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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 10-KSB

                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF

                       THE SECURITIES EXCHANGE ACT OF 1934

                  FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2006

                         COMMISSION FILE NUMBER 0-17750

                 RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION
             (Exact Name of Registrant as Specified in its Charter)

           DELAWARE                                          13-3186327
 (State or Other Jurisdiction                             (I.R.S. Employer
      of Incorporation)                                  Identification Number)

                            140 BROADWAY, 46TH FLOOR
                            NEW YORK, NEW YORK 10005
               (Address, including zip code, and telephone number,
        including area code, of registrant's principal executive offices)

           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


Check  whether  the issuer  (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 [X] No [ ]

Check if there is no  disclosure of  delinquent  filers  pursuant to Item 405 of
Regulation S-B is 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-KSB or any  amendment to
this Form 10-KSB.

Issuer's revenues for its most recent fiscal year: $717,878

The  aggregate  market  value of  voting  stock  held by  non-affiliates  of the
registrant  as of December 28, 2006 was  $1,303,411  (based on the last reported
sale price of $0.14 per share on December 20, 2006).

The number of shares of the  registrant's  common  stock  outstanding  as of was
17,457,079

Transitional Small Business Disclosure Format:  Yes [  ] No [X]

Indicate by check mark whether the  registrant is a shell Company (as defined in
Rule 12b-2 of the Exchange Act) Yes [_] No [X]

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                 RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION
                                   FORM 10-KSB
                  FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2006


                                TABLE OF CONTENTS


PART I

ITEM 1.  DESCRIPTION OF BUSINESS

         RISK FACTORS

ITEM 2.  DESCRIPTION OF PROPERTY

ITEM 3.  LEGAL PROCEEDINGS

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

PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

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


ITEM 7.  FINANCIAL STATEMENTS

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

ITEM 8A. CONTROLS AND PROCEDURES

ITEM 8B. OTHER INFORMATION

PART III

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

ITEM 10. EXECUTIVE COMPENSATION

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

ITEM 12. CERTAIN   RELATIONSHIPS   AND   RELATED   TRANSACTIONS   AND   DIRECTOR
         INDEPENDENCE

ITEM 13. EXHIBITS

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES



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THIS  REPORT  CONTAINS   FORWARD-LOOKING   STATEMENTS  THAT  INVOLVE  RISKS  AND
UNCERTAINTIES.  SUCH STATEMENTS ARE BASED ON CURRENT EXPECTATIONS,  ASSUMPTIONS,
ESTIMATES  AND   PROJECTIONS   ABOUT  THE  COMPANY  AND  ITS   INDUSTRY.   THESE
FORWARD-LOOKING  STATEMENTS  INVOLVE  RISKS AND  UNCERTAINTIES.  FORWARD-LOOKING
STATEMENTS  ARE  SUBJECT TO KNOWN AND  UNKNOWN  RISKS,  UNCERTAINTIES  AND OTHER
FACTORS  THAT  MAY  CAUSE  ACTUAL  RESULTS,  LEVELS  OF  ACTIVITY,  PERFORMANCE,
ACHIEVEMENTS  AND PROSPECTS TO BE MATERIALLY  DIFFERENT FROM THOSE  EXPRESSED OR
IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. THE COMPANY UNDERTAKES NO OBLIGATION
TO UPDATE PUBLICALLY ANY  FORWARD-LOOKING  STATEMENTS FOR ANY REASON EVEN IF NEW
INFORMATION BECOMES AVAILABLE OR OTHER EVENTS OCCUR IN THE FUTURE.


ITEM 1. DESCRIPTION OF BUSINESS.

We are a Delaware  corporation whose principal  executive offices are located at
140  Broadway,  46th Floor,  New York,  NY 10005.  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:

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

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

o     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

o     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:

o     our direct relationships with credit originators; and

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


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<PAGE>

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.  The Company has  adequate  personnel in place to
handle an additional 50,000 accounts.

For the years ended September 30, 2006 and September 30, 2005, our revenues were
approximately $717,878 and $544,582 respectively,  and our net income (loss) was
approximately $48,904 and ($44,479),  respectively.  During these same years our
cash collections  were  approximately  $1,141,093 and $874,765  respectively and
servicing incomes were approximately $332,903 and $175,645, respectively.


INDUSTRY OVERVIEW

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


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<PAGE>

o     levels of consumer debt;

o     defaults of the underlying receivables; and

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

According to the U.S. Federal Reserve Board,  consumer credit has increased from
$1.2  trillion at December  31,  1997,  to $3.3  trillion at October  2006.  The
Federal Reserve Board reported that the second-quarter charge-off rate of credit
card accounts at commercial  banks was 3.48%, up from 2.93% in the first quarter
but down from 5.66% in the fourth quarter.

The first quarter  composite  ratio  delinquencies  at September 27, 2006 are as
follows:

      *     Personal  loan  delinquencies  edged up to 1.86  percent  from  1.81
            percent.

      *     Direct  auto loan  delinquencies  dipped to 1.72  percent  from 1.78
            percent.

      *     Indirect auto loan delinquencies increased to 2.14 percent from 2.04
            percent.

      *     Recreational  vehicle loan delinquencies  increased slightly to 0.79
            percent from 0.78 percent

      *     Marine  loan  delinquencies  increased  to 0.98  percent  from  0.94
            percent.

            Home equity loan delinquencies fell to 1.89 from 1.94 percent.

      *     Property  improvement loan  delinquencies  increased to 1.48 percent
            from 1.42 percent.

      *     Mobile home loan  delinquencies  increased to 3.61 percent from 3.37
            percent.

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:

      o     knowledge of quantitative and qualitative variables
      o     knowledge of the history of debt under consideration for purchase
      o     understanding    of    portfolio's    characteristics    than    the
            originator/seller of the debt.
      o     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.
      o     Demographic of the debtor- socio economic category.
      o     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


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<PAGE>

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:

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

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

      o     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:

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

      o     stratifying and analyzing the portfolio characteristics;

      o     valuing the portfolio;

      o     preparing bid proposals;

      o     negotiating pricing and terms;

      o     closing the purchase; and

      o     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:


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

      o     the average balance of the receivables;

      o     the age of the receivables;

      o     number of days since charge-off;

      o     payments made since charge-off; and

      o     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:

      o     adequate internal controls to detect fraud;

      o     the ability to provide post sale support; and

      o     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:

      o     debts paid prior to the cutoff date;

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

      o     debtor is incarcerated; and

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

      o     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


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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:

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

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

      o     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:

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

      o     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, 2006, we had 5 full-time employees.


