##### Table of Contents



SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-QSB
 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 For the Quarterly period ended   
September 30, 2007
 Commission File No.   
000-50764
 Across America Real Estate Corp.
  Colorado
    
    20-0003432(State or other jurisdiction of incorporation)
    
    (IRS Employer File Number)700 17th Street, Suite 1200Denver, Colorado
    
    80202(Address of principal executive offices)
    
    (zip code)
 (303) 893-1003
 Yes þ No o
 Yes o No þ
  Yes o No þ




---



##### 



FORM 10-QSB
Across America Real Estate Corp.
 TABLE OF CONTENTS
 PagePART I FINANCIAL INFORMATIONItem 1. Financial Statements for the period ended September 30, 2007Consolidated Balance Sheet (Unaudited)
    
    
    3Consolidated Statements of Operations (Unaudited)
    
    
    4Consolidated Statements of Cash Flows (Unaudited)
    
    
    5Notes to Consolidated Financial Statements (Unaudited)
    
    
    6Item 2. Managements Discussion and Analysis and Plan of Operation
    
    
    20Item 3. Controls and Procedures
    
    
    31PART II OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    32Item 2. Changes in Securities
    
    
    32Item 3. Defaults Upon Senior Securities
    
    
    32Item 4. Submission of Matters to a Vote of Security Holders
    
    
    32Item 5. Other Information
    
    
    32Item 6. Exhibits and Reports on Form 8-K
    
    
    33Signatures
    
    
    34Exhibit 21Exhibit 31.1Exhibit 31.2Exhibit 32.1Exhibit 32.2




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##### Table of Contents



ITEM 1.
    
    FINANCIAL STATEMENTS
 
 
 AssetsCash and Equivalents
    
    $
    1,717,017Notes Receivable and Development Deposits
    
    
    489,533Accounts Receivable, net
    
    
    71,835Property and equipment, net
of accumulated depreciation (note 6)
    
    
    115,377Real estate held for sale (note 3)
    
    
    12,486,186Construction in progress
    
    
    4,721,094Land held for development
    
    
    11,155,276Deferred tax asset (note 8)
    
    
    1,160,221Current tax asset (note 8)
    
    
    656,942Deposits and prepaids
    
    
    31,763Total assets
    
    $
    32,605,244Liabilities and Shareholders EquityLiabilitiesAccounts payable
    
    $
    162,797Accrued liabilities
    
    
    620,564Dividends payable
    
    
    78,187Tax liability
    
    
    51,583Senior subordinated note payable, related parties (note 4)
    
    
    7,000,000Senior subordinated revolving note, related parties (note 4)
    
    
    12,800,000Note payable (note 12)
    
    
    8,854,866Capital lease obligations (note 13)
    
    
    9,651Unearned Revenue
    
    
    137,668Total liabilities
    
    
    29,715,316Shareholders equityNoncontrolling interest (note 9)
    
    
    (56,805
    )Convertible preferred stock, $.10 par value;
1,000,000 shares authorized,
517,000 shares issued and outstanding
    
    
    51,700Common stock, $.001 par value; 50,000,000 shares authorized,
16,036,625 shares issued and outstanding
    
    
    16,037Additional paid-in-capital
    
    
    6,500,574Retained earnings
    
    
    (3,621,578
    )Total shareholders equity
    
    
    2,889,928Total liabilities and shareholders equity
    
    $
    32,605,244
   3




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##### Table of Contents



Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Revenue:Sales
    
    $
    815,000
    
    
    $
    
    
    
    $
    5,739,336
    
    
    $
    1,723,000Sales, related parties (Note 4)
    
    
    
    
    
    
    5,050,000
    
    
    
    
    
    
    
    5,050,000Financing Activities
    
    
    10,314
    
    
    
    
    
    
    
    58,487
    
    
    
    Rental income
    
    
    51,283
    
    
    
    98,694
    
    
    
    103,487
    
    
    
    367,690Management fees
    
    
    148,383
    
    
    
    32,725
    
    
    
    362,981
    
    
    
    59,725Total revenue
    
    
    1,024,980
    
    
    
    5,181,419
    
    
    
    6,264,291
    
    
    
