UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
DC 20549





FORM
10-KSB





T ANNUAL REPORT UNDER SECTION 13 OR 15
(D) OF THE SECURITIES EXCHANGE


ACT
OF 1934:
  For the
fiscal year ended May 31, 2008


£TRANSITION REPORT UNDER SECTION 13 OR
15 (d) OF THE EXCHANGE


ACT
OF 1934





For the
transition period from _______________ through
_______________





GLOBAL
INK SUPPLY CO.


(Name of
small business in its charter)





Delaware
            
            
            
            26-2524571(State
      or other jurisdiction of incorporation)
            
            (IRS
      employer ID Number)





256 South
Robertson Boulevard


Beverly
Hills, CA 90211


310-910-8252


(Address
and Telephone Number including area code


of
registrant’s principal executive offices):





Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act:   Yes £   No
T





Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Act.   Yes £   No
T





Check
whether the issuer: (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 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 T   No
£





Check if
there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B is not contained in this form, 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. T





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes T   No
£





State
issuer’s revenues for its most recent fiscal year. $0.00





As ofSeptember 12, 2008, the aggregate market value of the
shares of common stock held by non-affiliates (computed by reference to the most
recent offering price of such shares)
was  $57,000.00





As ofSeptember 12, 2008, there were 7,850,000 shares of common
stock issued and outstanding.





Transitional
Small Business Disclosure Format (Check one): Yes £   No
T







1





TABLE OF CONTENTS





PagePART
      IItem
      1.
            Description of Business
            3Item
      1A.
            Risk
      Factors
            5Item
      2.
            Description of Property
            9Item
      3.
            Legal Proceedings
            9Item
      4.
            Submission of Matters to a Vote of Security
      Holders
            9PART
      IIItem
      5.
            Market for Common Stock and Related Stockholder
      Matters
            9Item
      6.
            Plan of Operation
            9Item
      7.
            Financial Statements
            14Item
      8.
            Changes
      in and Disagreements with Accountants on Accounting and Financial
      Disclosure
            14Item
      8A.
            Controls and Procedures
            11PART
      IIIItem
      9.
            Directors, Executive Officers, Promoters and Control
      Persons; Compliance with Section 16(a) of the Exchange
    Act
            11Item
      10.
            Executive Compensation
            12Item
      11.
            Security Ownership of Certain Beneficial Owners and
      Management and Related Stockholder Matters
            12Item
      12.
            Certain Relationships and Related
      Transactions
            13Item
      13.
            Exhibits
            13Item
      14.
            Principal
      Accountant Fees and ServicesSignatures
            13Certifications





2
 Table of Contents





PART
I





ITEM1. DESCRIPTION OF BUSINESS





Special
Cautionary Notice Regarding Forward-Looking Statements





This
Report contains statements that constitute forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, (the
“Securities Act) and the Securities Exchange Act of 1934, as amended, (the
“Exchange Act”). Various matters discussed in this document and in documents
incorporated by reference herein, including matters discussed under the caption
“Plan of Operation,” may constitute forward-looking statements for purposes of
the Securities Act and the Exchange Act. These statements are based on many
assumptions and estimates and are not guarantees of future performance and may
involve known and unknown risks, uncertainties and other factors which may cause
the actual results, performance or achievements of Global Ink Supply Co. (the
“Company” or “Global Ink”) to be materially different from future results,
performance or achievements expressed or implied by such forward-looking
statements. The words “expect,” “anticipate,” “intend,” “plan,” “believe,”
“seek,” “estimate,” and similar expressions are intended to identify such
forward-looking statements. The Company’s actual results may differ materially
from the results anticipated in these forward-looking statements due to a
variety of factors, including, without limitation:








Overview





References
in this Report to "Global Ink," "we," "our," "us," and the "Company" refer to
Global Ink Supply Co.





Global
Ink was incorporated in the State of Delaware on November 4,
2004.  Since inception, we have been engaged in organizational efforts
and obtaining initial financing. We were formed as a vehicle to pursue a
business combination and have made no efforts to identify a possible business
combination. As a result, we have not conducted negotiations or entered into a
letter of intent concerning any target business. Our business purpose is to seek
the acquisition of, or merger with, an existing company.





Business
of the Company.





We are,
based on proposed business activities, a “blank check” company. The U.S.
Securities and Exchange Commission (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.” Under the SEC Rule 12b-2 under the
Securities Act, we also qualify as a “shell company,” because we have no or
nominal assets (other than cash) and no or nominal operations. Many states have
enacted statutes, rules and regulations limiting the sale of securities of
"blank check" companies in their respective jurisdictions. 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. We intend to comply with the periodic reporting requirements of the
Exchange Act for so long as we are subject to those requirements.





We were
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. Our principal business objective for the next 12
months and beyond such time will be to achieve long-term growth potential
through a combination with a business rather than immediate, short-term
earnings. We will not restrict our potential candidate target companies to any
specific business, industry or geographical location and, thus, may acquire any
type of business.





3
 Table of Contents





The
analysis of new business opportunities will be undertaken by or under the
supervision of our officers and directors. We have unrestricted flexibility in
seeking, analyzing and participating in potential business opportunities. In our
efforts to analyze potential acquisition targets, we will consider the following
kinds of factors:





·
            Potential for growth, indicated
      by new technology, anticipated market expansion or new
      products;


·
            Competitive position as compared
      to other firms of similar size and experience within the industry segment
      as well as within the industry as a
  whole;


·
            Potential for growth, indicated
      by new technology, anticipated market expansion or new
      products;


·
            Competitive position as compared
      to other firms of similar size and experience within the industry segment
      as well as within the industry as a
  whole;


·
            Strength and diversity of
      management, either in place or scheduled for
      recruitment;


·
            Capital requirements and
      anticipated availability of required funds, to be provided by us or from
      operations, through the sale of additional securities, through joint
      ventures or similar arrangements or from other
    sources;


·
            The cost of participation by us
      as compared to the perceived tangible and intangible values and
      potentials;


·
            The extent to which the business
      opportunity can be advanced;


·
            The accessibility of required
      management expertise, personnel, raw materials, services, professional
      assistance and other required items;
and


·
            Other relevant
      factors





In
applying the foregoing criteria, no one of which will be controlling, management
will attempt to analyze all factors and circumstances and make a determination
based upon reasonable investigative measures and available data. Potentially
available business opportunities may occur in many different industries, and at
various stages of development, all of which will make the task of comparative
investigation and analysis of such business opportunities extremely difficult
and complex. Due to our limited capital available for investigation, we may not
discover or adequately evaluate adverse facts about the opportunity to be
acquired.





