, nor were we engaged to perform, an audit of its internal control over
        financial reporting. Our audits included consideration of internal control
        over
        financial reporting as a basis for designing audit procedures that are
        appropriate in the circumstances, but not for the purpose of expressing an
        opinion on the effectiveness of the company’s internal control over financial
        reporting. Accordingly, we express no such opinion. An audit also includes
        examining, on a test basis, evidence supporting the amounts and disclosures
        in
        the financial statements, assessing the accounting principles used and
        significant estimates made by management, as well as evaluating the overall
        financial statement presentation. We believe that our audits provide a
        reasonable basis for our opinion.
  In
        our
        opinion, the financial statements referred to above present fairly, in all
        material respects, the financial position of SRKP 2, Inc. as of December
        31,
        2007, and the results of its operations and its cash flows for each of the
        years
        in the two year period then ended and for the periods from March 9, 2005
        (inception) to December 31, 2007, in conformity with accounting principles
        generally accepted in the United States of America.
  The
        accompanying financial statements have been prepared assuming that the Company
        will continue as a going concern. As discussed in Note 1 to the financial
        statements, the Company is in the development stage and has not commenced
        operations. Its ability to continue as a going concern is dependent upon
        its
        ability to develop additional sources of capital, locate and complete a merger
        with another company and ultimately achieve profitable operations. These
        conditions raise substantial doubt about its ability to continue as a going
        concern. The financial statements do not include any adjustments that might
        result from the outcome of this uncertainty.
  **AJ.
        ROBBINS, P.C.**
 **CERTIFIED
        PUBLIC ACCOUNTANTS**
  **/s/
        AJ. Robbins, P.C.**
 **Denver,
        Colorado**
 **January
        17, 2008**
  F-1


**SRKP
      2, INC.**


**A
      Development Stage Company**


**BALANCE
      SHEET**




**December
                31,****2007****ASSETS****CURRENT
                ASSETS:**Cash
            
            $
            3,927**LIABILITIES
                AND STOCKHOLDERS' EQUITY (DEFICIT)****CURRENT
                LIABILITIES:**Due
                to Stockholders
            
            $
            45,000**COMMITMENTS
                AND CONTINGENCIES****STOCKHOLDERS'
                EQUITY (DEFICIT):**Preferred
                  stock, $.001 par value, 10,000,000 shares authorized, none
                  issued
            
            
            —Common
                  stock, $.001 par value, 100,000,000 shares authorized, 2,700,000
                  shares
                  issued and outstanding
            
            
            2,700Additional
                paid-in capital
            
            
            97,300(Deficit)
                accumulated during development stage
            
            
            (141,073
            )Total
                Stockholders' Equity (Deficit)
            
            
            (41,073
            )$
            3,927





**SEE
      ACCOMPANYING FOOTNOTES TO THE FINANCIAL STATEMENTS.**





F-2




**SRKP
      2, INC.**


**A
      Development Stage Company**


**STATEMENTS
      OF OPERATIONS** ****





**Cumulative from****The
                  Year**
            
            
            
            **March 9, 2005****Ended**
            
            **The Year**
            
            **(Inception) to****December 31,**
            
            **Ended**
            
            **December 31,****2007**
            
            **December 31, 2006**
            
            **2007****REVENUE**
            
            $
            -
            
            $
            -
            
            $
            -**EXPENSES**
            
            
            37,817
            
            
            32,000
            
            
            141,073**NET
                (LOSS)**
            
            $
            (37,817
            )
            $
            (32,000
            )
            $
            (141,073
            )**NET
                (LOSS) PER COMMON SHARE-BASIC**
            
            $
            (0.01
            )
            $
            (0.01
            )**WEIGHTED
                AVERAGE NUMBER OF COMMON SHARES OUTSTANDING**
            
            
            2,700,000
            
            
            2,700,000





**SEE
      ACCOMPANYING FOOTNOTES TO THE FINANCIAL STATEMENTS.**





F-3




**SRKP
      2, INC.**


**A
      Development Stage Company**


**STATEMENT
      OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)**





**(Deficit)**
              **Accumulated****During**
            
            **Total****Common
                Stock**
            
            **Additional Paid**
            
            **Development**
            
            **Stockholders’****Shares**
            
            **Amount**
            
            **in
                Capital**
            
            **Stage**
            
            **Equity (Deficit)****Balances,
                March 9, 2005**
            
            
            -
            
            $
            -
            
            $
            -
            
            $
            -
            
            $
            -Sold
                2,700,000 shares of common stock for $0.037 per share.
            
