UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, DC 20549





FORM 10-K





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


ACT OF 1934: FOR THE FISCAL YEAR ENDED MAY 31, 2009





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


ACT OF 1934





For the transition period from _______________ through _______________





GLOBAL INK SUPPLY CO.


(Name of small business in its charter)





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





256 South Robertson Boulevard


Beverly Hills, CA 90211


310-910-8252


(Address and Telephone Number including area code


of registrant’s principal executive offices):





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





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





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





Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B is not contained in this form, and no disclosure will be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. T





Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company filer.  See definition of “accelerated filer” and “large accelerated filer” in Rule 12b-2 of the Exchange Act (Check one):





Large Accelerated Filer £
Accelerated Filer £
Non-Accelerated Filer £
Smaller Reporting Company T





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





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





As ofAugust 21, 2009, the aggregate market value of the shares of common stock held by non-affiliates (computed by reference to the most recent offering price of such shares) was $57,000.00





As of August 21, 2009, there were 7,850,000 shares of common stock issued and outstanding.





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













TABLE OF CONTENTS





PagePART IItem 1.
Description of Business
1Item 1A.
Risk Factors
3Item 2.
Description of Property
7Item 3.
Legal Proceedings
7Item 4.
Submission of Matters to a Vote of Security Holders
7PART IIItem 5.
Market for Common Stock and Related Stockholder Matters
7Item 6.
Selected Financial Data
8Item 7.
Management’s Discussion and Analysis of Plan of Operation
8Item 7A.
Quantitative and Qualitative Disclosures About Market Risk
9Item 8.
Financial Statements and Supplementary Data
9Item 9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
9Item 9A(T).
Controls and Procedures
9Item9B.
Other Information
10PART IIIItem 10.
Directors, Executive Officers, Promoters and Control Persons; Compliance with Section 16(a) of the Exchange Act
10Item 11.
Executive Compensation
11Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
11Item 13.
Certain Relationships and Related Transactions
11Item 14.
Principal Accountant Fees and Services
12PART IVItem 15.
Exhibits, Financial Statement Schedules
12Signatures

13Certifications





Table of Contents





PART I





ITEM 1. DESCRIPTION OF BUSINESS





Special Cautionary Notice Regarding Forward-Looking Statements





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








Overview





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





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





Business of the Company.





We are, based on proposed business activities, a “blank check” company. The U.S. Securities and Exchange Commission (the “SEC”), defines those companies as “any development stage company that is issuing a penny stock, within the meaning of Section 3 (a)(51) of the Exchange Act, and that has no specific business
plan or purpose, or has indicated that its business plan is to merge with an unidentified company or companies.” Under the SEC Rule 12b-2 under the Securities Act, we also qualify as a “shell company,” because we have no or nominal assets (other than cash) and no or nominal operations. Many states have enacted statutes, rules and regulations limiting the sale of securities of "blank check" companies in their respective jurisdictions. Management does not intend to undertake any efforts to cause
a market to develop in our securities, either debt or equity, until we have successfully concluded a business combination. We intend to comply with the periodic reporting requirements of the Exchange Act for so long as we are subject to those requirements.





We were organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. Our principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through a combination with
a business rather than immediate, short-term earnings. We will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.





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





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


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


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


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


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


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


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


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


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


·
Other relevant factors





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





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





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


·
Increased visibility in the financial community;


·
The facilitation of borrowing from financial institutions;


·
Improved trading efficiency;


·
Shareholder liquidity;


·
Greater ease in subsequently raising capital;


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


·
Enhanced corporate image; and


·
A presence in the United States capital markets.





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





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





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





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





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





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








ITEM 1A- RISK FACTORS





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





We have no operating history or revenue and only minimal assets, there is a risk that we will be unable to continue as a going concern and consummate a business combination. We have had no recent operating history nor any revenues or earnings from operations since inception. We have no significant assets or financial resources. We will, in
all likelihood, sustain operating expenses without corresponding revenues, at least until the consummation of a business combination. This may result in our incurring a net operating loss that will increase continuously until we can consummate a business combination with a profitable business opportunity. We cannot assure that we can identify a suitable business opportunity and consummate a business combination.





