UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





Form
10-K





R
            ANNUAL
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the
fiscal year ended September 30, 2008





£
            TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF
      1934





Commission
file number 000-17750





RECEIVABLE
ACQUISITION & MANAGEMENT CORPORATION


(Name of
Small Business Issuer in its Charter)





Delaware
                    
                    13-3186327(State
      or other jurisdiction of
                      incorporation
      or organization)
                    
                    (I.R.S.
      Employer
                      Identification
      No.)2500
      Plaza 5 Harborside Financial
                      CenterJersey
      City, New Jersey
                    
                    07311(Address
      of principal Executive
                      Offices)
                    
                    (Zip
      Code)





201-633-4715


(Registrant’s telephone number,
including area code)





Securities
registered pursuant to Section 12(b) of the Act:  None





Securities
registered pursuant to Section 12(g) of the Act: Common Stock, $.001 Par Value
Per Share





Indicate
by check mark whether the registrant is a well-known seasoned issuer as defined
in Rule 405 of the Securities Act.  Yes £     No
R





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
R





Indicate
by check mark whether the registrant (1) has 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.  Yes R     No
£





Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K is not contained herein, and will not 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.  £





Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated 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 x





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








The
number of shares outstanding of each of the Registrant’s classes of common
stock, as of December 28, 2008 is 16,052,896 shares, all of one class,
$.001 par value per share.  Of this number, 9,231,962 shares were held by
non-affiliates of the Registrant.





The
Company’s common stock has been trading on the OTCBB since October 2004 and,
accordingly, the aggregate “market value” of  such shares is
approximately $100,000.  The “value” of the 9,231,962 shares held by
non-affiliates, based upon the book value as of September 30, 2008 is less than
$0.025per share.





*Affiliates
for the purpose of this item refers to the Registrant’s officers and directors
and/or any persons or firms (excluding those brokerage firms and/or clearing
houses and/or depository companies holding Registrant’s securities as record
holders only for their respective clienteles’ beneficial interest) owning 5% or
more of the Registrant’s common stock, both of record and
beneficially.





DOCUMENTS INCORPORATED BY
REFERENCE – None





STATEMENT
REGARDING FORWARD-LOOKING STATEMENTS





In this
annual report, references to "Receivable Acquisition & Management
Corporation," "RAMC," "the Company," "we," "us," and "our" refer to Receivable
Acquisition & Management Corporation and its wholly owned
subsidiary.





Except
for the historical information contained herein, some of the statements in this
Report contain forward-looking statements that involve risks and uncertainties.
These statements are found in the sections entitled "Business," "Management's
Discussion and Analysis of Financial Condition and Results of Operation," and
"Risk Factors." They include statements concerning: our business strategy;
expectations of market and customer response; liquidity and capital
expenditures; future sources of revenues; expansion of our proposed product
line; and trends in industry activity generally. In some cases, you can identify
forward-looking statements by words such as "may," "will," "should," "expect,"
"plan," "could," "anticipate," "intend," "believe," "estimate," "predict,"
"potential," "goal," or "continue" or similar terminology. These statements are
only predictions and involve known and unknown risks, uncertainties and other
factors, including, but not limited to, the risks outlined under "Risk Factors,"
that may cause our or our industry's actual results, levels of activity,
performance or achievements to be materially different from any future results,
levels of activity, performance or achievements expressed or implied by such
forward-looking statements. For example, assumptions that could cause actual
results to vary materially from future results include, but are not limited to:
our ability to successfully develop and market our products to customers; our
ability to generate customer demand for our products in our target markets; the
development of our target markets and market opportunities; our ability to
manufacture suitable products at competitive cost; market pricing for our
products and for competing products; the extent of increasing competition;
technological developments in our target markets and the development of
alternate, competing technologies in them; and sales of shares by existing
shareholders. Although we believe that the expectations reflected in the forward
looking statements are reasonable, we cannot guarantee future results, levels of
activity, performance or achievements. Unless we are required to do so under
federal securities laws or other applicable laws, we do not intend to update or
revise any forward-looking statements.





Part
I





ITEM
1.  BUSINESS





We are a
Delaware corporation whose principal executive offices are located at 2500 Plaza
5, Harborside Financial Center, Jersey City, NJ 0731. Unless the context
otherwise requires, the terms "we", "us" or "our" as used herein refer to
Receivable Acquisition & Management Corporation and our
subsidiary.





Overview





Receivable
Acquisition & Management Corporation (the “Company”) is in the business of
acquiring and collecting portfolios of performing, sub-performing and
non-performing consumer and commercial receivables. These portfolios generally
consist of one or more of the following types of consumer
receivables:





·
            charged-off
      receivables — accounts that have been written-off by the originators and
      may have been previously serviced by collection
  agencies;





·
            freshly charged-off accounts that
      have not been assigned for
collection;





·
            sub-performing receivables —
      accounts where the debtor is currently making partial or irregular monthly
      payments, but the accounts may have been written-off by the originators;
      and





·
            performing receivables - accounts
      where the debtor is making regular payments or pays upon normal and
      customary procedures.





We
generally acquire non-performing and sub-performing consumer and commercial
receivable portfolios at a significant discount to the amount actually owed by
the debtors or insurers. We acquire these portfolios after a qualitative and
quantitative analysis of the underlying receivables and establish a purchase
price based on expected recovery and our internal rate of return hurdle. After
purchasing a portfolio, we outsource collections to carefully selected
collection agencies and we actively monitor its performance and review and
adjust our collection and servicing strategies accordingly.





We
purchase receivables from creditors and others through privately negotiated
direct sales and auctions in which sellers of receivables seek bids from several
pre-qualified debt purchasers. These receivables consist primarily of credit
cards, auto deficiencies, student loans, retail installment contracts, medical
and other types of receivables. We pursue new acquisitions of consumer
receivable portfolios on an ongoing basis through:





·
            our direct relationships with
      credit originators; and





·
            brokers who specialize in the
      sale of consumer receivable
portfolios.




Our
objective is to maximize our return on investment on acquired consumer
receivable portfolios. As a result, before acquiring a portfolio, we analyze the
portfolio to determine how to best maximize collections in a cost efficient
manner and carefully analysis of collection agencies selected to service a
portfolio. We believe in outsourcing 99% of its recovery efforts. We believe
that we can never be experts in collecting all the various types of debt. We
retain a handful of accounts internally for benchmarking purposes. Our
philosophy is to keep overhead low and concentrate on our strengths of analysis
and purchasing the portfolios at the right price and managing the recovery
process.




The
recovery process is largely done by collection agencies and law firms. Recovery
process is generally handed over to lawyers when it is determined the debtor has
the ability to satisfy his/her obligation but normal collection activities have
not resulted in resolution.




In many
ways investments are tailored to coincide with our recovery partner’s strengths.
In the United States, we believe there are approximately 4,800 collection
agencies and law firms. Most are generalists and some are specialist in the
various segments of the market. In many cases we have a choice dependent upon
the circumstances of the investment. We look for certain tangible and intangible
qualities in our recovery partners. Companies that have made investment in
infrastructure that allow them to perform on an efficient and timely basis are
selected. Prior to assigning a portfolio for collection standard informal audit
of the recovery partner is done.








In the
event of legal action, we seek attorneys/collection law firms that are located
in the state of the debtor. The proximity of the agent to the debtor has a
significant influence on the debtors’ actions.





We use an
internally developed incentive-based fee structure to negotiate the contingency
fees of the recovery partners. This is a tiered method of paying the partner an
increasing percentage of collections if they meet pre-agreed to hurdles. These
hurdles are recovery of our investment plus returns in defined time periods. In
most cases, an underestimation of the collection process involves the extension
of the collection horizon. For instance, a debtor that is not in a position to
immediately settle their obligation at the moment the obligation is purchased,
is most likely to be in a position of being able to clear his/her credit in the
foreseeable future if they are capable of gainful employment or expects their
financial lot to improve. We will not write off these types of debtors but may
extend our collection horizon to include the moment in time when
collection/settlement is possible. We continuously weigh the benefits of selling
the obligations versus holding it in anticipation of settlement. If we can
realize an acceptable return within the expected horizon by selling the loan,
the Company will do so. In most cases an obligation becomes collectible at a
point in time. Periodically, we will evaluate our portfolios to identify
accounts with profiles that are inconsistent with our collection strategies.
Such accounts can be offered for sale to a network of investors, collection
agencies and law firms.





Post
acquisition administration of each portfolio and each account is vital to our
business. Real time monitoring of portfolio performance and activity at the
account level allows us to keep our recovery partners on their toes. The Company
uses database software that has all the information of a debtor and fees,
interest and collections are regularly reconciled with reports from the
collection agencies. Each portfolio administrator can manage up to 25,000
accounts on an ongoing basis. The software allows us to export data into Excel
for more portfolio analysis.





For the
years ended September 30, 2008 and September 30, 2007, our revenues were
approximately $608,204 and $352,944 respectively, and our net income was
$168,659 versus a loss of approximately ($344,694) respectively. During these
same years our cash collections were approximately $582,341 and $868,462
respectively and servicing incomes were approximately $89,551 and $106,075,
respectively.




Industry
Overview





The
purchasing, servicing and collection of charged-off, sub-performing and
performing consumer receivables is an industry that is driven by:





·
            levels of consumer
      debt;





·
            defaults of the underlying
      receivables; and





·
            utilization of third-party
      providers to collect such
receivables.




We
believe that as a result of the difficulty in collecting these past due
receivables and the desire of originating institutions to focus on their core
businesses and to generate revenue from these receivables, originating
institutions are increasingly electing to sell these portfolios. However, due to
rapid rise in prices, the Company is looking for investment opportunities in
Europe.





Strategy





Our
strategy is to acquire portfolios and outsource collections. We believe we
differentiate ourselves from the rest of the field based on the
following:




·
              knowledge of quantitative and
      qualitative variables
 ·
              knowledge of the history of debt
      under consideration for
purchase
 ·
              understanding of portfolio’s
      characteristics than the originator/seller of the
    debt.
 ·
              How the debt is originated -
      telemarketing, direct mail solicitation, face to face in the office, home,
      or casual event. We further look at why the individual took on the debt -
      was it to buy something of need or a spontaneous
      purchase.
 ·
              Demographic of the debtor- socio
      economic category.
 ·
              Outsource to specialist recovery
      firms and avoiding pressure to keep internal collection personnel
      busy.










We have
invested significant resources in developing a proprietary analytical tool that
takes into accounts all the value objects. Our proprietary database analysis
application is able to cleanse and format raw data, sort and produce reports and
statistics that analyze the predictability of collection of a pool under
consideration such as geographic dispersion, statute analysis, recovery history,
etc. This is coupled with a bottom up approach resulting in selection of
portfolios with highest probability of collection, and valuation and finally
pricing. Final purchase decisions are based on our multiple regression models
that determine the likelihood of payment by analyzing both the demographic and
account-level data of a given portfolio and comparing it our database of
accounts and feedback from our recovery partners This is coupled with internally
developed statistical models that attempt to score and map out a potential
recovery curve of a given portfolio.  By implementing a multi-tier
approach, our analysis will result in the selection of portfolios with highest
probability of collection, and valuation and finally rational pricing. 
This rigorous disciplined approach does not permit paying more than established
range.




We
believe we can grow the business by managing collections efficiently, paying the
right price for portfolios, expanding relationships with credit originators,
country diversification and maintaining a low fixed overhead although we cannot
provide guarantees. We believe that as a result of our management's experience
and expertise, and the fragmented yet growing market in which we operate, we are
well-positioned to successfully implement our strategy.




Consumer
Receivables Business





Due to
capital constraint, the Company has not been able to purchase large portfolios
and the portfolios it has acquired are through the following
sources:





·
            our relationships with industry
      participants, collection agencies, and
  resellers;





·
            brokers who specialize in the
      sale of consumer and commercial receivable portfolios;
      and





·
            other
    sources.





We
utilize our relationships with brokers, recovery partners and sellers of
portfolios to locate portfolios for purchase. Our senior management is
responsible for:





·
            coordinating due diligence,
      including in some cases on-site visits to the seller's
      office;





·
            stratifying and analyzing the
      portfolio characteristics;





·
            valuing the
      portfolio;





·
            preparing bid
      proposals;





·
            negotiating pricing and
      terms;





·
            closing the purchase;
      and





·
            the receipt of account
      documentation for the acquired
  portfolios.




The
seller or broker typically supplies us with either a sample listing or the
actual portfolio being sold on compact disk, a diskette or other form of media.
We analyze each consumer receivable portfolio to determine if it meets our
purchasing criteria. We may then prepare a bid or negotiate a purchase price. If
a purchase is completed, senior management monitors the portfolio's performance
and uses this information in determining future buying criteria and
pricing.