            
            2,700,000
            
            
            2,700
            
            
            97,300
            
            
            -
            
            
            100,000Net
                (loss)
            
            
            -
            
            
            -
            
            
            -
            
            
            (71,256
            )
            
            (71,256
            )**Balances,
                December 31, 2005**
            
            
            2,700,000
            
            $
            2,700
            
            $
            97,300
            
            $
            (71,256
            )
            $
            28,744Net
                (loss)
            
            
            -
            
            
            -
            
            
            -
            
            
            (32,000
            )
            
            (32,000
            )**Balances,
                December 31, 2006**
            
            
            2,700,000
            
            $
            2,700
            
            $
            97,300
            
            $
            (103,256
            )
            $
            (3,256
            )Net
                (loss)
            
            
            -
            
            
            -
            
            
            -
            
            
            (37,817
            )
            
            (37,817
            )**Balances,
                December 31, 2007**
            
            
            2,700,000
            
            $
            2,700
            
            $
            97,300
            
            $
            (141,073
            )
            $
            (41,073
            )





**SEE
      ACCOMPANYING FOOTNOTES TO THE FINANCIAL STATEMENTS.**





F-4




**SRKP
      2, INC.**


**A
      Development Stage Company**


**STATEMENTS
      OF CASH FLOWS**





**Cumulative****from March 9,****The
                Year**
            
            **The
                Year**
            
            **2005****Ended**
            
            **Ended**
            
            **(Inception)
                to****December 31,2007**
            
            **December 31,2006**
            
            **December 31,2007****CASH
                FLOWS FROM (TO) OPERATING ACTIVITIES**Net
                (loss)
            
            $
            (37,817
            )
            $
            (32,000
            )
            $
            (141,073
            )Adjustments
                  to reconcile net (loss) to net cash provided by (used in) operating
                  activities:Changes
                in:Accounts
                Payable
            
            
            (439
            )
            
            (1,374
            )
            
            -Net
                Cash (Used In) Operating Activities
            
            
            (38,256
            )
            
            (33,374
            )
            
            (141,073
            )**CASH
                FLOWS FROM (TO) FINANCING ACTIVITIES:**Common
                stock issued for cash
            
            
            -
            
            
            -
            
            
            95,000Advances
                from Stockholders
            
            
            35,000
            
            
            10,000
            
            
            45,000Collection
                of subscription receivable
            
            
            -
            
            
            5,000
            
            
            5,000Net
                Cash Provided by Financing Activities
            
            
            35,000
            
            
            15,000
            
            
            145,000**NET
                INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS:**
            
            
            (3,256
            )
            
            (18,374
            )
            
            3,927**CASH
                  AND CASH EQUIVALENTS, BEGINNING OF PERIOD**
            
            
            7,183
            
            
            25,557
            
            
            -**CASH
                  AND CASH EQUIVALENTS, END OF PERIOD**
            
            $
            3,927
            
            $
            7,183
            
            $
            3,927





**SEE
      ACCOMPANYING FOOTNOTES TO THE FINANCIAL STATEMENTS.**





F-5




**SRKP
      2, INC.**


**A
      Development Stage Company**


**NOTES
      TO FINANCIAL STATEMENTS**




**NOTE
      1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**




**History**




SRKP
      2,
      Inc. (the Company), a development stage company, was organized under the laws
      of
      the State of Delaware on March 9, 2005. The Company is in the development stage
      as defined in Financial Accounting Standards Board Statement No. 7. The fiscal
      year end is December 31.




**Going
      Concern and Plan of Operation**




The
      Company's financial statements have been presented on the basis that it is
      a
      going concern, which contemplates the realization of assets and the satisfaction
      of liabilities in the normal course of business. The Company is in the
      development stage and has negative working capital, negative stockholders’
equity and has not earned any revenues from operations to date. These conditions
      raise substantial doubt about its ability to continue as a going
      concern.