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





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





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





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





We have no arrangement, agreement or understanding with respect to engaging in a merger with, joint venture with or acquisition of, a private or public entity. No assurances can be given that we will successfully identify and evaluate suitable business opportunities or that we will conclude a business combination. Management has not identified
any particular industry or specific business within an industry for evaluation. We cannot guarantee that we will be able to negotiate a business combination on favorable terms, and there is consequently a risk that funds allocated to the purchase of our shares will not be invested in a company with active business operations.





GLOBAL INK’S FUTURE SUCCESS IS HIGHLY DEPENDENT ON THE ABILITY OF MANAGEMENT TO LOCATE AND ATTRACT A SUITABLE ACQUISITION.





The nature of our operations is highly speculative and there is a consequent risk of loss of investment. The success of our plan of operation will depend to a great extent on the operations, financial condition and management of the identified business opportunity. While management intends to seek business combination(s) with entities having
established operating histories, we cannot assure that we will be successful in locating candidates meeting that criterion. In the event we complete a business combination, the success of our operations may be dependent upon management of the successor firm or venture partner firm and numerous other factors beyond our control.





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





We are in a highly competitive market for a small number of business opportunities which could reduce the likelihood of consummating a successful business combination. We are and will continue to be an insignificant participant in the business of seeking mergers with, joint ventures with and acquisitions of small private and public entities.
A large number of established and well-financed entities, including small public companies, venture capital and private equity firms, are active in mergers and acquisitions of companies that may be desirable target candidates for us. Nearly all these entities have significantly greater financial resources, technical expertise and managerial capabilities than we do; consequently, we will be at a competitive disadvantage in identifying possible business opportunities and successfully completing a business combination.
These competitive factors may reduce the likelihood of our identifying and consummating a successful business combination.





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





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





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





While seeking a business combination, management anticipates devoting very limited time to our affairs. Our sole officer has not entered into a written employment agreement with us and is not expected to do so in the foreseeable future. This limited commitment may adversely impact our ability to identify and consummate a successful business
combination.





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GLOBAL INK IS CONTROLLED BY ITS PRINCIPAL STOCK HOLDER.





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





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


·
election of our board of directors;


·
removal of any directors; and


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





Our principal stockholder’s ownership may have the effect of impeding a merger, consolidation, takeover or other business consolidation, or discouraging a potential acquirer from making a tender offer for our common stock.





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





Conflicts of interest create the risk that management may have an incentive to act adversely to our interests. A conflict of interest may arise between our management's personal pecuniary interest and its fiduciary duty to our stockholders. In addition, our officer and director may be involved with other blank check companies and conflicts
may arise in the pursuit of business combinations with such other blank check companies with which he may in the future be affiliated. If we and the other blank check companies that our officer and director is affiliated with desire to take advantage of the same opportunity, then such officer and director would abstain from voting upon the opportunity. In the event of identical officers and directors, the officers and directors will arbitrarily determine the company that will be entitled to proceed with the proposed
transaction.





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





Target companies that fail to comply with SEC reporting requirements may delay or preclude acquisition. Sections 13 and 15(d) of the Exchange Act require reporting companies to provide certain information about significant acquisitions, including certified financial statements for the company acquired, covering one, two, or three years, depending
on the relative size of the acquisition. The time and additional costs that may be incurred by some target entities to prepare these statements may significantly delay or essentially preclude consummation of an acquisition. Otherwise suitable acquisition prospects that do not have or are unable to obtain the required audited statements may be inappropriate for acquisition so long as the reporting requirements of the Exchange Act are applicable.





