**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


Washington,
      D.C. 20549







**FORM 10-KSB**







**x** **ANNUAL
      REPORT UNDER SECTION 13 OR 15(d) OF THE**


**SECURITIES
      EXCHANGE ACT OF 1934**





For
      the
      year ended December 31, 2007





o  **TRANSITION
      REPORT UNDER SECTION 13 OR 15(d) OF THE**


**SECURITIES
      EXCHANGE ACT OF 1934**





For
      the
      transition period from ______ to _______





*Commission
      file number 0-52128*





**PLASTINUM POLYMER TECHNOLOGIES CORP.**(Exact
                name of registrant as specified in its
                charter)




Delaware
            
            20-4255141(State
                or other jurisdiction of incorporation)
            
            (IRS
                employer identification no.)**10100
                Santa Monica Blvd., Suite 300**
              **Los
                Angeles, CA 90067**Address
                of principal executive offices) (Zip
                Code)




Issuer's
      telephone number: **(310)
      651-9972**




**Securities
      registered pursuant to Section 12(b) of the Exchange Act:**


Title
                of each class
            
            Name
                of each exchange on which registeredNone
            
            None





**Securities
      registered pursuant to Section 12(g) of the Act:**





Common
      Stock, par value $.01 per share





Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Securities Exchange Act of 1934 during the preceding 12 months
      (or
      for such shorter period that the registrant was required to file such reports),
      and (2) has been subject to such filing requirements for the past 90 days. x Yes o No





Check
      if
      there is no disclosure of delinquent filers in response to Item 405 of
      Regulation S-B 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. o





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





The
      issuer's revenues from continuing operations for the year ended December 31,
      2007 were $0.





As
      of February 29, 2008, the registrant had 96,975,378 shares of common
      stock, par value $0.01 per share, outstanding. The aggregate value of the common
      stock of the registrant held by non-affiliates as of February 29, 2008 was
      approximately $15,220,717 based upon the last sale price of $0.30 per share
      of
      the registrant’s common stock as reported by the OTC Bulletin Board on February
      29, 2008.


**Transitional
      Small Business Disclosure Format YES**  o  **NO**  x









TABLE
      OF
      CONTENTS


**PART
                I****ITEM
                1. DESCRIPTION OF BUSINESS**
            1**ITEM
                2. DESCRIPTION OF PROPERTY**
            3**ITEM
                3. LEGAL PROCEEDINGS**
            3**ITEM
                4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY
                HOLDERS**
            3**PART
                II**
            4**ITEM
                5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
                MATTERS**
            4**ITEM
                6.****MANAGEMENT'S
                DISCUSSION AND ANALYSIS OR PLAN OF OPERATION**
            5**ITEM
                7. FINANCIAL STATEMENTS**
            14**ITEM
                8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
                AND  FINANCIAL DISCLOSURE**
            15**ITEM
                8A. CONTROLS AND PROCEDURES**
            15**ITEM
                8A(T). CONTROLS AND PROCEDURES**
            15**ITEM
                8B. OTHER INFORMATION**
            15**PART
                III**
            16**ITEM
                9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS AND
                CORPORATE GOVERNANCE; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE
                ACT**
            16**ITEM
                10. EXECUTIVE COMPENSATION**
            17**ITEM
                11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
                MANAGEMENT**
            19**ITEM
                12. CERTAIN RELATIONSHIPS AND RELATED
                TRANSACTIONS**
            20**ITEM
                13. EXHIBITS LIST**
            20**ITEM
                14. PRINCIPAL ACCOUNTANT FEES AND SERVICES**
            22**SIGNATURES**
            23







**PART
      I**





**FORWARD-LOOKING
      STATEMENTS**





When
      used
      in this Form 10-KSB, in filings by the Company with the Securities and Exchange
      Commission (the "SEC"), in the Company's press releases or other public or
      stockholder communications, or in oral statements made with the approval of
      an
      authorized executive officer of the Company, the words or phrases "would be,"
      "will allow," "intends to," "will likely result," "are expected to," "will
      continue," "is anticipated," "estimate," "project," or similar expressions
      are
      intended to identify "forward-looking statements" within the meaning of the
      Private Securities Litigation Reform Act of 1995.





The
      Company cautions readers not to place undue reliance on any forward looking
      statements, which speak only as of the date made, are based on certain
      assumptions and expectations which may or may not be valid or actually occur,
      and which involve various risks and uncertainties. The Company's actual results
      for future periods could differ materially from those anticipated or
      projected.





Unless
      otherwise required by applicable law, the Company does not undertake, and
      specifically disclaims any obligation, to update any forward-looking statements
      to reflect occurrences, developments, unanticipated events or circumstances
      after the date of such statement.




**ITEM
      1. DESCRIPTION OF BUSINESS.**





**Introduction**





Plastinum
      Polymer Technologies Corp. ("we," "us,", “our”, "Plastinum" or “the Company") is
      a Delaware corporation originally formed under the name NG Plastic, Inc. in
      February of 2000. We changed our name to New Generation Plastic, Inc. in
      May of 2000. On May 19, 2006, we changed our name to Plastinum Corp. On
      June 26, 2007, we changed our name to Plastinum Polymer Technologies Corp.
      Prior
      to February 20, 2007, we were a subsidiary of New Generation Holdings, Inc.
      ("NGH"), which owned approximately 94% of our outstanding common stock. On
      February 20, 2007, NGH effected a pro rata distribution of our common stock
      (commonly referred to as a "spin off") pursuant to which each stockholder of
      NGH
      received one share of our common stock for each share of NGH owned by such
      stockholder. As a result, NGH no longer has any ownership interest in
      us.





We
      are a
      development stage company, as defined by Statement of Financial Accounting
      Standards No. 7 ("SFAS No. 7"), and we are currently developing a patented
      and
      proprietary technology designed to process and mechanically blend two or more
      discrete plastic polymers. The technology is in the final stages of testing
      and,
      when testing is completed, we intend to market the technology primarily in
      the
      United States and the European Union (the "EU"). To date, we have generated
      no
      sales revenues, have incurred significant expenses and have sustained
      significant recurring losses. Consequently, our operations are subject to all
      the risks inherent in the establishment of a new business enterprise. For the
      period from entering the development stage on April 7, 2003 through December
      31,
      2007, we have accumulated losses of $7,807,599.





Our
      common stock is approved for quotation and trades on the Over the Counter
      Bulletin Board under the symbol “PLNU”.  On February 29, 2008, the last
      sale price of our common stock as reported on the OTC Bulletin Board was $0.30
      per share.





**Our
      Spin Off**





At
      December 31, 2006, NGH owned approximately 94% of our issued and outstanding
      equity securities. On January 31, 2007, NGH filed definitive proxy materials
      (after having originally filed preliminary proxy materials on July 12, 2006)
      with the SEC for the purpose of, among other things, approving a pro rata
      distribution (or "spin off") of Plastinum to NGH’s stockholders whereby the
      stockholders of NGH would receive one share of Plastinum common stock for each
      share of NGH common stock the stockholder owned. On February 16, 2007, a meeting
      of NGH’s stockholders was held where all of the matters to be voted upon as set
      forth in the definitive proxy materials were approved and/or ratified. The
      spin
      off of Plastinum was thereafter effected on February 20, 2007 and NGH no longer
      owns any interest in us or our business.





**Our
      Business**





***Plastinum
      Process***





We
      own a
      patented plastic blending technology whereby various kinds of plastic can be
      mechanically mixed, which enables the production of new homogeneous,
      commercially usable compounds from a varied stream of otherwise incompatible
      waste plastic or virgin plastic feedstock (the "Plastinum
      Process").


1


We
      believe that the Plastinum Process technology is unique in its ability to
      combine mixed plastic, including blending different polymers that are normally
      incompatible, into homogenous compounds (the "Plastinum Compounds") by means
      of
      a purely mechanical process. These Plastinum Compounds are created without
      the
      use of costly chemical additives, known as compatibilizers, which are typically
      used to link non-compatible resins.




The
      core
      of the Plastinum technology consists of a mechano-chemical chamber that creates
      in situ compatibilization of otherwise non-compatible polymers, resulting in
      a
      continuous mix that offers similar properties as virgin polymers. The process
      has the ability to mix multiple non-compatible polymers and create new, blended
      compounds that can be used as ingredients in conventional plastic manufacturing
      processes.





***Market***





The
      uniqueness of the Plastinum Process blending technology stems from its potential
      cost-effective applications in many fields of the plastic industry, from the
      recycling of plastic electronic scrap to the creation of new thermo plastic
      compounds.





Focusing
      on the current WEEE (Waste Electrical and Electronic Equipment) European
      Union (EU) legislation, we have specifically targeted the mixed plastic computer
      and consumer electronics scrap sector for the launch of our first
      commercial-size plant. Additionally we have researched the California eWaste
      market which focuses on pure computer scrap in anticipation of opening a second
      plant in Los Angeles, California. Currently, in this sector, plastic recycling
      technologies rely on sorting and separating the different plastics by type
      of
      polymer prior to recycling. This whole process is inefficient and expensive
      and
      delivers an unfinished product; hence most plastic is dumped in landfills or
      incinerated with troublesome ecological implications.





We
      believe that our blending technology is unique and can add value particularly
      in
      this sector, since it can treat various types of plastic scrap, and it does
      not
      require separation or chemical additives (compatibilizers). More importantly,
      we
      believe that the process is environmentally friendly and can be undertaken
      on
      economically viable terms. We believe that the cost to manufacturers or
      other users of our recycled plastic compound will be lower than virgin ABS
      cost.





***Recent
      Developments***




On
      March
      3, 2008, we announced that we were set to produce **** top-quality
      thermoplastic from electronic and electrical waste with the **** commercialization
      of our first compounds made from recycled mixed post-consumer plastics and
      utilizing our proprietary Blendymer technology: the Infinymer Sml 31.1 and
      the
      Infinymer Ssl 31.1. The Sml 31.1 is formed by a polystyrenic base and the Ssl
      31.1 by a polyolefinic base. Both Blendymer compounds have the advantage that
      their composition and structure mean they can be used in a variety of ways
      - not
      only as new electrical and electronic components, but also in products ranging
      from piping to furniture, from lighting to sports equipment, from luggage to
      gardening tools. Further, certain properties of the Infinymers can be adjusted
      to suit customers' needs.




***Competition***




Our
      major
      competitors consist of companies that purchase mixed plastic waste in order
      to
      separate and regrind, which entails a different process from our blending
      process. The separation process is complex and may result in a large loss of
      material, which makes that process more costly than our blending process. Also
      the separation process delivers an unfinished product, whereas the Plastinum
      Compounds are end products usable within the polymer processing industry without
      further modification. Therefore, we believe that our main competition will
      be
      within the acquisition of eWaste materials.





**Patents**





The
      Plastinum Process is currently protected by U.S. Patent Number 6,107,400 and
      European Patent Number 92907183.5-2307. To date, we have not been involved
      in
      any patent infringement or trade secret actions.




**Research
      and Development**





During
      2007 and 2006, we spent approximately $1,028,000 and $719,000, respectively,
      on
      research and development of the Plastinum technology. Through December 31,
      2007, we have spent approximately $2,642,000 on research and development of
      the
      Plastinum technology. We anticipate expending approximately $1,000,000 towards
      research and development activities during the next twelve months in connection
      with the continued development of the Plastinum technology.





**Number
      of Employees**





As
      of February 29, 2008, we had ten employees, including Jacques Mot, our
      Chief Executive Officer, and Nils Berten, our Chief Operating Officer, and
      through our Dutch subsidiary, Rene Schutte, our Chief Technology Officer, and
      six plant employees in The Netherlands. We also use independent contractors
      to
      fulfill various research and development and administrative
      functions.


2


**Environmental
      Matters**




We
      believe that we are in compliance with all current federal, state and EU
      environmental laws and currently have no costs associated with compliance with
      environmental laws or regulations. However there can be no assurance that such
      costs will not be incurred in future to the extent the Plastinum Process
      technology is exploited.




**Dependence
      On Key Customers; Major Suppliers**





We
      do not
      as yet have any customers or suppliers and are therefore not dependent on any
      customer or supplier.





**ITEM
      2. DESCRIPTION OF PROPERTY.**




We
      lease
      our plant in The Netherlands pursuant to a lease with an annual rental of
      approximately $84,000. The lease is scheduled to terminate on April 19, 2008,
      but renewable for consecutive 12 month periods at our option.





We
      have a
      month to month oral lease for approximately 150 square feet of office space
      located at 30 Blvd Helvetique CH-1204, Geneva, Switzerland.





We
      pay
      approximately $430 per month for use of a conference room, on an as needed
      basis, at 245 Park Avenue, New York, NY.




We
      pay
      approximately $300 per month for use of a conference room, on an as needed
      basis, at 10100 Santa Monica Blvd, Los Angeles, CA.





**ITEM
      3. LEGAL PROCEEDINGS.**




In
      the
      ordinary course of business, we may be involved in legal proceedings from time
      to time. Although occasional adverse decisions or settlements may occur, we
      believe that the final disposition of such matters will not have a material
      adverse effect on our financial position, results of operations or liquidity.
      We
      will seek to minimize disputes but recognize the inevitability of legal action
      in today’s business environment as an unfortunate price of conducting business.




**ITEM
      4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS**





None.




3




**PART
      II**





**ITEM
      5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
      MATTERS.**





**MARKET
      INFORMATION**





Our
      common stock began trading on the OTC Bulletin Board under the symbol “PLNU”
during April 2007. On February 29, 2008, the last sales price for our common
      stock as reported by the OTC Bulletin Board was $0.30 per share.





The
      following table sets forth for the periods indicated the high and low sales
      prices for our common stock for the period from April 1, 2007 through December
      31, 2007 as reported by the OTC Bulletin Board.




**High**
            
            **Low**4th
                Quarter 2007, ended 12/31/07
            
            $
            0.48
            
            $
            0.323rd
                Quarter 2007, ended 9/30/07
            
            $
            0.54
            
            $
            0.402nd
                Quarter 2007, ended 6/30/07
            
            $
            0.75
            
            $
            0.40





**HOLDERS**





The
      number of record holders of our common stock as of February 29, 2008, was
      approximately 164 based on information received from our transfer agent. 
This amount excludes an indeterminate number of shareholders whose shares are
      held in “street” or “nominee” name.





**DIVIDEND
      POLICY**





We
      have
      not paid any dividends since our inception. We do not anticipate paying
      dividends on our common stock in the foreseeable future but plan to retain
      earnings, if any, for the operation and expansion of our business.




**SECURITIES
      AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS**





**Equity
      Compensation Plan Information**





**Number of securities**
              **to be issued upon**
              **exercise of**
              **outstanding options,**
              **warrants and rights**
              **(a)**
            
            **Weighted-average exercise**
              **price of****outstanding**
              **options,****warrants and**
              **rights**
              **(b)**
            
            **Number of securities**
              **remaining available**
              **for future issuance**
              **under equity**
              **compensation plans**
              **(excluding securities**
              **reflected in column**
              **(a))**
              **(c)**Equity
                compensation plans approved by security holders
            
            
            3,000,000
            
            $
            0.10
            
            
            12,000,000Equity
                compensation plans not approved by security holders
            
            
            -
            
            
            
            
            
            -Total
            
            
            3,000,000
            
            
            
            
            
            12,000,000





**RECENT
      SALES OF UNREGISTERED SECURITIES**





During
      the year ended December 31, 2007, we did not issue any securities that were
      not
      registered under the Securities Act of 1933, as amended, except as disclosed
      by
      us in previous filings with the Securities and Exchange Commission and except
      as
      follows:





During
      November 2007, the following persons exercised warrants to purchase shares
      of our common stock on a "net exercise" basis at an exercise price of $0.35
      per
      share, whereby such persons received 0.1026 shares of our common stock for
      each
      share for which the warrant was exercised. As a result, we issued the following
      number of shares to such persons in reliance on Regulation S under the
      Securities Act:


4





Ghuilain
                Kiekens
            
            
            3,076Rudy
                Vunck
            
            
            3,076Adolf
                Cayet
            
            
            6,153Carine
                Mehaudens
            
            
            25,846Tom
                van Helleputte
            
            
            6,153Guy
                Goditiabois
            
            
            5,005Jean
                Devroe
            
            
            29,015Isabelle
                Matthijs
            
            
            14,461Philip
                Cayet
            
            
            20,923Myriam
                van Acoleyen
            
            
            20,923Pierre
                Cayet
            
            
            20,923Victor
                van Bos
            
            
            25,179Almaplus
                BVBA
            
            
            48,153





During
      November 2007, the following persons exercised warrants to purchase and paid
      for
      the number of shares of our common stock set forth below at an exercise price
      of
      $0.35 per share in reliance on Regulation S under the Securities Act, the
      proceeds therefrom to be used for working capital purposes:





Ignance
                de Meyer
            
            
            30,000Geert
                van der Bruggen
            
            
            146,000Isabelle
                Matthijs
            
            
            109,000Andre
                de Backer
            
            
            30,000





During
      November 2007, we issued the following number of shares of our Series B-1
      Convertible Preferred Stock to the following persons for a purchase price of
      $100.00 per share in reliance on Regulation S under the Securities Act, the
      proceeds therefrom to be used for working capital **** purposes **** and
      towards the establishment of a plant in California:





Bernard
                Droux
            
            
            5,000Lamont
                Inc.
            