There are
certain perceived benefits to being a reporting company with a class of
publicly-traded securities. These are commonly thought to include the
following:





·
            The ability to use registered
      securities to make acquisitions of assets or
      businesses;


·
            Increased visibility in the
      financial community;


·
            The facilitation of borrowing
      from financial institutions;


·
            Improved trading
      efficiency;


·
            Shareholder
      liquidity;


·
            Greater ease in subsequently
      raising capital;


·
            Compensation of key employees
      through stock options for which there may be a market
      valuation;


·
            Enhanced corporate image;
      and


·
            A presence in the United States
      capital markets.





The
manner in which the Company participates in an opportunity will depend upon the
nature of the opportunity, the respective needs and desires of the Company and
the promoters of the opportunity, and the relative negotiating strength of the
Company and such promoters.





It is
likely that the Company will acquire its participation in a business opportunity
through the issuance of common stock or other securities of the Company.
Although the terms of any such transaction cannot be predicted, it should be
noted that in certain circumstances the criteria for determining whether or not
an acquisition is a so-called "tax free" reorganization under Section 368(a)(1)
of the Internal Revenue Code of 1986, as amended (the "Code"), depends upon
whether the owners of the acquired business own 80% or more of the voting stock
of the surviving entity. If a transaction were structured to take advantage of
these provisions rather than other "tax free" provisions provided under the
Code, all prior stockholders would in such circumstances retain 20% or less of
the total issued and outstanding shares of the surviving entity. Under other
circumstances, depending upon the relative negotiating strength of the parties,
prior stockholders may retain substantially less than 20% of the total issued
and outstanding shares of the surviving entity. This could result in substantial
additional dilution to the equity of those who were stockholders of the Company
prior to such reorganization.





The
present stockholders of the Company will likely not have control of a majority
of the voting shares of the Company following a reorganization transaction. As
part of such a transaction, all or a majority of the Company's directors may
resign and new directors may be appointed without any vote by
stockholders.





In the
case of an acquisition, the transaction may be accomplished upon the sole
determination of management without any vote or approval by stockholders. In the
case of a statutory merger or consolidation directly involving the Company, it
will likely be necessary to call a stockholders' meeting and obtain the approval
of the holders of a majority of the outstanding shares. The necessity to obtain
such stockholder approval may result in delay and additional expense in the
consummation of any proposed transaction and will also give rise to certain
appraisal rights to dissenting stockholders. Most likely, management will seek
to structure any such transaction so as not to require stockholder
approval.





4
 Table of Contents





It is
anticipated that the investigation of specific business opportunities and the
negotiation, drafting and execution of relevant agreements, disclosure documents
and other instruments will require substantial management time and attention and
substantial cost for accountants, attorneys and others. If a decision is made
not to participate in a specific business opportunity, the costs theretofore
incurred in the related investigation would not be recoverable. Furthermore,
even if an agreement is reached for the participation in a specific business
opportunity, the failure to consummate that transaction may result in the loss
to the Company of the related costs incurred.





We
presently have no employees apart from our management. All of our officers and
directors are engaged in outside business activities and anticipate that they
will devote to our business very limited time until the acquisition of a
successful business opportunity has been identified. We expect no significant
changes in the number of our employees other than such changes, if any, incident
to a business combination.








ITEM 1A- RISK FACTORS





WITH
NO OPERATING HISTORY AND MINIMAL ASSETS GLOBAL INK’S BUSINESS IS DIFFICULT TO
EVALUATE.





We have
no operating history, revenue or assets, and there is a risk that we will be
unable to continue as a going concern and consummate a business combination. We
have had no recent operating history nor any revenues or earnings from
operations since inception. 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 business
combination. This may result in our incurring a net operating loss that will
increase continuously until we can consummate a business combination with a
profitable business opportunity. We cannot assure that we can identify a
suitable business opportunity and consummate a business
combination.





AN
INVESTMENT IN GLOBAL INK IS HIGHLY SPECULATIVE IN NATURE AND INVOLVES AN
EXTREMELY HIGH DEGREE OF RISK.





Our
proposed business operations will depend to a great extent on the operations,
financial condition and management of the identified target company in a
business combination. While management prefers a business combination with
entities having established operating histories, there can be no assurance that
we will be successful in locating candidates meeting such criteria. In the event
we complete a business combination, of which there can be no assurance, the
success of our operations will be dependent upon management of the target
company and numerous other factors beyond our control.





As a
result of our not yet identifying any assets, property or business that we may
acquire, potential investors in us have virtually no substantive information
upon which to base a decision of whether to invest in us, making an investment
in us with our present and proposed business operations is highly speculative in
nature and involves an extremely high degree of risk. In addition, our present
and proposed business operations are subject to the same risks inherent in any
new and unproven venture, and will include without limitation those types of
risk factors outlined below.








GLOBAL
INK DOES NOT HAVE ANY EXISTING AGREEMENT FOR A BUSINESS COMBINATION OR OTHER
TRANSACTION.





We have
no arrangement, agreement or understanding with respect to engaging in a merger
with, joint venture with or acquisition of, a private or public entity. No
assurances can be given 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, and there is consequently a
risk that funds allocated to the purchase of our shares will not be invested in
a company with active business operations.





5
 Table of Contents





GLOBAL
INK’S 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 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 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.