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





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





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





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





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





Although we will be subject to the reporting requirements under the Exchange Act, management believes we will not be subject to regulation under the Investment Company Act of 1940, as amended ( the “Investment Company Act”), since we will not be engaged in the business of investing or trading in securities. If we engage in business
combinations which result in our holding passive investment interests in a number of entities, we could be subject to regulation under the Investment Company Act. If so, we would be required to register as an investment company and could be expected to incur significant registration and compliance costs. We have obtained no formal determination from the SEC as to our status under the Investment Company Act and, consequently, violation of the Investment Company Act could subject us to material adverse consequences.
In addition, we currently produces no products or services, therefore, it is not presently subject to any governmental regulation in this regard. However, in the event that we engage in a merger or acquisition transaction with an entity that engages in such activities, it will become subject to all governmental approval requirements to which the merged or acquired entity is subject.





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





If we enter into a business combination with a foreign concern, we will be subject to risks inherent in business operations outside of the United States. These risks include, for example, currency fluctuations, regulatory problems, punitive tariffs, unstable local tax policies, trade embargoes, risks related to shipment of raw materials and
finished goods across national borders and cultural and language differences. Foreign economies may differ favorably or unfavorably from the United States economy in growth of gross national product, rate of inflation, market development, rate of savings, and capital investment, resource self-sufficiency and balance of payments positions, and in other respects.





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





We have never paid dividends on our common stock and do not presently intend to pay any dividends in the foreseeable future. We anticipate that any funds available for payment of dividends will be re-invested into the Company to further its business strategy.





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





We may not be able to structure our acquisition to result in tax-free treatment for the companies or their stockholders, which could deter third parties from entering into certain business combinations with us or result in being taxed on consideration received in a transaction. Currently, a transaction may be structured so as to result in
tax-free treatment to both companies, as prescribed by various federal and state tax provisions. We intend to structure any business combination so as to minimize the federal and state tax consequences to both us and the target entity; however, we cannot guarantee that the business combination will meet the statutory requirements of a tax-free reorganization or that the parties will obtain the intended tax-free treatment upon a transfer of stock or assets. A non-qualifying reorganization could result in the imposition
of both federal and state taxes that may have an adverse effect on both parties to the transaction.





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





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





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





Additional risks may exist since we will assist a privately held business to become public through a “reverse merger.” Securities analysts of major brokerage firms may not provide coverage of our company since there is no incentive to brokerage firms to recommend the purchase of our common stock. No assurance can be given that
brokerage firms will want to conduct any secondary offerings on behalf of our post-merger company in the future.





GLOBAL INK CANNOT ASSURE THAT FOLLOWING A BUSINESS COMBINATION WITH AN OPERATING BUSINESS, ITS COMMON STOCK WILL BE LISTED ON NASDAQ OR ANY OTHER SECURITIES EXCHANGE.





Following a business combination, we may seek the listing of our common stock on NASDAQ or the American Stock Exchange. However, we cannot assure that following such a transaction, we will be able to meet the initial listing standards of either of those or any other stock exchange, or that we will be able to maintain a listing of our common
stock on either of those or any other stock exchange. After completing a business combination, until our common stock is listed on the NASDAQ or another stock exchange, we expect that our common stock would be eligible to trade on the OTC Bulletin Board, another over-the-counter quotation system, or on the “pink sheets,” where our stockholders may find it more difficult to dispose of shares or obtain accurate quotations as to the market value of our common stock. In addition, we would be subject to
an SEC rule that, if we failed to meet the criteria set forth in such rule, imposes various practice requirements on broker-dealers who sell securities governed by the rule to persons other than established customers and accredited investors. Consequently, such rule may deter broker-dealers from recommending or selling our common stock, which may further affect its liquidity. This would also make it more difficult for us to raise additional capital following a business combination.





ITEM 2- DESCRIPTION OF PROPERTY





We neither rent nor own any properties. We utilize the office space and equipment of our officer and director at no cost. Management estimates such amounts to be immaterial. We currently have no policy with respect to investments or interests in real estate, real estate mortgages or securities of, or interests in, persons primarily engaged
in real estate activities.





ITEM 3 - LEGAL PROCEEDINGS





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





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





ITEM4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS





No matters were submitted to a vote of security holders during the fiscal year ending May 31, 2009.





ITEM5 -MARKET FOR COMMON STOCK AND RELATED STOCKHOLDER MATTERS





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





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(b)Holders. As ofAugust 21, 2009, there were 34 record holders
of 7,850,000 shares of our Common Stock.