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RISK FACTORS

You should carefully  consider these risk factors in evaluating the Company.  In
addition to the following risks, there may also be risks that we do not yet know
of or that we currently  think are immaterial  that may also impair our business
operations.  If any of the  following  risks  occur,  our  business,  results of
operation or financial condition could be adversely affected,  the trading price
of our common  stock could  decline and  shareholders  might lose all or part of
their 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:

      o     the continuation of the current growth trend in consumer debt;

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

      o     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:

      o     a slowdown in the economy;

      o     reductions in consumer spending;

      o     changes in the underwriting criteria by originators; and

      o     changes in laws and regulations governing consumer lending.

Any slowing of the consumer  debt growth trend 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:

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

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

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

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


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<PAGE>

      o     general and economic market conditions.

      o     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.


                                       10
<PAGE>

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:

      o     purchase consumer receivable portfolios; and

      o     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:

      o     the Fair Debt Collection Practices Act;

      o     the Federal Trade Commission Act;


                                       11
<PAGE>

      o     the Truth-In-Lending Act;

      o     the Fair Credit Billing Act;

      o     the Equal Credit Opportunity Act; and

      o     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.  To-date we have made investments in
United Kingdom and we are seeking expansion into Germany, Switzerland and Spain.

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 17,457,079 shares of common stock issued and outstanding as of the
date hereof. In addition,  options to purchase  approximately  950,000 shares of
our common  stock were  outstanding  as of the date here of which  950,000  were
vested.  . The remainder of such options will vest over the next three years. 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,
2006 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.

ITEM 2. DESCRIPTION OF PROPERTY.

Our  executive  and  administrative  offices are located at 140  Broadway,  46th
Floor,  New York,  New York 10005 and 2002  Jimmy  Durante  Boulevard,  Del Mar,
California  92014,  respectively.  We believe that our existing  facilities  are
adequate for our current and anticipated needs. We lease our New York facilities
at  approximately  $3000 per month and such lease  expires on February 28, 2006.
The Company is currently  negotiating leases and the current is renewable at the
Company's  option.  We lease our  California  facilities at $4,500 per month and
such lease expires in March 2009.


                                       12
<PAGE>

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:

      o     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. To-date there has been no development with this lawsuit

      o     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  compliant  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 and the Company  received  the first
            settlement  payment on March 1, 2006.  Allied  continues to make the
            monthly payment as stipulated in the settlement agreement.

      o     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 is seeking an amount no less than $46,931.


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

Not Applicable


                                       13
<PAGE>

PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

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 May 2004,  there
was no market for our common  stock.  The last  reported  price as of January 8,
2007 was $0.14 per share.

---------------------- --------- --------
Quarter Ended          High ($)  Low ($)
---------------------- --------- --------
December 31, 2005      .25       .10
March 31, 2006         .60       .15
June 30, 2006          .40       .20
September 30, 2006     .35       .08


HOLDERS

      As of December 27, 2006 we had  approximately  2,187 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, 2006, we had the following  securities  authorized for
issuance under the equity compensation plans:

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

Total                                                         2,500,000               $0.15                    950.,000
</TABLE>


                                       14
<PAGE>


ITEM 6. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

The  information  in  this  section  should  be  read in  conjunction  with  our
consolidated  financial  statements  and  notes  to the  consolidated  financial
statements beginning on page 18 and the Risk Factors beginning on page 7.

RESULTS OF OPERATIONS

YEAR ENDED SEPTEMBER 30, 2006 COMPARED TO YEAR ENDED SEPTEMBER 30, 2005

REVENUES

Total  revenue for the twelve  months  ended  September  30,  2006 was  $717,878
compared to $544,582 for the year ended  September  30, 2005.  Total revenue for
year ended September 30, 2006, excluding gain on sale of a portfolio,  increased
by  $15,549 or 3% to  $518,287  when  compared  to  $503,329  for the year ended
September 30, 2005. The Company booked finance income from only three portfolios
for the last three  quarters of the year and applied the recovery  method to the
remaining portfolios.  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, 2006, we acquired new portfolios with
a face value in excess of $16,000,000 at a cost of $974,548 compared to purchase
of  $21,000,000  in face  value at a cost of  $1,272,345  during  the year ended
September 30, 2005. The Company has been unable to make greater  investments due
to rise in prices paid for charged off  consumer  credit  charge-offs.  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.  The Company  used the  accretion  method  based on SOP03-3 for revenue
recognition and recovery method for small portfolios.

During the year ended  September  30,  2006,  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 rose by 20%
to $212,934 in the year ended  September  30, 2006  compared to $177,297 for the
year ended September 30, 2005. The Fund has been redeeming  investors and making
limited investments,  which has resulted in sharp decline in servicing fees from
the Fund which has been offset by fees from other vehicles.  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, 2006 rose by 11% or
$65,965 to $655,026 when  compared to $589,061 for the year ended  September 30,
2005.  The rise in  expenses  was  largely  due to  significant  legal and other
expenses  associated  with the litigation  against Allied Health Care Management
LLC which was settled on February 10, 2006 in Company's favor.

The largest  component of total  operating  expenses is legal and  accounting of
approximately $127,000.  Normal operating expenses related to California and New
York offices,  salaries and employee benefits accounted for the remainder of the
Company's  expenses.  The Company does not expect  operating  expensed to change
materially from the current level.

OTHER INCOME AND EXPENSE

For the year ended September 30, 2006, the Company incurred  interest expense of
$7,503 and interest  income of $864 compared to interest income of $1,652 and no
interest expense during the year ended September 30, 2005. The


                                       15
<PAGE>

preferred  share  holders are  entitled  to annual  cash  dividend of 5% payable
quarterly.  On October 29,  2006,  the  Company  reached an  agreement  with the
preferred  shareholder to convert the preferred  shares into common shares which
eliminated  accrued and future  dividends.  The Company has no other  contingent
expense.

INCOME TAXES

For the year ended  September  30, 2006,  the Company has recorded an income tax
liability of $1,900.

NET INCOME (LOSS)

Net income for the twelve months ended  September 30, 2006 was $48,904  versus a
loss of ($44,479) for the twelve months ended September 30, 2005.