GLOBAL
INK WILL EXPERIENCE SIGNIFICANT COMPETITION FOR THOSE PRIVATE COMPANIES SUITABLE
FOR A MERGER TRANSACTION OF THE TYPE CONTEMPLATED BY MANAGEMENT.





We are 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, venture capital and private equity 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.





GLOBAL
INK HAS CONDUCTED NO MARKET RESEARCH OR IDENTIFICATION OF BUSINESS
OPPORTUNITIES, WHICH MAY AFFECT OUR ABILITY TO IDENTIFY A BUSINESS TO MERGE WITH
OR ACQUIRE.





We have
neither conducted nor have others made available to us results of market
research concerning prospective business opportunities. Therefore, we have no
assurances that market demand exists for a merger or acquisition as contemplated
by us. Our management has not identified any specific business combination or
other transactions for formal evaluation by us, such that it may be expected
that any such target business or transaction will present such a level of risk
that conventional private or public offerings of securities or conventional bank
financing will not be available. There is no assurance that we will be able to
acquire a business opportunity on terms favorable to us. Decisions as to which
business opportunity to participate in will be unilaterally made by our
management, which may act without the consent, vote or approval of our
stockholders.





GLOBAL
INK’S MANAGEMENT INTENDS TO DEVOTE ONLY A LIMITED AMOUNT OF TIME SEEKING A
TARGET COMPANY WHICH MAY ADVERSELY IMPACT THE COMPANY’S ABILITY TO IDENTIFY A
SUITABLE ACQUISITION CANDIDATE.





While
seeking a business combination, management anticipates devoting very limited
time to our affairs. Our sole officer has not entered into a written employment
agreement with us and is 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.





GLOBAL
INK IS CONTROLED BY ITS PRINCIPAL STOCK HOLDER.





Our principal stockholder, Emmanuel
Strategic Partners, Inc., currently owns 5,000,000 shares of Global Ink’s common
stock, $0.0001 par value. As a result, Emmanuel Strategic
Partners, Inc. controls our operations and will have the ability to control all
of the matters submitted to stockholders for approval,
including:





·
            amendment of our certificate of
      incorporation and by-laws;


·
            election of our board of
      directors;


·
            removal of any directors;
      and


·
            adoption of measures that could
      delay or prevent a change of control or impede a merger, business
      combination or similar
transaction.





6
 Table of Contents





Our
principal stockholder’s 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 common stock.





GLOBAL
INK MAY HAVE A CONFLICT OF INTEREST WITH ITS SOLE OFFICER AND
DIRECTOR.





Conflicts
of interest create the risk that management may have an incentive to act
adversely to our interests. A conflict of interest may arise between our
management's personal pecuniary interest and its fiduciary duty to our
stockholders. In addition, our officer and director may be involved with other
blank check companies and conflicts may arise in the pursuit of business
combinations with such other blank check companies with which he may in the
future be affiliated. If we and the other blank check companies that our officer
and director is affiliated with desire to take advantage of the same
opportunity, then such officer and director 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.





THE
TIME AND COST OF PREPARING A PRIVATE COMPANY TO BECOME A PUBLIC REPORTING
COMPANY MAY PRECLUDE GLOBAL INK FROM ENTERING INTO A MERGER OR ACQUSITION WITH
THE MOST ATTRATIVE 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.





GLOBAL
INK’S PROPOSED OPERATIONS WILL PROBABLY RESULT IN THE LACK OF
DIVERSIFICATION.





Our
proposed operations, even if successful, will in all likelihood result in our
engaging in a business combination with only one target company. Consequently,
our activities will be limited to those engaged in by the business entity which
we will merge with or acquire. Our inability to diversify our activities into a
number of areas may subject us to economic fluctuations within a particular
business or industry and therefore increase the risks associated with our
operations.





ANY
BUSINESS COMBINATION WILL PROBABLY RESULT IN A CHANGE IN CONTROL AND CHANGE IN
MANAGEMENT.





A
business combination involving the issuance of our common stock will, in all
likelihood, result in shareholders of a target company obtaining a controlling
interest in us. Any such business combination may require our stockholder to
sell or transfer all or a portion of his common stock. The resulting change in
control will likely result in removal of our present officer and director and a
corresponding reduction in or elimination of his participation in our future
affairs.





GLOBAL
INK MAY BE SUBJECT TO FURTHER GOVERNMENT REGULATION WHICH WOULD ADVERSELY AFFECT
ITS OPERATIONS.





Although
we will be subject to the reporting requirements under the Exchange Act,
management believes we will not be subject to regulation under the Investment
Company Act of 1940, as amended ( the “Investment Company Act”), since we will
not be 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. In addition, we
currently produces no products or services, therefore, it is not presently
subject to any governmental regulation in this regard. However, in the event
that we engage in a merger or acquisition transaction with an entity that
engages in such activities, it will become subject to all governmental approval
requirements to which the merged or acquired entity is subject.





7
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ANY
POTENTIAL ACQUISITION OR MERGER WITH A FOREIGN COMPANY MAY SUBJECT GLOBAL INK TO
ADDITIONAL RISKS.





If we
enter into a business combination with a foreign concern, 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.





GLOBAL
INK HAS NEVER PAID DIVIDENDS ON ITS COMMON STOCK AND DOES NOT INTEND TO PAY ANY
DIVIDENDS IN THE NEAR FUTURE.





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.





GLOBAL
INK MAY BE SUBJECT TO CERTAIN TAX CONSEQUENCES IN ITS BUSINESS, WHICH MAY
INCREASE ITS 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.





GLOBAL
INK’S BUSINESS WILL HAVE NO REVENUES UNLESS AND UNTILL IT MERGES WITH OR
ACQUIRES AN OPERATING BUSINESS.





We are an
inactive company and have had no revenues from operations since inception. We
may not realize any revenues unless and until we successfully merge with or
acquire an operating business. We can provide no assurance that any acquired
venture will produce any material revenues for us or our stockholders or that
such a venture will operate on a profitable basis.