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





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


Purchases of Equity Securities by the Issuer and Affiliated Purchasers





We did not purchase any of our shares of common stock or other securities during our fiscal year ended May 31, 2009.





ITEM6 –SELECTED FINANCIAL DATA





Not applicable for smaller reporting companies.





ITEM7 -PLAN OF OPERATION





(a) Plan of Operation.





We were organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. Our principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through a combination
with a business rather than immediate, short-term earnings. We will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business. We may also have to raise funds from a private placement of our securities pursuant to Regulation D under the Securities Act.





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





We have not had any operating income since our inception on November 4, 2004.  We do not currently engage in any business activities that provide cash flow. For the period from November 4, 2004 (inception) through May 31, 2009, we recognized net losses of $62,262, resulting from expenses mainly associated with legal and accounting
expenses. The costs of investigating and analyzing business combinations for the next 12 months and beyond such time will be paid with money in our treasury or with additional amounts, as necessary, to be loaned to or invested in us by our stockholder, management or other investors.





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





(i)  filing of Exchange Act reports, and





(ii)  costs relating to consummating an acquisition.





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





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





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





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





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





ITEM7A-QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK





The Company is not exposed to market risk related to interest rates on foreign currencies.





ITEM 8- FINANCIAL STATEMENTS





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





ITEM 9-CHANGES IN AND DISAGREMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE





None.





ITEM9A(T)-CONTROLS AND PROCEDURES.





As required by Rule 13a-15 under the Securities Exchange Act of 1934, as of the end of the period covered by this annual report, being May 31, 2009, we have carried out an evaluation of the effectiveness of the design and operation of our company’s disclosure controls and procedures. This evaluation was carried out under the supervision
and with the participation of our company’s management, including our company’s President and Chief Executive Officer. Based upon that evaluation, our company’s President and Chief Executive Officer concluded that our company’s disclosure controls and procedures are effective as at the end of the period covered by this report. There have been no changes in our internal controls over financial reporting that occurred during the period covered by this report that have materially affected,
or are reasonably likely to materially affect our internal controls over financial reporting.





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





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Management’s report on internal control over financial reporting





Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rule 13a-15(f) of the 1934 Act. Management has assessed the effectiveness of our internal control over financial reporting as at May 31, 2009, based on criteria established in Internal Control—Integrated Framework
issued by the Committee of Sponsoring Organizations of the Treadway Commission. Our internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect our transactions and dispositions of our assets; providing reasonable assurance that transactions are recorded as necessary for preparation of our financial statements in accordance with generally accepted accounting principles; providing reasonable assurance that receipts and expenditures are made in
accordance with authorizations of management and our directors; and providing reasonable assurance that unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements would be prevented or detected on a timely basis. As a result of this assessment, management concluded that, as at May 31, 2009, our internal control over financial reporting was effective in providing reasonable assurance regarding the reliability of financial reporting and the preparation
of financial statements for external purposes in accordance with generally accepted accounting principles. However, because of its inherent limitations, internal control over financial reporting may not provide absolute assurance that a misstatement of our financial statements would be prevented or detected.





ITEM9B-OTHER INFORMATION





None.





ITEM 10- DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT





(a) Identification of Directors and Executive Officers.





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





Name

Age

PositionAndrew W. Baum

40

President, Chief Executive Officer, and Chief Financial Officer








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





(b) Significant Employees. None.





(c) Family Relationships. None.





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





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





EMPLOYMENT AGREEMENTS





None of the Company's officers, directors, advisors or key employees are currently party to employment agreements with the Company. The Company has no pension, health, annuity, bonus, insurance, stock options, profit sharing or similar benefit plans; however, the Company may adopt such plans in the future. There are presently no personal benefits
available for directors, officers or employees of the Company.





ITEM 11 - EXECUTIVE COMPENSATION





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





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





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





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





ITEM 12- SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT RELATED STOCKHOLDER MATTERS





(a) Security ownership of certain beneficial owners.