The
      Company is currently devoting its efforts to locating merger candidates. The
      Company's ability to continue as a going concern is dependent upon its ability
      to develop additional sources of capital, locate and complete a merger with
      another company, and ultimately, achieve profitable operations. The accompanying
      financial statements do not include any adjustments that might result from
      the
      outcome of these uncertainties.




**Income
      Taxes**




The
      Company uses the liability method of accounting for income taxes pursuant to
      Statement of Financial Accounting Standards No. 109.  Under this method,
      deferred income taxes are recorded to reflect the tax consequences in future
      years of temporary differences between the tax basis of the assets and
      liabilities and their financial amounts at
      year-end.




For
      federal income tax purposes, substantially all startup and organizational
      expenses must be deferred until the Company commences business.  The
      Company may elect a limited deduction of up to $5,000 in the taxable year in
      which the trade or business begins.  The $5,000 must be reduced by the
      amount of startup costs in excess of $50,000.  The remainder of the
      expenses not deductible must be amortized over a 180-month period beginning
      with
      the month in which the active trade or business begins.  These expenses
      will not be deducted for tax purposes and will represent a deferred tax
      asset.  The Company will provide a valuation allowance in the full amount
      of the deferred tax asset since there is no assurance of future taxable
      income.  Tax deductible losses can be carried forward for 20 years until
      utilized.




**Deferred
      Offering Costs**





Deferred
      offering costs, consisting of legal, accounting and filing fees relating to
      an
      offering will be capitalized. The deferred offering costs will be offset against
      offering proceeds in the event the offering is successful. In the event the
      offering is unsuccessful or is abandoned, the deferred offering costs will
      be
      expensed.





F-6




**SRKP
      2, INC.**


**A
      Development Stage Company**


**NOTES
      TO FINANCIAL STATEMENTS**




**NOTE
      1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
      (Continued)**




**Cash
      and Cash Equivalents**




Cash
      and
      cash equivalents consist primarily of cash in banks and highly liquid
      investments with original maturities of 90 days or less.




**Concentrations
      of Credit Risk**




The
      Company maintains all cash in deposit accounts, which at times may exceed
      federally insured limits. The Company has not experienced a loss in such
      accounts.




**Earnings
      per Common Share**




A
      basic
      earnings per common share is computed based upon the weighted average number
      of
      common shares outstanding during the period. Diluted earnings per share consists
      of the weighted average number of common shares outstanding plus the dilutive
      effects of options and warrants calculated using the treasury stock method.
      In
      loss periods, dilutive common equivalent shares are excluded as the effect
      would
      be anti-dilutive.




**Use
      of Estimates in the Preparation of Financial Statements**




The
      preparation of financial statements in conformity with generally accepted
      accounting principles requires management to make estimates and assumptions
      that
      affect the reported amounts of assets and liabilities, the disclosure of
      contingent assets and liabilities at the date of the financial statements and
      the reported amounts of revenues and expenses during the reporting periods.
      Actual results could differ from those estimates and assumptions.




**Recently
      Issued Accounting Pronouncements**




The
      Company has adopted all recently issued accounting pronouncements. The adoption
      of the accounting pronouncements, including those not yet effective, is not
      anticipated to have a material effect on the operations of the
      Company.




**NOTE
      2 - STOCKHOLDERS' EQUITY**




During
      March 2005, the Company sold for $95,000 cash and a $5,000 stock subscription
      receivable 2,700,000 shares of its $.001 par value common stock to various
      investors. The $5,000 stock subscription receivable was fully collected in
      February 2006.




**NOTE
      3 - RELATED PARTY TRANSACTIONS**




The
      Company neither owns nor leases any real or personal property. Most office
      services are provided without charge by WestPark Capital.  The Company’s
      President is also the Chief Executive Officer of WestPark Capital. Such costs
      are immaterial to the financial statements. The officers and directors of the
      Company are involved in other business activities and may, in the future, become
      involved in other business opportunities that become available. Such persons
      may
      face a conflict in selecting between the Company and their other business
      interests. The Company has not formulated a policy for the resolution of such
      conflicts.