LIQUIDITY AND CAPITAL RESOURCES

LIQUIDITY

For the year  ended  September  30,  2006 the  Company  had  working  capital of
$250,631 versus $347,622 for the year ended September 30, 2005.  Working capital
for year ended  September  30, 2006  declined by 28% or $97,607  from year ended
September  30, 2005.  The decline is largely due to higher legal and  collection
expenses,  application  of recovery  method to most  portfolios,  borrowing  and
repurchase of additional  shares. The Company had $154,640 in cash and continues
to generate  sufficient cash to fund operations and portfolio  purchases for the
foreseeable  future.  We expect  to raise  additional  capital  through a credit
facility,  and or  structured  notes in the next  fiscal year of which we cannot
provide any guarantee.

CASH FLOWS AND EXPENDITURES

YEAR ENDED SEPTEMBER 30, 2006 COMPARED TO SEPTEMBER 30, 2005

During the year ended September 30, 2006 the Company spent $974,548 on portfolio
acquisitions and collected,  excluding  portfolio  sales,  $1,141,093 net of all
fees  compared to  $1,272,345  on  portfolio  acquisitions  and  collections  of
$874,000  in the year ended  September  30,  2005.  With on going  forward  flow
purchases,  the Company will be effectively investing its cash flow on a monthly
basis and have  sustainable  cash flow over the next twelve months.  The Company
has  financing  in place to  acquire  portfolios  if they  become  available  at
reasonable prices.

During the year we generated  $212,934 in servicing revenue compared to $177,297
in 2005  primarily from Ramco Income Fund,  Ltd and other  investment  vehicles.
Servicing  fees  from the Fund  has  declined  due to  redemptions  and  limited
additional  investments.  The  decline  has  been  offset  by  fees  from  other
investment vehicles we manage.

We currently utilize various business channels for the collection of charged off
credit  cards and other  receivables.  The Company is  currently  using ten (12)
collection agencies and several law firms on a contingency basis.

Cash flow from operations was negative  ($9,841) in the year ended September 30,
2006 compared to negative  ($217,482) in the year ended  September 30, 2005. The
reversal was largely due to reversal on net loss in 2005.

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, 2006 and all purchases of capital  expenditures  were funded with
internal cash flow.


                                       16
<PAGE>

Net cash from financing activities was negative ($47,943) in 2006 compared
negative ($56,218) in 2005. During the twelve month ended September 30, 2006,
the Company issued an eighteen month amortizing note for net proceeds of
$300,000 of which approximately $160,000 was repaid during the year and also
purchased and retired 1,125,000 warrants of the Company for approximately
$112,600.

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, 2006.

                                          ACTUAL CASH
PURCHASE PERIOD      PURCHASE PRICE(1)   COLLECTIONS (2)    ESTIMATED (3)
12/31/2003              $  569,070        $1,622,539        $  162,737
12/31/2004              $  100,444        $  151,958        $  109,918
2/28/2005               $   81,076        $  109,082        $   89,725
4/11/2005               $  375,000        $  252,754        $  347,744
6/2/2005                $   37,660        $   49,854        $   62,249
7/25/2005               $  177,668        $  142,412        $  274,688
9/28/2005               $   61,974        $   45,512        $  121,140
12/28/2005              $   80,000        $   43,624        $  129,883
3/9/2006                $  121,972        $   54,072        $  164,000
4/2/2006                $  104,049        $   33,690        $  197,845
4/7/2006                $  331,974        $   96,352        $  500,324
6/7/2006                $   70,020        $   35,452        $   97,479
6/14/2006               $   98,864        $   32,011        $  165,061
9/28/2006               $  117,944        $  265,374

----------
(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 or sale.

(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 and the forward flow in pipeline
would be adequate to meet our  operating  expenses.  The  Company  continues  to
explore other sources of capital for larger portfolio acquisitions.

INFLATION

We  believe  that  inflation  has not had a  material  impact on our  results of
operations for the year ended September 30, 2005.

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


                                       17
<PAGE>

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:

      o     the availability of financing;
      o     our ability to maintain sufficient liquidity to operate our business
            including  obtaining  new  capital  to  enable  us to  purchase  new
            receivables;
      o     our ability to purchase receivable portfolios on acceptable terms;
      o     our continued  servicing of the  receivables  in our  securitization
            transactions and for the unrelated third party;
      o     our ability to recover  sufficient  amounts on  receivables  to fund
            operations;
      o     our ability to hire and retain  qualified  personnel  to recover our
            receivables efficiently;
      o     changes in, or failure to comply with, government regulations; and
      o     the   costs,   uncertainties   and  other   effects   of  legal  and
            administrative proceedings.

Forward-looking  statements  speak only as of the date the  statement  was made.
They are inherently subject to risks and uncertainties,  some of which we cannot
predict or quantify.  Future events and actual  results could differ  materially
from the  forward-looking  statements.  When  considering  each  forward-looking
statement,  you should keep in mind the risk factors and  cautionary  statements
found throughout this Form 10-K and  specifically  those found below. We are not
obligated to publicly update or revise any forward looking  statements,  whether
as a result of new information, future events, or for any other reason.

In addition,  it is our policy generally not to make any specific projections as
to  future  earnings,  and  we  do  not  endorse  projections  regarding  future
performance that may be made by third parties.


                                       18
<PAGE>

ITEM 7. FINANCIAL STATEMENTS


       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                        CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED SEPTEMBER 30, 2006 AND 2005

                                                                         PAGE(S)

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM                       20

FINANCIAL STATEMENTS:


         Consolidated Balance Sheets as of September 30, 2006 and 2005     21-22


         Consolidated Statements of Income (Operations) For the Years
          Ended September 30, 2006 and 2005                                   23
         Consolidated Statements of Stockholders' Equity for the Years
           Ended September 30, 2006 and 2005                                  24

         Consolidated Statements of Cash Flows For the Years Ended
          September 30, 2006 and 2005                                         25

         Notes to Consolidated Financial Statements                        26-35


                                       19
<PAGE>

                    BAGELL, JOSEPHS, LEVINE & COMPANY, L.L.C.
                          CERTIFIED PUBLIC ACCOUNTANTS

                               HIGH RIDGE COMMONS
                                 SUITES 400-403
                           200 HADDONFIELD BERLIN ROAD
                           GIBBBSORO, NEW JERSEY 08026
                        (856) 346-2828 FAX (856) 346-2882


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To Receivable Acquisition and Management Corporation and Subsidiaries
140 Broadway, 46th Floor, New York, New York 10005.