The following table sets forth, as ofAugust 21, 2009, the number of shares of common stock owned of record and beneficially by executive officers, directors and persons who hold 5% or more
of the outstanding shares of our common stock.





Name and Address

Amount and Nature of Beneficial Ownership


Percentage of ClassAndrew W. Baum


0



0
%0
%





(b) Changes in Control.





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





ITEM 13- CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS





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





ITEM14-PRINCIPAL ACCOUNTING FEES AND SERVICES





The following table sets forth the aggregate fees billed to us for fiscal years ended May 31, 2009 and 2008 Li & Company, LP, the Company’s independent registered public accounting firm:





2009


2008Audit Fees (1)

$



$Audit Related Fees (2)


-Tax Fees (3)


--



00Total Fees paid to auditor

$



$





(1)Audit fees consist of fees billed for professional services rendered for the audit of the Company’s annual financial statements and review of the interim consolidated financial statements included in quarterly reports and services that are normally provided by Li & Company,
LP in connection with statutory and regulatory filings or engagements.





(2) Audit-Related fees consist of fees billed for assurance and related services that are reasonably related to the performance of the audit or review of Company’s consolidated financial statements and are not reported under "Audit Fees".





(3) Tax fees consist of fees billed for professional services rendered for tax compliance, tax advice and tax planning (domestic and international). These services include assistance regarding federal, state and international tax compliance, acquisitions and international tax planning.





ITEM15- EXHIBITS





(a) Exhibits:





EXHIBITS





3.1

Amended and Restated to Certificate of Incorporation (1)31.1

Chief Executive and Financial Certification of Periodic Financial Report Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*32.1

Chief Executive and Financial officer Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002#





(1)

Filed with the Company’s Definitive Information Statement (Schedule 14C Information) on July 7, 2009*

Filed herewith#

Furnished herewith





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SIGNATURES





Pursuant to the requirements of the Section 13 or 15(d) of the Exchange Act, Global Ink has duly caused this report to be signed on its behalf by the undersigned persons, and in the capacities so indicated onAugust 21, 2009.








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





13
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ITEM 8.  Financial Information





GLOBAL INK SUPPLY, INC.





May 31, 2009 and 2008








FINANCIAL STATEMENTS
Page #Report of Independent Registered Public Accounting Firm
F-1Balance Sheets as of May 31, 2009 and 2008
F-2Statements of Operations for the Fiscal Years  Ended May 31, 2009 and 2008
F-3Statement of Stockholders’ Deficit for the Fiscal Years Ended May 31, 2009 and 2008
F-4Statements of Cash Flows for the Fiscal Years Ended May 31, 2009 and 2008
F-5Notes to the Financial Statements
F-6





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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM





To the Board of Directors and Stockholders of


Global Ink Supply Co.


Beverly Hills, California





We have audited the accompanying balance sheets of Global Ink Supply Co. (the “Company”) as of May 31, 2009 and 2008 and the related statements of operations, stockholders’ equity (deficit) and cash flows for the fiscal years then ended. These financial statements are the responsibility of the Company’s management.  Our
responsibility is to express an opinion on these financial statements based on our audits.





We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.  The Company is not required
to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting.  Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.





In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Global Ink Supply Co., as of May 31, 2009 and 2008 and the results of its operations and its cash flows for the fiscal years then ended in conformity with accounting principles generally accepted in the United
States of America.





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








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








Skillman, New Jersey


August , 2009





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GLOBAL INK SUPPLY CO.





Balance Sheets





May 31, 2009


May 31, 2008ASSETSCurrent Assets:Cash


120



-Total current assets

$
120


$
-TOTAL ASSETS

$
120


$
-LIABILITIES AND STOCKHOLDERS' DEFICITCurrent liabilitiesAccounts payable and accrued expenses

$
25,132


$
14,332Total current liabilities


25,132



14,332Stockholders' Deficit:Preferred stock: $0.0001 par value; 10,000,000 shares authorized; no shares issued or outstanding


-



-Common stock: $0.0001 par value; 300,000,000 shares authorized; 109,900,000 shares issued and outstanding


10,990



10,990Additional paid-in capital


26,260



24,810Accumulated deficit


(62,262
)


(50,132
)Total stockholders’ deficit


(25,012
)


(14,332
)TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

$
120


$
-





See accompanying notes to the financial statements.