    7,200,415Operating expenses:Cost of Sales
    
    
    815,000
    
    
    
    4,767,622
    
    
    
    5,460,324
    
    
    
    6,230,470Impairment loss on real estate (note 15)
    
    
    (40,868
    )
    
    
    
    
    
    
    1,898,645
    
    
    
    Selling, general and administrative (note 16)
    
    
    748,078
    
    
    
    512,843
    
    
    
    2,655,984
    
    
    
    1,143,337Total Operating expenses
    
    
    1,522,210
    
    
    
    5,280,465
    
    
    
    10,014,953
    
    
    
    7,373,807Loss from operations
    
    
    (497,230
    )
    
    
    (99,046
    )
    
    
    (3,750,662
    )
    
    
    (173,392
    )Non-operating expense:Interest Income
    
    
    6,641
    
    
    
    482
    
    
    
    7,535
    
    
    
    482Interest Expense
    
    
    (100,413
    )
    
    
    (127,915
    )
    
    
    (275,730
    )
    
    
    (363,803
    )Other Income (Expense)
    
    
    
    
    
    
    
    
    
    
    (1,570
    )
    
    
    Loss before income taxes
and noncontrolling interest
    
    
    (591,002
    )
    
    
    (226,479
    )
    
    
    (4,020,427
    )
    
    
    (536,713
    )Income tax provision
    
    
    (360,880
    )
    
    
    (54,041
    )
    
    
    (1,527,480
    )
    
    
    (196,439
    )Loss before noncontrolling interest
    
    
    (230,122
    )
    
    
    (172,438
    )
    
    
    (2,492,947
    )
    
    
    (340,274
    )Noncontrolling interest in income of
consolidated subsidiaries
    
    
    
    
    
    
    2,867
    
    
    
    73,751
    
    
    
    92,357Net loss
    
    
    (230,122
    )
    
    
    (175,305
    )
    
    
    (2,566,698
    )
    
    
    (432,631
    )Other comprehensive income
Preferred stock dividends declared
    
    
    78,186
    
    
    
    
    
    
    
    232,012
    
    
    
    Comprehensive loss applicable to common
    
    $
    (308,308
    )
    
    $
    (175,305
    )
    
    $
    (2,798,710
    )
    
    $
    (432,631
    )Basic and diluted loss per common share
    
    $
    (0.02
    )
    
    $
    (0.01
    )
    
    $
    (0.17
    )
    
    $
    (0.03
    )Basic and diluted weighted average common
shares outstanding
    
    
    16,036,625
    
    
    
    16,036,625
    
    
    
    16,036,625
    
    
    
    16,036,625
   4




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##### Table of Contents



Nine Months EndedSeptember 30,2007
    
    
    2006Cash flows from operating activities:Net loss
    
    $
    (2,566,698
    )
    
    $
    (432,631
    )Adjustments to reconcile net income to net cash used by operating
activities:Depreciation (note 6)
    
    
    28,472
    
    
    
    5,629Impairment of Assets
    
    
    1,898,645
    
    
    
    Allowance for Bad Debt
    
    
    215,953
    
    
    
    Stock option compensation expense (note 7)
    
    
    98,297
    
    
    
    Changes in operating assets and operating liabilities:Construction in progress (note 2)
    
    
    (4,354,196
    )
    
    
    (1,339,028
    )Real estate held for sale (note 3)
    
    
    (9,706,445
    )
    
    
    4,855,790Land held for development (note 2)
    
    
    661,932
    
    
    
    (2,834,900
    )Accounts receivable
    
    
    (255,958
    )
    
    
    44,564Deposits and Prepaids
    
    
    34,567
    
    
    
    Accounts payable and accrued liabilities
    
    
    631,577
    
    
    
    (109,941
    )Income tax assets and liabilities (note 8)
    
    
    (1,475,897
    )
    
    
    (224,415
    )Unearned revenue
    
    
    
    
    
    
    128,183Indebtedness to related party (note 4)
    
    
    
    
    
    
    150,000Net cash (used in) operating activities
    
    
    (14,789,751
    )
    
    
    243,251Cash flows from investing activities:Payment of deposits
    
    
    86,791
    
    
    