BECAUSE
GLOBAL INK MAY SEEK TO COMPLETE A BUSINESS COMBINATION THROUGH A “REVERSE
MERGER”, FOLLOWING SUCH A TRANSACTION IT MAY NOT BE ABLE TO ATTRACT THE
ATTENTION OF MAJOR BROKERAGE FIRMS.





Additional
risks may exist since we will 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.





GLOBAL
INK CANNOT ASSURE THAT FOLLOWING A BUSINESS COMBINATION WITH AN OPERATING
BUSINESS, ITS 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 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 our common stock. In addition, we would be subject to an SEC rule that,
if we 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.





8
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ITEM 2 - DESCRIPTION OF PROPERTY





We
neither rent nor own any properties. We utilize the office space and equipment
of our officer and director at no cost. Management estimates such amounts to be
immaterial. We currently have 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





The
Company is not aware of any material, existing or pending legal proceedings
against Global Ink Supply Co., nor is it involved as a plaintiff in any material
proceeding or pending litigation. There are no proceedings in which any of its
directors, officers or affiliates, or any registered or beneficial shareholder,
is an adverse party or has a material interest adverse to our
interest.





Presently,
there are not any material pending legal proceedings to which we are a party or
as to which any of our property is subject, and no such proceedings are known to
us to be threatened or contemplated against us.





ITEM 4- SUBMISSION OF MATTERS TO A VOTE OF SECURITIES
HOLDERS





No
matters were submitted to a vote of security holders during the fiscal year
ending May 31, 2008.





ITEM 5 - MARKET FOR COMMON STOCK AND RELATED STOCKHOLDER
MATTERS





(a) Market Information. Currently
the Company’s common shares are listed on the Over-the-Counter Bulletin Board
(OTCBB) under the ticker symbol “GINK.”  However, as of the date of
this annual report there have been no trading activities in the Company’s common
stock.  There is no current bid for the Company’s common
stock.  There can be no assurance that a market will ever develop in
the Company’s common stock in the future.  If a market does not
develop then investors would be unable to sell any of the Company’s common stock
likely resulting in a complete loss of any funds therein invested.





(b)Holders. As ofSeptember 12, 2008, there were 34 record holders of
7,850,000 shares of our Common Stock.





(c) Dividends. We have not paid
any cash dividends to date and does not anticipate or contemplate paying
dividends in the foreseeable future. It is the present intention of management
to utilize all available funds for the development of our business.





(d)
Securities Authorized for Issuance Under Equity Compensation
Plans.  We currently do not have any stock option or equity
compensation plans or arrangements.


Purchases
of Equity Securities by the Issuer and Affiliated Purchasers





We did
not purchase any of our shares of common stock or other securities during our
fiscal year ended May 31, 2008.








ITEM 6 - PLAN OF OPERATION





(a) Plan of
Operation.





We are
currently 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. Our principal business objective for the
next 12 months and beyond such time will be to achieve long-term growth
potential through a combination with a business rather than immediate,
short-term earnings. We will not restrict our potential candidate target
companies to any specific business, industry or geographical location and, thus,
may acquire any type of business. We may also have to raise funds from a private
placement of our securities pursuant to Regulation D under the Securities
Act.





9
 Table of Contents





(b) Management’s Discussion and Analysis
of Financial Condition and Results of Operation.





We have
not had any operating income since our inception on November 4,
2004.  We do not currently engage in any business activities that
provide cash flow. For the period from November 4, 2004 (inception) through May
31, 2008, we recognized net losses of $50,132, resulting from expenses mainly
associated with legal and accounting expenses. The costs of investigating and
analyzing business combinations for the next 12 months and beyond such time will
be paid with money in our treasury or with additional amounts, as necessary, to
be loaned to or invested in us by our stockholder, management or other
investors.





During
the next 12 months we anticipate incurring costs related to:





(i)  filing
of Exchange Act reports, and





(ii)  costs
relating to consummating an acquisition.





We
believe we will be able to meet these costs through use of funds in our treasury
and additional amounts, as necessary, to be loaned by or invested in us by our
stockholder, management or other investors.





We may
consider a business which has recently commenced operations, is a developing
company in need of additional funds for expansion into new products or markets,
is seeking to develop a new product or service, or is an established business
which may be experiencing financial or operating difficulties and is in need of
additional capital. In the alternative, a business combination may involve the
acquisition of, or merger with, a company which does not need substantial
additional capital, but which desires to establish a public trading market for
its shares, while avoiding, among other things, the time delays, significant
expense, and loss of voting control which may occur in a public
offering.





Our sole
officer/director has not had any preliminary contact or discussions with any
representative of any other entity regarding a business combination with us. Any
target business that is selected may be a financially unstable company or an
entity in its early stages of development or growth, including entities without
established records of sales or earnings. In that event, we will be subject to
numerous risks inherent in the business and operations of financially unstable
and early stage or potential emerging growth companies. In addition, we may
effect a business combination with an entity in an industry characterized by a
high level of risk, and, although our management will endeavor to evaluate the
risks inherent in a particular target business, there can be no assurance that
we will properly ascertain or assess all significant risks.





Our
management anticipates that it will likely be able to effect only one business
combination, due primarily to our limited financing, and the dilution of
interest for present and prospective stockholders, which is likely to occur as a
result of our management’s plan to offer a controlling interest to a target
business in order to achieve a tax-free reorganization. This lack of
diversification should be considered a substantial risk in investing in us,
because it will not permit us to offset potential losses from one venture
against gains from another.





We
anticipate that the selection of a business combination will be complex and
extremely risky. Because of general economic conditions, rapid technological
advances being made in some industries and shortages of available capital, our
management believes that there are numerous firms seeking even the limited
additional capital which we will have and/or the perceived benefits of becoming
a publicly traded corporation. Such perceived benefits of becoming a publicly
traded corporation include, among other things, facilitating or improving the
terms on which additional equity financing may be obtained, providing liquidity
for the principals of and investors in a business, creating a means for
providing incentive stock options or similar benefits to key employees, and
offering greater flexibility in structuring acquisitions, joint ventures and the
like through the issuance of stock. Potentially available business combinations
may occur in many different industries and at various stages of development, all
of which will make the task of comparative investigation and analysis of such
business opportunities extremely difficult and complex.