We
purchase receivables at discounts from the balance actually owed by the
consumer. We determine how much to bid on a portfolio and a purchase price by
evaluating many different variables, such as:




·
            The number of collection agencies
      previously attempting to collect the receivables in the
      portfolio;





·
            the average balance of the
      receivables;









·
            the age of the
      receivables;





·
            number of days since
      charge-off;





·
            payments made since charge-off;
      and





·
            demographics





Once a
receivable portfolio has been identified for potential purchase, we prepare
various analyses based on extracting customer level data from external sources,
other than the issuer, to analyze the potential collectibility of the portfolio.
We also analyze the portfolio by comparing it to similar portfolios previously
serviced by our recovery partners or potential recovery partners. In addition,
we perform qualitative analyses of other matters affecting the value of
portfolios, including a review of the delinquency, charge off, placement and
recovery policies of the originator as well as the collection authority granted
by the originator to any third party collection agencies, and, if possible, by
reviewing their recovery efforts on the particular portfolio. After these
evaluations are completed, members of our senior management discuss the
findings, decide whether to make the purchase and finalize the price at which we
are willing to purchase the portfolio.





We
purchase most of our consumer receivable portfolios directly from originators
and other sellers including, from time to time, our recovery partners through
privately negotiated direct sales or through a bidding process. In order for us
to consider a potential seller as a source of receivables, a variety of factors
are considered. Sellers must demonstrate that they have:





·
            adequate internal controls to
      detect fraud;





·
            the ability to provide post sale
      support; and





·
            the capacity to honor buy-back
      and return warranty
requests.





Generally,
our portfolio purchase agreements provide that we can return certain accounts to
the seller. However, we may acquire a portfolio with few, if any, rights to
return accounts to the seller. After acquiring a portfolio, we conduct a
detailed analysis to determine which accounts in the portfolio should be
returned to the seller. Although the terms of each portfolio purchase agreement
differ, examples of accounts that may be returned to the seller
include:





·
            debts paid prior to the cutoff
      date;





·
            debts in which the consumer filed
      bankruptcy prior to the cutoff
date;





·
            debtor is incarcerated;
      and





·
            debts in which the consumer was
      deceased prior to cutoff
date.





·
            In case of commercial
      receivables, recourse is limited to fraud and lack of
      documentation.




Receivable
Servicing





Our
objective is to maximize our return on investment on acquired consumer
receivable portfolios. As a result, before acquiring a portfolio, we analyze the
portfolio to determine how to best maximize collections in a cost efficient
manner. Once a portfolio has been acquired, we or our recovery partner generally
download all receivable information provided by the seller into our account
management system and reconcile certain information with the information
provided by the seller in the purchase contract. We or our recovery partners
send notification letters to obligors of each acquired account explaining, among
other matters, our new ownership and asking that the obligor contact us. In
addition, we notify the three major credit reporting agencies of our new
ownership of the receivables. We presently outsource all our collections to
collection agencies. After assignment to a collection agency we actively monitor
and review the collection agency’s performance on an ongoing basis.









Customer
Service





The
customer service department is responsible for:





·
            handling incoming calls from
      debtors and collection agencies that are responsible for collecting on our
      consumer receivable
portfolios;





·
            coordinating customer inquiries
      and assisting the collection agencies in the collection
      process.





·
            Commercial servicing is
      exclusively handled by servicer with limited involvement of the
      Company.




Portfolio
Sales





We sell
portfolios if they do not meet our internal rate of return hurdle or if we can
achieve our returns through a sale.





Marketing





The
Company has established relationships with brokers who market consumer
receivable portfolios from banks, finance companies and other credit providers.
The Company has exclusive marketing agreements with certain Credit Union Leagues
and continues to expand in that space. In addition, the Company subscribes to
national publications that list consumer receivable portfolios for sale. The
Company also directly contacts banks, finance companies or other credit
providers to solicit consumer receivables for sale.





Competition





Our
business of purchasing distressed consumer receivables is highly competitive and
fragmented, and we expect that competition from new and existing companies will
increase. We compete with:





·
            other purchasers of consumer
      receivables, including third-party collection companies;
      and





·
            other financial services
      companies who purchase consumer
  receivables.




Some of
our competitors are larger and more established and may have substantially
greater financial, technological, personnel and other resources than we have,
including greater access to capital markets.





Management
Information Systems





We have
upgraded our information system to make tracking of collection activities more
efficient. In addition, we rely on the information technology of our third-party
recovery partners and periodically review their systems to ensure that they can
adequately service our consumer receivable portfolios.




Employees





As of
September 30, 2008, we had 3 full-time employees.










ITEM
1A. RISK FACTORS





You
should carefully consider the risks described below as well as other information
provided to you in this document, including information in the section of this
annual report entitled “Information Regarding Forward Looking Statements.” The
risks and uncertainties described below are not the only ones facing us.
Additional risks and uncertainties not presently known to us or that we
currently believes are immaterial may also impair our business operations. If
any of the following risks actually occur, the Company’s businesses, financial
condition or results of operations could be materially adversely affected, the
value of the common stock could decline, and you may lose all or part of your
investment.





We
may not be able to purchase consumer or commercial receivable portfolios at
favorable prices or on sufficiently favorable terms or at all and our success
depends upon the continued availability of consumer receivable portfolios that
meet our purchasing criteria and our ability to identify and finance the
purchases of such portfolios.





The
availability of consumer and commercial receivable portfolios at favorable
prices and on terms acceptable to us depends on a number of factors outside of
our control, including:





·
            the
      growth of consumer debt;





·
            the
      continued volume of consumer receivable portfolios available for sale;
      and





·
            competitive
      factors affecting potential purchasers and sellers of consumer receivable
      portfolios.





We have
seen at certain times that the market for acquiring consumer receivable
portfolios is becoming more competitive, thereby possibly diminishing our
ability to acquire such receivables at attractive prices in future periods. The
growth in consumer debt may also be affected by:





·
            a
      slowdown in the economy;





·
            reductions
      in consumer spending;





·
            changes
      in the underwriting criteria by originators;
and





·
            changes
      in laws and regulations governing consumer
  lending.





Any
slowing of the consumer debt could result in a decrease in the availability of
consumer receivable portfolios for purchase that could affect the purchase
prices of such portfolios. Any increase in the prices we are required to pay for
such portfolios in turn will reduce the profit, if any, we generate from such
portfolios.





Our
quarterly operating results may fluctuate and cause our stock price to
decline.





Because
of the nature of our business, our quarterly operating results may fluctuate,
which may adversely affect the market price of our common stock. Our results may
fluctuate as a result of any of the following:





·
            the
      timing and amount of collections on our consumer receivable
      portfolios;




·
            our
      inability to identify and acquire additional consumer receivable
      portfolios;





·
            a
      decline in the estimated value of our consumer receivable portfolio
      recoveries;




·
            increases
      in operating expenses associated with the growth of our operations;
      and





·
            general
      and economic market conditions.





·
            Currency
      fluctuations can have an impact on our recoveries from U.K.
      portfolios.









We
may not be able to recover sufficient amounts on our consumer receivable
portfolios to recover the costs associated with the purchase of those portfolios
and to fund our operations.




In order
to operate profitably over the long term, we must continually purchase and
collect on a sufficient volume of receivables to generate revenue that exceeds
our costs.





Our
ability to recover on our portfolios and produce sufficient returns can be
negatively impacted by the quality of the purchased receivables. In the normal
course of our portfolio acquisitions, some receivables may be included in the
portfolios that fail to conform to certain terms of the purchase agreements and
we may seek to return these receivables to the seller for payment or replacement
receivables. However, we cannot guarantee that any of such sellers will be able
to meet their payment obligations to us. Accounts that we are unable to return
to sellers may yield no return. If cash flows from operations are less than
anticipated as a result of our inability to collect sufficient amounts on our
receivables, our ability to satisfy our debt obligations, purchase new
portfolios and our future growth and profitability may be materially adversely
affected.





We
are subject to intense competition for the purchase of consumer receivable
portfolios and, as a result of this competition, if we are unable to purchase
receivable portfolios, our profits, if any, will be limited.





We
compete with other purchasers of consumer receivable portfolios, with
third-party collection agencies and with financial services companies that
manage their own consumer receivable portfolios. We compete on the basis of
reputation, industry experience and performance. Some of our competitors have
greater capital, personnel and other resources than we have. The possible entry
of new competitors, including competitors that historically have focused on the
acquisition of different asset types, and the expected increase in competition
from current market participants may reduce our access to consumer receivable
portfolios. Aggressive pricing by our competitors could raise the price of
consumer receivable portfolios above levels that we are willing to pay, which
could reduce the number of consumer receivable portfolios suitable for us to
purchase or if purchased by us, reduce the profits, if any, generated by such
portfolios. If we are unable to purchase receivable portfolios at favorable
prices or at all, our revenues and earnings could be materially
reduced.





Failure
of our third party recovery partners to adequately perform collection services
could materially reduce our revenues and our profitability, if any.





We are
dependent upon outside collection agencies to service all our consumer
receivable portfolios. Any failure by our third party recovery partners to
adequately perform collection services for us or remit such collections to us
could materially reduce our revenues and our profitability. In addition, our
revenues and profitability could be materially adversely affected if we are not
able to secure replacement recovery partners and redirect payments from the
debtors to our new recovery partner promptly in the event our agreements with
our third-party recovery partners are terminated, our third-party recovery
partners fail to adequately perform their obligations or if our relationships
with such recovery partners adversely change.





Our
collections may decrease if bankruptcy filings increase.




During
times of economic recession, the amount of defaulted consumer receivables
generally increases, which contributes to an increase in the amount of personal
bankruptcy filings. Under certain bankruptcy filings, a debtor's assets are sold
to repay credit originators, but since the defaulted consumer receivables we
purchase are generally unsecured we often would not be able to collect on those
receivables. We cannot assure you that our collection experience would not
decline with an increase in bankruptcy filings. If our actual collection
experience with respect to a defaulted consumer receivables portfolio is
significantly lower than we projected when we purchased the portfolio, our
earnings could be negatively affected.




We
may not be able to continue our operations if we are unable to generate funding
from third party financing sources





If we are
unable to access external sources of financing, we may not be able to fund and
grow our operations. The failure to obtain financing and capital as needed would
limit our ability to:





·
            purchase
      consumer receivable portfolios; and





·
            achieve
      our growth plans.









We
use estimates for recognizing revenue on a majority of our consumer receivable
portfolio investments and our earnings would be reduced if actual results are
less than estimated.





We
recognize finance income on a majority of our consumer receivable portfolios
using the interest method. We only use this method if we can reasonably estimate
the expected amount and timing of cash to be collected on a specific portfolio
based on historic experience and other factors. Under the interest method, we
recognize finance income on the effective yield method based on the actual cash
collected during a period, future estimated cash flows and the portfolio's
carrying value prior to the application of the current quarter's cash
collections. The estimated future cash flows are reevaluated quarterly. If
future cash collections on these portfolios were less than what was estimated,
we would recognize less than anticipated finance income or possibly an expense
that would reduce our earnings during such periods. Any reduction in our
earnings could materially adversely affect our stock price.




We
may not be successful at acquiring receivables of new asset types or in
implementing a new pricing structure.





We may
pursue the acquisition of receivable portfolios of asset types in which we have
little current experience. We may not be successful in completing any
acquisitions of receivables of these asset types and our limited experience in
these asset types may impair our ability to collect on these receivables. This
may cause us to pay too much for these receivables, and consequently, we may not
generate a profit from these receivable portfolio acquisitions.





The
loss of any of our executive officers may adversely affect our operations and
our ability to successfully acquire receivable portfolios.





Our
Chairman, Gobind Sahney, our President and Chief Executive Officer, Max Khan,
are responsible for making substantially all management decisions, including
determining which portfolios to purchase, the purchase price and other material
terms of such portfolio acquisitions. These decisions are instrumental to the
success of our business. The loss of the services of Gobind Sahney or Max Khan
could disrupt our operations and adversely affect our ability to successfully
acquire and service receivable portfolios.




Government
regulations may limit our ability to recover and enforce the collection of our
receivables.





Federal,
state and municipal laws, rules, regulations and ordinances may limit our
ability to recover and enforce our rights with respect to the receivables
acquired by us. These laws include, but are not limited to, the following
federal statutes and regulations promulgated thereunder and comparable statutes
in states where consumers reside and/or where creditors are
located:




·
            the
      Fair Debt Collection Practices Act;





·
            the
      Federal Trade Commission Act;





·
            the
      Truth-In-Lending Act;





·
            the
      Fair Credit Billing Act;





·
            the
      Equal Credit Opportunity Act; and





·
            the
      Fair Credit Reporting Act.





Additional
laws may be enacted that could impose additional restrictions on the servicing
and collection of receivables. Such new laws may adversely affect the ability to
collect the receivables.





Because
the receivables were originated and serviced pursuant to a variety of federal
and/or state laws by a variety of entities and involved consumers in all 50
states, the District of Columbia and Puerto Rico, there can be no assurance that
all original servicing entities have at all times been in substantial compliance
with applicable law. Additionally, there can be no assurance that we or our
recovery partners have been or will continue to be at all times in Substantial
compliance with applicable law. The failure to comply with applicable law could
materially adversely affect our ability to collect our receivables and could
subject us to increased costs and fines and penalties. In addition, our
third-party recovery partners may be subject to these and other laws and their
failure to comply with such laws could also materially adversely affect our
revenues and earnings.









The
Company is also subject to various debt collection and privacy regulations of
countries where is operates.