            
            1,000Costantiono
                Tassotti
            
            
            500Alberto
                Scalea
            
            
            750Geoerges
                Bindschedler
            
            
            1,000Richard
                Von Tscharner
            
            
            3,800Muriel
                Rochat
            
            
            3,000Periangelo
                Bottinelli
            
            
            2,500Byfelt
                Company Limited
            
            
            2,500Catherine
                de Tscharner
            
            
            1,000





Each
      share of Series B-1 Convertible Preferred Stock is convertible into such number
      of shares of our common stock as is determined by dividing $100 by the initial
      conversion price of $0.38 per share (or approximately 263.16 shares of common
      stock), subject to adjustment as contained in the Certificate of Designation
      of
      the Series B-1 Convertible Preferred Stock.





**ISSUER
      PURCHASES OF EQUITY SECURITIES**





There
      were no repurchases of equity securities by the us or any affiliated purchasers
      during the fourth quarter of the year ended December 31, 2007.





**ITEM
      6.**  **MANAGEMENT'S
      DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.**





Statements
      included in this and future filings by us with the Securities and Exchange
      Commission, in our press releases and in oral statements made with the approval
      of an authorized executive officer which are not historical or current facts
      are
      "forward-looking statements" and are subject to certain risks and uncertainties
      that could cause actual results to differ materially from historical earnings
      and those presently anticipated or projected. You are cautioned not to place
      undue reliance on any such forward-looking statements, which speak only as
      of
      the date made. The following important factors, among others, in some cases
      have
      affected and in the future could affect our actual results and could cause
      our
      actual financial performance to differ materially from that expressed in any
      forward-looking statement: (i) the extremely competitive conditions that
      currently exist in the market for companies similar to us and (ii) lack of
      resources to maintain our good standing status and requisite filings with the
      Securities and Exchange Commission. The foregoing list should not be construed
      as exhaustive and we disclaim any obligation subsequently to revise any
      forward-looking statements to reflect events or circumstances after the date
      of
      such statements or to reflect the occurrence of anticipated or unanticipated
      events. The following discussion should be read in conjunction with our
      financial statements and their explanatory notes included as part of this annual
      report.


5




**Critical
      Accounting Policies**





Our
      Management Discussion and Analysis or Plan of Operation is based upon our
      consolidated financial statements, which have been prepared in accordance with
      generally accepted accounting principles in the United States of America. 
The preparation of these consolidated financial statements requires us to make
      estimates and judgments that affect our reported assets, liabilities, revenues,
      and expenses, and the disclosure of contingent assets and liabilities. We base
      our estimates and judgments on historical experience and on various other
      assumptions we believe to be reasonable under the circumstances. Future events,
      however, may differ markedly from our current expectations and assumptions.
      While there are a number of significant accounting policies affecting our
      consolidated financial statements; we believe the following critical accounting
      policies and pronouncements involve the most complex, difficult and subjective
      estimates and judgments:





***Use
      of Estimates***





The
      preparation of financial statements in conformity with generally accepted
      accounting principles requires management to make estimates and assumptions
      that
      affect the amounts reported in the consolidated financial statements and
      accompanying disclosures. Although these estimates are based on management's
      best knowledge of current events and actions the Company may undertake in the
      future, actual results may differ from those estimates.




***Foreign
      Currency Translation***





The
      Company translates the foreign currency financial statements of its foreign
      subsidiaries in accordance with the requirements of Statement of Financial
      Accounting Standards No. 52, "Foreign Currency Translation." Assets and
      liabilities are translated at current exchange rates, and related revenue and
      expenses are translated at average exchange rates in effect during the period.
      Resulting translation adjustments are recorded as a separate component in
      stockholders' equity. Foreign currency transaction gains and losses are included
      in the statement of income.




***Going
      Concern***




We
      have
      not generated any revenue since the date of our inception and, at present,
      we
      have insufficient capital on hand to fund our operations through 2008. The
      foregoing matters raise substantial doubt about our ability to continue as
      a
      going concern.





**Recent
      Accounting Pronouncements**





In
      September 2006, the FASB issued SFAS No. 157, “Fair
      Value Measurements” (“SFAS
      No. 157”), to define fair value and establish a framework for measuring fair
      value in generally accepted accounting principles (“GAAP”) and to expand
      disclosures about fair value measurements. This Statement applies under other
      accounting pronouncements that require or permit fair value measurements. Prior
      to this Statement, there were different definitions of fair value and limited
      guidance for applying those definitions in GAAP. A single definition of fair
      value, together with a framework for measuring fair value, should result in
      increased consistency and comparability in fair value measurements. The expanded
      disclosures about the use of fair value to measure assets and liabilities should
      provide users of financial statements with better information about the extent
      to which fair value is used to measure recognized assets and liabilities, the
      inputs used to develop the measurements and the effect of certain of the
      measurements on earnings (or changes in net assets) for the period. SFAS No.
      157
      is effective for financial statements issued for fiscal years beginning after
      November 15, 2007, and interim periods with those fiscal years. Early adoption
      is permitted. The Company does not expect adoption of this standard will have
      a
      material impact on its financial position, operations or cash flows





In
      February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for
      Financial Assets and Financial Liabilities—Including an amendment of FASB
      Statement No. 115” (“SFAS 159”). This statement permits all entities to
      choose, at specified election dates, to measure eligible items at fair value
      (the “fair value option”). A business entity must report unrealized gains
      and losses on items for which the fair value option has been elected in earnings
      at each subsequent reporting date. Upfront costs and fees related to items
      for which the fair value option is elected must be recognized in earnings as
      incurred and not deferred. This statement is effective as of the beginning
      of an
      entity’s first fiscal year that begins after November 15, 2007. The Company
      does not expect adoption of this standard will have a material impact on its
      financial position, operations or cash flows





In
      December 2007, the FASB issued FAS No. 160, "Noncontrolling Interests in
      Consolidated Financial Statements-an amendment of ARB No. 51" ("FAS No. 160").
      FAS No.160 establishes accounting and reporting standards for the noncontrolling
      interest in a subsidiary and for the deconsolidation of a subsidiary. It
      clarifies that a noncontrolling interest in a subsidiary is an ownership
      interest in the consolidated entity that should be reported as equity in the
      consolidated financial statements. FAS No. 160 is effective for the Company
      in
      fiscal years beginning October 1, 2009. The Company does not expect adoption
      of
      this standard will have a material impact on its financial position, operations
      or cash flows




6


**Management's
      Plan of Operation**




The
      following discussion and analysis provides information which our management
      believes to be relevant to an assessment and understanding of our results of
      operations and financial condition. This discussion should be read together
      with
      our financial statements and the notes to financial statements, which are
      included in this report.





***Overview***





At
      December 31, 2007, we were pursuing a business plan related to the Plastinum
      Process described below and were considered to be in the development stage
      as
      defined by SFAS No. 7, “ *Accounting
      and reporting by Development Stage Enterprises* “.




***The
      Plastinum Process***




Plastinum
      owns and is developing patented and proprietary plastic blending technology,
      whereby various kinds of plastic can be mixed without the use of expensive
      chemical additives (the “Plastinum Process”). We believe that the uniqueness of
      this blending technology stems from its potential cost-effective applications
      in
      many fields of the plastic industry from the recycling of computer scrap to
      the
      creation of new thermo plastic compounds and, in conjunction with saw dust,
      to
      the creation of new versions of wood plastic.




Plastinum’s
      mission is to commercialize the technology through applications in the virgin
      plastic markets (polymer alloys) and the plastic recycling sector (recycling
      of
      obsolete computer and other electronic equipment).




Plastinum
      believes its patented proprietary process, the Plastinum technology, is capable
      of producing homogeneous, commercially usable polymer end products from mixed
      virgin plastic and/or recycled waste plastic without chemical additives, or
      so-called compatibilizers, which link non-compatible resins.





We
      are
      currently in the process of implementing our business plan and during October
      2006 we opened a pilot plant in the EMMTEC Industry & Business Park, The
      Netherlands. This plant is our showcase for the recycling of plastic waste
      coming from the WEEE sector (“eWaste”). We have specifically targeted the mixed
      plastic computer and consumer electronics scrap sector for the launch of our
      first commercial-size plant in the Netherlands. Additionally we have researched
      the California eWaste market which focuses on pure computer scrap in
      anticipation of opening a second plant in Los Angeles, California. Currently,
      in
      this sector, plastic recycling technologies rely on sorting and separating
      the
      different plastics by type of polymer prior to recycling. This whole process
      is
      inefficient and expensive and delivers an unfinished product; hence most plastic
      is dumped in landfills or incinerated with troublesome ecological
      implications




We
      have a
      research agreement in place with Polymer Service Center B.V. Groningen (“PSC”)
      in The Netherlands. PSC is commissioned to accelerate the development and
      commercialization of the Plastinum technology. The research objectives of the
      PSC agreement are to:





·
            demonstrate
                the improved performance of the Plastinum technology relative to
                conventional
              blending
                equipment;





·
            demonstrate
                the commercial potential of the Plastinum technology by processing
                several
                readily
              available
                mixed plastic waste streams and innovative blends from virgin materials;
                and




·
            gain
                process understanding to predict material properties and develop
                quality
                control software
              in
                commercial machines.




The
      strategies for commercial implementation of the Plastinum technology range
      from
      stand-alone plants, such as the plants described above, to units integrated
      within an existing plastic processing facility, to licensing arrangements with
      potential joint-venture partners.





We
      are
      currently discussing various possibilities for the acquisition of source
      materials with interested parties in the EU as well as in the U.S. and Asia.
      The
      potential acquisition strategies would involve either profit sharing
      collaboration or the straight purchase of source materials. We have not yet
      reached agreement with any such parties.





In
      the
      EU, it is anticipated that source materials will be purchased from specific
      sources. We are currently being assisted by two separate waste consulting and
      trading companies, both located in The Netherlands. Both companies have
      preliminarily indicated that they will assist in the organization of the supply
      of plastic eWaste and/or sale of the finished products. Terms are being
      negotiated but these companies understand that if we reach agreement with them,
      we intend to pay them based on sales of the Plastinum products




***Plan
      of Operation***





Our
      plan
      of operation for the twelve month period following the date of this report
      is
      to:





·
            Proceed
                with research and development with PSC for virgin market applications
                and
                the development of
              new
                virgin compounds.




7





·
            Open
                a commercial plant in the United States for the recycling of eWaste,
                planned for 2008.




·
            Open
                a commercial plant in the EU for the recycling of eWaste, planned
                for the
                beginning of 2008.




We
      currently have budgeted $8,150,000 in cash expenditures for the twelve month
      period following the date of this report, including (1) $1,000,000 to cover
      our
      projected general and administrative expense during this period; (2) $1,000,000
      for research and development activities; (3) $150,000 to cover our Netherlands
      showcase facility; (4) $3,000,000 for a United States plant; and (5) $3,000,000
      for an EU plant.





We
      will
      need to raise additional funds in order to execute our entire business plan,
      namely, expansion through the set-up of two major eWaste Recycling plants,
      of
      which one will be in the Netherlands and one will be in the U.S. We anticipate
      financing our business plan through completion of a $12,000,000 private
      placement of securities. During November 2007, we sold $2,105,000 of securities
      through that private placement. While we are currently in discussions with
      additional prospective purchasers with respect to the private placement
      securities, there can be no assurance that any additional private placement
      securities will in fact be sold. Should we not be able to raise the necessary
      funding, we may have to substantially curtail our proposed
      expansion.





Our
      anticipated costs and projected completion dates described above are estimates
      based upon our current business plan, known resources and market dynamics.
      Our
      actual costs or actual project completion dates could vary materially from
      those
      projected.  Our management team is continually re-evaluating our core
      business plan as it relates to our monitoring products and identifying new
      applications and markets for our technology.  We may at any time decide to
      terminate our ongoing development plans with respect to products and services
      if
      they are deemed to be impracticable or not to be commercially viable. 
Further changes to our current business plan could also result, such as the
      acquisition of new products or services or the decision to manufacture our
      own
      products, resulting in a change in our anticipated strategic direction,
      investments, and expenditures.




**Results
      of Operations**





***Year
      Ended December 31, 2007 Compared to the Year Ended December 31,
      2006***





Operating
      losses increased from $1,933,686 in 2006 to $2,630,936 in 2007. The increase
      of
      $697,250 was the result of an increase of $388,308 in general and administrative
      expenses, from $1,214,246 in 2006 to $1,602,554 in 2007, and an increase in
      research and development expenses of $308,629, from $719,440 in 2006 to
      $1,028,069 in 2007. The primary components of our general and administrative
      expenses are compensation expense, consulting and professional fees and travel
      expenses. Our expenses have increased as we have continued the development
      of
      the Plastinum technology, opened our pilot plant during the fourth quarter
      of
      2006, and continue to position ourselves to become an operating
      company.





We were
      a wholly owned subsidiary of NGH through May 24, 2006, and NGH owned
      approximately 94% of our common stock until February 20, 2007, at which time
      NGH
      effected a pro rata distribution of our common stock (commonly referred to
      as a
      "spin off") pursuant to which each stockholder of NGH received one share of
      our
      common stock for each share of NGH owned by such stockholder. Through June
      30,
      2006 all of our research and development costs and overhead expenses have been
      paid or incurred by NGH. Certain overhead and general and administrative
      expenses have been allocated to us, with the offsetting credit to additional
      paid-in capital. Allocations of these expenses include officer salaries,
      accounting and legal fees, rent, and other general office expenses. Management
      believes that these allocation methodologies are reasonable. The expenses
      allocated are not necessarily indicative of the expenses that would have been
      incurred if the Company had been a separate, independent public entity and
      had
      managed these functions. We may incur additional general administrative expenses
      and other costs as a result of operating independently of NGH.





**Liquidity
      and Capital Resources**




As
      of
      December 31, 2007 we had working capital of $99,884. For the year ended December
      31, 2007, net cash used by operating activities was $2,659,346, resulting
      primarily from a loss of $2,696,030.




During
      2007, we received $1,581,151 in proceeds from the exercise of warrants to
      purchase 4,257,512 shares of our common stock.




During
      2007, we received $34,719 in net working capital advances from Mr. Jacques
      Mot,
      our president and CEO, to fund operations. As of December 31, 2007, the amount
      of net unrepaid advances received from Mr. Mot aggregated $492,439. The advances
      are non-interest bearing





During
      November and December 2007, we entered into a Securities Purchase Agreement
      (the
“Purchase Agreement”) with certain investors, pursuant to which we issued an
      aggregate of 21,050 shares of Series B-1 Redeemable Convertible Preferred Stock
      (the “Series B-1 Preferred Stock”) at a price of $100.00 per share for a total
      consideration of $1,984,750. The Series B-1 Preferred Stock is a sub-series
      of
      Series B Convertible Preferred Stock (the “Series B Preferred Stock”). We have
      designated 120,000 shares of preferred stock as Series B Preferred Stock,
      which may be issued in one or more sub-series, and as of December 31, 2007
      have
      authorized the issuance of 23,550 shares of Series B-1 Preferred Stock
      (including those sold during November and December 2007).




8




The
      Series B-1 Preferred Stock is convertible into shares of Common Stock at an
      initial conversion price of $0.38 per share, subject to adjustment for customary
      anti-dilution provisions. The Series B-1 Preferred Stock accrues dividends
      at an
      annual rate of the Wall Street Journal Prime Rate then in effect, but not less
      than 8% or greater than 10% per year, payable quarterly, either in cash or,
      at
      our election, shares of capital stock.





Pursuant
      to the Purchase Agreement, each Investor also received a Warrant (collectively,
      the “Warrants”), exercisable for a five year period to purchase shares of Common
      Stock in an amount up to 30% of the shares of Common Stock into which the Series
      B-1 Preferred Stock purchased by such Investor may be exercised at an initial
      exercise price of $0.57 per share of Common Stock.




In
      connection with the Purchase Agreement, we also entered into a Registration
      Rights Agreement pursuant to which we are obligated to register for resale
      under
      the Securities Act the shares of Common Stock issuable upon conversion of the
      Series B-1 Preferred Stock and exercise of the Warrants within ninety days
      of
      the Closing under the Purchase Agreement.