We have  audited the  accompanying  consolidated  balance  sheets of  Receivable
Acquisition and Management Corporation and Subsidiaries as of September 30, 2006
and  2005  and the  related  consolidated  statements  of  income  (operations),
stockholders'  equity and cash flows for the years then ended.  These  financial
statements   are  the   responsibility   of  the   Company's   management.   Our
responsibility  is  to  express  an  opinion  on  these  consolidated  financial
statements based on our audits.

We conducted  our audits in  accordance  with  standards  of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and  perform  the  audit  to  obtain  reasonable  assurance  about  whether  the
consolidated  financial statements are free of material  misstatement.  An audit
includes  examining,  on a test  basis,  evidence  supporting  the  amounts  and
disclosures in the financial  statements.  An audit also includes  assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall  consolidated  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, 2006
and  2005,  and  the  results  of  its  consolidated   operations,   changes  in
consolidated stockholders' equity and consolidated cash flows for the years then
ended in conformity with accounting  principles generally accepted in the United
States of America.


/S/BAGELL, JOSEPHS, LEVINE& COMPANY, L.L.C.
BAGELL, JOSEPHS, LEVINE & COMPANY, L.L.C.
Certified Public Accountants
Gibbsboro, New Jersey

December 27, 2006


                                       20
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                           SEPTEMBER 30, 2006 AND 2005



                                     ASSETS


                                                        2006             2005
                                                     ----------       ----------
CURRENT ASSETS
 Cash                                                $  154,640       $  212,424
 Prepaid Expenses                                        15,000             --
 Finance receivables - short term                       279,703          274,663
                                                     ----------       ----------
   TOTAL CURRENT ASSETS                                 449,343          487,087
                                                     ----------       ----------
OTHER ASSETS
 Finance receivables - long-term                        567,881          557,649
                                                     ----------       ----------
   TOTAL OTHER ASSETS                                   567,881          557,649
                                                     ----------       ----------
TOTAL ASSETS                                         $1,017,224       $1,044,736
                                                     ==========       ==========


                 The accompanying notes are an integral part of
                     the consolidated financial statements.


                                       21
<PAGE>


           RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                         CONSOLIDATED BALANCE SHEETS - CONTINUED
                               SEPTEMBER 30, 2006 AND 2005

                          LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
                                                                   2006          2005
                                                               -----------   -----------
<S>                                                            <C>           <C>
CURRENT LIABILITIES
 Accounts payable - Trade                                      $        --   $    18,238
 Accrued and other expenses                                         34,052        41,187
 Preferred stock dividend payable                                   20,000        20,000
 Costs for stock to be issued                                        1,500            --
 Note Payable -short term                                          141,260        60,000
 Income tax expense                                                  1,900            --
                                                               -----------   -----------
   TOTAL CURRENT LIABILITIES                                       198,712       139,425
                                                               -----------   -----------
LONG TERM LIABILITIES
 Note payable -long term                                                --        10,000
                                                               -----------   -----------
TOTAL LIABILITIES                                                  198,712       149,425
                                                               -----------   -----------
STOCKHOLDERS' EQUITY
 Preferred stock, par value $10 per share;
   10,000,000 shares authorized and 80,000 shares
   issued and outstanding at September 30, 2006 and 2005,
   respectively                                                    800,000       800,000
 Common stock, par value $.001 per share;
   325,000,000 shares authorized in 2006 and 2005
   and 17,808,917 and 15,555,917 shares issued and
   outstanding at September 30, 2006 and 2005, respectively         17,809        15,556
 Additional paid-in capital                                             --        83,144
 Retained earnings (deficit)                                           703        (3,389)
                                                               -----------   -----------
   TOTAL STOCKHOLDERS' EQUITY                                      818,512       895,311
                                                               -----------   -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                     $ 1,017,224   $ 1,044,736
                                                               ===========   ===========
</TABLE>


                     The accompanying notes are an integral part of
                         the consolidated financial statements.


                                           22
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                 CONSOLIDATED STATEMENTS OF INCOME (OPERATIONS)
                 FOR THE YEARS ENDED SEPTEMBER 30, 2006 AND 2005


                                                       2006            2005
                                                   ------------    ------------
REVENUES
FINANCING INCOME                                        305,353         326,032
GAIN ON SALE OF FINANCE RECEIVABLES                     199,591          41,253
SERVICE INCOME AND OTHER                                212,934         177,297
                                                   ------------    ------------
TOTAL INCOME                                            717,878         544,582
                                                   ------------    ------------
COSTS AND EXPENSES
Selling, general and administrative                     655,026         589,061
                                                   ------------    ------------
TOTAL COSTS AND EXPENSES                                655,026         589,061
                                                   ------------    ------------
NET INCOME (LOSS) BEFORE OTHER INCOME                    62,852         (44,479)

OTHER INCOME (LOSS)
Other Income (loss) - Sale of Finance Recievables        (5,409)             --
Interest income                                             864           1,652
Interest expense                                         (7,503)             --
                                                   ------------    ------------
Total other Income (Loss)                               (12,048)          1,652
                                                   ------------    ------------
NET INCOME (LOSS) BEFORE PROVISION FOR INCOME TAX        50,804         (44,479)

PROVISION FOR INCOME TAXES                               (1,900)             --
                                                   ------------    ------------
NET INCOME (LOSS)                                        48,904         (44,479)

LESS PREFERRED STOCK DIVIDEND                           (30,000)        (50,000)
                                                   ------------    ------------
INCOME (LOSS) APPLICABLE TO COMMON STOCK           $     18,904    $    (94,479)
                                                   ------------    ------------
BASIC INCOME (LOSS) PER COMMON SHARE               $       0.00    $      (0.01)
                                                   ============    ============
DILUTED INCOME (LOSS)
PER COMMON SHARE                                   $       0.00    $       0.00
                                                   ============    ============
WEIGHTED AVERAGE OUTSTANDING SHARES
OF COMMON STOCK - BASIC                              17,457,079      15,011,359
                                                   ============    ============
WEIGHTED AVERAGE OUTSTANDING SHARES
OF COMMON STOCK - DILUTED                            19,553,079      21,261,359
                                                   ============    ============


                 The accompanying notes are an integral part of
                     the consolidated financial statements.