Class
action suits and other litigation in our industry could divert our management's
attention from operating our business and increase our expenses.





Certain
originators and recovery partners in the consumer credit industry have been
subject to class actions and other litigation. Claims include failure to comply
with applicable laws and regulations and improper or deceptive origination and
servicing practices. If we become a party to such class action suits or other
litigation, our results of operations and financial condition could be
materially adversely affected.





If
a significant portion of our shares available for resale are sold in the public
market, the market value of our common stock could be adversely
affected.





Sales of
a substantial number of shares of our common stock in the public market could
cause a decrease in the market price of our common stock. We had approximately
17,122,896 shares of common stock issued and 16,052,896 shares outstanding as of
the date hereof. In addition, options to purchase approximately 950,000 shares
of our common stock were outstanding and 946,000 warrants
outstanding as of the date here of. We may also issue additional shares in
connection with our business and may grant additional stock options to our
employees, officers, directors and consultants under our stock option plans or
warrants to third parties. As of September 30, 2008 there were 950,000 shares
available for such purpose. If a significant portion of these shares were sold
in the public market, the market value of our common stock could be adversely
affected.





Our
common stock will be subject to the “Penny Stock” rules of the SEC.




The
Securities and Exchange Commission has adopted Rule 15g-9 which establishes the
definition of a "penny stock," for the purposes relevant to us, as any equity
security that has a market price of less than $5.00 per share or with an
exercise price of less than $5.00 per share, subject to certain exceptions. For
any transaction involving a penny stock, unless exempt, the rules
require:





·
            that
      a broker or dealer approve a person's account for transactions in penny
      stocks; and·
            the
      broker or dealer receive from the investor a written agreement to the
      transaction, setting forth the identity and quantity of the penny stock to
      be purchased.





In order
to approve a person's account for transactions in penny stocks, the broker or
dealer must:





·
            obtain
      financial information and investment experience objectives of the person;
      and·
            make
      a reasonable determination that the transactions in penny stocks are
      suitable for that person and the person has sufficient knowledge and
      experience in financial matters to be capable of evaluating the risks of
      transactions in penny stocks.





The
broker or dealer must also deliver, prior to any transaction in a penny stock, a
disclosure schedule prescribed by the Commission relating to the penny stock
market, which, in highlight form:





·
            sets
      forth the basis on which the broker or dealer made the suitability
      determination; and·
            that
      the broker or dealer received a signed, written agreement from the
      investor prior to the transaction.





Generally,
brokers may be less willing to execute transactions in securities subject to the
"penny stock" rules. This may make it more difficult for investors to dispose of
our common stock and cause a decline in the market value of our
stock.





Disclosure
also has to be made about the risks of investing in penny stocks in both public
offerings and in secondary trading and about the commissions payable to both the
broker-dealer and the registered representative, current quotations for the
securities and the rights and remedies available to an investor in cases of
fraud in penny stock transactions. Finally, monthly statements have to be sent
disclosing recent price information for the penny stock held in the account and
information on the limited market in penny stocks.





ITEM
1B. UNRESOLVED STAFF COMMENTS





Not
applicable.










ITEM
2. PROPERTIES





Our
executive and administrative offices are located at 2500 Plaza 5, Harborside
Financial Center, Jersey City, NJ 07311 and 162 S. Rancho Santa Fe, Suite B 85,
Encinitas, California 92024, respectively. We believe that our existing
facilities are adequate for our current and anticipated needs. We lease our New
Jersey facility at approximately $3,000 per month and such lease expires on
February 28, 2009. We lease our California facilities at $1,800 per month and
such lease expires in March 2009.





ITEM
3. LEGAL PROCEEDINGS





From time
to time, the Company may become involved in various lawsuits and legal
proceedings which arise in the ordinary course of business. However, litigation
is subject to inherent uncertainties, and an adverse result in these or other
matters may arise from time to time that may harm the Company’s business. Except
for the following, the Company is currently not aware of nor has any knowledge
of any such legal proceedings or claims that we believe will have, individually
or in the aggregate, a material adverse affect on our business, financial
condition or operating results:





·
            On April 23, 2004, Reliant
      Industries, Inc., Michael Wong and Debbie Wong filed a complaint with the
      Supreme Court of the State of New York Suffolk County against
      Biopharmaceuticals, Inc. and Edward Fine.  Biopharmaceuticals,
      Inc. is the Company’s former name.  The plaintiffs allege that
      the Company together with the other defendant committed fraud, breach of
      contract and negligence.  The plaintiffs are seeking monetary
      payments for any loss that they may suffer as a result of the alleged
      fraud, breach of contract and negligence as well as legal fees, punitive
      damages and costs disbursements.  The Company denies all
      allegations and intends to defend this action vigorously.  The
      case was dismissed in the Company’s favor on February 7,
      2007.




·
            On
      June 29, 2005, Allied Surgical Centers Management, LLC, et al. (“Allied”)
      filed a complaint against the Company seeking declaratory and injunctive
      relief in connection with contracts entered in April 2005 between Allied
      and the Company pursuant to which the Company acquired various account
      receivables from Allied (the “Contracts”).  Such complaint was
      filed in the Superior Court of the State of California, For the County of
      Los Angeles, Central District.    Allied is seeking a
      declaratory judgment from the court which would exclude various account
      receivables (the “Disputed Account Receivables”) from the
      Contracts.  Allied is also seeking a temporary restraining order
      and preliminary injunction restricting the Company from attempting to
      seize or collecting the Disputed Account Receivables.  The
      Company filed a cross complaint on July 15, 2005.  In the cross
      complaint, the Company is seeking an accounting, a mandatory injunction
      for specific performance of the Contracts and damages in the amount of
      $21,000,000 in connection with Allied’s alleged breach of contract, fraud,
      intentional interference with prospective economic advantage, breach of
      good faith, breach of fiduciary duty, conversion and
      slander.  The Company and Allied have reached a settlement in
      connection with this matter. Allied has dropped all its claims and agreed
      to pay all funds received since the purchase of Allied’s portfolio in
      April 2005. The settlement agreement was executed on February 10, 2006.
      The Company received the final settlement payment in February,
      2008.






·
            On September 9, 2005, the Company
      filed a complaint with the Supreme Court of the State of New York - County
      of New York against Triton Capital, Inc., Southern Capital Associates,
      Inc., JMS Collections, LLC., Wendt Law Office, James Roscetti, and Dave
      Dwyer for breach of contract, conversion, deceptive business practices and
      unjust enrichment. The Company was seeking an amount no less than $46,931.
      The Company reached a settlement with the Defendants and recovered $7,092
      in July 2007.




ITEM 4. SUBMISSION OF MATTERS TO A
VOTE OF SECURITYHOLDERS





None.





PART
II





ITEM
5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STAREHOLDER MATTERS AND ISSUER
PURCHASES OF EQUITY SECURITIES





Since
October 2004, our common stock, par value $.001 per share, had been quoted on
the Nasdaq Bulletin Board under the symbol “RCVA”. Prior to October 2004, there
was no market for our common stock. The last reported price as of December 31,
2008 was $0.006 per share.





Quarter
      Ended
                        
                        High
      ($)
                        
                        
                        Low
      ($)March
      31, 2007
                        
                        
                        .15
                        
                        
                        
                        .07June
      30, 2007
                        
                        
                        .14
                        
                        
                        
                        .07September
      30, 2007
                        
                        
                        .11
                        
                        
                        
                        .06December
      31, 2007
                        
                        
                        .03
                        
                        
                        
                        .03March
      31, 2008
                        
                        
                        .02
                        
                        
                        
                        .02June
      30, 2008
                        
                        
                        .02
                        
                        
                        
                        .02September
      30, 2008
                        
                        
                        .01
                        
                        
                        
                        .01December
      31, 2008
                        
                        
                        .006
                        
                        
                        
                        .006




Holders





As of
December 31, 2008 we had approximately 2,100 holders of our common stock. The
number of record holders was determined from the records of our transfer agent
and does not include beneficial owners of common stock whose shares are held in
the names of various security brokers, dealers, and registered clearing
agencies.





Dividends




We have
never declared or paid any cash dividends on our common stock. We do not
anticipate paying any cash dividends to stockholders in the foreseeable future.
In addition, any future determination to pay cash dividends will be at the
discretion of the Board of Directors and will be dependent upon our financial
condition, results of operations, capital requirements, and such other factors
as the Board of Directors deem relevant.





Equity
Compensation Plans





As of
September 30, 2008, we had the following securities authorized for issuance
under the equity compensation plans:





Plan
      Category
                                              
                                              Number
      of
                                                Securities
      to be
                                                issued
      upon
                                                exercise
      of
                                                outstanding
                                                options,
      warrants
                                                and
      rights
                                              
                                              Weighted-average
                                                exercise
      price of
                                                outstanding
                                                options,
      warrants
                                                and
      rights
                                              
                                              Number
      of
                                                securities
                                                remaining
                                                available
      for future
                                                issuance
      under
                                                equity
                                                compensation
                                                plans
      (excluding
                                                securities
      reflected
                                                in
      column (a)Equity
      compensation plans approved by security holders
                                              
                                              2,500,000
                                              
                                              $
                                              0.15
                                              
                                              950,000Equity
      compensation plans not approved by security holders
                                              
                                              —
                                              
                                              
                                              —
                                              
                                              —Total
                                              
                                              2,500,000
                                              
                                              $
                                              0.15
                                              
                                              950,000










ITEM
6.  SELECTED FINANCIAL DATA





The following selected consolidated
financial data should be read in conjunction with our consolidated
financial statements and related notes and “Management’s Discussion and Analysis
of Financial Condition and Results of Operations”. The statements of operations
data for the years ended September 30, 2008 and 2007 are derived from our
audited financial statements which are included elsewhere in this Form
10-K.  The historical results are not necessarily indicative of
results to be expected for future periods.




Consolidated
Statements of Operations Data:





For
      the Year Ended September 302008
                          
                          
                          2007Revenue
                          
                          $
                          608,204
                          
                          
                          $
                          352,944Cost
      of goods soldGross
      profit
                          
                          $
                          608,204
                          
                          
                          $
                          352,944Operating
      expensesSelling,
      general and administrative
                          
                          $
                          523,056
                          
                          
                          $
                          633,064Total
      operating expenses
                          
                          $
                          523,056
                          
                          
                          $
                          633,064Income
      (loss) from operations
                          
                          $
                          85,148
                          
                          
                          $
                          (280,120
                          )Other
      (expense) income, net
                          
                          $
                          83,511
                          
                          
                          $
                          (64,574
                          )Net
      income (loss)
                          
                          $
                          168,659
                          
                          
                          $
                          (344,694
                          )Basic
      and diluted income (loss) per share
                          
                          $
                          0.01
                          
                          
                          $
                          (0.02
                          )Diluted
      income (loss) per share
                          
                          $
                          0.01
                          
                          
                          
                          -Shares
      used in calculation of loss per share:Basic
                          
                          
                          17,108,901
                          
                          
                          
                          16,944,150Diluted
                          
                          
                          19,004,901
                          
                          
                          
                          16,944,150





Consolidated
Balance Sheet Data:





For
      the Year Ended September 302008
                  
                  
                  2007Cash
      and cash equivalents
                  
                  $
                  233,450
                  
                  
                  $
                  286,530Working
      Capital (deficit)
                  
                  $
                  276,349
                  
                  
                  $
                  165,049Total
      assets
                  
                  $
                  472,784
                  
                  
                  $
                  660,020Long-term
      obligations
                  
                  
                  —
                  
                  
                  $
                  133,021Total Stockholders'
      equity
                  
                  $
                  435,287
                  
                  
                  $
                  280,318







ITEM
7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATION





Introduction





The
following discussion should be read in conjunction with the Financial Statements
and Notes thereto. Our fiscal year ends September 30. This document contains
certain forward-looking statements including, among others, anticipated trends
in our financial condition and results of operations and our business strategy.
(See Part I, Item 1A, "Risk Factors"). These forward-looking statements are
based largely on our current expectations and are subject to a number of risks
and uncertainties. Actual results could differ materially from these
forward-looking statements. Important factors to consider in evaluating such
forward-looking statements include (i) changes in external factors or in our
internal budgeting process which might impact trends in our results of
operations; (ii) unanticipated working capital or other cash requirements; (iii)
changes in our business strategy or an inability to execute our strategy due to
unanticipated changes in the industries in which we operate; and (iv) various
competitive market factors that may prevent us from competing successfully in
the marketplace.





Results
of Operations




Year
Ended September 30, 2008 Compared to Year Ended September 30, 2007




Revenues




Total
revenue for the twelve months ended September 30, 2008 increased by 72% to
608,204 from $352,944 for the year ended September 30, 2007.  The
Company had a net income of $168,659 for the year ended September 30, 2008
versus a net loss of ($344,694) for the year ended September 30, 2007. The
servicing income was generated from Ramco Income Fund Ltd and other investment
vehicles managed by the Company. The finance income is net of all collections
expenses because the Company outsources all its collections on a contingency
basis.