As
      of
      December 31, 2006 we had a deficit in working capital of $692,612. For the
      year
      ended December 31, 2006, net cash used by operating activities was $1,414,477,
      resulting from a loss of $1,968,718 partially offset by stock based compensation
      expense of $240,268 and an increase in accounts payable and accrued expenses
      of
      $274,305.




During
      2006 we received proceeds from convertible loans aggregating $500,000. The
      loans bear interest at a rate of 8% per annum and are initially convertible
      into
      an aggregate of 1,000,000 shares of our common stock. In addition, the lenders
      received warrants to purchase an aggregate of 1,000,000 shares of our common
      stock at an exercise price of $0.50 per share.




On
      May
      24, 2006, we issued 1,430,000 shares of our common stock to Lombard Odier
      Deutsch CIE for an aggregate purchase price of $500,500 as a result of a partial
      exercise of a warrant issued by NGH.




During
      June and August of 2006, we issued an aggregate of 1,985,584 shares of our
      common stock in consideration for services provided pursuant to consulting
      agreements with NGH.




On
      July
      10, 2006, we entered into a Convertible Loan Agreement with Mr. Jacques Mot
      and
      a third party pursuant to which we borrowed an aggregate of $500,000. The loans
      are convertible into an aggregate of 1,000,000 shares of our Common Stock.
      If
      not converted earlier, the notes mature on May 31, 2010. In addition, the
      lenders received warrants to purchase an aggregate of 1,000,000 shares of our
      common stock at an exercise price of $.50 per share. On March 14, 2007, the
      warrants held by the third party were exercised, resulting in the issuance
      of
      600,000 shares of our common stock and proceeds to us of $300,000.




Our
      current funding has enabled us to open the pilot plant. We anticipate that
      financing our full business plan will require $5,000,000 for the opening of
      the
      U.S. plant, $5,000,000 for the opening of the EU plant and $2,000,000 for
      working capital needs. We anticipate raising such funds through a private
      placement of securities. As described above, during November 2007, we sold
      $2,105,000 of securities through that private placement. While we are currently
      in discussions with additional prospective purchasers with respect to the
      private placement securities, there can be no assurance that any additional
      private placement securities will in fact be sold. Should we not be able to
      raise the necessary funding, we will not be able to implement our complete
      business plan. In connection with such private placement, we are party to an
      investment advisory agreement with Valley Road Capital.





In
      addition to the need for substantial capital in order to implement our business
      plan and expansion, we currently do not have sufficient capital resources to
      meet projected cash flow deficits for ongoing operations and we will need
      additional capital to continue our operations. We will endeavor to raise funds
      through the sale of equity shares, debt financing and revenues from operations.
      If we are unable to raise additional capital through debt or equity financings,
      on terms acceptable to us, and are not successful in generating sufficient
      liquidity from operations, then this lack of financing would have a material
      adverse effect on our business, results of operations, liquidity and financial
      condition.





There
      can
      be no assurance that we will generate revenues from operations or obtain
      sufficient capital on acceptable terms, if at all. Failure to obtain such
      capital or generate such operating revenues would have a material adverse effect
      on our financial position and results of operations and our ability to continue
      as a going concern. Our operating and capital requirements during the next
      fiscal year and thereafter will vary based on a number of factors, including
      the
      level of sales and marketing activities for our plastic services and products.
      There can be no assurance that additional private or public financings including
      debt or equity financing, will be available as needed, or, if available, on
      terms favorable to us. Any additional equity financing may be dilutive to
      stockholders and such additional equity securities may have rights, preferences
      or privileges that are senior to those of our existing common
      stock.




Furthermore,
      debt financing, if available, will require payment of interest and may involve
      restrictive covenants that could impose limitations on our operating
      flexibility. Our failure to successfully obtain additional future funding may
      jeopardize our ability to continue our business and operations.


9





If
      we
      raise additional funds by issuing equity securities, existing stockholders
      may
      experience a dilution in their ownership. In addition, as a condition to giving
      additional funds to us, future investors may demand, and may be granted, rights
      superior to those of existing stockholders




**TRENDS,
      RISKS AND UNCERTAINTIES**





We
      have
      sought to identify what we believe to be the most significant risks to our
      business, but we cannot predict whether, or to what extent, any of such risks
      may be realized nor can we guarantee that we have identified all possible risks
      that might arise. Investors should carefully consider all of such risk factors
      before making an investment decision with respect to our common
      stock.





**Risks
      Relating to Our Business**




***Limited
      Operating History as Stand-Alone Company***





Our
      operating history as an independent public company began on February 20, 2007
      with the completion of the spin off by New Generation Holdings, Inc. (“NGH”) of
      the approximately 94% of our shares of common stock which it owned. We have
      not
      yet generated any operating revenue. There can be no assurance that we will
      generate operating revenue in the future or that we will be able to put in
      place
      the financial and administrative structure necessary to operate as an
      independent public company, or that the development of such structure will
      not
      require a significant amount of our management's time and other
      resources.





***Our
      Board of Directors and Management Own a Significant Amount of Our Common
      Stock***




As
      of
      February 29, 2008, our board of directors and management team
      held approximately 41.6% of our shares, on a fully-diluted basis assuming
      the exercise or conversion of all outstanding currently exercisable or
      convertible derivative securities held by them.  These individuals will
      collectively continue to have significant control over our operations and
      affairs.





***Employees***





As
      of
      February 29, 2008, we had ten employees, including Jacques Mot, our Chief
      Executive Officer, and Nils Berten, our Chief Operating Officer, and through
      our
      Dutch subsidiary, Rene Schutte, our Chief Technology Officer, and six plant
      employees in The Netherlands. Prior to January 1, 2005, Mr. Mot served as a
      consultant. As we grow, we will need to attract an unknown number of qualified
      employees. This projected increase in personnel is dependent upon our generating
      revenues and obtaining sources of financing. There is no guarantee that we
      will
      be successful in raising the funds required or generating revenues sufficient
      to
      fund the projected increase in the number of employees.





***Potential
      Fluctuations In Quarterly Operating Results***





Our
      quarterly operating results may fluctuate significantly in the future as a
      result of a variety of factors, most of which are outside of our control,
      including: the demand for products or services we may develop; seasonal trends
      in purchasing; the amount and timing of capital expenditures and other costs
      relating to the development of our products; price competition or pricing
      changes in the industry; technical difficulties or system downtime; general
      economic conditions, and economic conditions specific to the consumer plastics
      recycling industry. Our quarterly results may also be significantly impacted
      by
      the impact of the accounting treatment of acquisitions, financing transactions
      or other matters. Particularly, at our early stage of development, such
      accounting treatment can have a material impact on the results for any quarter.
      Due to the foregoing factors, among others, it is likely that our operating
      results will fall below our expectations or those of investors in some future
      quarter.




***Dependence
      Upon Management***





Our
      future performance and success are dependant upon the efforts and abilities
      of
      our management. To a very significant degree, we are dependent upon the
      continued services of Jacques Mot, our president and chief executive officer.
      If
      we lost the services of Mr. Mot before we could get a qualified replacement,
      that loss could materially adversely affect our business. We do not maintain
      key
      man life insurance on Mr. Mot.





***Lack
      Of Independent Directors***





We
      do not
      have a majority of independent directors on our board of directors and we cannot
      guarantee that our board of directors will have a majority of independent
      directors in the future. In the absence of a majority of independent directors,
      our executive officers, which are also principal stockholders and directors,
      could establish policies and enter into transactions without independent review
      and approval thereof. This could present the potential for a conflict of
      interest between our stockholders and us generally and the controlling officers,
      stockholders or directors.


10


***Doubt
      as to Ability to Continue as Going Concern***





Our
      independent certified public accountant has stated in their report included
      in
      this filing that we have suffered recurring losses from operations
      that raise substantial doubt about our ability to continue as a going
      concern.





Our
      continuation as a going concern is dependent on our ability to develop revenues
      and to obtain financing from outside sources. We are currently a party to an
      investment advisory agreement with Valley Road Capital whose purpose is to
      arrange a private placement of up to $12,000,000 of the Company’s securities.
      During November 2007, we sold $2,105,000 of securities through that private
      placement. While we are currently in discussions with additional prospective
      purchasers with respect to the private placement securities, there can be no
      assurance that any additional private placement securities will in fact be
      sold.
      Should we be unable to develop revenues or obtain necessary financing, we may
      have to curtail our operations, which may have a material adverse effect on
      our
      financial position and results of operations and our ability to continue as
      a
      going concern.





***Limitation
      Of Liability And Indemnification Of Officers And
      Directors***





Our
      officers and directors are required to exercise good faith and high integrity
      in
      our management affairs. Our certificate of incorporation provides, however,
      that
      our officers and directors shall have no liability to our stockholders for
      losses sustained or liabilities incurred which arise from any transaction in
      their respective managerial capacities unless they violated their duty of
      loyalty, did not act in good faith, engaged in intentional misconduct or
      knowingly violated the law, approved an improper dividend or stock repurchase,
      or derived an improper benefit from the transaction. Our certificate of
      incorporation and bylaws also provide for the indemnification by us of the
      officers and directors against any losses or liabilities they may incur as
      a
      result of the manner in which they operate our business or conduct the internal
      affairs, provided that in connection with these activities they act in good
      faith and in a manner that they reasonably believe to be in, or not opposed
      to,
      our best interests, and their conduct does not constitute gross negligence,
      misconduct or breach of fiduciary obligations.




***Management
      Of Potential Growth***





Subject
      to receipt of financing, we hope to experience rapid growth which, if achieved,
      will place a significant strain on our managerial, operational, and financial
      systems resources. To accommodate our current size and manage growth, we must
      continue to implement and improve our financial strength and our operational
      systems, and expand.





There
      is
      no guarantee that we will be able to effectively manage the expansion of our
      operations, or that our systems, procedures or controls will be adequate to
      support our expanded operations, or that we will be able to obtain facilities
      to
      support our growth. Our inability to effectively manage our future growth would
      have a material adverse effect on us.





***Disclosure
      Controls and Procedures***





We
      currently have only ten employees, including through our Dutch subsidiary.
      Given
      our limited personnel and limited resources, we may be unable to maintain
      effective controls to insure that we are able to make all required public
      filings in a timely manner. Given similar limited personnel and limited
      finances, NGH, our parent until February 20, 2007, was not previously able
      to
      maintain effective controls to insure that they make all required public filings
      in a timely manner. If we do not make all public filings in a timely manner,
      our
      shares of common stock may be delisted from the OTC Bulletin Board. We could
      also be subject to regulatory action and/or lawsuits by stockholders.




***Quantitative
      And Qualitative Disclosure About Market Risk***





We
      believe that we do not have any material exposure to interest rate or commodity
      risks. We are exposed to certain economic and political changes in international
      markets where we compete, such as inflation rates, recession, foreign ownership
      restrictions, and trade policies and other external factors over which we have
      no control.




Our
      financial results are quantified in U.S. dollars and a majority of our
      obligations and expenditures with respect to our operations are incurred in
      Euros, with the balance in U.S. dollars and Swiss franc. Our functional currency
      has been the Euro. Although we do not believe we currently have any materially
      significant market risks relating to our operations resulting from foreign
      exchange rates, due to our limited operations, our lack of revenue and that
      the
      Euro and Swiss franc are not highly inflational,, if we enter into financing
      or
      other business arrangements denominated in currency other than the U.S. dollars,
      variations in the exchange rate may give rise to foreign exchange gains or
      losses that may be significant.





We
      currently have no material long-term debt obligations other than $500,000 in
      convertible debt. We do not use financial instruments for trading purposes
      and
      we are not a party to any leveraged derivatives.




11





**Risks
      Relating to Our Common Stock**




***Resale
      of Shares Recently Registered Could Adversely Affect the Market Price of Our
      Common Stock and Our Ability to Raise Additional Equity
      Capital***




During
      the twelve months ending December 31, 2007, we registered for resale under
      the
      Securities Act of 1933, as amended, 26,607,861 shares of our common stock.
      To
      the extent that these shares have not yet been resold, their resale in the
      public market could adversely affect the market price for our common stock
      and
      make it more difficult for you to sell our shares at times and prices that
      you
      feel are appropriate. Furthermore, we expect that, because a large number of
      shares were registered, the selling stockholders will continue to offer those
      for a significant period of time, the precise duration of which we cannot
      predict. Accordingly, the adverse market and price pressures resulting from
      such
      sales may continue for an extended period of time and continued negative
      pressure on the market price of our common stock could have a material adverse
      effect on our ability to raise additional equity capital.




***Certificate
      of Incorporation Grants the Board of Directors the Power to Designate and Issue
      Additional Shares of Common and/or Preferred Stock.***




Our
      authorized capital consists of 260,000,000 shares, of which 250,000,000 are
      designated as common stock, par value $.01 per share, and 10,000,000 shares
      are
      designated as preferred stock, par value $.01 per share.




Our
      certificate of incorporation grants our Board of Directors authority to, without
      any action by our stockholders, designate and issue, from our authorized
      capital, shares in such classes or series (including classes or series of common
      stock and/or preferred stock) as it deems appropriate and establish the rights,
      preferences, and privileges of such shares, including dividends, liquidation
      and
      voting rights. The rights of holders of classes or series of common stock or
      preferred stock that may be issued could be superior to the rights of the common
      stock offered hereby.  Our board of directors’ ability to designate and
      issue shares could impede or deter an unsolicited tender offer or takeover
      proposal. Further, the issuance of additional shares having preferential rights
      could adversely affect other rights appurtenant to the shares of common stock
      offered hereby. Any such issuances will dilute the percentage of ownership
      interest of our stockholders and may dilute our book value.




***Lack
      of Liquid***  ***Trading
      Market for Common Stock***





Although
      our stock is quoted on the OTC Bulletin Board (the “OTCBB”) under the symbol
“PLNU”, our trading history is limited and the market for our common stock is
      not liquid as there have been days when our stock did not trade even though
      it
      is was quoted.





***Limited
      Market Due To Penny Stock***





Our
      stock
      differs from many stocks, in that it is considered a penny stock. The
      Securities and Exchange Commission has adopted a number of rules to regulate
      penny stocks. These rules include, but are not limited to, Rules 3a5l-l, 15g-1,
      15g-2, 15g-3, 15g-4, 15g-5, 15g-6 and 15g-7 under the Securities and Exchange
      Act of 1934, as amended. Because our securities probably constitute penny stock
      within the meaning of the rules, the rules would apply to our securities and
      us.
      The rules may further affect the ability of owners of our stock to sell their
      securities in any market that may develop for them. There may be a limited
      market for penny stocks, due to the regulatory burdens on broker-dealers. The
      market among dealers may not be active. Investors in penny stock often are
      unable to sell stock back to the dealer that sold them the stock. The mark-ups
      or commissions charged by the broker-dealers may be greater than any profit
      a
      seller may make. Because of large dealer spreads, investors may be unable to
      sell the stock immediately back to the dealer at the same price the dealer
      sold
      the stock to the investor. In some cases, the stock may fall quickly in value.
      Investors may be unable to reap any profit from any sale of the stock, if they
      can sell it at all.




Stockholders
      should be aware that, according to the Securities and Exchange Commission
      Release No. 34-29093, the market for penny stocks has suffered in recent years
      from patterns of fraud and abuse. These patterns include: control of the market
      for the security by one or a few broker-dealers that are often related to the
      promoter or issuer; manipulation of prices through prearranged matching of
      purchases and sales and false and misleading press releases; “boiler room”
practices involving high pressure sales tactics and unrealistic price
      projections by inexperienced sales persons; excessive and undisclosed bid-ask
      differentials and markups by selling broker-dealers; and the wholesale dumping
      of the same securities by promoters and broker-dealers after prices have been
      manipulated to a desired level, along with the inevitable collapse of those
      prices with consequent investor losses.




Furthermore,
      the penny stock designation may adversely affect the development of any public
      market for our shares of common stock or, if such a market develops, its
      continuation. Broker-dealers are required to personally determine whether an
      investment in penny stock is suitable for customers. Penny stocks are securities
      (i) with a price of less than five dollars per share; (ii) that are not traded
      on a "recognized" national exchange; (iii) whose prices are not quoted on the
      NASDAQ automated quotation system (NASDAQ-listed stocks must still meet
      requirement (i) above); or (iv) of an issuer with net tangible assets less
      than
      $2,000,000 (if the issuer has been in continuous operation for at least three
      years) or $5,000,000 (if in continuous operation for less than three years),
      or
      with average annual revenues of less than $6,000,000 for the last three years.
      Section 15(g) of the Exchange Act, and Rule 15g-2 of the Commission require
      broker-dealers dealing in penny stocks to provide potential investors with
      a
      document disclosing the risks of penny stocks and to obtain a manually signed
      and dated written receipt of the document before effecting any transaction
      in a
      penny stock for the investor's account. Potential investors in our common stock
      are urged to obtain and read such disclosure carefully before purchasing any
      shares that are deemed to be penny stock. Rule 15g-9 of the Commission requires
      broker-dealers in penny stocks to approve the account of any investor for
      transactions in such stocks before selling any penny stock to that
      investor.