10
 Table of Contents





ITEM
7 FINANCIAL STATEMENTS





The
required Financial Statements and the notes thereto are contained in a separate
section of this report beginning with the page following the signature
page.








ITEM 8A(T). CONTROLS AND PROCEDURES.


As
required by Rule 13a-15 under the Securities Exchange Act of 1934, as of the end
of the period covered by this annual report, being May 31, 2007, we have carried
out an evaluation of the effectiveness of the design and operation of our
company’s disclosure controls and procedures. This evaluation was carried out
under the supervision and with the participation of our company’s management,
including our company’s President and Chief Executive Officer. Based upon that
evaluation, our company’s President and Chief Executive Officer concluded that
our company’s disclosure controls and procedures are effective as at the end of
the period covered by this report. There have been no changes in our internal
controls over financial reporting that occurred during the period covered by
this report that have materially affected, or are reasonably likely to
materially affect our internal controls over financial reporting.





Disclosure
controls and procedures and other procedures that are designed to ensure that
information required to be disclosed in our reports filed or submitted under the
Securities Exchange Act of 1934 is recorded, processed, summarized and reported,
within the time period specified in the Securities and Exchange Commission’s
rules and forms. Disclosure controls and procedures include, without limitation,
controls and procedures designed to ensure that information required to be
disclosed in our reports filed under the Securities Exchange Act of 1934 is
accumulated and communicated to management including our President, Chief
Executive Officer, Secretary and Treasurer as appropriate, to allow timely
decisions regarding required disclosure.





Management’s
report on internal control over financial reporting





Management
is responsible for establishing and maintaining adequate internal control over
financial reporting, as defined in Rule 13a-15(f) of the 1934 Act. Management
has assessed the effectiveness of our internal control over financial reporting
as at May 31, 2008, based on criteria established in Internal Control—Integrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission. Our internal control over financial reporting includes maintaining
records that in reasonable detail accurately and fairly reflect our transactions
and dispositions of our assets; providing reasonable assurance that transactions
are recorded as necessary for preparation of our financial statements in
accordance with generally accepted accounting principles; providing reasonable
assurance that receipts and expenditures are made in accordance with
authorizations of management and our directors; and providing reasonable
assurance that unauthorized acquisition, use or disposition of our assets that
could have a material effect on our financial statements would be prevented or
detected on a timely basis. As a result of this assessment, management concluded
that, as at May 31, 2008, our internal control over financial reporting was
effective in providing reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles. However,
because of its inherent limitations, internal control over financial reporting
may not provide absolute assurance that a misstatement of our financial
statements would be prevented or detected.





ITEM
8B.   OTHER INFORMATION





None.








ITEM 9- DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT





(a) Identification of Directors and
Executive Officers.





Our sole
officer and director and additional information concerning him is as follows.
These are the only persons whose activities are expected to be material to the
Company prior to the completion of any merger or acquisition
transaction.





Name
            
            Age
            
            PositionAndrew
      W. Baum
            
            39
            
            Chairman,
      President, Chief Executive Officer, and Chief Financial
      Officer





11
 Table of Contents





Andrew W. Baum has been our
President, Chief Executive Officer, and Chief Financial Officer since October
18, 2007.  Simultaneously therewith and since 2005, Mr. Baum has
served as the principal of Avondale Capital Partners II, Inc., as a consultant
to public companies.





(b) Significant Employees.
None.





(c) Family Relationships.
None.





(d) Involvement in Certain Legal
Proceedings. There have been no events under any bankruptcy act, no
criminal proceedings , 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.





(e) The Board of Directors acts as the
Audit Committee and the Board has no separate committees. We have no
qualified financial expert at this time because we have not been able to
hire a qualified candidate. Further, we believe that we have inadequate
financial resources at this time to hire such an expert. We intend to continue
to search for a qualified individual for hire.





EMPLOYMENT
AGREEMENTS





The
Company's sole officer, director, and advisor is currently not
party to employment agreements with the Company. The Company has no pension,
health, annuity, bonus, insurance, stock options, profit sharing or similar
benefit plans; however, the Company may adopt such plans in the future. There
are presently no personal benefits available for directors, officers or
employees of the Company.





ITEM 10- EXECUTIVE COMPENSATION





Our sole
officer and director has not received any cash remuneration since inception. Our
officers will not receive any remuneration upon completion of the offering until
the consummation of an acquisition. No remuneration of any nature has been paid
for or on account of services rendered by a director in such capacity. Our only
officer and director intends to devote a limited time to our
affairs.





It is
possible that, after we successfully consummate a business combination with an
unaffiliated entity, that entity may desire to employ or retain one or a number
of members of our management for the purposes of providing services to the
surviving entity. However, we have adopted a policy whereby the offer of any
post-transaction employment to members of management will not be a consideration
in our decision whether to undertake any proposed transaction.





No
retirement, pension, profit sharing, stock option or insurance programs or other
similar programs have been adopted by us for the benefit of its
employees.





There are
no understandings or agreements regarding compensation our management will
receive after a business combination that is required to be included in this
table, or otherwise.





ITEM 11- SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT RELATED STOCKHOLDER MATTERS





(a) Security ownership of certain
beneficial owners.





The following table sets forth, as
ofSeptember
12, 2008, the number of
shares of common stock owned of record and beneficially by executive officers,
directors and persons who hold 5% or more of the outstanding shares of our
common stock.





Name and Address
            
            Amount and Nature of Beneficial
      Ownership
            
            
            Percentage of ClassAndrew
      W. Baum
            
            
            0
            
            
            
            0
            %0
            %


__________








(b) Changes in
Control.





There are
no present arrangements or pledges of our securities which may result in a
change in control of us.





12
 Table of Contents





ITEM 12- CERTAIN RELATIONSHIPS AND RELATED
TRANSACTIONS





Except as
otherwise disclosed herein, there have been no related party transactions, or
any other transactions or relationships, including matters related to director
independence, required to be disclosed pursuant to Items 404 or 407(a) of
Regulation S-B.





ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K





(a)
Exhibits:





EXHIBITS





3.1
            
            Certificate
      of Incorporation (1)3.2
            
            Amendment
      to Certificate of Incorporation (1)3.3
            
            By-laws
      (1)31.1
            
            Chief
      Executive and Financial Certification of Periodic Financial Report
      Pursuant to Section 302 of the Sarbanes-Oxley Act of
  2002*32.1
            
            Chief
      Executive and Financial officer Certification Pursuant to 18 U.S.C.
      Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act
      of 2002#





1
            
            Filed
      with the Company’s Form SB-2 on September 20, 2008*
            
            Filed
      herewith#
            
            Furnished
      herewith





Reports
on Form 8-K:





None.





SIGNATURES





Pursuant to the requirements of the
Section 13 or 15(d) of the Exchange Act, Global Ink has duly caused this report
to be signed on its behalf by the undersigned persons, and in the capacities so
indicated onSeptember 12,
2008.








Global
      Ink Supply Co.By:
            /s/ Andrew W. BaumAndrew
      W. BaumPresident,
      Chief Executive Officer, Chief Financial Officer





13
 Table of Contents




Item 7.Financial Statements











FINANCIAL
STATEMENTS





MAY
31, 2008 AND 2007





INDEX
TO FINANCIAL STATEMENTS











REPORT
      OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
            F-1BALANCE
      SHEETS
            F-2STATEMENTS
      OF OPERATIONS
            F-3STATEMENT
      OF STOCKHOLDERS’ DEFICIT
            F-4STATEMENTS
      OF CASH FLOWS
            F-5NOTES
      TO FINANCIAL STATEMENTS
            F-6





14
 Table of Contents





REPORT OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM





To the
Board of Directors


Global
Ink Supply Co.


Beverly
Hills, California





We have
audited the accompanying balance sheets of Global Ink Supply Co. (the “Company”)
as of May 31, 2008 and 2007 and the related statements of operations,
stockholders’ equity (deficit) and cash flows for the fiscal years then ended.
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 audit 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 includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial
statements.  An audit also includes 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 Global Ink Supply Co., as of May
31, 2008 and 2007 and the results of its operations and its cash flows for the
fiscal years then ended in conformity with accounting principles generally
accepted in the United States of America.





The
accompanying financial statements have been prepared assuming that Global Ink
Supply Co. will continue as a going concern.  As discussed in Note 3
to the financial statements, Global Ink Supply Co. is currently inactive, and is
now seeking merger opportunities.  Since December 10, 2007 the Company
has ceased operations, and all previous business activities have been
discontinued.  These factors raise substantial doubt about the
Company’s ability to continue as a going concern. Management's plans in regards
to these matters are also described in Note 3.  The financial
statements do not include any adjustments that might result from the outcome of
this uncertainty.








/s/ Li & Company,
      PCLi
      & Company, PC








Skillman,
New Jersey


September
12, 2008





F-1
 Table of Contents





GLOBAL
INK SUPPLY CO.





Balance
Sheets





May 31,
            
            
            May 31,2008
            
            
            2007(Unaudited)ASSETSCurrent
      Assets:Assets
      of discontinued operations
            
            $
            -
            
            
            $
            15,262Total
      current assets
            
            
            -
            
            
            
            15,262TOTAL
      ASSETS
            
            $
            -
            
            
            $
            15,262LIABILITIES
      AND STOCKHOLDERS' EQUITY (DEFICIT)Current
      liabilitiesAccounts
      payable and accrued expenses
            
            $
            14,332
            
            
            $
            -Liabilities
      of discontinued operations
            
            
            
            
            
            
            6,072Total
      current liabilities
            
            
            18,362
            
            
            
            6,072Stockholders'
      Equity (Deficit):Common
      stock: $0.0001 par value; 25,000,000 shares authorized; 7,850,000 shares
      issued and outstanding
            
            
            785
            
            
            
            785Additional
      paid-in capital
            
            
            35,015
            
            
            
            35,015Accumulated
      deficit
            
            
            (50,132
            )
            
            
            (26,610
            )Total
      stockholder’s equity (deficit)
            
            
            (14,332
            )
            
            
            9,190TOTAL
      LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
            
            $
            -
            
            
            $
            15,262











See
accompanying notes to the financial statements.





F-2
 Table of Contents





GLOBAL
INK SUPPLY CO.





Statements
of Operations





For
      The
            
            
            For
      TheFiscal
      Year
            
            
            Fiscal
      YearEnded
            
            
            EndedMay 31,
            
            
            May 31,2008
            
            
            2007Professional
      fees
            
            $
            13,000
            
            
            $
            -Loss
      from continuing operations before income taxes
            
            
            (13,000
            )
            
            
            -Income
      taxes
            
            
            -
            
            
            
            -Loss
      from continuing operations
            
            
            (13,000
            )
            
            
            -Loss
      from discontinued operations, net of tax
            
            
            (10,522
            )
            
            
            (22,517
            )Net
      loss
            
            $
            (23,522
            )
            
            $
            (22,517
            )Net
      loss per common share - basic and dilutedContinuing
            
            $
            (0.00
            )
            
            $
            0.00Discontinued
            
            
            (0.00
            )
            
            
            (0.00
            )$
            (0.00
            )
            
            $
            (0.00
            )Weighted
      average number of common shares outstanding – basic and
      diluted
            
            
            7,850,000
            
            
            
            7,504,795











See
accompanying notes to the financial statements.





F-3
 Table of Contents





GLOBAL
INK SUPPLY CO.