                                       23
<PAGE>

<TABLE>
<CAPTION>

                                 RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                                      CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
                                           FOR THE YEAR ENDED SEPTEMBER 30, 2006 AND 2005


                                       PREFERRED               COMMON STOCK             ADDITIONAL
                             -------------------------   ---------------------------      PAID-IN      ACCUMULATED
                               SHARES         AMOUNT        SHARES          AMOUNT        CAPITAL         DEFICIT          TOTAL
                             ----------   ------------   ------------    -----------    -----------    ------------    ------------
<S>                          <C>          <C>            <C>             <C>            <C>            <C>             <C>
BALANCE, SEPTEMBER 30, 2004      80,000   $    800,000   $ 14,845,725    $    14,846    $   175,072    $     91,090    $  1,081,008
                             ----------   ------------   ------------    -----------    -----------    ------------    ------------
Conversion of loan at fair
 market value for common
 stock issued                        --             --         24,876             25          4,975              --           5,000

Exercise of warrants                 --             --        200,000            200          1,300              --           1,500

Common stock cancelled               --             --        (14,684)           (15)        (1,453)             --          (1,468)

Repurchase of warrants               --             --       (100,000)            --       (100,000)

exercise of warrants
 at $.0075 per share for
 common stock                        --             --        500,000            500          3,250              --           3,750

Preferred Stock Dividend             --             --             --             --             --         (10,000)        (10,000)

Preferred Stock Dividend             --             --             --             --             --         (10,000)        (10,000)

Preferred Stock Dividend             --             --             --             --             --         (10,000)        (10,000)

Preferred Stock Dividend             --             --             --             --             --         (10,000)        (10,000)

Preferrd Stock Dividend              --             --             --             --             --         (10,000)        (10,000)

Net income loss for the
 year ended
 September 30, 2005                  --             --             --    $        --             --         (44,479)        (44,479)
                             ----------   ------------   ------------    -----------    -----------    ------------    ------------
BALANCE, SEPTEMBER 30, 2005      80,000   $    800,000     15,555,917    $    15,556    $    83,144    $     (3,389)   $    895,311
                             ==========   ============   ============    ===========    ===========    ============    ============

at $.0075 per share for
 common stock                        --             --      2,253,000          2,253         14,644              --          16,897

Repurchase of warrants               --             --             --             --        (82,500)             --         (82,500)

Repurchase of warrants               --             --             --             --        (15,288)         (4,812)        (20,100)

Preferred Stock Dividend             --             --             --             --             --         (10,000)        (10,000)

Repurchase of warrants               --             --             --             --             --         (10,000)        (10,000)

Preferred Stock Dividend             --             --             --             --             --         (10,000)        (10,000)

Preferred Stock Dividend             --             --             --             --             --         (10,000)        (10,000)

Net Loss For The Year Ended
 September 30, 2006                  --             --             --             --             --          48,904          48,904
                             ----------   ------------   ------------    -----------    -----------    ------------    ------------
BALANCE, SEPTEMBER 30, 2006      80,000   $    800,000     17,808,917    $    17,809    $        --    $        703    $    818,512
                             ==========   ============   ============    ===========    ===========    ============    ============


                        The accompanying notes are an integral part of the consolidated financial statements.
</TABLE>


                                                                 24
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                 FOR THE YEARS ENDED SEPTEMBER 30, 2006 AND 2005

<TABLE>
<CAPTION>
                                                              2006           2005
                                                          -----------    -----------
<S>                                                       <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss)                                         $    48,904    $   (44,479)
ADJUSTMENTS TO RECONCILE NET INCOME (LOSS) TO
NET CASH (USED IN) OPERATING ACTIVITIES:

CHANGES IN CERTAIN ASSETS AND LIABILITIES
Proceeds from sale of portfolio - net of gain                 142,415        425,453
Acquisition of finance receivables, net of buybacks          (974,548)    (1,272,345)
Collections applied to principal on finance receivables       816,861        645,224
(Increase) Decrease in Prepaid expenses                       (15,000)        97,763
(Decrease) Accounts payable - Trade                           (18,239)       (66,247)
(Decrease) Increase Accrued Expenses                          (12,134)        36,187
(Decrease) Increase in Income Taxes                             1,900        (39,038)
                                                          -----------    -----------
   NET CASH (USED IN) OPERATING ACTIVITIES                     (9,841)      (217,482)
                                                          -----------    -----------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from exercise of warrants                              1,500         70,000
Issuance of common stock                                        5,250
(Decrease) Notes Payable                                     (206,843)
Dividends paid                                                (30,000)       (30,000)
Proceeds from Notes Payable                                   300,000
Repurchase of retired common stock                             (1,468)
Repurchase of warrants                                       (112,600)      (100,000)
                                                          -----------    -----------
   NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES        (47,943)       (56,218)

NET(DECREASE) IN CASH                                         (57,784)      (273,700)

CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR                 212,424        486,124
                                                          -----------    -----------
CASH AND CASH EQUIVALENTS - END OF YEAR                   $   154,640    $   212,424
                                                          ===========    ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
 Issuance of Common Stock for:
   Conversion of notes payable                            $    21,897    $     5,000
                                                          ===========    ===========
</TABLE>


                 The accompanying notes are an integral part of
                     the consolidated financial statements.


                                       25
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           SEPTEMBER 30, 2006 AND 2005

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 on December 15, 2003,  acquired defaulted consumer  receivable
      portfolios  for  $569,071  with  a  face  value  of  $15,985,138.  Another
      portfolio  with face value of $18,944,048  was acquired for $331,501.  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.

      The Company acquired on April 19, 2004 a third portfolio with a face value
      of $447,390 for $31,317.

      The  Company,  on  September  16, 2004 put $97,763 on deposit for a fourth
      portfolio.  However,  the Company did not take possession of the portfolio
      and received a full refund in October 2004.

      The Company acquired on October 10, 2004 a new portfolio with a face value
      of $2,107,132  for $100,444.  The Company will use for this  portfolio the
      "Recovery  Method"  for  revenue  recognition  under  which no  revenue is
      recognized until the investment amount of $100,444 has been recovered.

      On November 23, 2004 the Company sold the portfolio  with an original face
      value of $18,944,048 and an acquisition price of $331,051 for a sale price
      of $293,250.  The Company  recognized  a gain of $87,514 on the sale.  The
      carrying value of the portfolio at the time of sale was $205,736.