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GLOBAL INK SUPPLY CO.





Statements of Operations





For the Fiscal Year Ended May 31, 2009


For the Fiscal Year Ended May 31, 2008Professional fees

$
10,500


$
13,000General and administrative


1,630



-Loss from continuing operations before income taxes


(12,130
)


(13,000
)Income taxes


-



-Loss from continuing operations


(12,130
)


(13,000
)Loss from discontinued operations, net of tax


-



(10,522
)Net loss

$
(12,130
)

$
(23,522
)Net loss per common share - basic and dilutedContinuing

$
(0.00
)

$
(0.00
)Discontinued


-



(0.00
)$
(0.00
)

$
(0.00
)Weighted average number of common shares outstanding – basic and diluted


109,900,000



109,900,000





See accompanying notes to the financial statements.





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GLOBAL INK SUPPLY CO.





Statement of Stockholders’ Equity (Deficit)


For the Fiscal Years Ended May 31, 2009 and 2008





Common Shares


Amount


Additional Paid-in Capital


Accumulated Deficit


Total Stockholders’ Equity (Deficit)Balance, May 31, 2007


109,900,000


$
10,990


$
24,810


$
(26,610
)

$
9,190Net loss














(23,522
)


(23,522
)Balance, May 31, 2008


109,900,000



10,990



24,810



(50,132
)


(14,332
)Contribution to capital on September 19, 2008










250







250Contribution to capital on December 31, 2008










300







300Contribution to capital on February 25, 2009










700







700Contribution to capital on April 7, 2009










200







200Net loss














(12,130
)


(12,130
)Balance, May 31, 2009


109,900,000


$
10,990


$
26,260


$
(62,262
)

$
(25,012
)





See accompanying notes to the financial statements.





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GLOBAL INK SUPPLY CO.





Statements of Cash Flows





For the Fiscal Year Ended May 31, 2009


For the Fiscal Year Ended May 31, 2008CASH FLOWS FROM OPERATING ACTIVITIES:Net loss

$
(12,130
)

$
(23,522
)Adjustments to reconcile net loss to net cash used in operating activitiesBad debt expense


-



5,486Changes in operating assets and liabilitiesAccounts payable and accrued expenses


10,800



8,260Net Cash Used In Operating Activities


(1,330
)


(9,776
)CASH FLOWS FROM FINANCING ACTIVITIES:Contribution to Capital


1,450



-NET INCREASE (DECREASE) IN CASH


120



(9,776
)CASH AT BEGINNING OF PERIOD


-



9,776CASH AT END OF PERIOD

$
120


$
-





See accompanying notes to financial statements.





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GLOBAL INK SUPPLY CO.


May 31, 2009 and 2008


Notes to the Financial Statements





NOTE 1 – ORGANIZATION AND OPERATIONS





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





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





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





NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





Basis of presentation





The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).





Use of estimates





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





Fiscal Year End





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





Cash Equivalents





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





Fair Value of Financial Instruments





The Company follows Statement of Financial Accounting Standards No. 107 “Disclosures about fair value of Financial Instruments” (“SFAS No. 107”) for disclosures about fair value of its financial instruments and has adopted Financial Accounting Standards
Board (“FASB”) No. 157 “Fair Value Measurements” (“SFAS No. 157”) to measure the fair value of its financial instruments.  SFAS No. 157 establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, SFAS No. 157 establishes
a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels.  The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs.  The three (3) levels of fair value hierarchy defined by SFAS No. 157 are described below:





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Level 1
Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.


Level 2
Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.


Level 3
Pricing inputs that are generally observable inputs and not corroborated by market data.





As defined by SFAS No. 107, the fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale, which was further clarified as the price that would be received to sell an asset or paid to transfer a liability (“an
exit price”) in an orderly transaction between market participants at the measurement date.  The carrying amounts of the Company’s financial assets and liabilities, such as cash and accrued expenses, approximate their fair values because of the short maturity of these instruments.





