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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-KSB  (Mark One)  S ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the fiscal year ended December 31, 2006  £ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from ______________ to________________  Commission file number 333-51918  FULLCIRCLE REGISTRY, INC. (Name of small business issuer in its charter)  Nevada87-0653761(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)  1951 Bishop Lane, Suite 208, Louisville, KY40218(Address of principal executive offices)(Zip Code)  Issuers telephone number 502-410-4500  Securities registered under Section 12(b) of the Exchange Act:  Title of each className of each exchange
on which registered  Securities registered under Section 12(g) of the Exchange Act:  ________________________________________________________________________ (Title of class)  Check whether the issuer is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act.  £  Note Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Exchange Act from their obligations under those Sections.  SEC 2337 (12-05) Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.   Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.       Yes  £  No S  Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B contained in this form, and no disclosure will be contained, to the best of registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB.  S  Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  £    No S  State issuers revenues for its most recent fiscal year: $25,067  State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of a specified date within the past 60 days. (See definition of affiliate in Rule 12b-2 of the Exchange Act.)  $545,583 based on 54,558,396 chares of common stock at $0.01 per share  Note: If determining whether a person is an affiliate will involve an unreasonable effort and expense, the issuer may calculate the aggregate market value of the common equity held by non-affiliates on the basis of reasonable assumptions, if the assumptions are stated.  (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)  Check whether the issuer has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes £    No £  (APPLICABLE ONLY TO CORPORATE REGISTRANTS)  State the number of shares outstanding of each of the issuers classes of common equity, as of the latest practicable date.  As of May 16, 2007, the Company had 85,7323,320 shares of common stock issued and outstanding.  DOCUMENTS INCORPORATED BY REFERENCE  If the following documents are incorporated by reference, briefly describe them and identify the part of the Form 10-KSB (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) any annual report to security holders; (2) any proxy or information statement; and (3) any prospectus filed pursuant to Rule 424(b) or (c) of the Securities Act of 1933 (Securities Act). The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1990).  Transitional Small Business Disclosure Format (Check one): Yes £   No S  2   PART I  Item 1. Description of Business.  History  Our current business began with the formation of FullCircle Registry, Inc., a company that would provide customers with secure storage and immediate access to their critical medical records, wishes (living will, do not resuscitate, etc.) and emergency contact information. FullCircle would obtain the customers' information, providing them with a user identification and PIN that is required to access the information. Customers can contact FullCircle's Emergency Response Personnel, who can make the information available to the consumer electronically through the internet, by mail, fax, and even courier, anywhere in the world, 24 hours a day, 7 days a week.  Our Business  FullCircle Registry is a technology-based company that provides emergency document and information retrieval services.  We provide these services directly to subscribers and also offer our services through strategic alliances with health care providers.  Subscribers join FullCircle by completing a simple, one page enrollment form that includes the primary subscriber's name and address, along with the names of his or her spouse and children to be included if a family membership is purchased, and payment information. Payment options include payroll deduction, if FullCircle is offered by an employer, and no payment information is requested if it is an included prepaid benefit. When FullCircle receives the enrollment form, unique User ID's and Personal Identification Numbers ("PIN's") are assigned to each subscriber together with unique User ID's and PIN's for each family member. A complete membership package is generated and immediately mailed directly to the subscriber. This package contains a wallet-size ID Card for each member with the unique User ID and PIN for that member and all instructions and all forms needed for membership including medical history and emergency contact questionnaires, the BrightStar emergency identification tools and forms to create the appropriate advanced directives (such as living wills) for the applicable state. The subscriber and/or family members complete the documents and return them in the postage paid envelopes provided to them.  