                                       26
<PAGE>

      During the quarter ending March 31, 2005, the Company acquired  portfolios
      for  $487,280.  The Company will use for these  portfolios  the  "Recovery
      Method" for revenue recognition under which no revenue is recognized until
      the investment amount of $487,280 has been recovered.

      The Company  acquired  on April 11, 2005 a portfolio  with a face value of
      $5,500,000 for $375,000.  The Company will apply the "Recovery Method" for
      revenue  recognition  under  which no  revenue  is  recognized  until  the
      investment amount of $375,000 has been recovered.

      The Company  acquired the fourth tranche of a forward flow on June 2, 2005
      with a face value of $619,275  for  $37,660.  The  Company  will apply the
      "Recovery  Method"  for  revenue  recognition  under  which no  revenue is
      recognized until the investment amount of $37,660 has been recovered.

      During the  quarter  ending June 30,  2005,  the  Company  acquired  total
      portfolios  for $412,660.  The Company will use for these  portfolios  the
      "Recovery  Method"  for  revenue  recognition  under  which no  revenue is
      recognized until the investment amount of $412,660 has been recovered.

      On July 12, 2005,  the Company sold the  portfolio  with an original  face
      value of $3,674,498 and an acquisition price of $233,330 for a sales price
      of $168,767.  The Company will recognize a loss in the fourth quarter. The
      Company retained approximately $92,000 in face value of paying accounts.

      During the quarter  ending  September 30, 2005 the Company  acquired total
      portfolios  for $239,162.  The Company will use for these  portfolios  the
      "Recovery  Method"  for  revenue  recognition  under  which no  revenue is
      recognized until the investment amount of $239,162 has been recovered.

      On  November  22, 2005 the Company  sold a portfolio  with an  acquisition
      price of $172,827 for $112,290. The Company recognized a loss of $5,409 on
      the sale.

      During the quarter  ending  March 31,  2006,  the Company  acquired  total
      portfolios  for $207,459.  The Company will use for these  portfolios  the
      "Recovery  Method"  for  revenue  recognition  under  which no  revenue is
      recognized until the investment amount of $207,459 has been recovered.

      During the quarter ending March 31, 2006 the Company sold a portfolio with
      a carrying value of $4,987 for $24,321.  The Company  recognized a gain of
      $19,344 on the sale.

      During the  quarter  ending June 30,  2006,  the  Company  acquired  total
      portfolios  for $434,726.  The Company will use for these  portfolios  the
      "Recovery  Method"  for  revenue  recognition  under  which no  revenue is
      recognized until the investment amount of $434,726 has been recovered.

      The Company sold a financial  receivable  portfolio on April 28, 2006. The
      face amount of the  portfolio is  $4,107,881.  The  portfolio was sold for
      $205,394 or  approximately  5% of the portfolio's  face value. The Company
      recognized a gain of $180,256 on the sale.

      During the quarter ending  September 30, 2006, the Company  acquired total
      portfolios  for $117,944.  The Company will use for these  portfolios  the
      "Recovery  Method"  for  revenue  recognition  under  which no  revenue is
      recognized until the investment amount of $117,944 has been recovered.

      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


                                       27
<PAGE>

      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.

      Changes in finance  receivables  for the year ended September 30, 2005 and
      2004 were as follows:

                                                         2005           2004
                                                     -----------    -----------
      Balance at beginning of year October 1, 2006
       & 2005                                        $   832,312    $   630,641
      Acquisition of finance receivables                 974,548      1,272,345
      Cash collections applied to principal             (816,861)      (645,224)
      Sale of portfolio - net of gain                   (142,415)      (425,453)
                                                     -----------    -----------
      Balance at the end of the year                 $   847,584    $   832,309
                                                     ===========    ===========
      Estimated Remaining Collections ("ERC")*       $ 2,648,346    $ 1,955,191
                                                     ===========    ===========

      ----------
      *     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 $305,353 and
            $326,032   for  the  years  ended   September   30,  2006  and  2005
            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   inter-company   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, 2006.

      The Company  maintains  cash and cash  equivalents  balances at  financial
      institutions that are insured by the Federal Deposit Insurance Corporation
      up to $100,000.  At September 30, 2006 and 2005,  the Company's  uninsured
      cash balances total $80,000 and $112,424, respectively.

      E. FURNITURE AND EQUIPMENT

      Furniture and equipment when acquired will be stated at cost. Depreciation
      will be provided  using  straight-line  method over the  estimated  useful
      lives of the assets.


                                       28
<PAGE>

      Maintenance  and repairs are charged to  operations  when  incurred.  When
      assets are sold or otherwise  disposed of, the asset  accounts and related
      accumulated  depreciation  accounts are relieved,  and any gain or loss is
      included in operations.

      F. 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.

      G. 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.

      H. 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


                                       29
<PAGE>

      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.

      I. 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.

      J. 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,  September 30,
                                             2006           2005
                                         ------------   ------------
      Net income (loss)                  $     48,904   $    (44,479)
                                         ------------   ------------
      Weighted-average common shares
      Outstanding (Basic)                  17,457,079     15,011,359
      Weighted-average common stock
      Equivalents
        Stock options                         950,000        950,000
        Warrants                            1,146,000      5,300,000
                                         ------------   ------------
      Weighted-average common shares
       Outstanding (Diluted)               19,553,079     21,261,359
                                         ============   ============


      K. RECENT ACCOUNTING PRONOUNCEMENTS

      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.  This 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


                                       30
<PAGE>

      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 has
      decided on the early adoption of the application of this SOP.

      In May 2003,  the FASB issued SFAS  Statement  No.  150,  "Accounting  for
      Certain Financial Instruments with Characteristics of both Liabilities and
      Equity". This statement establishes standards for how an issuer classifies
      and measures certain financial  instruments with  characteristics  of both
      liabilities  and equity.  It requires that an issuer  classify a financial
      instrument  that is within its scope as a  liability  (or an asset in some
      circumstances).  This  statement is effective  for  financial  instruments
      entered into or modified  after May 31, 2003 and otherwise is effective at
      the beginning of the first interim period  beginning  after June 15, 2003,
      except  for  mandatory  redeemable  financial   instruments  of  nonpublic
      entities,  if  applicable.  It is  to  be  implemented  by  reporting  the
      cumulative  effect of a change in an  accounting  principle  for financial
      instruments  created  before the issuance  date of the Statement and still
      existing at the beginning of the interim period of adoption.  The adoption
      of this  statement  did not have a  significant  impact  on the  Company's
      results of operations or financial position.