Statement
of Stockholders’ Equity (Deficit)


For the
Fiscal Years Ended May 31, 2008 and 2007





Common Shares
            
            
            Amount
            
            
            Additional Paid-in Capital
            
            
            Accumulated Deficit
            
            
            Total Stockholders’ Equity
      (Deficit)Balance,
      June 1, 2006
            
            
            7,100,000
            
            
            $
            710
            
            
            $
            20,090
            
            
            $
            (4,093
            )
            
            $
            16,707Common
      stock issued for cash at $0.02 per share November 15, 2006
            
            
            750,000
            
            
            
            75
            
            
            
            14,925
            
            
            
            
            
            
            
            15,000Net
      loss
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (22,517
            )
            
            
            (22,517
            )Balance,
      May 31, 2007
            
            
            7,850,000
            
            
            
            785
            
            
            
            35,015
            
            
            
            (26,610
            )
            
            
            9,190Net
      loss
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (23,522
            )
            
            
            (23,522
            )Balance,
      May 31, 2008
            
            
            7,850,000
            
            
            $
            785
            
            
            $
            35,015
            
            
            $
            (50,132
            )
            
            $
            (14,332
            )











See
accompanying notes to the financial statements.





F-4
 Table of Contents





GLOBAL
INK SUPPLY CO.





Statements
of Cash Flows





For
      The
            
            
            For
      TheFiscal
      Year
            
            
            Fiscal
      YearEnded
            
            
            EndedMay 31,
            
            
            May 31,2008
            
            
            2007CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      loss
            
            $
            (23,522
            )
            
            $
            (22,517
            )Adjustments
      to reconcile net loss to net cash used in operating
    activitiesBad
      debt expense
            
            
            5,486
            
            
            
            -Increase
      in accounts receivable
            
            
            -
            
            
            
            (5,486
            )Increase
      in accounts payable and accrued expenses
            
            
            8,260
            
            
            
            4,971Net
      Cash Used In Operating Activities
            
            
            (9,776
            )
            
            
            (23,032
            )CASH
      FLOWS FROM INVESTING ACTIVITIESCash
      included in discontinued assets
            
            
            -
            
            
            
            (9,776
            )CASH
      FLOWS FROM FINANCING ACTIVITIESSale
      of common stock
            
            
            -
            
            
            
            15,000NET
      DECREASE IN CASH
            
            
            (9,776
            )
            
            
            (17,808
            )CASH
      AT BEGINNING OF YEAR
            
            
            9,776
            
            
            
            17,808CASH
      AT END OF YEAR
            
            $
            -
            
            
            $
            -











See
accompanying notes to financial statements





F-5
 Table of Contents





GLOBAL
INK SUPPLY CO.





Notes to
the Financial Statements


May 31,
2008 and 2007





NOTE 1 -
ORGANIZATION





Global
Ink Supply Co. (“GISC” or the “Company”) was incorporated on November 4, 2004 in
the State of Delaware. The Company planned to sell generic printer cartridges
and other consumables directly to the commercial marketplace and individual
consumers. The Company planned to develop and market an e-commerce enabled
website which will attract prospective clientele and distribution
partners.





On
October 18, 2007, Emmanuel Strategic Partners, Inc. acquired 5,000,000 shares of
the Registrant's common stock from David Wolstenholme, a majority stockholder,
Chief Executive and Financial Officer and Chairman of the Board of Directors of
the Company. The purchase resulted in a change of control with respect to the
Registrant's stock ownership and the resignation of Mr. Wolstenholme from all
his positions as an officer and a director.





Global
Ink Supply Co. is currently an inactive company seeking merger and business
operations opportunities.  Since December 10, 2007 the Company has
ceased operations, and all previous business activities have been
discontinued.  The Company has no subsidiaries.





NOTE 2 -
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





a.  Year-end





The
Company has elected a fiscal year ending on May 31.





b.  Cash
Equivalents





The
Company considers all highly liquid investments with a maturity of three months
or less when purchased to be cash equivalents.





c.  Estimates





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 and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting
period.  Actual results could differ from those
estimates.





d.  Net
Loss Per Common Share





Basic and
diluted net loss per common share has been calculated by dividing the net loss
for the year by the basic and diluted weighted average number of shares
outstanding. There were no potentially dilutive shares outstanding as of May 31,
2008 or 2007.





Table of Contents





e.  Recently
issued accounting pronouncements





In June
2003, the United States Securities and Exchange Commission (“SEC”) adopted final
rules under Section 404 of the Sarbanes-Oxley Act of 2002 (“Section 404”) , as
amended by SEC Release No. 33-8934 on June 26, 2008. Commencing with the
Company’s Annual Report for the year ending May 31, 2010, the Company is
required to include a report of management on the Company’s internal control
over financial reporting. The internal control report must include a statement
of management’s responsibility for establishing and maintaining adequate
internal control over financial reporting for the Company; of management’s
assessment of the effectiveness of the Company’s internal control over financial
reporting as of year end and of the framework used by management to evaluate the
effectiveness of the Company’s internal control over financial reporting, which
report is also required to be filed as part of the Annual Report on Form 10-K.
Furthermore, in the following fiscal year, it is required to file the registered
independent accounting firm’s attestation report separately on the Company’s
internal control over financial reporting on whether it believes that the
Company has maintained, in all material respects, effective internal control
over financial reporting.





In
September 2006, the FASB issued Statement of Financial Accounting Standards No.
157, Fair Value
Measurement. This Statement defines fair value as used in numerous
accounting pronouncements, establishes a framework for measuring fair value in
generally accepted accounting principles and expands disclosure related to the
use of fair value measures in financial statements. The Statement is to be
effective for the Company's financial statements issued in 2008; however,
earlier application is encouraged. The Company is currently evaluating the
timing of adoption and the impact that adoption might have on its financial
position or results of operations.





In
February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial
Assets and Financial Liabilities (“SFAS No. 159”). SFAS No. 159 permits
entities to choose to measure, on an item-by-item basis, specified financial
instruments and certain other items at fair value. Unrealized gains and losses
on items for which the fair value option has been elected are required to be
reported in earnings at each reporting date. SFAS No. 159 is effective for
fiscal years beginning after November 15, 2007, the provisions of which are
required to be applied prospectively.