When the completed documents are received by FullCircle, they are immediately scanned into a secure electronic database, linked to the customer's assigned User ID and PIN, and the service is activated. In addition, customers may store legal and other documents using the Company's "Electronic Safe Deposit Box" feature. These additional documents are also linked to the member's User ID and PIN, but require an additional password, known only to the member, to be accessed. Once activation occurs, members or emergency medical personnel acting in an emergency can access the appropriate information and documents by using the customer's ID Card directly via the internet or by calling FullCircle's Emergency Response Personnel 24-hours a day. Upon security verification, our Emergency Response Personnel can provide direction to the FullCircle website and/or immediately send the documents via fax, mail or courier. Members accessing personal information and stored documents in their "Electronic Safe Deposit Box" must use their assigned User ID and PIN along with their password.  Our registry stores digital copies of subscribers emergency documents and medical information to make them instantly available to the client or to emergency personnel.  Our system is designed to allow medical personnel to quickly obtain critical information including special medical needs, treatment preferences and emergency contact information.  Our registry has live customer support accessible by phone, fax or secure Internet connection twenty-four hours a day.  Other services we provide include the Collar ID pet registry for missing pets and the BrightStar Photo ID Kit.  By using BrightStar, parents may digitally store photographs and physical information about their children on our database so it may be rapidly distributed to law enforcement and the media in the event a child is abducted or missing.   3   Call Center  Our call center operates 24 hours a day, seven days a week to process emergency calls and provides access to information and documents to members, emergency personnel, or the authorities as applicable. FullCircle personnel handle all calls between 9:00 AM and 5:00 PM Monday through Friday. We contract with Answer Xact to handle all after-hours and weekend calls. The contract with Answer Xact is on a 30 day basis, renewable from month to month. We provide extensive training for all call center staff and have implemented a strict protocol that must be followed.  Brightstar Photo ID Registry  In the event of a missing or abducted person or child, FullCircle Registry's BrightStar Photo ID Kit provides police and other authorities with instant access to key identification data. This critical information is stored on a secure server and aids police in properly identifying missing or abducted persons, especially during the most critical first minutes.  The BrightStar Photo ID Kit incorporates all five identification elements as recommended by the National Center for Missing and Exploited Children and includes: member data; descriptive information, a color photograph (which can be updated on our system as necessary); an identifying marks chart, fingerprint chart, dental records, as well as friend and family contact information.  FullCircle Registry makes this information available immediately worldwide, 24 hours a day, 7 days a week, via access through its website or toll-free telephone number.  Our Subsidiaries  In December 2002, we acquired AskPhysicians.com, Inc, a Florida corporation.  AskPhysicians.com operates a website whereby visitors can get basic medical health information and, for a nominal fee, pose questions to board-certified physicians.  While this service does not replace traditional medical care, it offers an efficient way to inform consumers of treatment options.  As of December 31, 2006, AskPhysicians.com is in development and we have not yet brought the website into full operations.  Spoken Data is another subsidiary that is currently in development.  Spoken Data is a text-to-voice service that will allow emergency personnel to access medical information in the event of an emergency. Medical conditions, drug allergies, blood type, family contact information, current medications or any other pertinent information can be made available via telephone to assist emergency personnel in their efforts to treat our registry members.  We have not yet been able to launch Spoken Data.  We did not expend any resources on our Spoken Data or Askphysicians.com subsidiaries during the twelve months ended December 31, 2006.  In September 2005, the Company entered into agreement with AMPO II, Inc. to acquire 50% of AMPO II, Inc. for up to $150,000 in cash.  The purchase agreement between the Company and AMPO II states that the Company would issue 1,496,926 shares of Full Circle stock plus up to $150,000 over a six month period, in exchange for a 50% of the outstanding shares of AMPO II. The shares the Company received from AMPO II are 1⁄2 voting and 1⁄2 non-voting.  The Company has no other obligation to AMPO II, such as an obligation to fund losses. They will participate in earnings, only if a dividend or distribution is declared.  4   AMPO is a holding company for prescription fulfillment and assistance programs and companies.  