This
      procedure requires the broker-dealer to (i) obtain from the investor information
      concerning his financial situation, investment experience and investment
      objectives; (ii) reasonably determine, based on that information, that
      transactions in penny stocks are suitable for the investor and that the investor
      has sufficient knowledge and experience as to be reasonably capable of
      evaluating the risks of penny stock transactions; (iii) provide the investor
      with a written statement setting forth the basis on which the broker-dealer
      made
      the determination in (ii) above; and (iv) receive a signed and dated copy of
      such statement from the investor, confirming that it accurately reflects the
      investor's financial situation, investment experience and investment objectives.
      Compliance with these requirements may make it more difficult for the Company's
      stockholders to resell their shares to third parties or to otherwise dispose
      of
      them.


12


***The
      Trading Price Of Our Common Stock May Decrease Due To Factors Beyond Our
      Control***





The
      trading price of our common stock will be subject to significant fluctuations
      in
      response to numerous factors, including:





·
            Variations
                in anticipated or actual results of operations;·
            Announcements
                of new products or technological innovations by us or our
                competitors;





·
            Changes
                in earnings estimates of operational results by
                analysts;·
            Results
                of product demonstrations;





·
            Inability
                of market makers to combat short positions on the
                stock;·
            Inability
                of the market to absorb large blocks of stock sold into the
                market;





·
            Comments
                about us or our markets posted on the
                Internet.




Moreover,
      the stock market from time to time has experienced extreme price and volume
      fluctuations, which have particularly affected the market prices for emerging
      growth companies and which often have been unrelated to the operating
      performance of the companies. These broad market fluctuations may adversely
      affect the market price of our common stock. If our stockholders sell
      substantial amounts of their common stock in the public market, the price of
      our
      common stock could fall. These sales also might make it more difficult for
      us to
      sell equity or equity related securities in the future at a price we deem
      appropriate.




***We
      Pay No Dividends***





We
      have
      never declared nor paid cash dividends on our capital stock. We currently intend
      to retain any earnings for funding growth however these plans may change
      depending upon capital raising requirements.





***Sarbanes-Oxley
      and Federal Securities Laws Reporting Requirements Can Be
      Expensive***




As
      a
      public reporting company, we are subject to the Sarbanes-Oxley Act of 2002,
      as
      well as the information and reporting requirements of the Securities Exchange
      Act of 1934, as amended, and other federal securities laws. The costs of
      compliance with the Sarbanes-Oxley Act and of preparing and filing annual and
      quarterly reports, proxy statements and other information with the SEC, and
      furnishing audited reports to shareholders, are significant and may increase
      in
      the future.





13


**OFF
      BALANCE SHEET ARRANGEMENTS**




We
      do not
      have any off-balance sheet guarantees, interest rate swap transactions or
      foreign currency contracts. We do not engage in trading activities involving
      non-exchange traded contracts.




**INFLATION**




We
      believe that inflation has not had a material effect on our operations to
      date.





**RECENT
      DEVELOPMENTS**





On
      March
      3, 2008, we announced that we were set to produce **** top-quality
      thermoplastic from electronic and electrical waste with the **** commercialization
      of our first compounds made from recycled mixed post-consumer plastics and
      utilizing our proprietary Blendymer technology: the Infinymer Sml 31.1 and
      the
      Infinymer Ssl 31.1. The Sml 31.1 is formed by a polystyrenic base and the Ssl
      31.1 by a polyolefinic base. Both Blendymer compounds have the advantage that
      their composition and structure mean they can be used in a variety of ways
      - not
      only as new electrical and electronic components, but also in products ranging
      from piping to furniture, from lighting to sports equipment, from luggage to
      gardening tools. Further, certain properties of the Infinymers can be adjusted
      to suit customers' needs.





**ITEM
      7. FINANCIAL STATEMENTS**





The
      following financial statements are included herewith: the Company's audited
      Financial Statements as of and for the fiscal year ended December 31, 2007
      and
      December 31, 2006.




14


**PLASTINUM
        POLYMER TECHNOLOGIES CORP.**
  INDEX
        TO
        FINANCIAL STATEMENTS
  Page**For
                  the Fiscal Years Ended December 31, 2007 and 2006**Report
                  of Independent Registered Public Accounting Firm
              
              
              F-2Consolidated
                  Balance Sheets as of December 31, 2007 and 2006
              
              
              F-3Consolidated
                  Statements of Losses for the Years ended December 31, 2007 and
                  2006 and
                  for cumulative period from April 7, 2005 (date of inception as
                  development
                  stage enterprise) to December 31, 2007
              
              
              F-5Consolidated
                  Statements of Deficiency in Stockholders’ Equity for the Years ended
                  December 31, 2007
              
              
              F-6Consolidated
                  Statements of Cash Flows for Years ended December 31, 2007 and
                  2006 and
                  for cumulative period from April 7, 2005 (date of inception as
                  development
                  stage enterprise) to December 31, 2007
              
              
              F-7Notes
                  to Consolidated Financial Statements
              
              
              F-8
   
 **REPORT
          OF INDEPENDENT REGISTERED CERTIFIED PUBLIC ACCOUNTING
          FIRM**
 
 
 The
          Board
          of Directors
 Plastinum
          Polymer Technology Corp.
 New
          York,
          New York
 
 We
          have
          audited the accompanying consolidated balance sheet of Plastinum Polymer
          Technology Corp. ("Company"), a development stage Company, as of December
          31,
          2007 and 2006, and the related consolidated statements of losses, deficiency
          in
          stockholders' equity and cash flows for each of the two years in the period
          ended December 31, 2007 and for the period April 7, 2003 (date of inception
          as a
          development stage enterprise) to December 31, 2007. These consolidated
          financial
          statements are the responsibility of the Company's management. Our
          responsibility is to express an opinion on these consolidated financial
          statements based on our audits.
 
 We
          conducted our audits in accordance with standards of the Public Company
          Accounting Oversight Board (United States of America). Those standards
          require
          that we plan and perform the audit to obtain reasonable assurance about
          whether
          the financial statements are free of material misstatement. 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 consolidated financial position of Plastinum Polymer
          Technology Corp. as of December 31, 2007, and the consolidated results
          of its
          operations and its cash flows for each of the two years in the period ended
          December 31, 2007 and from April 7, 2003 (date of inception as a development
          stage enterprise ) to December 31, 2007 in conformity with generally accepted
          accounting principles in the United States of America.
 
 The
          accompanying consolidated financial statements have been prepared assuming
          that
          the Company will continue as a going concern. As discussed in Note A to
          the
          financial statements, the Company has suffered recurring losses from operations
          that raise substantial doubt about its ability to continue as a going concern.
          Management's plans in regard to these matters are also described in Note
          A. The
          financial statements do not include any adjustments that might result from
          the
          outcome of this uncertainty.
 
 /s/
          RBSM
          LLP
 Certified
          Public Accountants
 
 New
          York,
          New York
 March
          8,
          2008


F-2


PLASTINUM
        POLYMER TECHNOLOGIES CORP.
 (A
        Development Stage Company)
 CONSOLIDATED
        BALANCE SHEETS
 DECEMBER
        31, 2007 AND 2006
 
 2007
              
              2006AssetsCurrent
                  assets:Cash
              
              $
              925,000
              
              $
              39,413Prepaid
                  expense
              
              
              3,465
              
              
              -Value
                  added tax refunds receivable
              
              
              78,064
              
              
              -Total
                  current assets
              
              
              1,006,529
              
              
              39,413Equipment,
                  net
              
              
              7,208
              
              
              -Advances
                  receivable - former parent
              
              
              192,042
              
              
              8,454Total
                  assets
              
              $
              1,205,779
              
              $
              47,867Liabilities
                  and deficiency in stockholders' equityCurrent
                  liabilities:Accounts
                  payable
              
              $
              235,028
              
              $
              255,127Accrued
                  salary
              
              
              120,000
              
              
              -Accrued
                  interest
              
              
              59,178
              
              
              19,178Due
                  to stockholder
              
              
              492,439
              
              
              457,720Total
                  current liabilities
              
              
              906,645
              
              
              732,025Convertible
                  notes payable, net of discount of $77,920 and $110,953
              
              
              422,080
              
              
              389,047Total
                  liabilities
              
              
              1,328,725
              
              
              1,121,072Redeemable
                  preferred stock, Series B; par value $.01 per share; 120,000 shares
                  authorized, 21,050 shares issued and outstanding, net (Face value
                  $2,105,000)
              
              
              1,523,597
              
              
              -Deficiency
                  in stockholders' equity:Preferred
                  stock, undesignated, par value $.01 per share; 9,880,000 shares
                  authorized, no shares issued and outstanding
              
              
              -
              
              
              -Common
                  stock, par value $.01 per share; 250,000,000 shares authorized,
                  96,953,722
                  and 53,413,844 shares issued and outstanding, respectively
              
              
              969,537
              
              
              534,139Additional
                  paid-in capital
              
              
              9,465,997
              
              
              7,730,537Other
                  comprehensive income
              
              
              (52,496
              )
              
              (4,330
              )Accumulated
                  deficit prior to development stage
              
              
              (4,221,982
              )
              
              (4,221,982
              )Deficit
                  accumulated during the development stage
              
              
              (7,807,599
              )
              
              (5,111,569
              )Total
                  deficiency in stockholders' equity
              
              
              (1,646,543
              )
              
              (1,073,205
              )Total
                  liabilities and deficiency in stockholders' equity
              
              $
              1,205,779
              
              $
              47,867
 
 See
        accompanying notes to these consolidated financial statements.
  F-3
 
 PLASTINUM
        POLYMER TECHNOLOGIES CORP.
 (A
        Development Stage Company)
 CONSOLIDATED
        STATEMENTS OF LOSSES
 
 Cumulative Period
                from April 7, 2003
                (date of inception as
                a development stage
                enterprise) toYears ended December 31,
              
              December 31,2007
              
              2006
              
              2007Operating
                  expenses:General
                  and administrative expenses
              
              $
              1,602,554
              
              $
              1,214,246
              
              $
              4,957,256Depreciation
                  and amortization
              
              
              313
              
              
              -
              
              
              108,103Research
                  and development
              
              
              1,028,069
              
              
              719,440
              
              
              2,642,114Total
                  operating expenses
              
              
              2,630,936
              
              
              1,933,686
              
              
              7,707,473Loss
                  from operations
              
              
              (2,630,936
              )
              
              (1,933,686
              )
              
              (7,707,473
              )Interest
                  expense, net
              
              
              (65,094
              )
              
              (35,032
              )
              
              (100,126
              )Loss
                  before provision for income taxes
              
              
              (2,696,030
              )
              
              (1,968,718
              )
              
              (7,807,599
              )Provision
                  for income taxes
              
              
              -
              
              
              -
              
              
              -Net
                  loss
              
              
              (2,696,030
              )
              
              (1,968,718
              )
              
              (7,807,599
              )Accretion
                  of preferred dividends and discount
              
              
              (56,034
              )
              
              -
              
              
              (56,034
              )Net
                  loss attributable to common shareholders
              
              $
              (2,752,064
              )
              $
              (1,968,718
              )
              $
              (7,863,633
              )Net
                  loss per common share, basic and diluted
              
              $
              (0.03
              )
              $
              (0.04
              )Weighted
                  average shares outstanding
              
              
              88,024,357
              
              
              51,846,549Comprehensive
                  loss:Net
                  loss
              
              $
              (2,696,030
              )
              $
              (1,968,718
              )Foreign
                  currency translation loss
              
              
              (48,166
              )
              
              (4,330
              )Comprehensive
                  loss
              
              $
              (2,744,196
              )
              $
              (1,973,048
              )
 
 See
        accompanying notes to these consolidated financial statements.
  F-4
 
 PLASTINUM
        POLYMER TECHNOLOGIES CORP.
 (A
        Development Stage Company)
 CONSOLIDATED
        STATEMENT OF DEFICIENCY IN STOCKHOLDERS' EQUITY
 
 Accumulated DeficitAdditional
              
              Prior to
              
              During
              
              OtherCommon Stock
              
              Common Stock to be Issued
              
              Paid-in
              
              Development
              
              Development
              
              Comprehensive
              
              Stockholders'Shares
              
              Amount
              
              Shares
              
              Amount
              
              Capital
              
              Stage
              
              Stage
              
              Income
              
              DeficiencyBalance,
                  December 31, 2002
              
              
              49,998,260
              
              $
              499,983
              
              
              -
              
              $
              -
              
              $
              3,829,789
              
              $
              (4,196,122
              )
              $
              -
              
              $
              -
              
              $
              133,650Net
                  loss from January 1, 2003 to April 7, 2003
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (25,860
              )
              
              -
              
              
              -
              
              
              (25,860
              )Balance,
                  April 7, 2003
              
              
              49,998,260
              
              
              499,983
              
              
              -
              
              
              -
              
              
              3,829,789
              
              
              (4,221,982
              )
              
              -
              
              
              -
              
              
              107,790Contribution
                  of capital by parent
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              24,300
              
              
              -
              
              
              -
              
              
              -
              
              
              24,300Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (101,880
              )
              
              -
              
              
              (101,880
              )Balance,
                  December 31, 2003
              
              
              49,998,260
              
              
              499,983
              
              
              -
              
              
              -
              
              
              3,854,089
              
              
              (4,221,982
              )
              
              (101,880
              )
              
              -
              
              
              30,210Contribution
                  of capital by parent
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              488,427
              
              
              -
              
              
              -
              
              
              -
              
              
              488,427Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (518,637
              )
              
              -
              
              
              (518,637
              )Balance,
                  December 31, 2004
              
              
              49,998,260
              
              
              499,983
              
              
              -
              
              
              -
              
              
              4,342,516
              
              
              (4,221,982
              )
              
              (620,517
              )
              
              -
              
              
              -Contribution
                  of capital by parent
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              2,522,334
              
              
              -
              
              
              -
              
              
              -
              
              
              2,522,334Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (2,522,334
              )
              
              -
              
              
              (2,522,334
              )Balance,
                  December 31, 2005
              
              
              49,998,260
              
              
              499,983
              
              
              -
              
              
              -
              
              
              6,864,850
              
              
              (4,221,982
              )
              
              (3,142,851
              )
              
              -
              
              
              -Contribution
                  of capital by parent
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              32,375
              
              
              -
              
              
              -
              
              
              -
              
              
              32,375Exercise
                  of warrants, May 24, 2006
              
              
              1,430,000
              
              
              14,300
              
              
              -
              
              
              -
              
              
              486,200
              
              
              -
              
              
              -
              
              
              -
              
              
              500,500Issuance
                  of stock for parent liabilities liabilities, June and August,
                  2006
              
              
              1,985,584
              
              
              19,856
              
              
              -
              
              
              -
              
              
              (19,856
              )
              
              -
              
              
              -
              
              
              -
              
              
              -Stock
                  based compensation
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              240,268
              
              
              -
              
              
              -
              
              
              -
              
              
              240,268Warrants
                  issued with convertible notes
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              126,700
              
              
              -
              
              
              -
              
              
              -
              
              
              126,700Currency
                  translation adjustment
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (4,330
              )
              
              (4,330
              )Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (1,968,718
              )
              
              -
              
              
              (1,968,718
              )Balance,
                  December 31, 2006
              
              
              53,413,844
              
              
              534,139
              
              
              -
              
              
              -
              
              
              7,730,537
              
              
              (4,221,982
              )
              
              (5,111,569
              )
              
              (4,330
              )
              
              (1,073,205
              )Exercise
                  of warrants, February 9, 2007
              
              
              -
              
              
              -
              
              
              50,020
              
              
              500
              
              
              17,007
              
              
              -
              
              
              -
              
              
              -
              
              
              17,507Issuance
                  of shares upon conversion of former parent preferred stock- issued
                  pursuant to spin off, March 6, 2007
              
              
              38,672,076
              
              
              386,720
              
              
              -
              
              
              -
              
              
              (386,720
              )
              
              -
              
              
              -
              
              
              -
              
              
              -
 See
          accompanying notes to these consolidated financial
          statements.
  F-5
 PLASTINUM
          POLYMER TECHNOLOGIES CORP.
 (A
          Development Stage Company)
 CONSOLIDATED
          STATEMENT OF DEFICIENCY IN STOCKHOLDERS' EQUITY
  Exercise
                  of warrants, March 9, 2007
              