For the
twelve months ended September 30, 2008, we invested $201,982 in one portfolio
with a face value of $5,770,917. During the year ended September 30, 2007, we
acquired new portfolios with a face value in excess of $4,757,555 at a cost of
$345,806. The Company has been unable to make greater investments due to rise in
prices paid for charged off consumer credit charge-offs and inability to raise
additional capital. The face value represents the outstanding balance owed by
debtors at the time of purchase and the Company expects to collect only a small
percentage of the outstanding balance. In 2007, the Company used the accretion
method based on SOP03-3 for revenue recognition for certain portfolios and
recovery method for others. In 2008, the Company used the recovery method only
for all portfolios.




During
the year ended September 30, 2008, we serviced a pool of charged-off consumer
accounts on behalf of Ramco Income Fund Limited and from other investment
vehicles. Servicing fees received under this arrangement declined by
approximately 15% to $89,551 from $106,075 in the year ended September 30, 2007.
The Fund has been redeeming investors and stopped making fresh investments since
January 2007, which has resulted in sharp decline in servicing fees from the
Fund. Upon the redemption of underlying investors in the Fund, the Company will
receive a majority of the residual cash flow from all portfolios acquired for
each series of investors. The cumulative residual from the Fund cannot be
estimated at this time.




Total
operating expenses




Total
operating expenses in the year ended September 30, 2008 declined by
approximately 17% or $110,008 to $523,056 compared to $633,064 for the year
ended September 30, 2007. The Company expects the overall expenses to decline
further next year.





Other
income and expense





For the
year ended September 30, 2008, the Company had interest income of $8,193,
interest expense of ($19,921), $32,340 gain on sale of receivables and $62,899
from debt forgiveness versus income of $3,330, interest expense of $42,699 and
($25,205) loss on sale of receivables during the year ended September 30, 2007.
The Company has no other contingent expense.




Income
taxes




For the
year ended September 30, 2008, the Company has not recorded any income tax
liability.









Net
Income (loss)





Net
income for the twelve months ended September 30, 2008 was $168,659 versus a loss
of ($344,694) for the twelve months ended September 30, 2007.





Liquidity
and Capital Resources




Liquidity




For the
year ended September 30, 2008 the Company had working capital of $276,349 versus
$165,049 versus for the year ended September 30, 2007. Working capital for year
ended September 30, 2008 improved by approximately 67% or $111,300 from $165,049
for the year ended September 30, 2007. The improvement was largely due repayment
of note and lower operating expenses. The Company had $233,450 in cash and
continues to generate sufficient cash to fund operations for the foreseeable
future. We can raise additional capital through structured notes for any
additional portfolio purchases, for which we cannot provide any
guarantee.




Cash
Flows and Expenditures




Year
ended September 30, 2008 compared to September 30, 2007




During
the year ended September 30, 2008, the Company spent $201,982 on portfolio
acquisitions compared to $345,806 during year ended September 30, 2007 on
portfolio acquisitions. Total cash collected, excluding portfolio sales, were
$582,341 and $873,761 respectively. The Company has financing in place to
acquire portfolios if they become available at reasonable prices.




During
the year we generated $89,551 in servicing revenue compared to $106,075 during
2007 primarily from Ramco Income Fund, Ltd and other investment vehicles.
Servicing fees from the Fund has declined due to redemptions and lack of
additional investments.




We
currently utilize various business channels for the collection of charged off
credit cards and other receivables. The Company is currently using seven (7)
collection agencies and several law firms on a contingency basis.




Cash flow
from operations was $223,489 during the year ended September 30, 2008 compared
to $147,372 during the year ended September 30, 2007.




Our
primary investing activity is the purchase of new receivable portfolios. We
purchase receivable portfolios directly from issuers and from resellers as well
as from brokers that represent various issuers. We carefully evaluate portfolios
and bid on only those that meet our selective targeted return
profile.




Capital
expenditures for fixed assets were not material for the year ended September 30,
2008 and all purchases of capital expenditures were funded with internal cash
flow.




Net cash
(used) from financing activities was ($276,569) during the year ended September
30, 2008 versus ($15,482) during the year ended September 30, 2007. The company
paid off one note payable and paid off a second note on a discounted
basis.




Portfolio
Data




The
following table shows the Company’s portfolio buying activity during the
quarter, among other things, the purchase price, actual cash collections and
estimated cash collection as of September 30, 2008.




Purchase
      Period
                  
                  Purchase
                    Price(1)
                  
                  
                  Actual
      Cash
                    Collection
      (2)
                  
                  
                  Estimated
      (3)12/31/2003
                  
                  $
                  569,070
                  
                  
                  $
                  1,756208
                  
                  
                  $
                  29,0674/11/2005
                  
                  $
                  375,000
                  
                  
                  $
                  444,045
                  
                  
                  $
                  36,0007/25/2005
                  
                  $
                  177,668
                  
                  
                  $
                  254,477
                  
                  
                  $
                  54,8773/9/2006
                  
                  $
                  191,992
                  
                  
                  $
                  213,095
                  
                  
                  $
                  32,9104/7/2006
                  
                  $
                  331,974
                  
                  
                  $
                  334,644
                  
                  
                  $
                  25,26412/31/04-12/20/06
                  
                  $
                  780,875
                  
                  
                  $
                  987,050
                  
                  
                  $
                  159,0341/7/2007
                  
                  $
                  324,248
                  
                  
                  $
                  250,971
                  
                  
                  $
                  133,30510/11/2007
                  
                  $
                  201,982
                  
                  
                  $
                  65,819
                  
                  
                  $
                  136,163










(1)
            Purchase
      price refers to the cash paid to a seller to acquire defaulted
      receivables, plus certain capitalized expenses, less the purchase price
      refunded by the seller due to the return of non-compliant accounts (also
      defined as buybacks). Non-compliant refers to the contractual
      representations and warranties between the seller and the Company. These
      representations and warranties from the sellers generally cover account
      holders’ death or bankruptcy and accounts settled or disputed prior to
      sale. The seller can replace or repurchase these
  accounts.





(2)
            Actual
      cash collections net of recovery
cost.





(3)
            Total
      estimated collections refer to the actual cash collections, including cash
      sales, plus estimated remaining collections of which we can provide no
      guarantee regarding the success of the outstanding remaining collections.
      The Company will take an impairment charge if the actual recoveries fall
      short of expected recoveries.





Capital Resources





The cash
flow from portfolios currently owned would be adequate to meet our operating
expenses for the foreseeable future.




Inflation





We
believe that inflation has not had a material impact on our results of
operations for the year ended September 30, 2008.





Critical
Accounting Policies





The
Company utilizes the interest method under guidance provided by the AICPA issued
Statement of Position (“SOP”) 03-03 to determine income recognized on finance
receivables




In
October 2003, the American Institute of Certified Public Accountants issued
Statement of Position (“SOP”) 03-03, “Accounting for Loans or Certain Securities
Acquired in a Transfer.” This SOP proposes guidance on accounting for
differences between contractual and expected cash flows from an investor’s
initial investment in loans or debt securities acquired in a transfer if those
differences are attributable, at least in part, to credit quality. This SOP is
effective for loans acquired in fiscal years beginning after December 15,
2004. The SOP would limit the revenue that may be accrued to the excess of the
estimate of expected future cash flows over a portfolio’s initial cost of
accounts receivable acquired. The SOP would require that the excess of the
contractual cash flows over expected cash flows not be recognized as an
adjustment of revenue, expense, or on the balance sheet. The SOP would freeze
the internal rate of return, referred to as IRR, originally estimated when the
accounts receivable are purchased for subsequent impairment testing. Rather than
lower the estimated IRR if the original collection estimates are not received,
the carrying value of a portfolio would be written down to maintain the original
IRR. Increases in expected future cash flows would be recognized prospectively
through adjustment of the IRR over a portfolio’s remaining life. The SOP
provides that previously issued annual financial statements would not need to be
restated. Management is in the process of evaluating the application of this
SOP.




Special
Note on Forward-Looking Statements




This
report contains “forward-looking statements” within the meaning of the federal
securities laws. All statements, other than statements of historical facts,
included or incorporated into this Form 10-K are forward-looking statements. The
words “believe,” “expect,” “anticipate,” “estimate,” “project,” and similar
expressions often characterize forward looking statements. These statements may
include, but are not limited to, projections of collections, revenues, income or
loss, estimates of capital expenditures, plans for future operations, products
or services, and financing needs or plans, as well as assumptions relating to
these matters. These statements include, among others, statements found under
“Management’s Discussion and Analysis of Financial Condition and Results of
Operations” and “Business.”




Actual
results could differ materially from those contained in the forward-looking
statements due to a number of factors, some of which are beyond our control.
Factors that could affect our results and cause them to differ from those
contained in the forward-looking statements include:




·
            the
      availability of financing;·
            our
      ability to maintain sufficient liquidity to operate our business including
      obtaining new capital to enable us to purchase new
      receivables;









·
            our
      ability to purchase receivable portfolios on acceptable
    terms;·
            our
      continued servicing of the receivables in our securitization transactions
      and for the unrelated third party;


·
            our
      ability to recover sufficient amounts on receivables to fund
      operations;·
            our
      ability to hire and retain qualified personnel to recover our receivables
      efficiently;


·
            changes
      in, or failure to comply with, government regulations;
  and·
            the
      costs, uncertainties and other effects of legal and administrative
      proceedings.





ITEM
7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK





Market
rate risk





We are
exposed to market risk related to changes in interest rates and foreign currency
exchanges rates.





Interest
rate risk





We hold
our assets in cash and cash equivalents.  We do not hold derivative
financial instruments or equity securities.





Foreign
currency exchange rate risk





Our
revenue and expenses are denominated in U.S. dollars.  We currently
own one portfolio in United Kingdom; we do not anticipate that foreign exchange
gains or losses will be significant.  We have not engaged in foreign
currency hedging to date.





Our
international business is subject to risks typical of international activity,
including, but not limited to, differing economic conditions; change in
political climates; differing tax structures; and other regulations and
restrictions.  Accordingly, our future results could be impacted by
changes in these or other factors.









ITEM
8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA





RECEIVABLE
ACQUISITION AND MANAGEMENT
 CORPORATION
AND SUBSIDIARIES
 
 CONSOLIDATED
 FINANCIAL
STATEMENTS
 
 YEARS
ENDED SEPTEMBER 30, 2008 AND 2007
 
 
 
 RECEIVABLE
ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 INDEX
TO CONSOLIDATED FINANCIAL STATEMENTS
 FOR
THE YEARS ENDED SEPTEMBER 30, 2008 AND 2007
 
 PAGE(S)FINANCIAL
      STATEMENTS:REPORT
      OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
                        
                        1Consolidated
      Balance Sheets as of September 30, 2008 and 2007
                        
                        2Consolidated
      Statements of Income for the Years Ended September 30, 2008 and
      2007
                        
                        3Consolidated
      Statements of Stockholders’ Equity for the Years Ended September 30, 2008
      and 2007
                        
                        4Consolidated
      Statements of Cash Flows for the Years Ended September 30, 2008 and
      2007
                        
                        5Notes
      to Consolidated Financial Statements
                        
                        6-17
 
 
 
 BAGELL,
JOSEPHS, LEVINE & COMPANY, L.L.C.
 Certified
Public Accountants
 406
Lippincott Drive
 Suite
J
 Marlton,
New Jersey 08053
 (856)
346-2828 Fax (856) 396-0022
  REPORT OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
 
 To
Receivable Acquisition and Management Corporation and Subsidiaries
 2500
Plaza 5, Harborside Financial Center, Jersey City, New Jersey,
07311
 
 We have
audited the accompanying consolidatedbalance sheets of Receivable Acquisition and Management Corporation and
Subsidiaries (the “Company”) as of September 30, 2008 and 2007, and the related
consolidated
statements of income,
stockholders’ equity (deficit) and cash flows for each of the years in the
two-year period ended September 30, 2008. 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 standards of the Public Company
Oversight Board (United States).  Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The Company is not required to
have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audits included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company’s internal control over financial
reporting. An audit also includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing
the accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.
  In our
opinion, the consolidated financial statements referred to above present fairly,
in all material respects, the financial position of Receivable Acquisition and
Management Corporation and Subsidiaries as of September 30, 2008 and 2007, and
the results of its operations and its cash flows for each of the years in the
two-year period ended September 30, 2008 in conformity with accounting
principles generally accepted in the United States of America.
 