The Company does not have any assets or liabilities measured at fair value on a recurring or a non-recurring basis, consequently, the Company did not have any fair value adjustments for assets and liabilities measured at fair value at May 31, 2009 or 2008, nor gains or losses reported in the statement of operations that are attributable to
the change in unrealized gains or losses relating to those assets and liabilities still held at the reporting date for the fiscal year ended May 31, 2009 or 2008.





Net Loss Per Common Share





Basic and diluted net loss per common share has been calculated by dividing the net loss for the year by the basic and diluted weighted average number of shares outstanding. There were no potentially dilutive shares outstanding as of May 31, 2009 and 2008





Recently issued accounting pronouncements





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





In April 2009, the Financial Accounting Standards Board (FASB) issued FASB Staff Position (FSP) Financial Accounting Standard (FAS) 157-4 “Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly”. Based on the guidance,
if an entity determines that the level of activity for an asset or liability has significantly decreased and that a transaction is not orderly, further analysis of transactions or quoted prices is needed, and a significant adjustment to the transaction or quoted prices may be necessary to estimate fair value in accordance with Statement of Financial Accounting Standards (SFAS) No. 157 “Fair Value Measurements”. This FSP is to be applied prospectively and is effective for interim and annual periods
ending after June 15, 2009 with early adoption permitted for periods ending after March 15, 2009. The company will adopt this FSP for its quarter ending June 30, 2009. There is no expected impact on the financial statements.





In April 2009, the FASB issued FSP FAS 107-1 and Accounting Principles Board (APB) 28-1 “Interim Disclosures about Fair Value of Financial Instruments”. The FSP amends SFAS No. 107 “Disclosures about Fair Value of Financial Instruments” to require an entity to provide disclosures about fair value of financial
instruments in interim financial information. This FSP is to be applied prospectively and is effective for interim and annual periods ending after June 15, 2009 with early adoption permitted for periods ending after March 15, 2009. The company will include the required disclosures in its quarter ending June 30, 2009.





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In April 2008, the FASB issued FSP FAS 142-3, “Determination of the Useful Life of Intangible Assets”. The FSP states that in developing assumptions about renewal or extension options used to determine the useful life of an intangible asset, an entity needs to consider its own historical experience adjusted for entity-specific
factors. In the absence of that experience, an entity shall consider the assumptions that market participants would use about renewal or extension options. This FSP is to be applied to intangible assets acquired after January 1, 2009. The adoption of this FSP did not have an impact on the financial statements.





In May 2009, the FASB issued SFAS No. 165, “Subsequent Events” (“SFAS 165”), which provides guidance to establish general standards of accounting for and disclosures of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. SFAS 165 also requires
entities to disclose the date through which subsequent events were evaluated as well as the rationale for why that date was selected. This disclosure should alert all users of financial statements that an entity has not evaluated subsequent events after that date in the set of financial statements being presented. SFAS 165 is effective for interim and annual periods ending after June 15, 2009. Since FAS 165 at most requires additional disclosures, the Company does not expect the adoption to have a material impact
on its consolidated financial position, results of operations or cash flows.





In June 2009, the FASB approved the “FASB Accounting Standards Codification” (the “Codification”) as the single source of authoritative nongovernmental U.S. GAAP to be launched on July 1, 2009. The Codification does not change current U.S. GAAP, but is intended to simplify user access to all authoritative U.S.
GAAP by providing all the authoritative literature related to a particular topic in one place. All existing accounting standard documents will be superseded and all other accounting literature not included in the Codification will be considered non-authoritative. The Codification is effective for interim and annual periods ending after September 15, 2009. The Codification is effective for the Company in the interim period ending September 30, 2009 and the Company does not expect the adoption to have a material
impact on its consolidated financial position, results of operations or cash flows.