              
              -
              
              
              -
              
              
              360,000
              
              
              3,600
              
              
              122,400
              
              
              -
              
              
              -
              
              
              -
              
              
              126,000Exercise
                  of warrants, March 14, 2007
              
              
              600,000
              
              
              6,000
              
              
              -
              
              
              -
              
              
              294,000
              
              
              -
              
              
              -
              
              
              -
              
              
              300,000Exercise
                  of warrants, April - June, 2007
              
              
              -
              
              
              -
              
              
              1,853,203
              
              
              18,532
              
              
              631,081
              
              
              -
              
              
              -
              
              
              -
              
              
              649,613Cashless
                  exercise of warrants, June, 2007
              
              
              -
              
              
              -
              
              
              30,600
              
              
              306
              
              
              (306
              )
              
              -
              
              
              -
              
              
              -
              
              
              -Shares
                  physically issued, August, 2007
              
              
              2,293,823
              
              
              22,938
              
              
              (2,293,823
              )
              
              (22,938
              )
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -Exercise
                  of warrants, August, 2007
              
              
              1,079,289
              
              
              10,793
              
              
              -
              
              
              -
              
              
              366,958
              
              
              -
              
              
              -
              
              
              -
              
              
              377,751Cashless
                  exercise of warrants, August, 2007
              
              
              254,881
              
              
              2,549
              
              
              -
              
              
              -
              
              
              (2,549
              )
              
              -
              
              
              -
              
              
              -
              
              
              -Shares
                  issued pursuant to spin off
              
              
              68,851
              
              
              688
              
              
              -
              
              
              -
              
              
              (688
              )
              
              -
              
              
              -
              
              
              -
              
              
              -Shares
                  issued for services
              
              
              27,072
              
              
              271
              
              
              -
              
              
              -
              
              
              8,149
              
              
              -
              
              
              -
              
              
              -
              
              
              8,420Exercise
                  of warrants, October and November, 2007
              
              
              315,000
              
              
              3,150
              
              
              -
              
              
              -
              
              
              107,130
              
              
              -
              
              
              -
              
              
              -
              
              
              110,280Cashless
                  exercise of warrants, November, 2007
              
              
              228,886
              
              
              2,289
              
              
              -
              
              
              -
              
              
              (2,289
              )
              
              -
              
              
              -
              
              
              -
              
              
              -Warrants
                  issued with redeemable convertible preferred stock
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              208,462
              
              
              -
              
              
              -
              
              
              -
              
              
              208,462Beneficial
                  conversion feature of redeemable convertible preferred
                  stock
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              308,725
              
              
              -
              
              
              -
              
              
              -
              
              
              308,725Stock
                  based compensation
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              120,134
              
              
              -
              
              
              -
              
              
              -
              
              
              120,134Accretion
                  of preferred discount
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (31,502
              )
              
              -
              
              
              -
              
              
              -
              
              
              (31,502
              )Accretion
                  of preferred dividends
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (24,532
              )
              
              -
              
              
              -
              
              
              -
              
              
              (24,532
              )Currency
                  translation adjustment
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (48,166
              )
              
              (48,166
              )Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (2,696,030
              )
              
              -
              
              
              (2,696,030
              )Balance,
                  December 31, 2007
              
              
              96,953,722
              
              $
              969,537
              
              
              -
              
              $
              -
              
              $
              9,465,997
              
              $
              (4,221,982
              )
              $
              (7,807,599
              )
              $
              (52,496
              )
              $
              (1,646,543
              )
 
 See
        accompanying notes to these consolidated financial statements.
  F-6
 
 PLASTINUM
        POLYMER TECHNOLOGIES CORP.
 (A
        Development Stage Company)
 CONSOLIDATED
        STATEMENTS OF CASH FLOWS
 
 Cumulative Period
                from April 7, 2003
                (date of inception as
                a development stage
                enterprise) toYears ended December 31,
              
              December 31,2007
              
              2006
              
              2007Cash
                  flows from operating activities:Net
                  loss
              
              $
              (2,696,030
              )
              $
              (1,968,718
              )
              $
              (7,807,599
              )Adjustments
                  to reconcile net loss to net cash used in operating
                  activities:Stock
                  based compensation
              
              
              128,554
              
              
              240,268
              
              
              368,822Amortization
                  of debt discount
              
              
              33,033
              
              
              15,747
              
              
              48,780Net
                  expenses paid by parent
              
              
              -
              
              
              32,375
              
              
              3,067,436Depreciation
                  and amortization
              
              
              313
              
              
              -
              
              
              108,103Increase
                  in value added tax refund receivable
              
              
              (78,064
              )
              
              -
              
              
              (78,064
              )Increase
                  in prepaid expense
              
              
              (3,465
              )
              
              
              
              
              (3,465
              )Increase
                  in advance receivable
              
              
              (183,588
              )
              
              (8,454
              )
              
              (192,042
              )Increase
                  in accounts payable and accrued expenses
              
              
              139,901
              
              
              274,305
              
              
              414,206Cash
                  used in operating activities
              
              
              (2,659,346
              )
              
              (1,414,477
              )
              
              (4,073,823
              )Cash
                  flows from financing activities Purchase of equipment
              
              
              (7,521
              )
              
              -
              
              
              (7,521
              )Cash
                  flows from financing activitiesProceeds
                  from exercise of warrants
              
              
              1,581,151
              
              
              500,500
              
              
              2,081,651Proceeds
                  from sale of redeemable preferred stock
              
              
              1,984,750
              
              
              -
              
              
              1,984,750Proceeds
                  from sale of convertible notes
              
              
              -
              
              
              500,000
              
              
              500,000Advances
                  from stockholder
              
              
              34,719
              
              
              457,720
              
              
              492,439Cash
                  provided by financing activities
              
              
              3,600,620
              
              
              1,458,220
              
              
              5,058,840Effect
                  of exchange rate changes on cash
              
              
              (48,166
              )
              
              (4,330
              )
              
              (52,496
              )Net
                  increase in cash
              
              
              885,587
              
              
              39,413
              
              
              925,000Cash,
                  beginning of period
              
              
              39,413
              
              
              -
              
              
              -Cash,
                  end of period
              
              $
              925,000
              
              $
              39,413
              
              $
              925,000Supplemental
                  disclosure of non-cash financing activities:Accrued
                  liabilities settled in common stock
              
              $
              3,290
              
              $
              633,595Value
                  attributed to warrants issued with redeemable preferred
                  stock
              
              
              208,462
              
              
              -Value
                  attributed to warrants issued with debt
              
              
              -
              
              
              126,700Beneficial
                  conversion feature of redeemable preferred stock
              
              
              308,725
              
              
              -Accretion
                  of discount on redeemable preferred stock
              
              
              31,502
              
              
              -Accretion
                  of dividend on redeemable preferred stock
              
              
              24,532
              
              
              -
 
 See
        accompanying notes to these consolidated financial statements.
  F-7
  **PLASTINUM
        POLYMER TECHNOLOGIES CORP.**
 **(A
        Development Stage Company)**
 **NOTES
        TO CONSOLIDATED FINANCIAL STATEMENTS**
 
 **DECEMBER
        31, 2007 AND 2006**
  **NOTE
        A - SUMMARY OF ACCOUNTING POLICIES**
 
 A
        summary
        of the significant accounting policies applied in the preparation of the
        accompanying consolidated financial statements follows.
 
 **Business
        and Basis of Presentation**
 
 Plastinum
        Polymer Technologies Corp. (“ *we”,
        “us”,* “ *our
        company* “, *“our”,*  *“Plastinum”
        or the “Company”* )
        (formerly Plastinum Corp.) was formed under the laws of the State of Delaware
        in
        2000. We are a development stage company, as defined by Statement of Financial
        Accounting Standards (“SFAS”) No. 7, and we are currently developing a
        proprietary technology designed to process and blend two or more discrete
        plastic polymers. The technology is in the final stages of testing and, when
        testing is completed, the technology will be marketed primarily in the United
        States.
 
 To
        date,
        we have generated no sales revenues, have incurred significant expenses and
        have
        sustained losses. Consequently, our operations are subject to all the risks
        inherent in the establishment of a new business enterprise. For the period
        from
        entering the development stage on April 7, 2003 through December 31, 2007,
        we
        have accumulated losses of $7,807,599.
 
 We
        were a wholly owned subsidiary of New Generation Holdings, Inc. (“NGH”)
        through May 24, 2006, and NGH owned approximately 94% of our common stock
        until
        February 20, 2007, at which time NGH effected a pro rata distribution of
        our
        common stock (commonly referred to as a “spin off”), pursuant to which each
        stockholder of NGH received one share of our common stock for each share
        of NGH
        owned by such stockholder.
 
 Through
        June 30, 2006, all of our research and development costs and overhead
        expenses had been paid or incurred by NGH. Certain overhead and general and
        administrative expenses had been allocated to us, with the offsetting credit
        to
        additional paid-in capital. As our parent, NGH had paid all of our expenses
        through June 30, 2006, and does not expect repayment of those expenditures.
        There had been no cap limiting the amount of capital contributions to be
        provided by NGH.
 
 The
        consolidated financial statements include the accounts of Plastinum its wholly
        owned subsidiary. All significant intercompany transactions and balances
        have
        been eliminated in the consolidated financial statement.
 
 Certain
        information in our financial statements relating to the results of operations
        and financial condition was derived from the historical financial statements
        of
        NGH, which have been prepared in accordance with accounting principles generally
        accepted in the United States of America. Various allocation methodologies
        were
        employed to allocate the expenses incurred by NGH on the Company’s behalf.
        Allocation is done on either a specific identification basis or a proportional
        cost allocation basis. Allocations of these expenses include officer salaries,
        accounting and legal fees, rent, consulting fees and other general office
        expenses. Management believes that these allocation methodologies are reasonable
        and, based on the allocation methods, believes that all costs of doing business
        have been reflected in the historical financial statements of Plastinum.
        The
        expenses allocated are not necessarily indicative of the expenses that would
        have been incurred if Plastinum had been a separate, independent public entity
        and had managed these functions. We may incur additional general administrative
        expenses, and other costs as a result of operating independently of
        NGH.
  F-8
  The
        accompanying financial statements include the following expenses incurred
        by NGH
        through June of 2006 on behalf of the Company. Summarized results of the
        allocated expenses are as follows:
  **2006**
              
              **For the Period**
                **April 7, 2003**
                **(Date of Inception of**
                **Development Stage)**
                **through****December 31,**
                **2006**Net transfer
                  from NGH - beginning of the period
              
              $
              3,035,061
              
              $
              -Net
                  transactions with NGH:Reimbursements
              
              
              (199,225
              )
              
              (199,225
              )Proceeds
                  from exercise of warrants
              
              
              (500,500
              )
              
              (500,500
              )Product
                  development
              
              
              252,589
              
              
              1,147,194Officer
                  and other compensation
              
              
              213,274
              
              
              891,174Rent
              
              
              6,489
              
              
              29,159Audit
                  and legal services
              
              
              123,835
              
              
              313,495Other
                  general and administrative
              
              
              135,913
              
              
              1,386,139Loss
                  for period, funded by NGH
              
              
              732,100
              
              
              3,767,161Net
                  transfer from NGH - end of the period
              
              $
              3,067,436
              
              $
              3,067,436
 
 The
        nature and amounts of expenses stranded on NGH’s stand alone financial
        statements through June 30, 2006 are as follows:
 
 **2006**
              
              **For the Period**
                **April 7, 2003**
                **(Date of Inception**
                **of Development**
                **Stage) through**
                **December 31,**
                **2006**Officer
                  and other compensation
              
              
              40,500
              
              
              423,200Rent
              
              
              5,243
              
              
              13,321Audit
                  and legal services
              
              
              93,552
              
              
              150,769Consulting
              
              
              -
              
              
              349,031Other
                  general and administrative
              
              
              43,668
              
              
              117,461Interest
                  and finance costs
              
              
              6,472,670
              
              
              8,153,651NGH
                  stand alone expense
              
              $
              6,655,633
              
              $
              9,207,433
 
  F
            -9
  **Going
        Concern**
 
 The
        financial statements have been prepared on a going concern basis, and do
        not
        reflect any adjustments related to the uncertainty surrounding our recurring
        losses or accumulated deficit.
 
 We
        have
        had substantial net losses of $2,696,030 and $1,968,718 for the years ended
        December 31, 2007 and 2006, respectively and, until recently, have had no
        sources of financing except for that provided by NGH. These factors raise
        substantial doubt about our ability to continue as a going concern.
 
 The
        continuation of the Company as a going concern is dependent on our ability
        to
        develop revenues and to obtain financing from outside sources. The Company
        is
        currently a party to an investment advisory agreement with Valley Road Capital
        whose purpose is to arrange a private placement of up to $12,000,000 of the
        Company's securities. During November 2007, the Company sold $2,105,000 of
        securities through that private placement. While the Company is currently
        in
        discussions with additional prospective purchasers with respect to the private
        placement securities, there can be no assurance that any additional private
        placement securities will in fact be sold. Management is also attempting
        to
        secure ongoing revenue relationships for our products. We are currently
        developing a proprietary technology designed to process and blend two or
        more
        discrete plastic polymers. The technology is in the final stages of testing
        and,
        when testing is completed, the technology will be marketed primarily in the
        United States. Should we be unable to develop revenues or obtain necessary
        financing, we may have to curtail our operations, which may have a material
        adverse effect on our financial position and results of operations and our
        ability to continue as a going concern.
 
 **Use
        of Estimates**
 
 The
        preparation of financial statements in conformity with generally accepted
        accounting principles requires management to make estimates and assumptions
        that
        affect the amounts reported in the consolidated financial statements and
        accompanying disclosures. Although these estimates are based on management's
        best knowledge of current events and actions the Company may undertake in
        the
        future, actual results may differ from those estimates.
  **Income
        Taxes**
 
 Deferred
        income taxes are provided for using the asset and liability method for financial
        reporting purposes in accordance with the provisions of SFAS No. 109,
        "Accounting for Income Taxes". Under this method, deferred tax assets and
        liabilities are recognized for temporary differences between the tax bases
        of
        assets and liabilities and their carrying values for financial reporting
        purposes, and for operating loss and tax credit carry forwards. Deferred
        tax
        assets and liabilities are measured using enacted tax rates expected to apply
        to
        taxable income in the years in which those temporary differences are expected
        to
        be removed or settled. The effect on deferred tax assets and liabilities
        of a
        change in tax rates is recognized in the consolidated statements of operations
        in the period that includes the enactment date.
 
 **Product
        Development Costs**
 
 Product
        development costs include expenses incurred by the Company for research,
        design
        and development of our proprietary technology and are charged to operations
        as
        incurred.
  Plastinum
        incurred research and development expenses of $1,028,069, $719,440 and
        $2,642,114 for the years ended December 31, 2007 and 2006, and from April
        7,
        2003 (date of inception of development stage) through December 31, 2007,
        respectively.
 
 **Liquidity**
  As
        shown
        in the accompanying financial statements, we incurred net losses of $2,696,030
        and $1,968,718 for the years ended December 31, 2007 and 2006, respectively.
        For
        the period from inception of development stage through December 31, 2007,
        we
        have accumulated losses of $7,807,599. Consequently, our operations are subject
        to all risks inherent in the establishment of a new business
        enterprise.
 
  F
            -10
  **Cash
        Equivalents**
  For
        purposes of the statements of cash flows, we consider all highly liquid debt
        instruments purchased with a maturity date of three months or less to be
        cash
        equivalents. We maintain our cash in bank deposit accounts which, at times,
        may
        exceed insured limits. We have not experienced any losses in our
        accounts.
  **Comprehensive
        Income**
  SFAS
        130,
“Reporting Comprehensive Income,” establishes standards for the reporting and
        displaying of comprehensive income, its components and accumulated balances.
        Comprehensive income is defined to include all changes in equity except those
        resulting from investments by owners and distributions to owners. Among other
        disclosures, SFAS 130 requires that all items that are required to be recognized
        under current accounting standards as components of comprehensive income
        be
        reported in a financial statement that is displayed with the same prominence
        as
        other financial statements. Comprehensive income includes gains and losses
        on
        foreign currency translation adjustments and is included as a component of
        stockholders' equity.
 
 **Foreign
        Currency Translation**
 
 The
        Company translates the foreign currency financial statements of its foreign
        subsidiaries in accordance with the requirements of SFAS No. 52, "Foreign
        Currency Translation." Assets and liabilities are translated at current exchange
        rates, and related revenue and expenses are translated at average exchange
        rates
        in effect during the period. Resulting translation adjustments are recorded
        as a
        separate component in stockholders' equity. Foreign currency transaction
        gains
        and losses are included in the statement of income.
  **Concentrations
        of Credit Risk**
 
 Financial
        instruments and related items, which potentially subject the Company to
        concentrations of credit risk, consist primarily of cash and cash equivalents.
        The Company places its cash and temporary cash investments with credit quality
        institutions. At times, such investments may be in excess of applicable
        government mandated insurance limits.
 
 **Fair
        Value of Financial Instruments**
 
 SFAS
        No.
        107, "Disclosures About Fair Value of Financial Instruments," requires
        disclosure of the fair value of certain financial instruments. The carrying
        value of cash and cash equivalents, accounts payable and short-term borrowings,
        as reflected in the balance sheets, approximate fair value because of the
        short-term maturity of these instruments.
 