    259,094Proceeds from repayment of notes receivable
    
    
    
    
    
    
    25,000Issuance of notes receivable
    
    
    
    
    
    
    (489,958
    )Payments for property and equipment (note 6)
    
    
    (57,296
    )
    
    
    (7,514
    )Net cash (used in) provided by investing activities
    
    
    29,495
    
    
    
    (213,378
    )Cash flows from financing activities:Proceeds from sale of convertible preferred stock
    
    
    
    
    
    
    6,204,000Preferred stock dividends paid
    
    
    (233,711
    )
    
    
    Distributions received from members
    
    
    (73,751
    )
    
    
    15,846Proceeds from subordinated notes payable (note 12 and 14)
    
    
    12,200,000
    
    
    
    5,488,688Repayment of subordinated notes payable (note 12 and 14)
    
    
    (3,400,000
    )
    
    
    (6,046,546
    )Proceeds from Sr. notes payable
    
    
    8,854,866
    
    
    
    2,901,598Repayment of Sr. notes payable
    
    
    (1,961,403
    )
    
    
    (3,897,893
    )Repayment of lease obligation (note 13)
    
    
    (6,168
    )
    
    
    (1,416
    )Net cash provided by financing activities
    
    
    15,379,833
    
    
    
    4,664,277Net change in cash
    
    
    619,577
    
    
    
    4,694,150Cash and cash equivalents, beginning of the period
    
    
    1,097,440
    
    
    
    180,496Cash and cash equivalents, end of the period
    
    $
    1,717,017
    
    
    $
    4,874,646Supplemental disclosure of cash flow information:Cash paid during the year for:Income taxes
    
    $
    1,000
    
    
    $
    Interest
    
    $
    780,981
    
    
    $
    1,155,680Supplemental disclosure of non-cash investing and financing activitiesDividends Declared
    
    $
    232,012
    
    
    $
    
   5




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##### Table of Contents



1)
    
    Nature of Organization and Summary of Significant Accounting Policies
 Organization and Basis of Presentation
  Principles of Consolidation
  Name of Subsidiary Ownership
 Name of Subsidiary
    
    OwnershipCCI Southeast, LLC (CCISE)
    
    
    100.00
    %Riverdale Carwash Lot 3A, LLC (Riverdale)
    
    
    100.00
    %AARD Cypress Sound, LLC (Cypress Sound)
    
    
    51.00
    %AARD TSD-CSK Firestone, LLC (Firestone)
    
    
    51.00
    %South Glen Eagles Drive, LLC (West Valley)
    
    
    51.00
    %119th and Ridgeview, LLC (Ridgeview)
    
    
    51.00
    %53rd and Baseline, LLC (Baseline)
    
    
    51.00
    %Hwy 278 and Hwy 170, LLC (Bluffton 278)
    
    
    51.00
    %State and 130th, LLC (American Fork)
    
    
    51.00
    %Clinton Keith and Hidden Springs, LLC (Murietta)
    
    
    51.00
    %Hwy 46 and Bluffton Pkwy, LLC (Bluffton 46)
    
    
    51.00
    %AARD Bader Family Dollar Flat Shoals, LLC (Flat Shoals)
    
    
    51.00
    %AARD Westminster OP7, LLC (Westminster OP7)
    
    
    51.00
    %Eagle Palm I, LLC (Eagle)
    
    
    51.00
    %AARD Econo Lube Stonegate, LLC (Econo Lube)
    
    
    51.00
    %AARD Bader Family Dollar MLK, LLC (MLK)
    
    
    51.00
    %AARD Charmar Greeley, LLC (Starbucks)
    
    
    51.00
    %AARD Charmar Greeley Firestone, LLC
    
    
    51.00
    %AARD 5020 Lloyd Expy, LLC (Evansville)
    
    
    51.00
    %AARD 2245 Main Street, LLC (Plainfield)
    
    
    51.00
    %AARD Buckeye, LLC (Buckeye)
    
    
    51.00
    %AARD Esterra Mesa 1, LLC (Esterra Mesa 1)
    