F-7




**SRKP
      2, INC.**


**A
      Development Stage Company**


**NOTES
      TO FINANCIAL STATEMENTS**





**NOTE
      4 – INTIAL PUBLIC OFFERING**




The
      Company filed a registration statement on Form SB-2 with the Securities and
      Exchange Commission to conduct a blank check offering subject to Rule 419 of
      Regulation C. The registration statement was declared effective by the
      Securities and Exchange Commission on August 10, 2006. Pursuant to Rule 419,
      the
      Company had 180 days from the effective date to conduct and complete the
      offering, which called for the sale of 700,000 shares of common stock at a
      price
      of $0.17 per share.





The
      Company did not sell any securities under the registration statement on Form
      SB-2 that it filed pursuant to Rule 419 within 180 days after the registration
      statement was declared effective, which occurred on August 10, 2006. As a
      result, the registration statement is no longer effective and may not be used
      to
      sell securities of the Company.





**NOTE
      5 - DUE TO STOCKHOLDERS**





Since
      inception certain stockholders have advanced the Company $45,000 to pay for
      operating expenses. These funds have been advanced interest free, are unsecured,
      and are due on demand.





F-8




**Item
      8. Changes in and Disagreements with Accountants on Accounting and Financial
      Disclosure.**





None.





**Item
      8A. Controls and Procedures.**





Evaluation
      of Disclosure Controls and Procedures.




We
      maintain disclosure controls and procedures that are designed to ensure that
      information required to be disclosed in our reports filed pursuant to the
      Exchange Act is recorded, processed, summarized and reported within the time
      periods specified in the SEC’s rules, regulations and related forms, and that
      such information is accumulated and communicated to our principal executive
      officer and principal financial officer, as appropriate, to allow timely
      decisions regarding required disclosure.




As
        of
        December 31, 2007, we carried out an evaluation, under the supervision and
        with
        the participation of our principal executive officer and our principal financial
        officer of the effectiveness of the design and operation of our disclosure
        controls and procedures. The Company inadvertently omitted management's
        assessment of the Company's internal control over financial reporting in
        the
        original Form 10-KSB. As a result, as of the date of this Amendment, management
        has concluded that the Company's disclosure controls and procedures were
        ineffective as of December 31, 2007. Management has subsequently implemented
        a
        control to ensure that management's assessment of the Company's internal
        control
        over financial reporting is properly included in future
        filings.




Evaluation
      of Internal Controls and Procedures.




Our
      management is also responsible for establishing and maintaining adequate
      internal control over financial reporting.  The Company’s internal control
      over financial reporting is designed to provide reasonable assurance regarding
      the reliability of financial reporting and the preparation of financial
      statements for external purposes in accordance with generally accepted
      accounting principles.





Our
      internal control over financial reporting includes those policies and procedures
      that:


·
            Pertain
                to the maintenance of records that, in reasonable detail, accurately
                and
                fairly reflect the transactions and dispositions of the assets of
                the
                Company;


·
            Provide
                reasonable assurance that transactions are recorded as necessary
                to permit
                preparation of financial statements in accordance with generally
                accepted
                accounting principles, and that our receipts and expenditures are
                being
                made only in accordance with authorizations of the Company’s management
                and directors; and


·
            Provide
                reasonable assurance regarding prevention or timely detection of
                unauthorized acquisition, use or disposition of our assets that could
                have
                a material effect on the financial
                statements.




As
      of
      December 31, 2007, we carried out an evaluation of the effectiveness of our
      internal control over financial reporting based on the framework in "Internal
      Control-Integrated Framework" issued by the Committee of Sponsoring
      Organizations of the Treadway Commission. Based on our evaluation, our
      management concluded that our internal control over financial reporting was
      effective as of December 31, 2007.





Changes
      in Internal Controls.




There
      have been no changes in our internal controls over financial reporting during
      the period covered by this report that has materially affected or is reasonably
      likely to materially affect our internal controls. This
      annual report does not include an attestation report of the Company's registered
      public accounting firm due to a transition period established by rules of the
      SEC for smaller reporting entities.





**Item
      8B. Other Information.**





None.