 **Loss
        Per Share**
 
 We
        use
        SFAS No. 128, “Earnings Per Share” for calculating the basic and diluted
        loss per share. We compute basic loss per share by dividing net loss and
        net
        loss attributable to common shareholders by the weighted average number of
        common shares outstanding. Diluted loss per share is computed similar to
        basic
        loss per share except that the denominator is increased to include the number
        of
        additional common shares that would have been outstanding if the potential
        shares had been issued and if the additional shares were dilutive. Common
        equivalent shares are excluded from the computation of net loss per share
        if
        their effect is anti-dilutive. There were 31,332,650 common share equivalents
        at
        December 31, 2007 and 32,586,570 at December 31, 2006. For the years ended
        December 31, 2007 and 2006, these potential shares were excluded from
        the shares used to calculate diluted earnings per share as their inclusion
        would
        reduce net loss per share.
  F
            -11
  **Stock-Based
        Compensation**
  We
        account for our share-based compensation under the provisions of FASB Statement
        No. 123(R), “Share-Based Payment”, (“FAS 123R”). We adopted FAS 123R as of
        January 1, 2006, using the modified prospective application method. We did
        not
        have any unvested amounts of stock based compensation grants issued and
        outstanding at the date of implementation.
  **Property
        and Equipment**
  We
        record
        our equipment at historical cost. We expense maintenance and repairs as
        incurred. Depreciation is provided for by the straight-line method over three
        years, the estimated useful lives of the property and equipment.
 
 **Recent
        Accounting Pronouncements**
 
 In
        September 2006, the FASB issued SFAS No. 157, “Fair
        Value Measurements” (“SFAS
        No. 157”), to define fair value and establish a framework for measuring fair
        value in generally accepted accounting principles (“GAAP”) and to expand
        disclosures about fair value measurements. This Statement applies under other
        accounting pronouncements that require or permit fair value measurements.
        Prior
        to this Statement, there were different definitions of fair value and limited
        guidance for applying those definitions in GAAP. A single definition of fair
        value, together with a framework for measuring fair value, should result
        in
        increased consistency and comparability in fair value measurements. The expanded
        disclosures about the use of fair value to measure assets and liabilities
        should
        provide users of financial statements with better information about the extent
        to which fair value is used to measure recognized assets and liabilities,
        the
        inputs used to develop the measurements and the effect of certain of the
        measurements on earnings (or changes in net assets) for the period. SFAS
        No. 157
        is effective for financial statements issued for fiscal years beginning after
        November 15, 2007, and interim periods with those fiscal years. Early adoption
        is permitted. The Company does not expect adoption of this standard will
        have a
        material impact on its financial position, operations or cash flows
 
 In
        February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for
        Financial Assets and Financial Liabilities—Including an amendment of FASB
        Statement No. 115” (“SFAS 159”). This statement permits all entities to
        choose, at specified election dates, to measure eligible items at fair value
        (the “fair value option”). A business entity must report unrealized gains
        and losses on items for which the fair value option has been elected in earnings
        at each subsequent reporting date. Upfront costs and fees related to items
        for which the fair value option is elected must be recognized in earnings
        as
        incurred and not deferred. This statement is effective as of the beginning
        of an
        entity’s first fiscal year that begins after November 15, 2007. The Company
        does not expect adoption of this standard will have a material impact on
        its
        financial position, operations or cash flows
 
 In
        December 2007, the FASB issued FAS No. 160, "Noncontrolling Interests in
        Consolidated Financial Statements-an amendment of ARB No. 51" ("FAS No.160").
        FAS No.160 establishes accounting and reporting standards for the noncontrolling
        interest in a subsidiary and for the deconsolidation of a subsidiary. It
        clarifies that a noncontrolling interest in a subsidiary is an ownership
        interest in the consolidated entity that should be reported as equity in
        the
        consolidated financial statements. FAS No. 160 is effective for the Company
        in
        fiscal years beginning October 1, 2009. The Company does not expect that
        the
        adoption of this standard will have a material impact on its financial position,
        operations or cash flows
 
 **NOTE
        B - CAPITAL STOCK AND STOCKHOLDER’S EQUITY**
 
 As
        of
        December 31, 2005 we were authorized to issue 1,000 shares of common stock
        with
        a par value of $.01 per share. On May 19, 2006 we effected a stock split
        of
        49,998.26 to 1. After the split, there were 49,998,260 common shares
        outstanding, all then held by NGH. After the stock split, we issued an aggregate
        of 3,415,584 shares for common stock to consultants and pursuant to the
        exercise of warrants. On July 5, 2006, we amended our certificate of
        incorporation to increase our authorized shares to 260,000,000, 250,000,000
        common and 10,000,000 preferred.
  F
            -12
  All
        references to share and per share amounts in these financial statements have
        been retroactively adjusted to reflect the stock split.
 
 Since
        the
        reestablishment of development stage operations, our operations had been
        funded
        by our former parent, NGH, through June, 2006. NGH retained the proceeds
        received from the exercise of warrants into our common stock on May 24, 2006.
        These proceeds aggregated $500,500. We have allocated certain overhead expenses
        paid by NGH to our operations. All funds expended by NGH on our behalf have
        been
        recorded as additional paid-in capital.
  In
        anticipation of the spinoff transaction described in Note A, NGH amended
        its
        existing common stock purchase warrants, to permit, at the holder's
        election, the exercise of the warrants to purchase shares of
        our common stock or NGH common stock. The Plastinum shares
        issuable upon exercise of warrants will be issued in the same amounts and
        for
        the same exercise price as the warrants for shares of NGH. The total number
        of
        NGH warrants exercisable into Plastinum common stock is 17,745,750 at December
        31, 2007, with a weighted average exercise price of $0.35 per
        share.
 
 We
        entered into a debt exchange agreement with our president and chief executive
        officer, Jacques Mot and NGH dated as of December 7, 2005. Pursuant to the
        debt
        exchange agreement, Mr. Mot received a convertible promissory note in the
        original principal amount of $753,304 representing outstanding amounts owed
        to
        him under his consulting agreement with NGH. The convertible promissory note
        bore interest at a rate of 10% per annum. The Convertible Promissory Note
        was
        convertible into shares of our Preferred Stock or the Preferred Stock of
        NGH. On
        July 10, 2006, Mr. Mot converted the outstanding principal and accrued interest
        under the Convertible Promissory Note into 528,630 shares of NGH Preferred
        Stock
        pursuant to an Election to Convert and Amendment to Debt Exchange Agreement
        among NGH, Plastinum and Mr. Mot. Upon the closing of the spin off of Plastinum,
        the shares of Preferred Stock automatically converted into 38,672,076 shares
        of
        NGH Common Stock. As a result of the effectiveness of the spin off, Mr. Mot
        received 38,672,076 shares of our Common Stock on February 20,
        2007.
 
 During
        the year ended December 31, 2007, we issued 600,000 shares of common stock
        upon
        the exercise of warrants issued with our convertible debt. Gross proceeds
        from
        the exercises were $300,000.
 
 During
        the year ended December 31, 2007, we issued 3,657,512 shares of common stock
        upon the exercise of warrants and received proceeds of $1,281,151. Also,
        certain
        warrant holders elected to exercise their warrants pursuant to the cashless
        exercise provision of the warrants. As a result, warrants to purchase an
        aggregate of 3,183,308 shares were exercised on a “cashless” basis into 514,367
        shares of our common stock.
 
 On
        March
        7, 2007, we issued warrants to purchase an aggregate of 1,985,584 shares
        of
        common stock of either NGH or Plastinum at an exercise price of $0.35 per
        share.
        These warrants were issued pursuant to consulting agreements entered into
        with
        NGH. The associated expense had been recorded in the year ended December
        31,
        2005.
 
 On
        March
        27, 2007, 3,000,000 common stock options previously issued to an employee
        were
        cancelled upon the termination of employment of such employee.
 
 On
        April
        5, 2007, we issued 68,851 shares of common stock in connection with the spin
        off
        described in Note A.
 
 On
        April
        5, 2007, we issued 27,072 shares of common stock, valued at $8,420, as
        compensation for services. Of this amount, $3,290 had been accrued at December
        31, 2006.
  F
            -13
  On
        May
        24, 2006, we issued 1,430,000 shares of our common stock to Lombard Odier
        Deutsch of CIE, for an aggregate purchase price of $500,500 (or $0.35 per
        share). The issuance reflected partial exercise of a warrant issued by
        NGH.
 
 On
        June
        20, 2006, we issued an aggregate of 1,270,737 shares of common stock in
        consideration for services provided pursuant to consulting agreements with
        NGH.
  On
        July
        10, 2006, we issued options to purchase 3,000,000 shares of common stock
        to each
        of two employees. The options vest over a three year period with 1,000,000
        options vesting on each of the first second and third anniversaries of the
        grant
        date. The options have an exercise price of $0.10 per share and expire five
        years after date of grant. The options have been valued at $1,441,609 on
        the
        grant date using the Black-Scholes model. The assumptions used in the
        Black-Scholes model are as follows: (1) dividend yield of 0%; (2) expected
        volatility of 136%, (3) risk-free interest rate of 4.9%, (4) expected life
        of 2
        years and (5) estimated fair value of Plastinum common stock of $0.29 per
        share.
        The compensation expense is being recorded over the vesting period.
  On
        August
        1, 2006, we issued an aggregate of 714,847 shares of common stock in
        consideration for services provided pursuant to consulting agreements with
        NGH.
 
 **NOTE
        C – REDEEMABLE PREFERRED STOCK AND WARRANT UNIT
        OFFERING**
 
 We
        have
        designated 120,000 shares of preferred stock as Series B convertible preferred
        stock, which may be issued in one or more sub-series, and have authorized
        the
        issuance of 23,550 shares of Series B-1 convertible preferred stock. The
        Series
        B-1 Preferred Stock is convertible into shares of our common Stock at an
        initial
        conversion price of $0.38 per share, subject to adjustment for customary
        anti-dilution provisions. Plastinum may, on or after November 1, 2008 and
        upon
        at least 30 days notice, redeem the Series B-1 Preferred Stock in full at
        the
        purchase price plus any accrued but unpaid dividends, subject to the holder’s
        conversion rights. Conversely, in the event of a change of control (as defined
        in the purchase agreement), or at the holder’s option at any time on or after
        November 1, 2010 and upon 45 days notice from a holder to Plastinum, we are
        required to redeem the Series B-1 Preferred Stock for the purchase price
        plus
        any accrued but unpaid dividends. The Series B-1 Preferred Stock accrues
        dividends at an annual rate of the Wall Street Journal Prime Rate then in
        effect, but not less than 8% or greater than 10% per annum, payable quarterly,
        either in cash or, at our election, shares of our common stock.
 
 During
        November and December 2007, we sold 21,050 units in a private
        placement, with each unit consisting of 1 share of our Series B-1
        convertible preferred stock and approximately 79 common share purchase
        warrants, at a price of $100 per unit. Each warrant is exercisable for a
        period of five years, with an exercise price of $0.57. The total purchase
        price
        was $2,105,000 and the proceeds to our company, net of expenses, were
        approximately $1,985,000. Since the Series B-1 convertible preferred stock
        may ultimately be redeemable at the option of the holder, the carrying value
        of
        the preferred stock, net of discount and accumulated dividends, has been
        classified as temporary equity on the balance sheet at December 31, 2007.
 
 In
        accordance with Emerging Issues Task Force (“EITF”) No.00-27, *“* Application
        of EITF Issue No. 98-5, ‘Accounting for Convertible Securities with Beneficial
        Conversion Features or Contingently Adjustable Conversion Rates’, to Certain
        Convertible Instruments *”,* a
        portion
        of the proceeds were allocated to the warrants based on their relative fair
        value, which totaled $208,462 using the Black Scholes option pricing model.
        Further, we attributed a beneficial conversion feature of $308,725 to the
        Series B-1 preferred shares based upon the difference between the effective
        conversion price of those shares and the closing price of our common shares
        on
        the date of issuance. The assumptions used in the Black Scholes model are
        as
        follows:  (1) dividend yield of 0%; (2) expected volatility
        of 116%, (3) weighted average risk-free interest rate of 4%, and
        (4) expected life of 1 year as the conversion feature and warrants are
        immediately exercisable. The expected term of the warrants represents the
        estimated period of time until exercise and is based on historical experience
        of
        similar awards and giving consideration to the contractual terms. The amounts
        attributable to the warrants and beneficial conversion feature, aggregating
        $517,187, have been recorded as a discount and deducted from the face value
        of
        the preferred stock. Since the preferred stock is classified as temporary
        equity, we are amortizing the discount over the period from issuance to October
        31, 2010 (the initial redemption date) as a charge to additional paid-in
        capital
        (since there is a deficit in retained earnings). The charge to additional
        paid
        in capital for 2007 was $31,502.
  F
            -14
  As
        of
        December 31, 2007, we have accrued dividends in the amount of $24,532. The
        accrued dividends have been added to the carrying value of the preferred
        stock
        and have been charged to additional paid-in capital (since there is a deficit
        in
        retained earnings).
 
 **NOTE
        D - INCOME TAXES**
 
 We
        have
        adopted SFAS No. 109 which requires the recognition of deferred tax liabilities
        and assets for the expected future tax consequences of events that have been
        included in the financial statement or tax returns. Under this method, deferred
        tax liabilities and assets are determined based on the difference between
        financial statements and tax bases of assets and liabilities using enacted
        tax
        rates in effect for the year in which the differences are expected to reverse.
        Temporary differences between taxable income reported for financial reporting
        purposes and income tax purposes are insignificant.
 
 For
        income tax reporting purposes, our parent has utilized all expenses paid
        on our
        behalf through December 31, 2006. Therefore, we have no unused net operating
        losses or deferred tax assets as of that date.
  Net
        operating losses for tax purposes of approximately $311,000 at December 31,
        2007
        are available for carryover. The net operating losses will expire in 2027.
        We
        have provided a 100% valuation allowance for the deferred tax benefit resulting
        from the net operating loss carryover due to our limited operating history.
        In
        addressing the realizability of deferred tax assets, management considers
        whether it is more likely than not that some portion or all of the deferred
        tax
        assets will not be realized. The ultimate realization of deferred tax assets
        is
        dependent upon the generation of future taxable income during the periods
        in
        which those temporary differences are deductible. A reconciliation of the
        statutory Federal income tax rate and the effective income tax rate for the
        year
        ended December 31, 2007 follows:
  Significant
        components of deferred tax assets and liabilities are as follows:
  2007Deferred
                  tax assets:Net
                  operating loss carryforward
              
              
              106,000Valuation
                  allowance
              
              
              (106,000
              )Net
                  deferred tax assets
              
              $
              -Statutory
                  federal income tax rate
              
              
              -34%State
                  income taxes, net of federal taxes
              
              
              0%Valuation
                  allowance
              
              
              34%Effective
                  income tax rate
              
              
              0%
 
 **NOTE
        E - RELATED PARTY TRANSACTIONS**
 
 On
        December 3, 2007, the Compensation Committee and the Board of Directors of
        the
        Registrant authorized and ratified payment of a base salary of $60,000 per
        month
        effective November 1, 2007 to Jacques Mot as compensation for services being
        provided by him to the Corporation in his capacity as President and Chief
        Executive Officer of the Corporation. Mr. Mot will be permitted to receive
        his
        compensation in the form of shares of the Registrant’s common stock, at Mr.
        Mot’s sole election and at any time prior to the payment thereof, at a price
        per
        share equal to $0.39 (the average closing bid price of the Registrant’s common
        stock on the Over-the-Counter Bulletin Board during October 2007).
 F
            -15
  As
        of
        December 31, 2007 and 2006, advances payable to our president aggregated
        $492,439 and $457,720, respectively. These advances are for working capital
        purposes. The advances are non interest bearing.
  Our
        president has also purchased $200,000 of the convertible notes described
        in Note
        F which are convertible into 400,000 shares of our common stock and also
        received warrants to purchase 400,000 shares of our common stock with an
        exercise price of $0.50 per share.
 