    
    51.00
    %AARD Esterra Mesa 2, LLC (Esterra Mesa 2)
    
    
    51.00
    %AARD Esterra Mesa 3, LLC (Esterra Mesa 3)
    
    
    51.00
    %AARD Esterra Mesa 4, LLC (Esterra Mesa 4)
    
    
    51.00
    %AARD MDJ Goddard, LLC (Goddard)
    
    
    51.00
    %AARD Charmar Arlington Boston Pizza, LLC (Charmar Boston Pizza)
    
    
    51.00
    %L-S Corona Pointe, LLC (L-S Corona)
    
    
    50.01
    %AARD NOLA St Claude LLC (NOLA St Claude)
    
    
    51.00
    %AARD LECA LSS Lonestar LLC (Lake Elsinore LSS)
    
    
    51.00
    %AARD LECA VL1 LLC (Lake Elsinore Land)
    
    
    51.00
    %AARD ORFL FD Goldenrod LLC (Goldenrod)
    
    
    51.00
    %AARD SATX CHA LLC (Champs)
    
    
    51.00
    %
   6




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##### Table of Contents



2)
    
    Current Development Projects
 AARD Evansville
 AARD Greeley
 AARD Stonegate Econolube
 Buckeye
 AARD Charmar Arlington Boston Pizza
 AARD MDJ Goddard LLC
 AARD NOLA St. Claude
  7




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##### Table of Contents



AARD LECA LSS Lonestar LLC
 AARD ORFL FD Goldenrod LLC
 (3)
    
    Real Estate Held for Sale
 West Valley
 
 Bader Family Dollar
 AARD Plainfield
 Cypress Sound
  8




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##### Table of Contents



American Fork  th
 Bluffton 46
 Champps
 (4)
    
    Related Party Transactions
 GDBA Investments, LLLP
      9




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##### Table of Contents



BOCO Investments, LLC
         10




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##### Table of Contents



Senior subordinated note
    
    GDBA Investments
    
    
    3,500,000Senior subordinated note
    
    BOCO Investments
    
    
    3,500,000Total Senior subordinated notes
    
    
    
    
    7,000,000Senior subordinated revolving note
    
    GDBA Investments
    
    
    6,400,000Senior subordinated revolving note
    
    BOCO Investments
    
    
    6,400,000Total Senior subordinated revolving note
    
    
    
    
    12,800,000
  (5)
    
    Notes Receivable and Development Deposits
  (6)
    
    Property and Equipment
  Equipment
    
    $
    23,277Furniture and fixtures
    
    
    17,396Computers and related equipment
    
    
    34,018Software and intangibles
    
    
    76,107$
    150,798less accumulated depreciation
    
    
    (35,421
    )$
    115,377
   11




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##### Table of Contents



(7)
    
    Shareholders Equity
 
 
 
 
   Risk free interest rate
    
    
    4.61
    %Expected life
    
    
    5.0Dividend yield
    
    
    0.00
    %Expected volatility
    
    
    62.69
    %Fair Value
    
    $
    0.94
   Risk free interest rate
    
    
    4.48
    %Expected life
    
    
    5.0Dividend yield
    
    
    0.00
    %Expected volatility
    
    
    86.87
    %Fair Value
    
    $
    1.94
  12




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##### Table of Contents



Risk free interest rate
    
    
    4.54
    %Expected life
    
    
    5.0Dividend yield
    
    
    0.00
    %Expected volatility
    
    
    86.87
    %Fair Value
    
    $
    1.34
    Options Outstanding
    
    
    Options ExercisableWeighted
    
    
    Weighted
    
    
    
    
    
    
    
    
    
    
    Weighted
    
    
    WeightedNumber
    
    
    Average
    
    
    Remaining
    
    
    Aggregate
    
    
    
    
    
    
    Average
    
    
    Remaining
    
    
    Aggregateof
    
    
    Exercise
    
    
    Contractual
    
    
    Intrinsic
    
    
    Shares
    
    
    Exercise
    
    
    Contractual
    
    
    IntrinsicOptions
    
    
    Price
    
    
    Term
    
    
    Value
    
    
    Exercisable
    
    
    Price
    
    
    Term
    
    
    ValueBalance at December 31,
2005
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Activity during 2006:Granted
    