 BAGELL,
JOSEPHS, LEVINE & COMPANY, L.L.C.
 BAGELL,
JOSEPHS, LEVINE & COMPANY, L.L.C.
 Certified
Public Accountants
 Marlton,
New Jersey 08053
 
 December
29, 2008
  1
  RECEIVABLE
ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 CONSOLIDATED
BALANCE SHEETS
 SEPTEMBER
30, 2008 AND 2007
 
 2008
                  
                  
                  2007ASSETSCURRENT
      ASSETSCash
                  
                  $
                  233,450
                  
                  
                  $
                  286,530Prepaid
      Expenses
                  
                  
                  939
                  
                  
                  
                  1,241Finance
      receivables - short term
                  
                  
                  79,457
                  
                  
                  
                  123,959Total
      current assets
                  
                  
                  313,846
                  
                  
                  
                  411,730OTHER
      ASSETSFinance
      receivables - long-term
                  
                  
                  158,938
                  
                  
                  
                  248,290Total
      other assets
                  
                  
                  158,938
                  
                  
                  
                  248,290TOTAL
      ASSETS
                  
                  $
                  472,784
                  
                  
                  $
                  660,020LIABILITIES
      AND STOCKHOLDERS' EQUITYCURRENT
      LIABILITIESAccrued
      and other expenses
                  
                  $
                  37,497
                  
                  
                  $
                  53,924Stock
      to be issued
                  
                  
                  -
                  
                  
                  
                  1,500Notes
      Payable -short term
                  
                  
                  -
                  
                  
                  
                  191,257Total
      current liabilities
                  
                  
                  37,497
                  
                  
                  
                  246,681LONG
      TERM LIABILITIESNote
      payable -long term
                  
                  
                  -
                  
                  
                  
                  133,021TOTAL
      LIABILITIES
                  
                  
                  37,497
                  
                  
                  
                  379,702STOCKHOLDERS'  EQUITYPreferred
      stock, par value $10 per share; 10,000,000 shares authorized in 2008 and
      2007 and 0 and 0 shares issued and outstanding at September 30, 2008 and
      2007, respectively
                  
                  
                  -
                  
                  
                  
                  -Common
      stock, par value $.001 per share; 325,000,000 shares authorized in 2008
      and 2007 and 17,122,896 and 16,628,917 shares issued and 16,052,896 and
      16,928,917 outstanding at September 30, 2008 and 2007,
      respectively
                  
                  
                  17,123
                  
                  
                  
                  16,929Additional
      paid-in capital
                  
                  
                  628,535
                  
                  
                  
                  627,380Retained
      earnings (accumulated deficit)
                  
                  
                  (195,332
                  )
                  
                  
                  (363,991
                  )450,326
                  
                  
                  
                  280,318Less:
      Cost of treasury stock, 1,070,000 shares
                  
                  
                  (15,039
                  )
                  
                  
                  -Total
      stockholders' equity
                  
                  
                  435,287
                  
                  
                  
                  280,318TOTAL
      LIABILITIES AND STOCKHOLDERS' EQUITY
                  
                  $
                  472,784
                  
                  
                  $
                  660,020
 
 The
accompanying notes are an integral part of these consolidated financial
statements.
 
 2
 
 RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND
SUBSIDIARIES
 CONSOLIDATED
STATEMENTS OF INCOME
 FOR
THE YEARS ENDED SEPTEMBER 30, 2008 AND 2007
 
 2008
                    
                    
                    2007REVENUESFinancing
      income
                    
                    $
                    481,743
                    
                    
                    $
                    228,525Gain
      on sale of finance receivables
                    
                    
                    36,910
                    
                    
                    
                    18,344Service
      income and other
                    
                    
                    89,551
                    
                    
                    
                    106,075Total
      revenues
                    
                    
                    608,204
                    
                    
                    
                    352,944COSTS
      AND EXPENSESSelling,
      general and administrative
                    
                    
                    523,056
                    
                    
                    
                    633,064Total
      costs and expenses
                    
                    
                    523,056
                    
                    
                    
                    633,064INCOME
      (LOSS) FROM OPERATIONS
                    
                    
                    85,148
                    
                    
                    
                    (280,120
                    )OTHER
      INCOME (EXPENSES)Other
      income (loss)
                    
                    
                    32,340
                    
                    
                    
                    (25,205
                    )Forgivess
      of debt
                    
                    
                    62,899
                    
                    
                    
                    -Interest
      income
                    
                    
                    8,193
                    
                    
                    
                    3,330Interest
      expense
                    
                    
                    (19,921
                    )
                    
                    
                    (42,699
                    )Total
      other income (expenses)
                    
                    
                    83,511
                    
                    
                    
                    (64,574
                    )INCOME
      (LOSS) BEFORE PROVISION FOR INCOME TAXES
                    
                    
                    168,659
                    
                    
                    
                    (344,694
                    )PROVISION
      FOR INCOME TAXES
                    
                    
                    -
                    
                    
                    
                    -NET
      INCOME (LOSS)
                    
                    
                    168,659
                    
                    
                    
                    (344,694
                    )LESS
      PREFERRED STOCK DIVIDEND
                    
                    
                    -
                    
                    
                    
                    (20,000
                    )NET
      INCOME (LOSS) APPLICABLE TO COMMON STOCK
                    
                    $
                    168,659
                    
                    
                    $
                    (364,694
                    )INCOME
      (LOSS) PER COMMON SHARE, BASIC
                    
                    $
                    0.01
                    
                    
                    $
                    (0.02
                    )INCOME
      (LOSS)PER COMMON SHARE, FULLY DILUTED
                    
                    $
                    0.01
                    
                    
                    $
                    -WEIGHTED
      AVERAGE SHARES OUTSTANDING, BASIC
                    
                    
                    17,108,901
                    
                    
                    
                    16,944,150WEIGHTED
      AVERAGE SHARES OUTSTANDING, DILUTED
                    
                    
                    19,004,901
                    
                    
                    
                    16,944,150
 
 The
accompanying notes are an integral part of these consolidated financial
statements.
 
 3
 
 RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND
SUBSIDIARIES
 CONSOLIDATED
STATEMENTS OF STOCKHOLDERS' EQUITY
 FOR
THE YEARS ENDED SEPTEMBER 30, 2008 and 2007
  AdditionalPreferred
                                                                            
                                                                            
                                                                            Common Stock
                                                                            
                                                                            
                                                                            Paid-In
                                                                            
                                                                            
                                                                            Treasury Stock
                                                                            
                                                                            
                                                                            AccumulatedShares
                                                                            
                                                                            
                                                                            Amount
                                                                            
                                                                            
                                                                            Shares
                                                                            
                                                                            
                                                                            Amount
                                                                            
                                                                            
                                                                            Capital
                                                                            
                                                                            
                                                                            Shares
                                                                            
                                                                            
                                                                            Amount
                                                                            
                                                                            
                                                                            Deficit
                                                                            
                                                                            
                                                                            TotalBALANCE,
      SEPTEMBER 30, 2006
                                                                            
                                                                            
                                                                            80,000
                                                                            
                                                                            
                                                                            $
                                                                            800,000
                                                                            
                                                                            
                                                                            
                                                                            17,808,917
                                                                            
                                                                            
                                                                            $
                                                                            17,809
                                                                            
                                                                            
                                                                            $
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            $
                                                                            -
                                                                            
                                                                            
                                                                            $
                                                                            703
                                                                            
                                                                            
                                                                            $
                                                                            818,512Issuance
      of common stock - exercise of warrants (200,000 shares issued at $.0075
      per shares)
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            200,000
                                                                            
                                                                            
                                                                            
                                                                            200
                                                                            
                                                                            
                                                                            
                                                                            1,300
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            1,500Repurchase
      of 2,000,000 shares of common stock for $ .10 $ per share
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            (2,000,000
                                                                            )
                                                                            
                                                                            
                                                                            (2,000
                                                                            )
                                                                            
                                                                            
                                                                            (198,000
                                                                            )
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            (200,000
                                                                            )Conversion
      of 80,000 preferred shares to 800,000 common shares
                                                                            
                                                                            
                                                                            (80,000
                                                                            )
                                                                            
                                                                            
                                                                            (800,000
                                                                            )
                                                                            
                                                                            
                                                                            800,000
                                                                            
                                                                            
                                                                            
                                                                            800
                                                                            
                                                                            
                                                                            
                                                                            799,200
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -Conversion
      of $20,000 preferred stock dividend payable to 70,000 common
      shares
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            70,000
                                                                            
                                                                            
                                                                            
                                                                            70
                                                                            
                                                                            
                                                                            
                                                                            19,930
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            20,000Repurchase
      of 150,000 shares of common stock for $ .01 per share
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            (150,000
                                                                            )
                                                                            
                                                                            
                                                                            (150
                                                                            )
                                                                            
                                                                            
                                                                            (14,850
                                                                            )
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            (15,000
                                                                            )Preferred
      stock dividend
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            (20,000
                                                                            )
                                                                            
                                                                            
                                                                            (20,000
                                                                            )Conversion
      of  extra $20,000 preferred stock dividend payable to 200,000
      common shares
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            200,000
                                                                            
                                                                            
                                                                            
                                                                            200
                                                                            
                                                                            
                                                                            
                                                                            19,800
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            20,000Net
      income (loss) for the year ended September 30, 2007
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            (344,694
                                                                            )
                                                                            
                                                                            
                                                                            (344,694
                                                                            )BALANCE,
      SEPTEMBER 30, 2007
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            $
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            16,928,917
                                                                            
                                                                            
                                                                            $
                                                                            16,929
                                                                            
                                                                            
                                                                            $
                                                                            627,380
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            $
                                                                            -
                                                                            
                                                                            
                                                                            $
                                                                            (363,991
                                                                            )
                                                                            
                                                                            $
                                                                            280,318Issuance
      of common stock - exercise of warrants (200,000 shares issued at $.0075
      per shares)
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            200,000
                                                                            
                                                                            
                                                                            
                                                                            200
                                                                            
                                                                            
                                                                            
                                                                            1,300
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            1,500cancelled  6,021
      shares of common stock for $ .025 per share
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            (6,021
                                                                            )
                                                                            
                                                                            
                                                                            (6
                                                                            )
                                                                            
                                                                            
                                                                            (145
                                                                            )
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            (151
                                                                            )Repurchase
      of  1,070,000  shares of common stock  for $
      .014 per share
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            1,070,000
                                                                            
                                                                            
                                                                            
                                                                            (15,039
                                                                            )
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            (15,039
                                                                            )Net
      income (loss) for the year ended September 30, 2008
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            
                                                                            168,659
                                                                            
                                                                            
                                                                            
                                                                            168,659BALANCE,
      SEPTEMBER 30, 2008
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            $
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            17,122,896
                                                                            
                                                                            
                                                                            $
                                                                            17,123
                                                                            
                                                                            
                                                                            $
                                                                            628,535
                                                                            
                                                                            
                                                                            
                                                                            1,070,000
                                                                            
                                                                            
                                                                            $
                                                                            (15,039
                                                                            )
                                                                            
                                                                            $
                                                                            (195,332
                                                                            )
                                                                            
                                                                            $
                                                                            435,287
 
 The
accompanying notes are an integral part of these consolidated financial
statements.
 
 4
 
 RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND
SUBSIDIARIES
 CONSOLIDATED
STATEMENTS OF CASH FLOWS
 FOR
THE YEARS ENDED SEPTEMBER 30, 2008 AND 2007
 
 2008
                  
                  
                  2007CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      income (loss)
                  
                  $
                  168,659
                  
                  
                  $
                  (344,694
                  )Adjustments to reconcile net
      income (loss) to net cash (used in) operating
      activities:Forgiveness
      of debt
                  
                  
                  (62,899
                  )Changes
      in Certain Assets and LiabilitiesProceeds
      from sale of portfolio - net of gain
                  
                  
                  177,545
                  
                  
                  
                  227,907Acquisition
      of finance receivables, net of buybacks
                  
                  
                  (201,982
                  )
                  
                  
                  (345,806
                  )Collections
      applied to principal on finance receivables
                  
                  
                  158,291
                  
                  
                  
                  593,235(Increase)
      decrease in prepaid expenses
                  
                  
                  302
                  
                  
                  
                  (1,241
                  )(Decrease)
      increase accrued expenses
                  
                  
                  (16,427
                  )
                  
                  
                  19,871(Decrease)
      in income taxes
                  
                  
                  -
                  
                  
                  
                  (1,900
                  )Net
      cash provided by  operating activities
                  
                  
                  223,489
                  
                  
                  
                  147,372CASH
      FLOWS FROM FINANCING ACTIVITIESPayments
      on notes payable
                  
                  
                  (261,379
                  )
                  
                  
                  (261,982
                  )Proceeds
      from notes payable
                  
                  
                  -
                  
                  
                  
                  300,000purchase
      of retired common stock
                  
                  
                  (151
                  )
                  
                  
                  -Increase
      in liability for stock to be issued
                  
                  
                  -
                  
                  
                  
                  1,500Repurchase
      of retired common stock
                  
                  
                  
                  
                  
                  
                  (55,000
                  )Repurchase
      of treasury stock
                  
                  
                  (15,039
                  )
                  
                  
                  -Net
      cash (used in) financing activities
                  
                  
                  (276,569
                  )
                  
                  
                  (15,482
                  )NET
      INCREASE (DECREASE) IN CASH
                  
                  
                  (53,080
                  )
                  
                  
                  131,890CASH
      AND CASH EQUIVALENTS - BEGINNING OF YEAR
                  
                  
                  286,530
                  
                  
                  
                  154,640CASH
      AND CASH EQUIVALENTS - END OF PERIOD
                  
                  $
                  233,450
                  
                  
                  $
                  286,530SUPPLEMENTAL
      DISCLOSURE OF CASH FLOW INFORMATIONIssuance
      of Common Stock for:Conversion
      of notes payable
                  
                  $
                  -
                  
                  
                  $
                  -Conversion
      of preferred stock
                  
                  $
                  -
                  
                  
                  $
                  800,000Conversion
      of preferred stock dividend payable
                  
                  $
                  -
                  
                  
                  $
                  40,000CASH
      PAID DURING THE YEAR:Interest
      expense
                  
                  $
                  19,921
                  
                  
                  $
                  42,699Income
      taxes
                  
                  $
                  -
                  
                  
                  $
                  -
 
 The
accompanying notes are an integral part of these consolidated financial
statements.
  5
 
 RECEIVABLE
ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 SEPTEMBER
30, 2008 AND 2007
 
 NOTE
      1-
                SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
 
 A.
                THE COMPANY AND
      PRESENTATION
 
 Receivable
Acquisition and Management Corporation and Subsidiaries (the “Company”) was
formerly Biopharmaceutics, Inc., In June 1999 pursuant to a meeting of the Board
of Directors, Biopharmaceutics Inc, adopted a resolution and filed a Certificate
of Amendment to the Certificate of Incorporation and changed the name of
Biopharmaceutics, Inc., to Feminique Corporation.
 