 **NOTE
        F - CONVERTIBLE NOTES PAYABLE**
  On
        July
        10, 2006, we entered into a Convertible Loan Agreement with Mr. Mot and a
        third
        party pursuant to which we borrowed an aggregate of $500,000. The loans are
        convertible into an aggregate of 1,000,000 shares of our common stock. If
        not
        converted earlier, the notes mature on May 31, 2010. In addition, the lenders
        received warrants to purchase an aggregate of 1,000,000 shares of our common
        stock at an exercise price of $0.50 per share. In accordance with EITF 00-27,
        a
        portion of the proceeds was allocated to the warrants based on their
        relative fair value, which totaled $126,700 using the Black-Scholes option
        pricing model. The remaining balance was allocated to the convertible notes.
        The
        assumptions used in the Black-Scholes model are as follows: (1) dividend
        yield
        of 0%; (2) expected volatility of 136%, (3) risk-free interest rate of 4.9%,
        (4)
        expected life of 2 years and (5) estimated fair value of Plastinum common
        stock
        of $0.29 per share. The expected term of the warrants represents the estimated
        period of time until exercise and is based on historical experience of similar
        awards and giving consideration to the contractual terms. The debt discount
        is
        being amortized over the term of the notes. During 2007 and 2006, amortization
        as interest expense amounted to $33,033 and $15,747, respectively. We have
        determined that there was no beneficial conversion feature attributable to
        the
        convertible notes.
  F
            -16
  **NOTE
        G - WARRANTS AND STOCK OPTIONS**
 
 **Employee
        Stock Options**
 
 Transactions
        involving our stock options issued to employees are summarized as
        follows:
 **2007**
                  
                  **2006****Number**
                  
                  **Weighted**
                    **Average**
                    **Exercise Price**
                  
                  **Number**
                  
                  **Weighted**
                    **Average**
                    **Exercise Price**Outstanding
                      at beginning of the period
                  
                  
                  6,000,000
                  
                  $
                  0.10
                  
                  
                  —
                  
                  $
                  —Granted
                      during the period
                  
                  
                  —
                  
                  
                  —
                  
                  
                  6,000,000
                  
                  
                  0.10Exercised
                      during the period
                  
                  
                  —
                  
                  
                  —
                  
                  
                  —
                  
                  
                  —Terminated
                      during the period
                  
                  
                  (3,000,000
                  )
                  
                  0.10
                  
                  
                  —
                  
                  
                  —Outstanding
                      at end of the period
                  
                  
                  3,000,000
                  
                  $
                  0.10
                  
                  
                  6,000,000
                  
                  $
                  0.10Exercisable
                      at end of the period
                  
                  
                  1,000,000
                  
                  $
                  0.10
                  
                  
                  —
                  
                  $
                  —
  During
        2007 and 2006, we recognized $120,134 and $240, 268, respectively, in
        compensation cost related to stock options. Compensation cost related to
        nonvested options of $360,402 at December 31, 2007 will be recognized over
        the
        next 1.5 years.
 
 At
        December 31, 2007, the aggregate intrinsic value of options vested and expected
        to vest was $750,000. Aggregate
        intrinsic value represents the difference between the Company’s closing stock
        price on the last trading day of the fiscal period, which was $0.35 as of
        December 31, 2007, and the exercise price, multiplied by the number of options
        outstanding. The
        intrinsic value of options exercisable at December 31, 2007 was
        $250,000.
 
 **Warrants**
 
 Transactions
        involving our warrant issuances are summarized as follows:
  **2007**
                
                **2006****Number**
                
                **Weighted**
                  **Average**
                  **Exercise****Price**
                
                **Number**
                
                **Weighted**
                  **Average**
                  **Exercise****Price**Outstanding
                    at beginning of the period
                
                
                25,586,570
                
                $
                0.36
                
                
                —
                
                $
                —Granted
                    during the period
                
                
                3,647,426
                
                
                0.45
                
                
                27,016,570
                
                
                0.35Exercised
                    during the period
                
                
                (7,440,820
                )
                
                0.36
                
                
                (1,430,000
                
                
                0.35Terminated
                    during the period
                
                
                —
                
                
                —
                
                
                —
                
                
                —Outstanding
                    at end of the period
                
                
                21,793,176
                
                $
                0.37
                
                
                25,586,570
                
                $
                0.36Exercisable
                    at end of the period
                
                
                21,793,176
                
                $
                0.37
                
                
                25,586,570
                
                $
                0.36
  F
            -17
  The
        number and weighted average exercise prices of our options and warrants
        outstanding as of December 31, 2007 is as follows:
 **Range
                    of Exercise Prices**
                
                **Remaining**
                  **Number**
                  **Outstanding**
                
                **Weighted Average**
                  **Contractual Life**
                  **(Years)**
                
                **Weighted Average**
                  **Exercise Price**$0.10
                
                
                3,000,000
                
                
                3.5
                
                $
                0.10$0.25
                
                
                200,000
                
                
                .3
                
                $
                0.25$0.35
                
                
                19,531,334
                
                
                1.2
                
                $
                0.35$0.50
                    - $0.57
                
                
                2,061,842
                
                
                4.7
                
                $
                0.56
 
 **NOTE
        H - COMMITMENTS**
 
 We
        lease
        our plant in The Netherlands pursuant to a lease with an annual rental of
        approximately $84,000. The lease is scheduled to terminate on April 19, 2008,
        but renewable for consecutive 12 month periods at our option. We occupy our
        office facilities pursuant to month-to-month leases. Rent expense for 2007
        and
        2006 was $98,525 and $25,968, respectively.
 
 F
            -18




**ITEM
      8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
      DISCLOSURE**





None.





**ITEM
      8A. CONTROLS AND PROCEDURES**





Not
      applicable.





**ITEM
      8A(T). CONTROLS AND PROCEDURES**





**Evaluation
      of Disclosure Controls and Procedures**





We
      maintain disclosure controls and procedures (as defined in Rules 13a-15(e)
      and
      15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange
      Act”) that are designed to be effective in providing reasonable assurance that
      information required to be disclosed in our reports under the Exchange Act
      is
      recorded, processed, summarized and reported within the time periods specified
      in the rules and forms of the Securities and Exchange Commission (the “ SEC”),
      and that such information is accumulated and communicated to our management
      to
      allow timely decisions regarding required disclosure.





In
      designing and evaluating disclosure controls and procedures, management
      recognizes that any controls and procedures, no matter how well designed and
      operated, can provide only reasonable, not absolute assurance of achieving
      the
      desired objectives. Also, the design of a control system must reflect the fact
      that there are resource constraints and the benefits of controls must be
      considered relative to their costs. Because of the inherent limitations in
      all
      control systems, no evaluation of controls can provide absolute assurance that
      all control issues and instances of fraud, if any, have been detected. These
      inherent limitations include the realities that judgments in decision-making
      can
      be faulty and that breakdowns can occur because of simple error or mistake.
      The
      design of any system of controls is based, in part, upon certain assumptions
      about the likelihood of future events and there can be no assurance that any
      design will succeed in achieving its stated goals under all potential future
      conditions.





As
      of the
      end of the period covered by this report, we carried out an evaluation, under
      the supervision and with the participation of management, including our chief
      executive officer and principal financial officer, of the effectiveness of
      the
      design and operation of our disclosure controls and procedures. Based upon
      that
      evaluation, management concluded that our disclosure controls and procedures
      are
      effective as of December 31, 2007 to cause the information required to be
      disclosed by us in reports that we file or submit under the Exchange Act is
      recorded, processed, summarized and reported within the time periods prescribed
      by SEC, and that such information is accumulated and communicated to management,
      including our chief executive officer and principal financial officer, as
      appropriate, to allow timely decisions regarding required
      disclosure.





**Evaluation
      of and Report on Internal Control over Financial
      Reporting**





Management
      is responsible for establishing and maintaining adequate internal control over
      financial reporting of the Company. Management, with the participation of our
      principal executive officer and principal financial officer, has evaluated
      the
      effectiveness of our internal control over financial reporting as of December
      31, 2007 based on the criteria established in Internal Control - Integrated
      Framework issued by the Committee of Sponsoring Organizations of the Treadway
      Commission. Based on this evaluation, because of the Company’s limited resources
      and limited number of employees, management concluded that, as of December
      31,
      2007, our internal control over financial reporting is not effective in
      providing reasonable assurance regarding the reliability of financial reporting
      and the preparation of financial statements for external purposes in accordance
      with U.S. generally accepted accounting principles.





To
      mitigate the current limited resources and limited employees, we rely heavily
      on
      direct management oversight of transactions, along with the use of legal and
      accounting professionals. As we grow, we expect to increase our number of
      employees, which will enable us to implement adequate segregation of duties
      within the internal control framework.





This
      annual report does not include an attestation report of the company's registered
      public accounting firm regarding internal control over financial reporting.
      Management's report was not subject to attestation by the company's registered
      public accounting firm pursuant to temporary rules of the SEC that permit the
      company to provide only management's report in this annual report.




**Changes
      in Internal Control over Financial Reporting**





There
      was
      no change in our internal controls over financial reporting identified in
      connection with the requisite evaluation that occurred during our last fiscal
      quarter that has materially affected, or is reasonably likely to materially
      affect, our internal control over financial reporting.





**ITEM
      8B. OTHER INFORMATION**





None.


15




**PART
      III**





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





**MANAGEMENT**





The
      following table sets forth the names, ages and positions of our executive
      officers and directors as of December 31, 2007:





**Name**
            
            **Age**
            
            **Position
                and Offices with the Company**Jacques
                Mot
            
            51
            
            Chairman
                of the Board of Directors, President and CEOMarcel
                Rokegem
            
            58
            
            DirectorRobert
                Scherne
            
            51
            
            Chief
                Financial OfficerNils
                Berten
            
            39
            
            Chief
                Operating Officer




Jacques
      Mot served as the Chairman of the Board, President and CEO for NGH and Plastinum
      from April of 1999 to January 24, 2000 and again from February 2002 until the
      present. Mr. Mot was also a Director of Argenta & Magnum Management Company
      Ltd. - - Gibraltar, a company that was engaged in providing financial advisory
      services. From 1987 to 1992, Mr. Mot was the General Manager and Director of
      Iesa Investissements S.A., a portfolio management and investment company, where
      he handled portfolio and investment management on a confidential basis. Mr.
      Mot
      attended the University of Lausanne, Switzerland studying economics from
      1976-1979.





Marcel
      Rokegem has served as a Director of NGH and Plastinum since 1999. As of 1991
      he
      acted as an independent investment consultant. From 1987 to 1991 he was
      co-founding partner and director of Euro Suisse Securities, a member of the
      London Stock Exchange. From 1982 to 1987 he was co-founding partner and director
      of Jesup and Lamont International, an affiliate of Jesup and Lamont Securities
      Co., a member of the New York Stock Exchange and one of the oldest Wall Street
      firms. Prior to that Mr. Rokegem was partner in charge of the international
      department of Biard, Hombergen, Pringiers and Co., a member of the Brussels
      Stock Exchange. He started his career with Kredietbank in Brussels where he
      was
      responsible for international equity trading and sales. He attended the Antwerp
      Jesuit University where he studied AES (Applied Economic Science). He is a
      diploma holder from I.S.M.A. and is an officially recognized insurance
      consultant.





Robert
      Scherne has provided his services as the interim Chief Financial Officer of
      NGH
      and Plastinum since February 2006 on a leased basis through Robert C. Scherne,
      CPA, PC, a company that specializes in providing financial management personnel
      to businesses on a temporary basis. Mr. Scherne has been the principal of
      Robert C. Scherne, CPA, PC, since March 2003. Mr. Scherne has served as CFO
      and Secretary of Forme Capital, Inc. from September 2007 to present, as CFO,
      Secretary and Treasurer of Dentalserve.com from December 2006 until December
      2007, and as CFO of UniPro Financial Services, Inc., from September 2005 until
      November 2006.  Prior
      to
      2003, Mr. Scherne was employed as an accountant by Merdinger, Fruchter
      Rosen and Company from December 1993 to December 2002; by Louis Sturz
& Co. and its successor firm Grossman, Russo & Shapiro from
      July 1986 until November 2002; and by L.H. Frishkoff &Co. and its
      successor firm A. Uzzo & Co. from July 1978 to June 1986.
      Mr. Scherne holds a Bachelors of Business Administration degree in
      Accounting from Pace University (New York City), and is an active member of
      the
      American Institute of Certified Public Accountants and the New York State
      Society of Certified Public Accountants.




Mr.
      Nils
      Berten recently began his service as Chief Operating Officer of Plastinum on
      January 7, 2008. Prior to that, he was employed by Slokker Sales BV beginning
      in
      2005 where he was responsible for setting up a financial services company for
      Coldwell Banker Realtors Netherlands and overseeing international real estate
      investments. From 2004, Mr. Berten has also been the owner of Funhaler, a
      company that developed a new product for the young consumer. From 2003, he
      has
      also been the co-owner of Klaus Vastgoed, a real estate investment company.
      Prior to that, from 1999 to 2003, he was a franchisee of Financieel
      Compleet.





The
      Board
      of Directors has determined that Mr. Rokegem is “independent” as that term is
      used in Item 7(d) (3) (iv) of Schedule 14A of the Exchange Act.





No
      familial relationships exist between any Directors and any Executive
      Officers.





**SECTION
      16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE**




Each
      of
      Lombard Odier Darier Hentsch & CIE and Richard Von Tscharner are deemed to
      be beneficial owners of more than ten percent of the Company’s Common Stock and
      failed to timely file their respective Form 3s due to a delay in obtaining
      the
      necessary paperwork from overseas as each is a non-U.S. person. Other than
      as
      disclosed in the previous sentence, to the Company’s knowledge, no director,
      officer or beneficial owner of more than ten percent of any class of equity
      securities of the Company failed to file on a timely basis reports required
      by
      Section 16(a) of the Exchange Act during 2007.





**CODE
      OF ETHICS POLICY**





We
      have
      not adopted a code of ethics that applies to our principal executive officer,
      principal financial officer, principal accounting officer or controller or
      persons performing similar functions as we have not had the financial resources
      to do so and our businesses had until recently been dormant.


16




**ITEM
      10. EXECUTIVE COMPENSATION**





**Summary
      Compensation Table**





The
      following table sets forth the cash and non-cash compensation for awarded to
      or
      earned by (i) each individual serving as our chief executive officer during
      the
      fiscal year ended December 31, 2007, (ii) the most highly compensated
      individuals (up to two) other than the chief executive officer that served
      as an
      executive officer at the conclusion of the fiscal year ended December 31, 2007
      and who received in excess of $100,000 in the form of salary and bonus during
      such fiscal year and (iii) the most highly compensated individuals (up to two)
      that did not serve as an executive officer at the conclusion of the fiscal
      year
      ended December 31, 2007 but who received in excess of $100,000 in the form
      of
      salary and bonus during such fiscal year (collectively, the “named executive
      officers”):


Name
                &
              Principal
              Position
            
            Year
            
            Salary
                ($)
            
            Bonus
              ($)
            
            Stock
                Awards ($)
            
            Option
                Awards ($)
            
            Non-Equity
                Incentive Plan Compensation ($)
            
            Nonqualified
                Deferred Compensation Earnings ($)
            
            All
                Other Compensation ($)
            
            Total
                ($)Jacques
                Mot
            
            
            2007
            
            
            390,000
            
            
            -
            
            
            -
            
            
            240,268
            (1)
            
            -
            
            
            -
            
            
            -
            
            
            630,268Chief
                Executive
            
            
            2006
            
            
            283,000
            
            
            -
            
            
            -
            
            
            120,134
            (1)
            
            -
            
            
            -
            
            
            -
            
            
            403,634Officer




(1)
      On
      July 12, 2006 Mr. Mot was granted a (five) year option to purchase 3,000,000
      shares of Plastinum common stock at an exercise price of $0.10 per share. The
      options vest over a three year period with 1,000,000 options vesting on the
      first, second and third anniversaries of the grant date. The option grant was
      valued using the Black Scholes option pricing model assuming a two year life,
      no
      expected dividend payments, a volatility of 136% and a risk free rate of
      4.9%





**Employment
      Agreements**





NGH
      entered into a Consulting Agreement with Jacques Mot dated July 5, 2000 pursuant
      to which Mr. Mot receives $27,000 per month for his services to the Company.
      The
      Agreement has a one (1) year term with automatic renewal unless terminated
      by
      either party. As of January 1, 2005, Mr. Mot became an employee of NGH and
      Plastinum and until October 31, 2007 he received the same compensation as he
      received under his Consulting Agreement.





On
      December 3, 2007, the Compensation Committee and the Board of Directors of
      the
      Company authorized and ratified payment of a base salary of $60,000 per month
      to
      Mr. Mot effective November 1, 2007 as compensation for services being provided
      by him to the Corporation in his capacity as President and Chief Executive
      Officer of the Corporation. Mr. Mot is be permitted to receive his compensation
      in the form of shares of the Company’s common stock, at Mr. Mot’s sole election
      and at any time prior to the payment thereof, at a price per share equal to
      $0.39 (the average closing bid price of the Company’s common stock on the
      Over-the-Counter Bulletin Board during October 2007).