**PART
      III**





**Item
      9. Directors and Executive Officers of the Company.**





(a)
      Identification of Directors and Executive Officers. The following table sets
      forth certain information regarding the Company’s directors and executive
      officers for the fiscal year ended December 31, 2007:





**Name**
            
            **Age**
            
            **Position**
            
            **Term**Richard
                A. Rappaport
            
            48
            
            President
                and Director
            
            March
                10, 2005thru
                PresentAnthony
                C. Pintsopoulos
            
            52
            
            Chief
                Financial Officer, Secretary and Director
            
            August
                18, 2006 thru Present





The
      Company’s officers and directors are elected annually for a one year term or
      until their respective successors are duly elected and qualified or until their
      earlier resignation or removal.




**Richard
      A. Rappaport** ,
      President and Director, is the founder of WestPark Capital, Inc. and has been
      its Chief Executive Officer since September 1999. WestPark Capital, Inc. is
      a
      full service investment banking and securities brokerage firm, which serves
      the
      needs of both private and public companies worldwide, as well as individual
      and
      institutional investors. From April 1995 through September 1999, Mr. Rappaport
      was director of Corporate Finance for Global Securities, where he was
      responsible for all of the firms North American Corporate finance activities.
      Global Securities was a registered broker-dealer that has since terminated
      operations. Mr. Rappaport also serves as President and director of SRKP 3,
      Inc.,
      SRKP 5, Inc., SRKP 10, Inc., SRKP 12, Inc., SRKP 14, Inc., SRKP 15, Inc., SRKP
      16, Inc., SRKP 17, Inc., SRKP 18, Inc. and SRKP 19, Inc., all of which are
      publicly-reporting, blank check and non-trading shell companies. Mr. Rappaport
      received a B.S. in 1981 from the University of California at Berkeley and an
      M.B.A. in 1986 from the University of California at Los Angeles.




**Anthony
      C. Pintsopoulos** ,
      Chief
      Financial Officer, Secretary and a Director, is the President and Chief
      Financial Officer at WestPark Capital, Inc. Prior to joining WestPark Capital,
      Mr. Pintsopoulos was Chief Financial Officer and acting Chief Operating Officer
      at Joseph, Charles & Associates (JCA) a full service investment banking and
      securities brokerage firm. Prior to JCA, from 1983 to 1995, Mr. Pintsopoulos
      served as Chief Financial Officer, Treasurer and Board Member of Safety 1st,
      Inc., a manufacturer of juvenile products. He administered the company's IPO
      and
      Secondary Offerings. Preceding Safety 1st, Mr. Pintsopoulos worked at Coopers
      & Lybrand Boston, Massachusetts. Also he owned his own CPA Firm in
      Massachusetts before merging it into Vitale, Caturano & Co., PC (the largest
      CPA firm in New England, other than the Big 4). In his CPA business, he has
      worked with both public and private entities in all phases of business
      development. Mr. Pintsopoulos also serves as Chief Financial Officer, Secretary
      and director of SRKP 3, Inc., SRKP 5, Inc., SRKP 10, Inc., SRKP 12, Inc., SRKP
      14, Inc., SRKP 15, Inc., SRKP 16, Inc., SRKP 17, Inc., SRKP 18, Inc. and SRKP
      19, Inc., all of which are publicly-reporting, blank check and non-trading
      shell
      companies. He holds a Bachelor of Business Administration in Accounting from
      the
      University of Massachusetts, Amherst and holds NASD licenses 7, 24, and 63.
      He
      is a Certified Public Accountant, a member of the Massachusetts Society of
      Certified Public Accountants (MSCPA) and the American Institute of Certified
      Public Accountants (AICPA).




(b)
      Significant Employees.





As
      of the
      date hereof, the Company has no significant employees.




(c)
      Family Relationships.





None.





11




(d)
      Involvement in Certain Legal Proceedings.




There
      have been no events under any bankruptcy act, no criminal proceedings and no
      judgments, injunctions, orders or decrees material to the evaluation of the
      ability and integrity of any director, executive officer, promoter or control
      person of Company during the past five years.




**Compliance
      with Section 16(a) of the Exchange Act**




Section 16(a)
      of the Exchange Act requires the Company’s directors and officers, and persons
      who beneficially own more than 10% of a registered class of the Company’s equity
      securities, to file reports of beneficial ownership and changes in beneficial
      ownership of the Company’s securities with the SEC on Forms 3, 4 and 5.
      Officers, directors and greater than 10% stockholders are required by SEC
      regulation to furnish the Company with copies of all Section 16(a) forms
      they file.