AMPO, LLC was founded in early 2000 by Jimm Axline. In mid-2004, AMPO II, Inc. was formed by AMPO, LLC's shareholders to serve as a holding company for AMPO, LLC, the Rx Relief Network and the Medicine Assistance Program (MAP). In 1997, Mr. Axline founded the National Association for the Terminally Ill (NATI), a 501(c)(3) non-profit organization that serves as a financial hospice for the terminally ill. Both the for-profit (AMPO II, Inc.) and non-profit (NATI) organizations have helped individuals with their prescription needs as well as, from the non-profit side, helped terminally ill people pay utility bills, car payments, house payments and buy groceries. While serving as chairman for NATI, Mr. Axline found that terminally ill individuals were using a large portion of their income to purchase medications. After extensive research, it was found that most pharmaceutical companies have patient assistance programs, through which medications are given free of charge to qualifying individuals. Because of the complex procedures in obtaining these medications, AMPO, LLC was formed to help not only the terminally ill, but other individuals that were taking maintenance medications. While patient assistance programs are free from the pharmaceutical industry, AMPO, LLC charges a small service fee to help guide the patient through the completion of the paperwork and procedures to obtain their medications. Since October 2000, AMPO, LLC and the other affiliated programs have helped thousands of people throughout the U.S. save hundreds of dollars on their prescription needs.  Since the purchase of interests in AMPO II, Inc. and the execution of the wholesale agreement with Benefit Solutions by GE, our approach to the market has taken a different direction.  The existing customer base of AMPO II, Inc. will be a source of clients for the FullCircle core product as well as the GE Dental and Vision Program that we are marketing.  We have learned from past experiences that the FullCircle Emergency Medical ID Program and Living Will Program are a difficult sell as a stand-alone product.  Since the realization of this fact, we have searched for consumer driven products that our core product could be bundled as an additional benefit.  Current Events  Our main focus to date is to continue to support the expansion of the AMPO II, Inc. business model and to market the GE Dental and Vision Program to large groups and associations.  It is managements opinion that due to the rising cost of benefits particularly traditional health insurance, employers will be transferring, more and more, the cost of benefits to the employee. We feel that the trend will continue toward a voluntary benefit environment and we feel that the GE Dental and Vision Program will be a strong player in that arena due to name recognition, value of benefits and pricing. Our original contract with GE Wellness which was consummated in September of 2004, only afforded us a small commission for selling the Dental and Vision Program.  The GE Wellness structure was targeted toward a direct to consumer marketing model.   In mid 2005, a division of GE Consumer Finance was formed called Benefit Solutions by GE.  In the late fall of 2005, Mr. Oakley started negotiations for a B to B marketing contract.   After visits by GE to our Louisville office and to AMPO II, Inc. operations center, we were able to consummate the wholesale agreement with Benefit Solutions by GE. A GE Dental Member will be able to go to the Dentist within the Network and receive an exam, bite wing xray and diagnosis without one any out of pocket cost.  With GE Dental covering 170 American Dental Association (ADA) codes the member will know exactly what their out of pocket cost will be after the GE Dental discounts.  With a family and extended family being eligible for the covered procedure discounts, the monthly cost for that family is only $10.95 per month and will include access to the AMPO II, Inc. prescription programs.  When compared to traditional dental insurance, the GE Dental and Vision Programs are very competitive.  With traditional the insured must meet a deductible and co-payment, which are generally 50% of the cost of the procedure.  With GE Dental the visit to the dentist with diagnosis is free and the member will enjoy discounts from 40 to 70% depending on the procedure.  The GE Vision Program carries deep discounts at most of the major vision care providers.  The significance of the wholesale agreement between Full Circle and Benefits Solutions by GE is that FullCircle will pay a flat wholesale price for the membership as opposed to the street contract of a managing producer.  Because of the nature of this agreement are able to recruit producers and managing producers and manage through our contract.  We are currently in the process of recruiting some managing producers that will be able to get the GE Program in front of some very large employer groups and associations.  These managing producers will be paid through our contract; therefore, our company will receive all revenues and maintain control of the relationship.  Additionally, our wholesale agreement is one of a very few in existence throughout the country.  