 On
November 25, 2003, the Feminique Corporation incorporated a wholly-owned
subsidiary Receivable Acquisition and Management Corp of New York. The Company
purchases, manages and collects defaulted consumer receivables.
 
 On April
21, 2004, Feminique Corporation amended its certificate of incorporation to
increase its authorized number of shares of common stock from 75,000,000 shares
to 325,000,000 shares.  This amendment was approved by Feminique
Corporation’s shareholders at its April 20, 2004 annual meeting.  The
shareholders also changed the name of Feminique Corporation to Receivable
Acquisition and Management Corporation.
 
 B.
                FINANCE
      RECEIVABLES
 
 The
Company accounts for its investment in finance receivables under the guidance of
Statement of Position (“SOP”) 03-3, “Accounting for Loans or Certain Debt
Securities Acquired in a Transfer.” This SOP limits the yield that may be
accreted (accretable yield) to the excess of the Company’s estimate of
undiscounted expected principal, interest and other cash flows (cash flows
expected at the acquisition to be collected) over the Company’s initial
investment in the finance receivables.  Subsequent increases in cash
flows expected to be collected are recognized prospectively through adjustment
of the finance receivables yield over its remaining life. Decreases in cash
flows expected to be collected are recognized as impairment to the finance
receivable portfolios. The Company’s proprietary collections model is designed
to track and adjust the yield and carrying value of the finance receivables
based on the actual cash flows received in relation to the expected cash
flows.
 
 6
 
 RECEIVABLE
ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 SEPTEMBER
30, 2008 AND 2007
 
 NOTE
      1-
                SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(CONTINUED)
 
 B.
                FINANCE RECEIVABLES
      (CONTINUED)
 
 During
the quarter ended March 31, 2007, the Company acquired total portfolios for
$324,248. The Company will use for these portfolios the "Recovery Method" for
revenue recognition under which no revenue is recognized until the investment
amount of $324,248 has been recovered.
 
 During
the quarter ended March 31, 2007 the Company sold several portfolios for a total
sales price of $231,036. The Company recognized a net gain of $3,129 on these
sales. The Company retained approximately $488,335 in face amount of these
portfolios.
 
 During
the quarter ended December 31, 2007, the Company acquired total portfolios for
$201,982. The Company will use for these portfolios the "Recovery Method" for
revenue recognition under which no revenue is recognized until the investment
amount of $201,982 has been recovered.
 
 During
the quarter ended December 31, 2007 the Company sold several portfolios for a
total sales price of $224,489. The Company recognized a net gain of $46,944 on
these sales. During the quarter ended June 30, 2008 the Company was required to
refund to the purchaser of these portfolios $11,034. Therefore the gain was
adjusted to $35,910 as of September 30, 2008.
 
 In the
event that cash collections would be inadequate to amortize the carrying
balance, an impairment charge would be taken with a corresponding write-off of
the receivable balance. Accordingly, the Company does not maintain an allowance
for credit losses.
 
 The
agreements to purchase the aforementioned receivables include general
representations and warranties from the sellers covering account holder death or
bankruptcy, and accounts settled or disputed prior to sale. The representation
and warranty period permitting the return of these accounts from the Company to
the seller is typically 90 to 180 days. Any funds received from the seller of
finance receivables as a return of purchase price are referred to as buybacks.
Buyback funds are simply applied against the finance receivable balance
received. They are not included in the Company’s cash collections from
operations nor are they included in the Company’s cash collections applied to
principal amount. Gains on sale of finance receivables, representing the
difference between sales price and the unamortized value of the finance
receivables, are recognized when finance receivables are sold.
  7
  RECEIVABLE
ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 SEPTEMBER
30, 2008 AND 2007
 
 NOTE
      1-
                SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(CONTINUED)
 
 B.
                FINANCE RECEIVABLES
      (CONTINUED)
 
 Changes
in finance receivables for the year ended September 30, 2008 and 2007 were as
follows:
 
 2008
                            
                            
                            2007Balance
      at beginning of year October 1, 2007 and 2006
                            
                            $
                            372,249
                            
                            
                            $
                            847,584Acquisition
      of finance receivables - net
                            
                            
                            201,982
                            
                            
                            
                            345,807Cash
      collections applied to principal
                            
                            
                            (158,291
                            )
                            
                            
                            (593,235
                            )Sale
      of portfolio - net of gain
                            
                            
                            (177,545
                            )
                            
                            
                            (227,907
                            )Balance
      at the end of the year
                            
                            $
                            238,395
                            
                            
                            $
                            372,249Estimated
      Remaining Collections ("ERC")*
                            
                            $
                            606,620
                            
                            
                            $
                            984,907
 
 *Estimated
remaining collection refers to the sum of all future projected cash collections
from acquired portfolios. ERC is not a balance sheet item, however, it is
provided for informational purposes. Income recognized on finance receivables
was $481,743 and $228,525 for the years ended September 30, 2008 and 2007
respectively.
 
 Under
SOP-03-3 debt security impairment is recognized only if the fair market value of
the debt has declined below its amortized costs. Currently no amortized costs
are below fair market value. Therefore, the Company has not recognized any
impairment for the finance receivables.
 
 C.
                PRINCIPLES OF
      CONSOLIDATION
 
 The
consolidated financial statements include the accounts of the Company and its
subsidiaries.  All significant intercompany accounts and transactions
have been eliminated in consolidation.
 
 D.
                CASH AND CASH
      EQUIVALENTS
 
 The
Company considers all highly liquid debt instruments and other short-term
investments with an initial maturity of three months or less to be cash or cash
equivalents. There were no cash equivalents as of September 30, 2008 and
2007.
 
 The
Company maintains cash and cash equivalents balances at financial institutions
that are insured by the Federal Deposit Insurance Corporation up to
$250,000.  At September 30, 2007, the Company’s uninsured cash
balances total $186,000.
 
 E.
                INCOME
      TAXES
 
 The
Company has adopted the provisions of Statement of Financial Accounting
Standards (“SFAS”) No. 109, Accounting for Income Taxes. The statement requires
an asset and liability approach for financial accounting and reporting of income
taxes, and the recognition of deferred tax assets and liabilities for the
temporary differences between the financial reporting bases and tax bases of the
Company’s assets and liabilities at enacted tax rates expected to be in effect
when such amounts are realized or settled.
  8
  RECEIVABLE
ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 SEPTEMBER
30, 2007 AND 2006
 
 NOTE
      1-
                SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(CONTINUED)
 
 F.
                USE OF
      ESTIMATES
 
 The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosures of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during this reported period. Actual results could differ from those
estimates.
 
 G.
                  STOCK-BASED
      COMPENSATION
 
 Effective
December 31, 2005, the Company adopted the provisions of Financial Accounting
Standards Board Statement of Financial Accounting Standard ("SFAS") No. 123(R),
"Share-Based Payments," which establishes the accounting for employee
stock-based awards. Under the provisions of SFAS No.123(R), stock-based
compensation is measured at the grant date, based on the calculated fair value
of the award, and is recognized as an expense over the requisite employee
service period (generally the vesting period of the grant). The Company adopted
SFAS No. 123(R) using the modified prospective method and, as a result, periods
prior to December 31, 2005 have not been restated. The Company recognized
stock-based compensation for awards issued under the Company's stock option
plans in other income/expenses included in the Consolidated Statement of
Operations. Additionally, no modifications were made to outstanding stock
options prior to the adoption of SFAS No. 123(R), and no cumulative adjustments
were recorded in the Company's financial statements.
  Prior to
December 31, 2005, the Company accounted for stock-based compensation in
accordance with provisions of Accounting Principles Board Opinion No. 25 ("APB
No. 25"), "Accounting for Stock Issued to Employees," and related
interpretations. Under APB No. 25, compensation cost was recognized based on the
difference, if any, on the date of grant between the fair value of the Company's
stock and the amount an employee must pay to acquire the stock. The Company
grants stock options at an exercise price equal to 100% of the market price on
the date of grant. Accordingly, no compensation expense was recognized for the
stock option grants in periods prior to the adoption of SFAS No.
123(R).
  The
Company measures compensation expense for its non-employee stock-based
compensation under the Financial Accounting Standards Board (FASB) Emerging
Issues Task Force (EITF) Issue No. 96-18, "Accounting for Equity Instruments
that are Issued to Other Than Employees for Acquiring, or in Conjunction with
Selling, Goods or Services". The fair value of the option issued is used to
measure the transaction, as this is more reliable than the fair value of the
services received.
  The fair
value is measured at the value of the Company's common stock on the date that
the commitment for performance by the counterparty has been reached or the
counterparty's performance is complete. The fair value of the equity instrument
is charged directly to compensation expense and additional paid-in
capital.
  9
  RECEIVABLE
ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 SEPTEMBER
30, 2008 AND 2007
 
 NOTE
      1-
                SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(CONTINUED)
 
 H.
                REVENUE
      RECOGNITION
 
 Revenue
is recognized based on AICPA Statement of Position 03-3, if the management is
reasonably comfortable with expected cash flows. In the event, expected cash
flows cannot be reasonably estimated, the Company will use the “Recovery Method”
under which revenues are only recognized after the initial investment has been
recovered.
 
 I.
                EARNINGS (LOSS) PER
      SHARE OF COMMON STOCK
 
 Historical
net income (loss) per common share is computed using the weighted average number
of common shares outstanding. Diluted earnings per share (EPS) include
additional dilution from common stock equivalents, such as stock issuable
pursuant to the exercise of stock options and warrants. Common stock equivalents
were not included in the computation of diluted earnings per share when the
Company reported a loss because to do so would be antidilutive for periods
presented.
 
 The
following is a reconciliation of the computation for basic and diluted
EPS:
  September 30,
                                            2008
                                        
                                        
                                        
                                        September 30,
                                            2007Net
      income (loss)
                                        
                                        $
                                        168,659
                                        
                                        
                                        $
                                        (344,694
                                        )Weighted-average
      common sharesOutstanding
      (Basic)
                                        
                                        
                                        17,108,901
                                        
                                        
                                        
                                        16,944,150Weighted-average
      common stock EquivalentsStock
      options
                                        
                                        
                                        950,000
                                        
                                        
                                        
                                        -Warrants
                                        
                                        
                                        946,000
                                        
                                        
                                        
                                        -Weighted-average
      common sharesOutstanding
      (Diluted)
                                        
                                        
                                        19,004,901
                                        
                                        
                                        
                                        18,840,150
 
 For the
year ended September 30, 2007 options and warrants were not included in the
computation of diluted EPS because inclusion would have been antidilutive. There
were 1,896,000 options and warrants at September 30, 2007.
 