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





NOTE 3 – GOING CONCERN





The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business.  As reflected in the accompanying financial statements, the Company had an
accumulated deficit of $62,262, a net loss and net cash used in operations of $12,130 and $1,330 for the year ended May 31, 2009, respectively. These conditions raise substantial doubt about its ability to continue as a going concern.





While the Company is attempting to produce sufficient sales, the Company’s cash position may not be sufficient to support the Company’s daily operations. While the Company believes in the viability of its strategy to produce sales volume and in its ability to raise additional funds, there can be no assurances to that effect.
The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate sufficient revenues. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Management believes that the actions presently being taken to further implement its business plan and generate revenues provide the opportunity for the Company to continue as a going concern.





NOTE 4 – INCOME TAXES





Deferred tax assets





At May 31, 2009, the Company had net operating loss (“NOL”) carry–forwards for Federal income tax purposes of $62,262 that may be offset against future taxable income through 2029.  Availability of loss usage is subject to change of ownership limitations under Internal Revenue Code 382.  No tax benefit
has been reported with respect to these net operating loss carry-forwards in the accompanying financial statements because the Company believes that the realization of the Company’s net deferred tax assets of approximately $21,169 was not considered more likely than not and accordingly, the potential tax benefits of the net loss carry-forwards are fully offset by a valuation allowance of $21,169.





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Deferred tax assets consist primarily of the tax effect of NOL carry-forwards.  The Company has provided a full valuation allowance on the deferred tax assets because of the uncertainty regarding its realizability.  The valuation allowance increased approximately $4,124 and $7,997 for the years ended May 31, 2009
and 2008, respectively.





Components of deferred tax assets at May 31, 2009 and 2008 are as follows:





May 31, 2009


May 31, 2008Net deferred tax assets – Non-current:Expected income tax benefit from NOL carry-forwards

$
21,169



17,045Less valuation allowance


(21,169
)


(17,045
)Deferred tax assets, net of valuation allowance

$
-


$
-





Income taxes in the statements of operations





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





For the Fiscal Year Ended May 31, 2009


For the Fiscal Year Ended May 31, 2008Federal statutory income tax rate


34.0
%


34.0
%Change in valuation allowance on net operating loss carry-forwards


(34.0
)


(34.0
)Effective income tax rate


0.0
%


0.0
%





NOTE 5 – STOCKHOLDERS’ DEFICIT





On September 19, 2008, the majority shareholder of the Company contributed $250 to additional paid-in capital.





On December 12, 2008, the majority shareholder of the Company contributed $300 to additional paid-in capital.





On February 25, 2009, the majority shareholder of the Company contributed $700 to additional paid-in capital.





On April 7, 2009, the majority shareholder of the Company contributed $700 to additional paid-in capital.





On June 19, 2009, all directors and a majority percentage of the stockholders authorized an Amended and Restated Certificate of Incorporation (“Amendment”). The Amendment (i) increases the number of the Company’s authorized shares of capital stock from 25,000,000 shares to 310,000,000 of which 300,000,000 shares will
be common stock par value $0.0001 per share (the “Common Stock”) and 10,000,000 shares will be preferred stock par value $0.0001 per share (the “Preferred Stock”) (“Authorized Stock Increase”); (ii) effectuate a forward stock split of their issued and outstanding Common Stock by changing and reclassifying each 1 share of issued and outstanding Common Stock into fourteen (14) 14 fully paid and non-assessable shares of Common Stock (“Forward Split”); and (iii) authorize
the Board of Directors to provide for the issuance of shares of preferred stock in series and, by filing a certificate pursuant to the General Corporation Law of the State of Delaware, to establish from time to time the number of shares to be included in each such series, and to fix the designation, power, preferences and rights of the shares of each such series and the qualifications, limitations and restrictions thereof (“Blank Check Preferred Stock”).





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All share and per share amounts in these financial statements have been adjusted to give retroactive effect to the reverse stock split.





NOTE 6 – SUBSEQUENT EVENTS





The Company has evaluated all events that occurred after the balance sheet date but before financial statements were available to be issued to determine if they must be reported.  The Management of the Company determined that there were no reportable subsequent events to be disclosed.






11