    
    385,000
    
    
    
    1.65
    
    
    
    4.9
    
    
    
    
    
    
    
    87,500
    
    
    
    
    
    
    
    
    
    
    
    Expired/Cancelled
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Forfeited
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Exercised
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Balance at December 31,
2006
    
    
    385,000
    
    
    
    1.65
    
    
    
    4.9
    
    
    
    1,732,500
    
    
    
    87,500
    
    
    
    
    
    
    
    
    
    
    
    Activity during 2007:Granted
    
    
    70,000
    
    
    
    2.08
    
    
    
    4.5
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Expired/Cancelled
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Forfeited
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Exercised
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Balance, at September 30,
2007
    
    
    455,000
    
    
    
    1.72
    
    
    
    4.2
    
    
    
    15,250
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
  13




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##### Table of Contents



(8)
    
    Income Taxes
   Current tax asset (liability):Federal
    
    $
    574,534State
    
    
    82,408Total current tax asset (liability)
    
    $
    656,942
  Deferred tax assets:Impairment of Asset
    
    $
    740,345Partnership income
    
    
    315,969Bad Debt
    
    
    84,221Depreciation
    
    
    19,686Total deferred tax assets
    
    $
    1,160,221
   Deferred tax expense (benefit):Federal
    
    $
    (759,040
    )State
    
    
    (111,624
    )Total net deferred tax expense
    
    
    (870,664
    )Tax at US federal statutory rates
    
    $
    (574,408
    )State income taxes, net of federal
    
    
    (82,408
    )Change in beginning deferred balance
    
    
    (870,664
    )Total income tax benefit
    
    $
    (1,527,480
    )
   14




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##### Table of Contents



(9)
    
    Noncontrolling Interests
  EarningsEarnings
    
    
    disbursed/Balance
    
    
    allocated to
    
    
    accrued for
    
    
    BalanceJune 30,
    
    
    Noncontrolling
    
    
    Noncontrolling
    
    
    September 30,2007
    
    
    Interest
    
    
    Interest
    
    
    2007Cypress
    
    $
    4,594
    
    
    $
    
    
    
    $
    
    
    
    $
    4,5942245 Main
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Bluffton
    
    
    2,502
    
    
    
    
    
    
    
    
    
    
    
    2,502Bluffton 46
    
    
    60
    
    
    
    
    
    
    
    
    
    
    
    60Laveen
    
    
    298
    
    
    
    
    
    
    
    
    
    
    
    298West Valley
    
    
    298
    
    
    
    
    
    
    
    
    
    
    
    298American Fork
    
    
    12,719
    
    
    
    
    
    
    
    
    
    
    
    12,719OP7
    
    
    (78,909
    )
    
    
    
    
    
    
    
    
    
    
    (78,909
    )Buckeye
    
    
    1,633
    
    
    
    
    
    
    
    
    
    
    
    1,633Total
    
    $
    (56,805
    )
    
    $
    
    
    
    $
    
    
    
    $
    (56,805
    )
 (10)
    
    Concentration of Credit Risk for Cash
  (11)
    
    Operating Lease Commitments
 Lessee
   December 31,2007
    
    $
    13,296
  15




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##### Table of Contents



(12)
    
    Notes Payable
 Vectra Bank Senior Credit Facility:
    United Western Bank Senior Credit Facility
    2007
    
    $
    2008
    
    
    8,854,866$
    8,854,866
  16




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##### Table of Contents



(13)
    
    Capital Lease Obligations
    2007
    
    $
    2,4032008
    
    
    2,7722009
    
    
    2,7722010
    
    
    2,079$
    10,026less imputed interest
    
    
    375$
    9,651
  (14)
    
    Spin Off of Subsidiaries
   17




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##### Table of Contents



(15)
    
    Impairment of Assets
     
    
    $898,047 for Ridgeview which reflected the final disposition price of the property
    
    $127,494 for Bluffton 46 which represented the difference between our carrying value
and the estimated fair value of the property.
    
    $275,675 for Bluffton 278 which reflected the final disposition price of the property
    
    $442,925 for West Valley which represented the difference between our carrying value
and the estimated fair value of the property.
    