      In May 2005,  the FASB  issued  SFAS 154,  "Accounting  Changes  and Error
      Corrections - a replacement  of APB Opinion No. 20 and FASB  Statement No.
      3"  (SFAS  154),  which  requires  a  retrospective  application  to prior
      periods' financial  statements of changes in accounting  principle for all
      periods  presented.  This  statement  replaces  APB  Opinion  No. 20 which
      required that most voluntary changes in accounting principle be recognized
      by  including  in net income of the  period of the  change the  cumulative
      effect of changing to the new accounting principle. The provisions of SFAS
      154 are  effective  for fiscal years  beginning  after  December 15, 2006.
      Currently there is no impact on the Company.

      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


                                       31
<PAGE>

      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
      statement  becomes  effective after the beginning of the first fiscal year
      that begins after September 30, 2006.

      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.  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
      derecognition,  classification,  interest  and  penalties,  accounting  in
      interim periods,  disclosure and transition.  FIN 48 will be effective for
      our fiscal year  beginning  October 1, 2007. We do not expect the adoption
      of FIN 48 to  have a  material  impact  on  our  financial  reporting  and
      disclosure.

      L. RECLASSIFICATION

      Certain  amounts in the September 30, 2005 Financial  Statements have been
      reclassified to conform to the 2006  presentation.  The  reclassifications
      have no effect on the net loss for year ended September 30, 2005.


NOTE 2- NOTES PAYABLE

      A.    On January 29, 2004 the Company  borrowed an additional  $5,000 note
            bearing  interest  at 5% per  annum.  The note is  convertible  into
            common stock at $.20 per share.  The Company issued in October 2004,
            24,876 shares of common stock to satisfy the debt.

      B.    On June  10,  2005,  the  Company  agreed  to  repurchase  1,000,000
            warrants at $.10 per warrant.  The Company has paid $30,000 and will
            pay the  remaining  $70,000  over 16 months.  The note has been paid
            off.

      C.    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


                                       32
<PAGE>

            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.

NOTE 3-  STOCK OPTIONS

      In April 2004,  the Company  adopted a stock option plan upon  approval by
      the  shareholders  art 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, 2006, the Company had 950,000 options outstanding under this plan.

NOTE  4- 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.

      The income tax accounting  reported within these  statements is summarized
      as follows:

                                                    September 30,  September 30,
                                                        2006            2005
                                                    -------------  ------------
      Provision

      Current:
        Federal                                     $         500  $         --
        State and Local                                     1,400            --
                                                    -------------  ------------
          Total Current                                     1,900            --

      Deferred                                                 --            --
                                                    -------------  ------------
      Total provision for income taxes              $          --  $         --
                                                    =============  ============

      The Company's  effective tax rate is different than what would be expected
      if the  statutory  rates were applied to "net income  (loss) before income
      taxes" primarily  because of expenses  deductible for financial  reporting
      purposes that are not deductible for tax purposes allowed.

      There was no  provision  for income tax for the year ended  September  30,
      2005.

      At September 30, 2005 the Company had an accumulated deficit approximating
      $3,389, available to offset future taxable income through 2023.


                                       33
<PAGE>

                                                    September 30,
                                                         2005
                                                    -------------


      Deferred tax assets                           $       3,389
      Less: valuation allowance                            (3,389)
                                                    -------------
      Totals                                        $          --
                                                    =============


NOTE 5- STOCKHOLDERS' EQUITY

      COMMON STOCK

      There were 325,000,000 shares of common stock authorized,  with 17,808,917
      and  15,555,997  shares issued and  outstanding  at September 30, 2006 and
      2005, respectively. The par value for the common stock is $.001 per share.

      The following details the stock transactions for the years ended September
      30, 2006 and 2005.

      The  Company  issued  24,876  shares of common  stock at $.20 per share in
      October 2004 to discharge a shareholders' loan of $5,000.

      The Company  issued  200,000  shares of common stock at $.008 per share in
      February 2005 as a conversion of warrants into common stock.

      The Company  repurchased  14,684  shares of common stock on June 24, 2005.
      The shares will be retired in August 2005. The shares were repurchased for
      $.10 per share for a total amount of $1,468.

      The Company received $3,750 for the exercise of 500,000 warrants at $.0075
      per share of common stock in June 2005.  The Company issued 500,000 shares
      of common stock in August 2005.

      The Company issued to the holder of the note payable,  2,253,000 shares of
      common stock at $0.0075 per share on November 28, 2005 as a conversion  of
      warrants  into common  stock.  In lieu of payment in the amount of $16,897
      the shares were purchased through a $16,897 reduction of the note payable.
      (See Note 2. B)

      The Company  repurchased  201,000 warrants at a price of $0.10 per warrant
      on November 18, 2005. The total repurchase price was $20,100.

      The Company  repurchased 500,000 warrants at a price of $0.125 per warrant
      on November 18, 2005. The total repurchase price was $62,500.

      The Company  repurchased  200,000 warrants at a price of $0.10 per warrant
      on November 18, 2005. The total repurchase price was $20,000.

      The Company  repurchased  100,000 warrants at a price of $0.10 per warrant
      on March 16, 2006. The total repurchase price was $10,000.

      The Company  repurchased  150,000  shares of common stock during May 2006.
      The shares will be retired in November  2006.  Currently,  the purchase is
      accounted for as a prepaid asset. The shares were repurchased for $.10 per
      share for a total amount of $15,000.


                                       34
<PAGE>

      The Company received $1,500 for the exercise of 200,000 warrants at $.0075
      per shares in September 2006. As of September 30, 2006 the shares have not
      been issued and are  currently  carried at $1,500 as a liability for stock
      to be issued.

      PREFERRED STOCK

      There were 10,000,000  shares of preferred stock  authorized,  with 80,000
      issued and  outstanding  as of September 30, 2006 and 2005.  The par value
      for the preferred shares is $10 per share.


NOTE 6- SUBSEQUENT EVENTS

      CONSERVSION OF PREFERRED SHARES

      On October 28, 2006 the Company  reached an agreement  with Artemis equity
      Hedge Fund Ltd the holder of 80,000 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 for all accrued dividends.