Based
      solely on the Company’s review of the copies of the forms received by it during
      the fiscal year ended December 31, 2007 and written representations that no
      other reports were required, the Company believes that the no persons who,
      at
      any time during such fiscal year, was a director, officer or beneficial owner
      of
      more than 10% of Common Stock failed to comply with all Section 16(a)
      filing requirements during such fiscal year.





**Code
      of Ethics**





On
      December 20, 2007, Company adopted a formal code of ethics statement for senior
      officers and directors (the “Code of Ethics”) that is designed to deter
      wrongdoing and to promote ethical conduct and full, fair, accurate, timely
      and
      understandable reports that the Company files or submits to the Securities
      and
      Exchange Commission and others.  A form of the Code of Ethics is attached
      hereto as Exhibit
      14.1 . Requests
      for copies of the Code of Ethics should be sent in writing to SRKP 2, Inc.,
      Attention: Secretary, 4737
      North Ocean Drive, Suite 207, Lauderdale by the Sea, FL 33308.




**Nominating
      Committee**





We
      have
      not adopted any procedures by which security holders may recommend nominees
      to
      our Board of Directors.





**Audit
      Committee**





The
      Board
      of Directors acts as the audit committee. The Company does not have a qualified
      financial expert at this time because it has not been able to hire a qualified
      candidate. Further, the Company believes that it has inadequate financial
      resources at this time to hire such an expert. The Company intends to continue
      to search for a qualified individual for hire.





**Item
      10. Executive Compensation.**





The
      following table sets forth the cash compensation paid by the Company to its
      President for services rendered during the fiscal year ended December 31, 2007.





Name
                and Position
            
            Year
            
            Total
                CompensationRichard
                A. Rappaport, President
            
            2007
              2006
            
            None
              None





**Director
      Compensation**





We
      do not
      currently pay any cash fees to our officers and directors, nor do we pay their
      expenses in attending board meetings.




12




**Employment
      Agreements**





The
      Company is not a party to any employment agreements.





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





The
      following tables set forth certain information as of March 28, 2008, regarding
      (i) each person known by the Company to be the beneficial owner of more than
      5%
      of the outstanding shares of Common Stock, (ii) each director, nominee and
      executive officer of the Company and (iii) all officers and directors as a
      group.





Name
                and Address
            
            Amount and Nature ofBeneficial Ownership
            
            Percentage
              of ClassDebbie
                Schwartzberg
              785
                5th Avenue
              New
                York, New York 10021
            
            
            1,039,500
            
            
            38.5
            %Richard
                A. Rappaport (1)
              1900
                Avenue of the Stars, Suite 310
              Los
                Angeles, CA 90067
            
            
            1,039,500
                (2
            )
            
            38.5
            %Amanda
                Rappaport Trust (3)
              1900
                Avenue of the Stars, Suite 310
              Los
                Angeles, CA 90067
            
            
            297,000
            
            
            11.0
            %Kailey
                Rappaport Trust (4)
              1900
                Avenue of the Stars, Suite 310
              Los
                Angeles, CA 90067
            
            
            297,000
            
            
            11.0
            %Anthony
                C. Pintsopoulos (5)
              c/o
                SRKP 2, Inc.
              4737
                North Ocean Drive, Suite 207
              Lauderdale
                by the Sea, FL 33308
            
            
            243,000
            
            
            9.0
            %Glenn
                L. Krinsky
              4266
                Irvine Avenue
              Studio
                City, California 91604
            
            
            243,000
            
            
            9.0
            %All
                Directors and Officers as a Group
              (2
                individuals)
            
            
            1,282,500
            
            
            47.5
            %





(1)
            Richard
                A. Rappaport serves as President and Director of the
                Company.


(2)
            Includes
                445,500 shares of Common Stock owned by Mr. Rappaport and all of
                the
                shares of Common Stock owned by the Amanda Rappaport Trust and the
                Kailey
                Rappaport Trust (together, the “Rappaport Trusts”). Mr. Rappaport serves
                as Trustee of each of the Rappaport Trusts and has sole voting and
                investment control of the shares of Common Stock owned thereby.
                Accordingly, he may be deemed beneficial owner of the shares of Common
                Stock owned by the Rappaport
                Trusts.