In June
2007, the Emerging Issues Task Force of the FASB issued EITF Issue No. 07-3,
Accounting forNonrefundable Advance Payments for
Goods or Services to be Used in Future Research and DevelopmentActivities (“EITF Issue No.
07-3”), which is effective for fiscal years beginning after December 15,
2007. EITF Issue No. 07-3 requires that nonrefundable advance payments for
future research and development activities be deferred and
capitalized. Such amounts will be recognized as an expense as the goods are
delivered or the related services are performed. The Company does not
expect the adoption of EITF Issue No. 07-3 to have a material impact on the
financial results of the Company.





In
December 2007, the FASB issued FASB Statement No. 141 (Revised 2007),Business Combinations (“SFAS
No. 141(R)”), which requires the Company to record fair value estimates of
contingent consideration and certain other potential liabilities during the
original purchase price allocation, expense acquisition costs as incurred and
does not permit certain restructuring activities previously allowed under
Emerging Issues Task Force Issue No. 95-3 to be recorded as a component of
purchase accounting. SFAS No. 141(R) applies prospectively to business
combinations for which the acquisition date is on or after the beginning of the
first annual reporting period beginning on or after December 15, 2008, except
for the presentation and disclosure requirements, which shall be applied
retrospectively for all periods presented. The Company will adopt this standard
at the beginning of the Company’s fiscal year ending June 30, 2009 for all
prospective business acquisitions. The Company has not determined the effect
that the adoption of SFAS No. 141(R) will have on its financial
statements.





Table of Contents





In
December 2007, the FASB issued FASB Statement No. 160,Noncontrolling Interests in
Consolidated Financial Statements-an amendment ofARBNo. 51 (“SFAS No. 160”),
which causes non-controlling interests in subsidiaries to be included in the
equity section of the balance sheet. SFAS No. 160 applies prospectively to
business combinations for which the acquisition date is on or after the
beginning of the first annual reporting period beginning on or after December
15, 2008, except for the presentation and disclosure requirements, which shall
be applied retrospectively for all periods presented. The Company will adopt
this standard at the beginning of the Company’s fiscal year ending June 30, 2009
for all prospective business acquisitions. The Company has not determined the
effect that the adoption of SFAS No. 160 will have on its consolidated financial
statements.




In March
2008, the FASB issued FASB Statement No. 161 “Disclosures about Derivative
Instruments and Hedging Activities an amendment of FASB Statement No. 133”
(“SFAS No. 161”), which changes the disclosure requirements for derivative
instruments and hedging activities. Pursuant to SFAS No.161, Entities are
required to provide enhanced disclosures about (a) how and why an entity uses
derivative instruments, (b) how derivative instruments and related hedged items
are accounted for under Statement 133 and its related interpretations, and (c)
how derivative instruments and related hedged items affect an entity’s financial
position, financial performance, and cash flows. SFAS No. 161 is effective for
financial statements issued for fiscal years and interim periods beginning after
November 15, 2008 with early application encouraged. SFAS No. 161 encourages but
does not require disclosures for earlier periods presented for comparative
purposes at initial adoption. In years after initial adoption, this Statement
requires comparative disclosures only for periods subsequent to initial
adoption. The Company does not expect the adoption of SFAS No. 161 to have a
material impact on the financial results of the Company.




Management
does not believe that any other recently issued, but not yet effective
accounting pronouncements, if adopted, would have a material effect on the
accompanying financial statements.





NOTE 3 -
GOING CONCERN





The
accompanying financial statements have been prepared on a going concern basis
which contemplates the realization of assets and satisfaction of liabilities in
the normal course of business. At May 31, 2008, the Company is currently
inactive, and is now seeking merger opportunities.  Since December 10,
2007 the Company has ceased operations, and all previous business activities
have been discontinued.   These factors, among others, indicate
that the Company's continuation as a going concern is dependent upon its ability
to find a merger candidate. The financial statements do not include any
adjustments related to the amounts and classification of liabilities that might
be necessary should the Company be unable to continue in existence.





Table of Contents





NOTE 4 –
INCOME TAXES





The
Company accounts for income taxes under FASB Statement No. 109, Accounting for Income Taxes.
Deferred income tax assets and liabilities are determined based upon differences
between the financial reporting and tax bases of assets and liabilities and are
measured using the enacted tax rates and laws that will be in effect when the
differences are expected to reverse.





As of May
31, 2008 the Company had net operating loss carry forwards of approximately
$50,000 that may be available to reduce future years’ taxable income and will
expire commencing in 2025 through 2028.  Availability of loss usage is
subject to change of ownership limitations under Internal Revenue Code
382.  Future tax benefits which may arise as a result of these losses
have not been recognized in these financial statements, as their realization is
determined not likely to occur and accordingly, the Company has recorded a
valuation allowance for the deferred tax asset relating to these tax loss
carry-forwards.





Components
of deferred tax assets as of May 31, 2008 and 2007 are as follows:





May 312008
            
            
            2007Net
      deferred tax assets – Non-current:Expected
      income tax benefit from NOL carry-forwards
            
            $
            7,520
            
            
            $
            3,992Less
      valuation allowance
            
            
            (7,520
            )
            
            
            (3,992
            )Deferred
      tax assets, net of valuation allowance
            
            $
            -
            
            
            $
            -





The
reconciliation of the federal statutory income tax rate and the effective income
tax rate as a percentage of income before income taxes is as
follows:





For the Fiscal Year EndedMay 31, 2008
            
            
            May 31, 2006Federal
      statutory income tax rate
            
            
            15.0
            %
            
            
            15.0
            %Change
      in valuation allowance on net operating loss
      carry-forwards
            
            
            (15.0
            )
            
            
            (15.0
            )Effective
      income tax rate
            
            
            0.0
            %
            
            
            0.0
            %





NOTE 5 –
STOCKHOLDERS’ DEFICIT





On
November 15, 2006, the Company authorized a Private Placement Offering to sell
up to 750,000 shares at $0.02 per share. During the period ended November 30,
2006 the total amount raised in the financing was $15,000 for 750,000
shares.