 10
 
 RECEIVABLE
ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 SEPTEMBER
30, 2008 AND 2007
 
 NOTE
      1-
                SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(CONTINUED)
 
 J.
                RECENT ACCOUNT
      PRONOUNCEMENTS
 
 In
September 2006, the SEC staff issued Staff Accounting Bulletin No. 108,
Considering the Effects of Prior Year Misstatements when Quantifying
Misstatements in Current Year Financial Statements (SAB 108). SAB 108 was issued
in order to eliminate the diversity in practice surrounding how public companies
quantify financial statement misstatements. SAB 108 requires that registrants
quantify errors using both a balance sheet and income statement approach and
evaluate whether either approach results in a misstated amount that, when all
relevant quantitative and qualitative factors are considered, is material.
SAB108 must be implemented by the end of the Company's first fiscal year ending
after November 15, 2007. The Company does not expect SAB 108 to have any
material impact on financial reporting or disclosures.
  In March
2006, the FASB issued FASB Statement No. 156, Accounting for Servicing of
Financial Assets - an amendment of FASB Statement No. 140. This
Statement:
  1.
Requires an entity to recognize a servicing asset or servicing liability each
time it undertakes an obligation to service a financial asset by entering into a
servicing contract under certain situations.
  2.
Requires all separately recognized servicing assets and servicing liabilities to
be initially measured at fair value, if practicable.
  3.
Permits an entity to choose either the amortization method or the fair value
measurement method subsequent measurement methods for each class of separately
recognized servicing assets and servicing liabilities.
  4. At its
initial adoption, permits a one-time reclassification of available-for-sale
securities to trading securities by entities with recognized servicing rights,
without calling into question the treatment of other available-for-sale
securities under Statement 115, provided that the available-for-sale
securities  are identified in some manner as offsetting the entity's
exposure to changes in fair value of servicing assets or servicing liabilities
that a servicer elects to subsequently measure at fair value.
  5.
Requires separate presentation of servicing assets and servicing liabilities
subsequently measured at fair value in the statement of financial position and
additional disclosures for all separately recognized servicing assets and
servicing liabilities.
  We do not
expect FASB No. 156 to have a material impact on our financial reporting, and we
are currently evaluating the impact, if any, the adoption of FASB No. 156 will
have on our disclosure requirements. The
adoption of FASB No. 156 did not have a material impact on the company’s results
or financial statements.
  In
September 2006, the FASB issued FASB Statement No. 157, Fair Value Measurements.
This Statement defines fair value, establishes a framework for measuring fair
value in generally accepted accounting principles (GAAP), and expands
disclosures about fair value measurements.
  11
  RECEIVABLE
ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 SEPTEMBER
30, 2008 AND 2007
 
 NOTE
      1-
                SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(CONTINUED)
 
 J.
                RECENT ACCOUNT
      PRONOUNCEMENTS (CONTINUED)
  This
Statement applies under other accounting pronouncements that require or permit
fair value measurements, the Board having previously concluded in those
accounting pronouncements that fair value is the relevant measurement attribute.
Accordingly, this Statement does not require any new fair value measurements.
FASB Statement No. 157 will be effective for our financial statements issued for
our fiscal year beginning October 1, 2008. We do not expect the adoption of FASB
Statement No. 157 to have a material impact on our financial reporting, and we
are currently evaluating the impact, if any, the adoption of FASB Statement No.
157 will have on our disclosure requirements
  In June
2006, the Financial Accounting Standards Board ("FASB") issued FASB
Interpretation No. 48, "Accounting for Uncertainty in Income Taxes - an
interpretation of FASB Statement No. 109" (FIN 48), which prescribes a
recognition threshold and measurement attribute for the financial statement
recognition and measurement of a tax position taken or expected to be taken in a
tax return. FIN 48 also provides guidance on recognition, classification,
interest and penalties, accounting in interim periods, disclosure and
transition. FIN 48 will be effective for our fiscal year beginning October 1,
2007. The
adoption of FIN 48 did not have a material impact on our financial reporting and
disclosure.
  In
September 2006, the Securities and Exchange Commission issued Staff Accounting
Bulletin No. 108, “;Quantifying Misstatements”. SAB 108 is effective for
financial statements issued for fiscal years beginning after November 15,
2007.  The Company does not expect SAB 108 to have a material impact on its
results or financial statements
  The FASB
also issued in September 2006 Statement of Financial Accounting Standards No.
158, employers’ Accounting for Defined Benefit Pension and other Postretirement
Plans effective for financial statements issued for fiscal years beginning after
December 15, 2006. This Standard requires recognition of the funded status of a
benefit plan in the statement of financial position. The Company does not expect
FASB 158 to have a material impact on its results or financial
statements
  In
February 2007 the FASB issued Financial Accounting Standards No. 159, The Fair
Value Option for Financial Assets and Financial Liabilities – including an
amendment of FASB Statement No. 115 effective for financial statements issued
for fiscal years beginning after November 15, 2007. This Statement permits
entities to choose to measure many financial instruments and certain other items
at fair value. The Company does not expect FASB 159 to have a material impact on
its results or financial statements.
  12
  RECEIVABLE
ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 SEPTEMBER
30, 2008 AND 2007
 
 NOTE
      1-
                SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(CONTINUED)
 
 J.
                RECENT ACCOUNT
      PRONOUNCEMENTS (CONTINUED)
  Also in
February 2007 the FASB issued Financial Accounting Standards No. 160,
Noncontrolling Interests in Consolidated Financial Statements- an amendment of
ARB No. 51 effective for financial statements issued for fiscal years beginning
after December 15, 2008. The Company does not expect FASB 160 to have a material
impact on its results or financial statements.
  In March
2008 the FASB issued Financial Accounting Standards No. 161, Disclosures about
Derivative Instruments and Hedging Activities – an amendment of FASB No. 133
effective for financial statements issued for fiscal years beginning after
November 15, 2007. This Statement requires enhanced disclosures about an
entity’s derivatives and hedging activities and thereby improves the
transparence of financial reporting. The Company does not expect FASB 161 to
have a material impact on its results or financial statements.
 
 NOTE
      2-
                NOTES
      PAYABLE
 
 A.
                The
      Company issued on April 10, 2006 a private convertible note offering in
      the amount of $300,000. The company intended to repay the holder of the
      convertible note in 18 payments of $ 18,155 from the date of issuance of
      the convertible note at a rate of 11% per annum on or before October 7,
      2007 (the “Maturity Date”) However the Company repaid $116,000 of the
      principal on May 11, 2006. The repayment terms, as of May 11, 2006 were
      restated as $11,738, per month until October 7, 2007. The interest rate of
      11% per annum will not change. The note was paid in full on March 31,
      2007.
 
 B.
                The Company issued
      on October 30, 2006 a note payable for the value of $150,000 in exchange
      for the retirement of 2,000,000 shares of common stock for $200,000. The
      company paid $50,000 in cash and issued a note payable of $150,000 for the
      balance. The terms are as follows: The Company is currently paying $3,000
      per month. The note had an outstanding balance of $102,899 as of December
      31, 2007. During the month of January 2008 the note was repaid in full for
      a discounted value of $40,000. The amount of $62,899 was recognized as
      income.
 
 C.
                The
      Company issued on January 8, 2007 a private note offering in the amount of
      $300,000. The Company intends to pay the holder of the note in 24 fixed
      monthly payments of $14,546 from the date of issuance of the note at a
      rate of 15% per annum on or before January 9, 2009 (the "Maturity Date”).
      The note was repaid in full during the year ended September 30,
      2008.
 
  13
  RECEIVABLE
ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 SEPTEMBER
30, 2008 AND 2007
 
 NOTE
      2-
                NOTES PAYABLE
      (CONTINUED)
 
 Principal Due
                    
                    
                    Principal DueSchedule
      of Long- Term  Notes Payable
                    
                    September 30, 2008
                    
                    
                    September 30, 2007Notes
      Payable
                    
                    $
                    -
                    
                    
                    $
                    324,278Less:
      Current Portions
                    
                    
                    -
                    
                    
                    
                    (191,257
                    )Total
      Long term notes payable
                    
                    $
                    -
                    
                    
                    $
                    133,021
 
 As of
September 30, 2008 and 2007 the estimated long-term notes payable mature as
follows:
 
 2008
                      
                      $
                      -
                      
                      
                      $
                      191,2572009
                      
                      
                      -
                      
                      
                      
                      36,0002010
                      
                      
                      -
                      
                      
                      
                      36,0002011
                      
                      
                      -
                      
                      
                      
                      36,0002012
                      
                      
                      -
                      
                      
                      
                      25,021Total
      Notes Payable
                      
                      $
                      -
                      
                      
                      $
                      324,278
 
 NOTE
      3-
                STOCK
      OPTIONS
 
 In April
2004, the Company adopted a stock option plan upon approval by the shareholders
at the Annual General Meeting under which selected eligible key employees of the
Company are granted the opportunity to purchase shares of the Company’s common
stock. The plan provides that 37,500,000 shares of the Company’s authorized
common stock be reserved for issuance under the plan as either incentive stock
options or non-qualified options. Options are granted at prices not less than
100 percent of the fair market value at the end of the date of grant and are
exercisable over a period of ten years or a long as that person continues to be
employed or serve on the on the Board of Directors, whichever is shorter. At
September 30, 2008, the Company had 950,000 options outstanding under this
plan.
  NOTE
      4-
                WARRANTS
 The
Company issued warrants during the year 2004. At September 30,
2008  the Company had  946,000 warrants outstanding
exercisable at approximately $.01 per warrant per
share.
 
 NOTE
      5-
                INCOME
      TAXES
 
 Income
Taxes are provided for the tax effects of transactions reported in the financial
statements and consist of taxes currently due.  Deferred taxes related
to differences between the basis of assets and liabilities for financial and
income tax reporting will either be taxable or deductible when the assets or
liabilities are recovered or settled.  The difference between the
basis of assets and liabilities for financial and income tax reporting are not
material therefore, the provision for income taxes from operations consist of
income taxes currently payable.
 
 14
 
 RECEIVABLE
ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 SEPTEMBER
30, 2008 AND 2007
 
 NOTE 5-
                INCOME TAXES
      (CONTINUED)
 
 There was
no provision for income tax for the years ended September 30, 2008 and
2007.
 
 At
September 30, 2008 and 2007 the Company had an accumulated deficit approximating
$195,332 and $363,991 available to offset future taxable income through
2028.
 
 September 30,
                          
                          
                          September 30,2008
                          
                          
                          2007Deferred
      tax assets
                          
                          $
                          68,373
                          
                          
                          $
                          127,397Less:
      valuation
                          
                          
                          (68,373
                          )
                          
                          
                          (127,397
                          )Totals
                          
                          $
                          -
                          
                          
                          $
                          -
 
 15
 
 RECEIVABLE
ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 SEPTEMBER
30, 2008 AND 2007
 
 NOTE
      6-
                STOCK HOLDERS’
      EQUITY
 
 COMMON
STOCK
 
 There
were 325,000,000 shares of common stock authorized, with 17,122,896 and
16,928,917 shares issued and outstanding at September 30, 2008 and 2007,
respectively.  The par value for the common stock is $.001 per
share.
 
 The
following details the stock transactions for the years ended September 30, 2008
and 2007.
  The
Company received $1,500 for the exercise of 200,000 warrants at $.0075 per share
in September 2006. The Company issued 200,000 shares of common stock in November
2006.
  The
Company repurchased 150,000 shares of common stock during May 2006. The shares
were accounted for as a prepaid asset until November 2006.  The shares
were repurchased for $.10 per share for a total amount of $15,000. The shares
were cancelled in November 2006.
  On
October 31, 2006 the Company reached an agreement with a shareholder to buyback
2,000,000 shares of that shareholder's common stock at $.10 per share for a
total amount of $200,000. The stock purchase was completed on October 31, 2006.
The shares were cancelled in November 2006.
  On
February 23, 2007, the Company issued an additional 200,000 shares of common
stock to Artemis Hedge Fund, Ltd. to resolve all outstanding accrued
dividends.
 
 The
Company received $1,500 for the exercise of 200,000 warrants at $.0075 per share
in May 2007. During the month of October 2007 the company issued 200,000 common
shares in exchange for the warrants exercised in May 2007 for $.0075 per share.
The company was carrying the unissued shares as a liability for stock to be
issued till the date of issuance.
 
 During
the month ended December 31, 2007 the company cancelled 6,021 shares of common
stock at $.025 per share for a total amount of $151.
 
 During
the quarter ended September 30, 2008 the Company repurchased 1,070,000 shares of
common stock at a market price of approximately $ .014 per share. The total
purchase price was $15,039. The shares were accounted for as treasury stock as
of September 30, 2008.
  16
 
 RECEIVABLE
ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 SEPTEMBER
30, 2008 AND 2007
 
 NOTE
      6-
                STOCK HOLDERS’
      EQUITY (CONTINUED)
 
 PREFERRED
STOCK
 
 On
October 28, 2006 the Company reached an agreement with Artemis Hedge Fund Ltd
the holder of 80,0000 Series A  Convertible Preferred Stock at $10 par
value to convert the preferred shares into 800,000 shares of the Company's
common stock . Additionally the Company agreed to issue 70,000 shares of common
stock for all accrued dividends. There were 10,000,000 shares of preferred stock
authorized, no shares outstanding as of September 30, 2008 and
2007.
 
 NOTE
      7-
                RELATED
      PARTY
  The
Company receives fees from Ramco Income Fund Limited. The Company manages Ramco
Income Fund Limited a Bermuda entity. The servicing fees for the year ended
September 30, 2008 and 2007 were $89,551 and $106,075 respectively.
 
 17





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





None.





ITEM
9A. CONTROLS AND PROCEDURES





(a)
Disclosure Controls and Procedures





Our
principal executive and principal financial officer has evaluated the
effectiveness of our disclosure controls and procedures, as defined in Rules 13a
– 15(e) and 15d – 15(e) under the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), as of the end of the period covered by this annual
report.  He has concluded that, based on such evaluation, our
disclosure controls and procedures were effective as of September 30, 2008, as
further described below.





(b)
Management’s Annual Report on Internal Control Over Financial
Reporting





Overview





Internal
control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f)
refers to the process designed by, or under the supervision of, our principal
executive officer and principal financial officer, and effected by our board of
directors, management and other personnel, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally accepted
accounting principles.  Management is responsible for establishing and
maintaining adequate internal control over financial reporting for the
Company.