      SHARE PURCHASES

      On October 30, 2006 the Company reached an agreement with a shareholder to
      buyback 2,000,000 shares of that shareholder's common stock for a cash
      payment of $50,000 along with a note of $150,000 totaling $200,000. The
      stock purchase was completed on October 31, 2006.

      PURCHASES OF FINANCE RECEIVABLE PORTFOLIOS

      The Company  acquired  two more  tranches  under the current  forward flow
      agreement  with a credit  originator  in the  United  Kingdom.  The  first
      tranche with a face value of $598,771 was acquired on October 29, 2006 and
      the second  tranche with a face value of $616,665 was acquired on November
      15, 2006.


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

None.

ITEM 8A. CONTROLS AND PROCEDURES

As of the end of the period covered by this report,  we conducted an evaluation,
under the supervision and with the  participation of our chief executive officer
and chief  financial  officer of our  disclosure  controls  and  procedures  (as
defined in Rule 13a-15(e) and Rule  15d-15(e) of the Exchange  Act).  Based upon
this  evaluation,  our  chief  executive  officer  and chief  financial  officer
concluded  that our  disclosure  controls and procedures are effective to ensure
that  information  required to be disclosed by us in the reports that we file or
submit under the Exchange Act is recorded,  processed,  summarized and reported,
within the time periods specified in the Commission's rules and forms. There was
no change in our internal  controls or in other  factors that could affect these
controls  during  our last  fiscal  year  that has  materially  affected,  or is
reasonably  likely to materially  affect,  our internal  control over  financial
reporting.


                                       35
<PAGE>

ITEM 8B. OTHER INFORMATION

None.

                                    PART III

ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

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

Name                 Age     Present Principal Employment
--------------       ---     ---------------------------------
Max Khan              40     Director, President, CEO and CFO
Gobind Sahney         45     Chairman
Steven Lowe           46     Director and Secretary


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

GOBIND  SAHNEY,  age 45,  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 40, 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 is also the co-founder of NewTrad  Investors  Inc., a hedge fund
advisory  firm   specializing  in  advising   Japanese   institutions  in  their
diversification  into  alternative  assets.  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 46, 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, 2006 all Section  16(a)  filing  requirements  applicable  to our
directors, officers, and greater than 10% beneficial owners were complied with.


ITEM 10. EXECUTIVE COMPENSATION

The  following  table sets forth all  compensation  awarded,  earned or paid for
services  rendered in all  capacities to us during  fiscal years 2004,  2005 and
2006 to:

      o     Each person who served as our chief  executive  officer during 2004,
            2005 and 2006; and


                                       36
<PAGE>

      o     Our other executive  officers whose total annual salary and bonus in
            2004, 2005 and 2006 exceeded $100,000.

<TABLE>
<CAPTION>
                                                                   Long-Term
                                     Salary       Bonus      Compensation Awards:
Name and Principal Position   Year   Annual Compensation   Securities Underlying Options
---------------------------   ----   -------------------   -----------------------------
<S>                           <C>    <C>                   <C>
Max Khan                      2005   $ 100,000    None              $150,000
CEO & CFO                     2006   $ 100,000    None                None
</TABLE>


EMPLOYMENT AND SEPARATION AGREEMENT

The Company has an employment  agreement with Max Khan. The employment agreement
is for a term of 3 years  terminating  on April 30, 2007 and  provides  that Mr.
Khan is  entitled  to  receive  $180,000  in annual  compensation.  There are no
separation agreements.

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

The following  table sets forth  information  at September  30, 2006  concerning
ownership of the Company's common shares by each director and executive  officer
and  each  person  who  owns  of  record,  or is  known  to the  Company  to own
beneficially, more than five percent of the Company's common shares.


NAME AND ADDRESS                  AMOUNT AND NATURE OF
BENEFICIAL OWNER                  BENEFICAL OWNERSHIP        PERCENT OF CLASS
----------------                  -------------------        ----------------

Gobind Sahney                             870,000                  5.80%
Lisa Sahney Trust                       1,740,000                 11.59%
Max Khan                                2,900,000                 19.31%
Mehtab Sultana                          1,300,000                  8.66%
Steven Lowe (1)                            50,000
Claudia DiNatale                        4,437,326                 29.56%

All Directors and Officers
  as a group (3 persons)                3,820,000                 25.45%


----------
(1)   Represents fully vested options granted in 2005.


ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

None.


                                       37
<PAGE>

ITEM 13. EXHIBITS

The following  exhibits are  incorporated  herein by reference or are filed with
this report as indicated below.

        Exhibit
         Number     Description
        -------     ------------------------------------------------------------
          31.1      Certification  pursuant  to  Exchange  Act Rules  13a-14 and
                    15d-14  as  adopted   pursuant   to   Section   302  of  the
                    Sarbanes-Oxley Act of 2002.

          32.1      Certification pursuant to 18 U.S.C. Section 1350, as adopted
                    pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.


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, 2006
and 2005 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.)

                             Fiscal Year Ending         Fiscal Year Ending
                             September 30, 2006         September 30, 2005

Audit Fees                         $32,000                    $20,000

Audit Related Fees                 $5,000                     $5,500

Tax Fees                             $0                         $0

All Other Fees                       $0                         $0

Total                              $37,000                    $25,500

Audit Fees for the  fiscal  years  ended  September  30,  2006 and 2005 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,  2006 and 2005 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  years  ended  September  30,  2006 and 2005 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, 2005 and 2004.


                                       38
<PAGE>

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


                                       39
<PAGE>

SIGNATURES

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

                                RECEIVABLE  ACQUISITION & MANAGEMENT CORPORATION




                                /S/ MAX KHAN
                                ---------------------------------------
                                By: Max Khan
                                Chief Executive Officer,
                                Chief Financial/Accounting Officer, and

                                Director
                                Date: January 8, 2007



                                       40
<PAGE>

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 KHAN
                                ---------------------------------------
                                By: Max Khan
                                Chief Executive/Accounting Officer,
                                Chief Financial Officer and Director
                                Date: January 8, 2007



                                /S/ GOBIND SAHNEY
                                ---------------------------------------
                                By: Gobind Sahney
                                Chairman of the Board
                                Date: January 8, 2007



                                /S/ STEVEN LOWE
                                ---------------------------------------
                                By: Steven Lowe
                                Director
                                Date: January 5, 2007


                                       41