    $154,504 for American Fork which represented the difference between our carrying value
and the estimated fair value of the property..
  18




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(16)
    
    Selling, General and Administrative Expense
  Quarter EndingExpense Type
    
    September 30, 2007
    
    
    September 30, 2006Payroll and related expenses
    
    $
    542,217
    
    
    $
    282,876Stock Based Compensation
    
    
    30,758
    
    
    
    Premise and Equipment
    
    
    22,560
    
    
    
    13,317Computer
    
    
    18,619
    
    
    
    2,652General Office
    
    
    15,610
    
    
    
    11,014Professional Fees
    
    
    74,079
    
    
    
    166,099Marketing
    
    
    11,453
    
    
    
    19,079Other
    
    
    32,782
    
    
    
    17,806Total Selling, General and Administrative
    
    $
    748,078
    
    
    $
    512,843
 (17)
    
    Subsequent Event
   19




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ITEM 2.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS AND PLAN OF OPERATION
  Forward-Looking Statements
 (a)
    
    RISK FACTORS
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
    
    increase our vulnerability to general adverse economic and industry conditions;
    
    require us to dedicate a substantial portion of our cash flow from operations
to payments on our indebtedness if we do not maintain specified financial
ratios, thereby reducing the availability of our cash flow for other purposes;
or
    
    limit our flexibility in planning for, or reacting to, changes in our business
and the industry in which we operate, thereby placing us at a competitive
disadvantage compared to our competitors that may have less indebtedness.
  21




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
    
    incur additional indebtedness;
    
    make capital expenditures and other investments above a certain level;
    
    merge, consolidate or dispose of our assets or the capital stock or assets of any subsidiary;
    
    pay dividends, make distributions or redeem capital stock in certain circumstances;
    
    enter into transactions with our affiliates;
    
    grant liens on our assets or the assets of our subsidiaries; and
    
    make or repay intercompany loans.
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*
    
    actual or anticipated fluctuations in our operating results;*
    
    changes in financial estimates by securities analysts or our failure to
perform in line with such estimates;*
    
    changes in market valuations of other real estate oriented companies,
particularly those that market services such as ours;*
    
    announcements by us or our competitors of significant innovations,
acquisitions, strategic partnerships, joint ventures or capital
commitments;*
    
    introduction of technologies or product enhancements that reduce the
need for our services;*
    
    the loss of one or more key customers; and*
    
    departures of key personnel.
  24




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26




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Results of Operations
        27




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
    
    American Fork is completed and for sale
    
    West Valley is under construction and for sale
    
    Bluffton 46 is undeveloped and for sale
    
    Bluffton 278 was sold in September, 2007
    
    Ridgeview was sold in June, 2007
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Liquidity and Capital Resources
        29




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Recently Issued Accounting Pronouncements
        30




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Seasonality
 Critical Accounting Estimates
  
 ITEM 3.
    
    CONTROLS AND PROCEDURES
    31




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ITEM 1.
    
    LEGAL PROCEEDINGS
  
 ITEM 2.
    
    CHANGES IN SECURITIES
  
 ITEM 3.
    
    DEFAULTS UPON SENIOR SECURITIES
  
 ITEM 4.
    
    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
      
 ITEM 5.
    
    OTHER INFORMATION
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ITEM 6.
    
    EXHIBITS AND REPORTS ON FORM 8-K
 
 21
    
    List of Subsidiaries31.1
    
    Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15(d)-14(a)31.2
    
    Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15(d)-14(a)32.1
    
    Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 200232.2
    
    Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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ACROSS AMERICA REAL ESTATE CORP.Dated: November 13, 2007
    By:
    /s/ Ann L. SchmittAnn L. SchmittPresident, Chief Executive Officer,Dated: November 13, 2007
    By:
    /s/ James W Creamer IIIJames W Creamer IIITreasurer, Chief Financial Officer  34




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Exhibit No.
    
    Description21
    
    List of Subsidiaries31.1
    
    Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15(d)-14(a)31.2
    
    Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15(d)-14(a)32.1
    
    Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 200232.2
    
    Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
   35