(3)
            Mr.
                Rappaport serves as Trustee of the Amanda Rappaport
                Trust.


(4)
            Mr.
                Rappaport serves as Trustee of the Kailey Rappaport Trust.


(5)
            Anthony
                C. Pintsopoulos serves as Secretary, Chief Financial Officer and
                Director
                of the Company.




13


**Item
      12. Certain Relationships and Related Transactions.**





Except
      as
      otherwise indicated herein, there have been no related party transactions,
      or
      any other transactions or relationships required to be disclosed pursuant to
      Item 404 of Regulation S-B.





**Item
      13. Exhibits.**





Index
      to
      Exhibits


Exhibit
              
              Description*3.1
              
              Certificate
                  of Incorporation, as filed with the Delaware Secretary of State
                  on March
                  9, 2005.*3.2
              
              By-laws.**4.1
              
              Registration
                  Rights Agreement.14.1
              
              Corporate
                  Code of Ethics and Conduct, adopted December 20, 2007.31.1
              
              Certification
                  of the Company’s Principal Executive Officer pursuant to Section 302 of
                  the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Annual
                  Report on Form 10-KSB for the year ended December 31,
                  2007.31.2
              
              Certification
                  of the Company’s Principal Financial Officer pursuant to Section 302 of
                  the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Annual
                  Report on Form 10-KSB for the year ended December 31,
                  2007.32.1.1
              
              Certification
                  of the Company’s Principal Executive Officer pursuant to 18 U.S.C. Section
                  1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
                  Act of
                  2002.32.2
              
              Certification
                  of the Company’s Principal Financial Officer pursuant to 18 U.S.C. Section
                  1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
                  Act of
                  2002.





*
            Filed
                as an exhibit to the Company’s Registration Statement on Form SB-2, as
                filed with the SEC on April 19, 2005, and incorporated herein by
                this
                reference.  **
            Filed
                as an exhibit to the Company’s Amended Registration Statement on Form
                SB-2/A, as filed with the SEC on June 30, 2005, and incorporated
                herein by
                this reference.





**Item
      14. Principal Accountant Fees and Services**





AJ.
      Robbins, P.C. (“AJ. Robbins”) is the Company's independent registered public
      accounting firm.





**Audit
      Fees**





The
      aggregate fees billed by AJ. Robbins for professional services rendered for
      the
      audit of our annual financial statements and review of financial statements
      included in our quarterly reports on Form 10-QSB or services that are normally
      provided in connection with statutory and regulatory filings were
      $13,780 **** for
      the
      fiscal year ended December 31, 2007 and $7,745 **** for
      the
      fiscal year ended December 31, 2006.





14




**Audit-Related
      Fees**





There
      were no fees **** billed
      by
      AJ. Robbins for assurance and related services that
      are
      reasonably related
      to the performance of the audit or review of the Company’s financial statements
      for the fiscal year ended December 31, 2007 and for the fiscal year ended
      December 31, 2006.





**Tax
      Fees**





There
      was
      $1,060 in fees billed by AJ. Robbins for professional services for tax
      compliance, tax advice, and tax planning for the fiscal year ended December
      31,
      2007 and $1,000 **** for
      the
      fiscal year ended December 31, 2006.





**All
      Other Fees**





There
      were no fees **** billed
      by
      AJ. Robbins for other products and services for the fiscal year ended December
      31, 2007 and **** no
      fees **** for
      the
      fiscal year ended December 31, 2006.





**Audit
      Committee’s Pre-Approval Process**





The
      Board
      of Directors acts as the audit committee of the Company, and accordingly, all
      services are approved by all the members of the Board of Directors.




15




**SIGNATURES**





In
      accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934,
      the
      registrant has caused this report to be signed on its behalf by the undersigned,
      thereunto duly authorized.


**SRKP
                  2, INC.**Dated: July
                  30, 2008
              By:
              /s/ Richard A. RappaportRichard
                  A. RappaportPresident
                  and DirectorDated: July
                  30, 2008
              By:
              /s/ Anthony C. PintsopoulosAnthony
                  C. PintsopoulosSecretary,
                  Chief Financial Officer and
                  Director
  16