Internal
control over financial reporting cannot provide absolute assurance of achieving
financial reporting objectives because of its inherent
limitations.  Internal control over financial reporting is a process
that involves human diligence and compliance and is subject to lapses in
judgment and breakdowns resulting from human failures.  Internal
control over financial reporting also can be circumvented by collusion or
improper management override.  Because of such limitations, there is a
risk that material misstatements may not be prevented or detected on a timely
basis by internal control over financial reporting.  However, these
inherent limitations are known features of the financial reporting
process.  Therefore, it is possible to design into the process
safeguards to reduce, though not eliminate, this risk.










Management
has used the framework set forth in the report entitled “Internal Control —
Integrated Framework” published by the Committee of Sponsoring Organizations
(“COSO”) of the Treadway Commission to evaluate the effectiveness of RAMC’s
internal control over financial reporting.  As a result of the
material weaknesses described below, management has concluded that the Company’s
internal control over financial reporting was effective as of September 30,
2008.





Management’s
Assessment





Management
has determined that, as of the September 30, 2008 measurement date, there were
no material weaknesses in both the design and effectiveness of our internal
control over financial reporting.





Human Resources: The Company
has an outsourcing model whereby all collections functions are outsourced to
external collection agencies and law firms. Each agency and law firm is required
to send remittances along with detailed collections report at least once a
month. Our collections manager handles receipt of checks and reports. She has a
supervisor to review all data entered into our software system. The data is
further verified by the CEO who receives independent reports from agencies and
law firms.





Collections:All remittances
are received as checks along with remittance report from all our collection
agencies. Collections are entirely handled by our operations center in Rancho
Santa Fe, California. The reports are entered into our software system
“Collect”.  The checks are then deposited by our New Jersey office.
The checks are posted into our accounting records upon receipt of reports from
California office and independent reports from the Collection Agencies. Receipt,
depositing and recording functions are completely delineated. To date we have
not had an incidence of theft or leakage.





Internal Accounting:Our
internal accounting is done by a CPA firm before financials are submitted to our
auditors.





Financial Reporting:The
Company does not deal with any inventories or receivables. Our reporting is
based on actual collections. Receivables are rarely created. The Company pays
most of its bills upon receipt.





Revenue Recognition:The
Company currently uses the ultra conservative method of “Recovery Method”
instead of Interest Method for recognizing finance income. Finance income is
only recognized when the investment cost has been fully recognized.





Portfolio Impairment and Accretion:The Company assesses each portfolio for possible impairment or accretion
at the end of each fiscal year based on actual collections at the time of
determination.





This
annual report does not include an attestation report of the Company’s registered
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 Securities and
Exchange Commission





(c)
Changes in Internal Control over Financial Reporting





There has
been no change in our internal control over financial reporting, as defined in
Rules 13a-15(f) of the Exchange Act, during our most recent fiscal quarter that
has materially affected, or is reasonably likely to materially affect, our
internal control over financial reporting.





ITEM
9B. OTHER INFORMATION





None.





PART
III





ITEM
10.  DIRECTORS, OFFICERS AND CORPORATE GOVERNANCE.





The
following table sets forth the names, age, and position of each of our directors
and executive officers.




Name
              
              Age
              
              Present
      Principal EmploymentMax
      Khan
              
              42
              
              Director,
      President, CEO and CFOGobind
      Sahney
              
              47
              
              ChairmanSteven
      Lowe
              
              48
              
              Director
      and Secretary




Set forth
below is biographical information for each officer and director.





GOBIND
SAHNEY, age 47, 1987 to 2004, Chairman & CEO, Young Entrepreneurs Society,
Inc. (YES) a credit card marketing Company.1997 to 2004, Chairman &
President, Sahney & Company, a corporate finance advisory firm. Mr. Sahney
is a lifetime member of the National Eagle Scout Association; member Babson
College Board of Trustees; the Babson College Asian Advisory Board; Mr. Sahney
is a graduate of Babson College with dual degrees in Finance and Accounting.
Born in 1961, Mr. Sahney lives in San Diego and has 2 children.





MAX KHAN,
age 42, has been in the financial industry since 1987. He began his career as a
financial consultant in New York. Mr. Khan founded Alliance Global Finance Inc.
in 1992 with focus on corporate finance and investment banking. Mr. Khan served
as president of Alliance Global Finance from 1991 through October 2003. Mr. Khan
has a Bachelors Degree in Accounting and Economics from City University of New
York and MBA from Pace University (New York). He is married with 2 children and
lives in New York.





Steven
Lowe, age 47, is a practicing attorney. He is the founder of Lowe Law. Mr. Lowe
graduated from Vanderbilt University and received his JD from University of
Connecticut School of Law.





SECTION
16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE





Section
16(a) of the Exchange Act requires the Company’s directors, executive officers
and persons who own more than ten percent of the Company’s outstanding Common
Stock to file with the SEC and the Company reports on Form 4 and Form 5
reflecting transactions affecting beneficial ownership. Based solely on a review
of the copies of the reports furnished to us, or written representations that no
reports were required to be filed, we believe that during the fiscal year ended
September 30, 2008 all Section 16(a) filing requirements applicable to our
directors, officers, and greater than 10% beneficial owners were complied
with.





ITEM
11. EXECUTIVE COMPENSATION





Summary
Compensation Table





The
following table sets forth information regarding compensation paid to our
principal executive officer, principal financial officer, and our highest paid
executive officer, all of whose total annual salary and bonus for the years
ended September 30, 200 and 2008 exceeded $100,000.





SUMMARY
      COMPENSATION TABLESalary
                                    
                                    
                                    Bonus
                                    
                                    
                                    Stock
                                      Awards
                                    
                                    
                                    Option
                                      awards
                                    
                                    
                                    Non-equity
                                      incentive
      plan
                                      compensation
                                    
                                    
                                    Change
      in
                                      pension
      value
                                      and
      non
                                      qualified
                                      deferred
                                      compensation
                                    
                                    
                                    All
      Other
                                      Compensation
                                    
                                    
                                    TotalName and principal position
                                    Year
                                    
                                    ($)
                                    
                                    
                                    ($)
                                    
                                    
                                    ($)
                                    
                                    
                                    ($),
      (a)
                                    
                                    
                                    ($)
                                    
                                    
                                    ($)
                                    
                                    
                                    ($)
                                    
                                    
                                    ($)Max
      Kahn, President, Chief Executive Officer, Chief Financial Officer
      (1)
                                    2008
                                    
                                    $
                                    100,000
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    $
                                    100,0002007
                                    
                                    $
                                    100,000
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    $
                                    100,0002006
                                    
                                    $
                                    100,000
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    $
                                    100,000Steven
      Lowe
                                      Director
      and Secretary (2)
                                    2008
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-2007
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-2006
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-Gobind
      Sahney
                                      Chairman
      of the Board (3)
                                    2008
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-2007
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-2006
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-
                                    
                                    
                                    
                                    -0-





Grants
of Plan-Based Awards





There
were no grants of plan-based awards to named executive officers for the year
ended September 30, 2008.





Outstanding
Equity Awards at Fiscal Year-End





None.





Option
Exercises and Stock Vested





No
executive officer identified in the Summary Compensation Table above exercised
an option in fiscal year 2008.  There were no shares of stock awarded
or vested with respect to any of those executive officers.





Pension
Benefits





None.





Non-qualified
Deferred Compensation





The
Company does not have any defined contribution or other plan which provides for
the deferral of compensation on a basis that is not tax-qualified.





Employment
Agreements





The
Company has an employment agreement with Max Khan. The employment agreement
expired on April 30, 2007. Under the existing employment provided Mr. Khan was
entitled to receive $180,000 in annual compensation. Mr. Khan and the Company
did not enter into a separation agreement and he has been serving the company
without an employment agreement.









Potential
Payments Upon Termination or Change-in-Control





None.





Director
Compensation Arrangements





None





ITEM 12. EQUITY COMPENSATION PLAN
INFORM AND SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS.





Equity
Compensation Plan Information





Security
Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters





The  following table sets
forth the number of shares known to be owned by all persons who own at least 5%
of RAMC’soutstanding common stock, the Company's directors, the
executive officers, and the directors and executive officers as a group as of
December 1, 2008, unless otherwise noted. Unless otherwise indicated, the
stockholders listed in the table have sole voting and investment power with
respect to the shares indicated.




NAME AND ADDRESS
                                  BENEFICIAL OWNER
                              
                              AMOUNT
      AND
                                  NATURE
      OF
                                  BENEFICAL
                                OWNERSHIP
                              
                              PERCENT OF CLASSGobind
      Sahney
                              
                              
                              870,000
                              
                              
                              5.08
                              %Lisa
      Sahney Trust
                              
                              
                              1,740,000
                              
                              
                              10.17
                              %Max
      Khan
                              
                              
                              2,900,000
                              
                              
                              16.95
                              %Mehtab
      Sultana
                              
                              
                              1,300,000
                              
                              
                              7.59
                              %Steven
      Lowe (1)
                              
                              
                              50,000All
      Directors and Officers as a group (3 persons)
                              
                              
                              3,820,000
                              
                              
                              22.03
                              %





(1) Represents fully vested options granted
in 2005.





*Less
than 1*% of the outstanding common stock





**
Beneficial Ownership is determined in accordance with the rules of the
Securities and Exchange Commission and generally includes voting or investment
power with respect to securities. Shares of common stock subject to options,
warrants, or convertible debt currently exercisable or convertible, or
exercisable or convertible within 60 days of December 1, 2008 are deemed
outstanding for computing the percentage of the person holding such option or
warrant.  Percentages are based on a total of 17,122,896 shares of
common stock outstanding on December 1, 2008, and the shares issuable upon the
exercise of options, warrants exercisable, and debt convertible on or within 60
days of December 1, 2008, as described below





ITEM
13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR
INDEPENDENCE





There has
not been any related transaction during the year ended September 30, 2008. Mr.
Steven Lowe remains the only independent director of the board.





ITEM
14. PRINCIPAL ACCOUNTANT FEES AND SERVICES





Audit and
Non-Audit Fees





Aggregate
fees for professional services rendered for the Company by Bagell, Josephs
Levine & Company, L.L.C for the fiscal years ended September 30, 2008 and
2007 are set forth below. The aggregate fees included in the Audit category are
fees billed for the fiscal years for the audit of the Company's annual financial
statements and review of financial statements and statutory and regulatory
filings or engagements. The aggregate fees included in each of the other
categories are fees billed in the fiscal years. (All references to "$" in this
Proxy Statement are to United States dollars.)









September
      30,
                          2008
                        
                        
                        September
      30,
                          2007Audit
      Fees
                        
                        $
                        27,500
                        
                        
                        $
                        24,000Audit
      Related Fees
                        
                        $
                        
                        
                        
                        $
                        5,000Tax
      Fees
                        
                        $
                        1,500
                        
                        
                        $
                        0All
      Other Fees
                        
                        $
                        0
                        
                        
                        $
                        0Total
                        
                        $
                        29,000
                        
                        
                        $
                        29,000




Audit
Fees for the fiscal years ended September 30, 2008 and 2007 were for
professional services rendered for the audits of the consolidated financial
statements of the Company, quarterly review of the financial statements included
in Quarterly Reports on Form 10-QSB, consents, and other assistance required to
complete the year-end audit of the consolidated financial
statements.





Audit-Related
Fees as of the fiscal years ended September, 2008 and 2007 were for assurance
and related services reasonably related to the performance of the audit or
review of financial statements and not reported under the caption Audit
Fees.





Tax Fees
as of the fiscal year ended September 30, 2008 and 2007 were for professional
services related to tax compliance, tax authority audit support and tax
planning.





There
were no fees that were classified as All Other Fees as of the fiscal years ended
September, 2008 and 2007.





As the
Company does not have a formal audit committee, the services described above
were not approved by the audit committee under the de minimus exception provided
by Rule 2-01(c)(7)(i)(C) under Regulation S-X. Further, as the Company does not
have a formal audit committee, the Company does not have audit committee
pre-approval policies and procedures.





ITEM
15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES





(a)  Financial
Statements and Schedules





1.  Financial
Statements





The
following consolidated financial statements are filed as part of this report
under Item 8 of Part II “Financial Statements and Supplementary
Data.:





A.  Consolidated
Balance Sheets at September 30, 2008 and 2007.


B.  Consolidated
Statements of Operations for the Years Ended September 30, 2008 and
2007.


C.  Consolidated
Statements of Changes in Shareholders’ Equity (Capital Deficit) for the Years
Ended September 30, 2008 and 2007.


D.  Consolidated
Statements of Cash Flows for the Years Ended September 30, 2008 and
2007.





(b)  Exhibits





Ex. 31.1
Certifications Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002


Ex. 32.1
Certifications Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002





SIGNATURES





In
accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized on this 29th day of December, 2008.




RECEIVABLE
ACQUISITION & MANAGEMENT CORPORATION


/s/
      Max KhanBy: 
      Max KhanChief
      Executive Officer, Chief Financial/Accounting Officer, and
      DirectorDate:
      December 29, 2008


In
accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated:





/s/
      Max KhanBy:
      Max KhanChief
      Executive/Accounting Officer, Chief Financial Officer and
      DirectorDate:
      December 29, 2008





/s/
      Gobind SahneyBy:
      Gobind SahneyChairman
      of the BoardDate:
      December 29, 2008




/s/ Steven LoweBy:
      Steven LoweDirectorDate: December 29,
2008