Pursuant
      to an engagement letter with Robert Scherne, CPA, P.C. dated February 10, 2006,
      NGH and Plastinum retained Robert Scherne as interim Chief Financial Officer
      on
      a consulting basis. Pursuant to the terms of the engagement letter, through
      December 31, 2006, Mr. Scherne was paid at an hourly rate of $150 per hour,
      $90
      of which was payable in cash and $60 of which was payable in restricted shares
      of NGH common stock. The amount of common stock due to Mr. Scherne was
      determined on a monthly basis by dividing $60 per billed hour by 50% of the
      average trading price of NGH common stock for the prior ninety days. As of
      January 1, 2007, Mr. Scherne has received the equity portion of his compensation
      in the form of either NGH shares or Plastinum shares, depending upon his efforts
      for the two entities, utilizing the same formula described above. Mr. Scherne's
      engagement may be terminated by either party upon notice to the other party.
      Mr.
      Scherne also received the number of shares of Plastinum common stock equal
      to
      the number of NGH shares earned at December 31, 2006 as a result of the spin
      off
      of Plastinum..




On
      January 3, 2008, Plastinum entered into an Employment Agreement with Mr. Nils
      Berten pursuant to which Mr. Berten was appointed the Chief Operating Officer
      of
      the Registrant effective January 7, 2008. Pursuant to the Employment Agreement,
      Mr. Berten will receive an initial base salary of €115,200 per year. The base
      salary will rise to €163,200 after six months upon the satisfaction of certain
      conditions. Mr. Berten will also be entitled to a bonus payment of between
      25%
      and 75% of his base salary, dependant on the attainment of performance targets,
      and will be entitled to receive payments during the term of his employ towards
      retirement savings as well as other standard benefits. The Employment Agreement
      may be terminated at any time by either party by providing notice to the other
      party. However, if Plastinum terminates the Employment Agreement without
      Cause (as defined in the Employment Agreement), Mr. Berten will be entitled
      to
      continue to receive his base salary for a three month period.


17





**Outstanding
      Equity Awards At Fiscal Year End**





The
      following table sets forth information with respect to equity awards outstanding
      at the conclusion of the fiscal year ended December 31, 2007 for each of the
      named executive officers:





Option
                Awards
            
            Stock
                AwardsName
            
            Number of
                Securities Underlying Unexercised Options (#)
                Exercisable
            
            Number of
                Securities Underlying Unexercised Options (#)
                Unexercisable
            
            Equity
                Incentive Plan Awards: Number of Securities Underlying
                Unexercised Unearned Options (#)
            
            Option
                Exercise Price ($)
            
            Estimated
                Per Share Market Value at Grant Date if Greater than
                Exercise Price ($)
            
            Option
                Expiration Date
            
            Number
                of
              Shares
              or Units
                of Stock That Have
              Not
                Vested (#)
            
            Market
                Value of Shares
              or Units
                of Stock That Have
              Not
                Vested ($)
            
            Equity
                Incentive Plan Awards: Number of Unearned Shares, Units or Other
                Rights That Have Not Vested (#)
            
            Equity
                Incentive Plan Awards: Market or Payout Value of Unearned
                Shares, Units or Other Rights That Have Not Vested
                ($)Jacques
                Mot
            
            
            1,000,000
            
            
            2,000,000
            
            
            2,000,000
            
            
            0.10
            
            
            0.29
            
            
            7/10/2011
            
            
            -
            
            
            -
            
            
            -
            
            
            -





**Director
      Compensation**





The
      following table sets forth the compensation of the directors of the Company
      for
      the fiscal year ended December 31, 2007:





Name
            
            Fees Earned
                or Paid in Cash ($)
            
            Stock
                Awards ($)
            
            Option
                Awards ($)
            
            Non-Equity
                Incentive Plan Compensation ($)
            
            Nonqualified
                Deferred Compensation Earnings ($)
            
            All
                Other Compensation ($)
            
            Total ($)Marcel
                Rokegem
            
            
            49,764
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            49,764





We
      do not
      currently have a compensation plan for members of our Board of Directors for
      service on our Board, but we expect that a compensation plan for Directors
      will
      be adopted in the future, and Directors are eligible to receive options under
      our existing stock incentive plan. ****


18


**ITEM
        11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
        MANAGEMENT.**
 
 **Common
        Stock**
 
 The
        following table sets forth, certain information, as of February 29, 2008,
        regarding beneficial ownership of our common stock by:
 
 ·
              each
                  stockholder known by us to be the beneficial owner of more than
                  five
                  percent (5%) of the outstanding shares of our common
                  stock;·
              each
                  of our directors;·
              each
                  of the named executive officers; and·
              all
                  of our current executive officers and directors as a
                  group.
  **Name
                  of  Beneficial Owner**
              
              **Number
                  of Shares Beneficially**
                **Owned****(1)**
              
              **Percent
                  of**
                **Class****(1)**Jacques
                  Mot(2)
              
              
              40,572,076
              
              
              41.1
              %Marcel
                  Rokegem
              
              
              50,000
              
              
              *
              %Robert
                  Scherne
              
              
              117,579
              
              
              *
              %Lombard
                  Odier Darier Hentsch & CIE(3)
                Rue
                  de La Coraterie 11
                1204
                  Geneva, Switzerland
              
              
              10,000,000
              
              
              10.0
              %Richard
                  von Tscharner(4)
                Rue
                  de La Coraterie 11
                1204
                  Geneva, Switzerland
              
              
              11,000,000
              
              
              10.9
              %Gommaire
                  Verbruggen(5)
                Holleblokstraat
                  33
                Scherpenheuvel,
                  Belgium 3270
              
              
              6,124,200
              
              
              5.9
              %All
                  executive officers and directors as a group (4 persons)
              
              
              41,139,655
              
              
              41.6
              %
 
 *
        less
        than 1%
 
 (1)
              Shares
                  of common stock subject to warrants or other instruments currently
                  exercisable or exercisable within 60 days of the date hereof are
                  deemed
                  outstanding for computing the number of shares beneficially owned
                  and the
                  percentage of outstanding shares of the class held by a person
                  holding
                  such warrants, but are not deemed outstanding for computing the
                  percentage
                  of any other person.(2)
              Consists
                  of (i) 400,000 shares issuable upon conversion of a $200,000
                  convertible loan made by Mr. Mot on July 10, 2006, (ii) immediately
                  exercisable warrants to purchase an additional 400,000 shares of
                  common
                  stock at an exercise price of $0.50 per share, (iiii) 1,000,000
                  shares
                  issuable upon exercise of immediately exercisable options and (iv)
                  38,772,076 issued and outstanding shares of common stock. Does
                  not include
                  unvested options issued to Mr. Mot to purchase 2,000,000 shares
                  of common
                  stock.(3)
              Consists
                  of (i) 7,300,000 issued and outstanding shares of common stock and
                  (ii) immediately exercisable warrants to purchase 2,700,000 shares of
                  common stock at an exercise price of $0.35 per share. Mr. Richard
                  von
                  Tscharner has shared voting control over the shares and warrants
                  held by
                  Lombard Odier Darier Hentsch & CIE.(4)
              Richard
                  von Tscharner is an affiliate of Lombard Odier Darier Hentsch & CIE
                  (“LODH”) and has shared voting control over shares and warrants held by
                  LODH. Beneficial ownership consists of (i) 7,300,000 issued and
                  outstanding shares of common stock held by LODH, (ii) immediately
                  exercisable warrants, held by LODH, to purchase 2,700,000 shares at
                  an exercise price of $0.35 per shares and (iii) 1,000,000 shares
                  issuable
                  upon conversion of Series B-1 Convertible Preferred Stock owned
                  by Mr. von
                  Tscharner. Does not include 300,000 shares issuable pursuant to
                  a warrant
                  held by Mr. von Tscharner which is not exercisable until May 7,
                  2008.(5)
              Includes
                  immediately exercisable warrants to purchase 3,062,100 shares of
                  common
                  stock at a purchase price of $0.35 per share.
 
  **Series
        B Convertible Preferred Stock**
 
 The
        following table sets forth, certain information, as of February 29, 2008,
        regarding beneficial ownership of our Series B Convertible Preferred Stock,
        including Sub-Series B-1 Convertible Preferred Stock, by:
 
 ·
              each
                  stockholder known by us to be the beneficial owner of more than
                  five
                  percent (5%) of the outstanding shares of our Series B Convertible
                  Preferred Stock;·
              each
                  of our directors;·
              each
                  of the named executive officers; and·
              all
                  of our current executive officers and directors as a
                  group.
  **Name
                  of  Beneficial Owner**
              
              **Number
                  of Shares Beneficially**
                **Owned**
              
              **Percent
                  of**
                **Class**Jacques
                  Mot
              
              
              0
              
              
              *
              %Marcel
                  Rokegem
              
              
              0
              
              
              *
              %Robert
                  Scherne
              
              
              0
              
              
              *
              %Bernard
                  Droux
              
              
              5,000
              
              
              23.8
              %Richard
                  von Tscharner
              
              
              3,800
              
              
              18.1
              %Muriel
                  Rochat
              
              
              3,000
              
              
              14.3
              %Pierangelo
                  Bottinelli
              
              
              2,500
              
              
              11.9
              %Byfelt
                  Company Limited
              
              
              2,500
              
              
              11.9
              %All
                  executive officers and directors as a group (4 persons)
              
              
              0
              
              
              *
              %
 
 *
        less
        than 1%


19


**ITEM
      12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.**




Plastinum
      has received advances from Mr. Jacques Mot for working capital purposes. As
      of
      December 31, 2007, the outstanding amount of such advances was $492,439. The
      advances are non-interest bearing.


**ITEM
      13. EXHIBITS LIST**




The
      following documents are filed as part of this Form :




Financial
      Statements .
      See
      index of Financial Statements on page F-1 at the beginning of the attached
      Financial Statements.




Exhibits .




**Exhibit No.**
            
            **Description**3.1
            
            Amended
                and Restated Certificate of Incorporation, incorporated by reference
                to
                the Company’s Form SB-2 filed on April 10, 2007.3.2
            
            By-laws,
                incorporated by reference to the Company’s Form 10-SB filed on July 12,
                2006.3.3
            
            Certificate
                of Designation of Series B-1 Convertible Preferred Stock, incorporated
                by
                reference to the Company’s Form 8-K filed on November 8,
                2007.3.4
            
            Form
                of Warrant to Purchase Common Stock issued to purchasers of Series
                B-1
                Convertible Preferred Stock during November 2007, incorporated by
                reference to the Company’s Form 8-K filed on November 8,
                2007.4.1
            
            Specimen
                Certificate for Common Stock, incorporated by reference to the Company’s
                Form 10-KSB filed on March 6, 2007.10.1
            
            Form
                of Warrant and Joinder Agreement, incorporated by reference to the
                Company’s Form 10-SB filed on July 12, 2006.10.2
            
            Form
                of Warrant to Purchase Common Stock issued to certain consultants
                on March
                7, 2007, incorporated by reference to the Company’s Form SB-2 filed on
                April 10, 2007.10.3
            
            Debt
                Exchange Agreement among New Generation Holdings, Inc., Plastinum
                Polymer
                Technologies Corp. (f/k/a New Generation Plastic, Inc.) and Jacques
                Mot
                dated as of December 7, 2005, incorporated by reference to Amendment
                No. 1
                to the Company’s Form 10-SB filed on September 13,
                2006.10.4
            
            Plastinum
                Polymer Technologies Corp. 2006 Long Term Incentive Plan, incorporated
                by
                reference to the Company’s Form 10-SB filed on July 12,
                2006.10.5
            
            Election
                to Convert and Amendment to Debt Exchange Agreement among New Generation
                  Holdings, Inc., Plastinum Polymer Technologies Corp. and Jacques
                Mot dated July 10, 2006, incorporated by reference to the Company’s Form
                10-SB filed on July 12, 2006.10.6
            
            Convertible
                Loan Agreement between Plastinum Polymer Technologies Corp., Mr.
                Mot and
                Mr. Bottinelli dated July 10, 2006, incorporated by reference to
                the
                Company’s Form 10-SB filed on July 12, 2006.10.7
            
            Advisory
                Agreement between New Generation Holdings, Inc., Plastinum and Valley
                Road
                Capital dated July 10, 2006 which has been assigned to Plastinum,
                incorporated by reference to Amendment No. 1 to the Company’s Form 10-SB
                filed on September 13, 2006.10.8
            
            Form
                of Securities Purchase Agreement entered into during November 2007
                among
                the Company and the purchasers of the Company’s Series B-1 Convertible
                Preferred Stock, incorporated by reference to the Company’s Form 8-K filed
                on November 8, 2007.10.9
            
            Form
                of Registration Rights Agreement entered into during November 2007
                among
                the Company and the purchasers of the Company’s Series B-1 Convertible
                Preferred Stock, incorporated by reference to the Company’s Form 8-K filed
                on November 8, 2007.10.10
            
            Employment
                Agreement between the Company and Nils Berten, effective January
                7, 2008,
                incorporated by reference to the Company’s Form 8-K filed on January 8,
                2008.


20





21.1
            
            Subsidiaries
                of the Registrant, incorporated by reference to the Company’s Form SB-2
                filed on April 10, 2007.31.1
            
            Certificate
                pursuant to section 302 of the Sarbanes-Oxley Act of 2002, filed
                herewith.31.2
            
            Certificate
                pursuant to section 302 of the Sarbanes-Oxley Act of 2002, filed
                herewith.32.1
            
            Certificate
                pursuant to section 906 of the Sarbanes-Oxley Act of 2002, filed
                herewith.32.2
            
            Certificate
                pursuant to section 906 of the Sarbanes-Oxley Act of 2002, filed
                herewith.


21


**ITEM
      14. PRINCIPAL ACCOUNTANT FEES AND SERVICES**





**PRINCIPAL
      ACCOUNTANT FEES AND SERVICES**





The
      following is a summary of the fees billed to Plastinum Polymer Technologies
      Corp. by RBSM LLP for professional services rendered for the fiscal years ended
      December 31, 2007 and 2006:




**Fee
                Category**
            
            **Fiscal
                2007**
              **Fees**
            
            **Fiscal
                2006**
              **Fees**Audit
                Fees
            
            $
            27.939
            
            $
            23,000Audit-Related
                Fees
            
            
            10,400
            
            
            —Tax
                Fees
            
            
            4,875
            
            
            —All
                Other Fees
            
            
            —
            
            
            —Total
                Fees
            
            $
            43,214
            
            $
            23,000




AUDIT
      FEES. Consists of fees billed for professional services rendered for the audit
      of Plastinum Polymer Technologies Corp.’s consolidated financial statements and
      review of the interim consolidated financial statements included in quarterly
      reports and services that are normally provided by RBSM LLP in connection with
      statutory and regulatory filings or engagements.





AUDIT-RELATED
      FEES. Consists of fees billed for assurance and related services that are
      reasonably related to the performance of the audit or review of Plastinum
      Polymer Technologies Corp.’s consolidated financial statements and are not
      reported under "Audit Fees." There were no Audit-Related services provided
      in
      fiscal 2006.





TAX
      FEES.
      Consists of fees billed for professional services for tax compliance, tax advice
      and tax planning. There were no tax services provided in fiscal
      2006.





ALL
      OTHER
      FEES. Consists of fees for products and services other than the services
      reported above. There were no management consulting services provided in fiscal
      2007 or 2006.





**POLICY
      ON AUDIT COMMITTEE PRE-APPROVAL OF AUDIT AND PERMISSIBLE NON-AUDIT SERVICES
      OF
      INDEPENDENT AUDITORS**





The
      Company currently does not have a designated Audit Committee, and accordingly,
      the Company's Board of Directors' policy is to pre-approve all audit and
      permissible non-audit services provided by the independent auditors. These
      services may include audit services, audit-related services, tax services and
      other services. Pre-approval is generally provided for up to one year and any
      pre-approval is detailed as to the particular service or category of services
      and is generally subject to a specific budget. The independent auditors and
      management are required to periodically report to the Company's Board of
      Directors regarding the extent of services provided by the independent auditors
      in accordance with this pre-approval, and the fees for the services performed
      to
      date. The Board of Directors may also pre-approve particular services on a
      case-by-case basis.


22




**SIGNATURES**




In
      accordance with Section 13 or 15(d) of the Exchange Act, the Company has caused
      this report to be signed on its behalf on March 28, 2008 by the undersigned,
      thereunto duly authorized.




**PLASTINUM
                POLYMER TECHNOLOGIES CORP.**
              **(Registrant)**By:
            /s/Jacques
                MotJacques
                Mot
              *(Chief
                Presiding Officer)*




In
      accordance with the Exchange Act, this report has been signed below on March
      28,
      2008 by the following persons in the capacities indicated:




By:
            /s/Jacques
                MotJacques
                Mot
              Director
                and CEO
              (Principal
                Executive Officer)By:
            /s/
                Robert ScherneRobert
                Scherne
              Interim
                Chief Financial Officer
              (Principal
                Financial and Accounting Officer)By:
            /s/
                Marcel RokegemMarcel
                Rokegem
              Director


23