5   One very subtle, yet powerful, component to the marketing of the GE Dental and Vision is that we will be capturing members and members families information into our data base thus giving us the opportunity to up sale other products.  Those products will not only include the ENC Emergency Notification Service, as well as the FullCircle core programs such as storing and securing critical information and documents.  In addition, we will be able to market the GE Prepaid Legal Plan and Identity Theft Program of which we have a wholesale agreement with Benefit Solutions by GE. It is our plan to start marketing the GE Legal and ID Theft Program in early to mid 2007. A New Direction  In December 2006, the Board of Directors unanimously consented that the company should become an insurance agency.  An application for a business entity license was submitted to the Department of Insurance in the State of Kentucky.   On February 27, 2007, a business entity license for Life and Health was issued to the company.  After March 1, 2007,  appointment applications were submitted to various carriers and brokerage agencies.  The company is currently appointed with Shaw American, which is a large brokerage clearing house for Life Insurance Carriers.  The company and its agents will be able to quote insurance proposals with all the major carriers, such as Prudential, John Hancock, AIG, and TransAmerica, just to name a few.  Through the relationship with Shaw which was founded in 1957, the company will be able to receive the highest level of commissions while outsourcing back office support, application processing, and policy issuance follow-up and services. At this time, the company is not in a position to hire the support staff to handle the aforementioned administrative duties.  One of the major focuses of the company will be estate and financial planning.  This focus will allow us to provide services such as a Revocable Living Trust  that will be a huge door opener for our agents while avoiding the resistance that occurs from the client when approached directly with an insurance product.  After doing the estate planning, our agents will know the entire financial snapshot of the client and be able to recommend the adequate financial products to fit their needs.  One significant aspect of our new focus and direction is our ability to generate new prospects and clients.  One immediate opportunity will be marketing insurance products to existing clients of our chairman of the Board, Alec Stone. Mr. Stone is a successful attorney and licensed insurance agent and has prepared wills for over 5,000 clients.  These existing clients will create an immediate warm market for our products and services.  In addition to this market, we will be teaming with a tax advisor and holding seminars on estate planning.  We will also explore various lead program opportunities as well as advertising to the general public.  Recruiting and Retention  It is our goal to recruit at least 8 licensed agents before the end of the year.  We feel that we have a very unique recruiting proposition when it comes to obtaining quality agents for the company.  We will be able to offer attractive commission rates while giving the agent the opportunity for ownership in the company through a company stock incentive plan. This ownership by the agent will also serve as retention tool in in an industry where turnover is the norm. Another recruiting tool will be utilizing the companys ENC program.  In a normal client/agent relationship, it is sometimes difficult to obtain referrals from the client that just bought a financial product.  Clients are typically reluctant to release the names of their closest friends and family to the agent as a referral.  By providing the ENC program to each policy holder written through our agency, we will be gathering the names and contact information of the closest friends and family of our client.  These names are entered into our data base and will create for us quality warm prospects to market our products.  Employees  We currently have two full-time employees working for us, and four independent sales representatives.  Item 2. Description of Property.  Our principal executive offices are located at 161 Alpine Drive, Shelbyville, KY 40165. Our telephone number is 502-410-4500.  The facility consists of approximately 1,200 square feet of office and warehouse space, leased for approximately $1,000 per month.  Our lease is on an annual basis and will be up for renewal in September 2008.  We believe that our existing facilities are adequate for our current use.   6   Item 3. Legal Proceedings.  On July 10, 2006, a complaint was filed by the Company against Winmar Company, Inc, as Trustee regarding an office lease agreement for premises previously housing the Companys business at PNC Plaza, 500 West Jefferson St., 23rd Floor, Louisville, KY 40202.  The Complaint was filed in the Jefferson Circuit Court and amended on March 6, 2007, Case Number 06-CI-5994.  The complaint charges that Winmar over-charged the Company for the space and requests a judgment for the amount of overpayment and damages.  The case is still outstanding.  Item 4. Submission of Matters to a Vote of Security Holders.  None.  PART II  Item 5. Market for Common Equity and Related Stockholder Matters.  CLOSING BIDCLOSING ASKHighLowHighLow2006First Quarter.045.02.06.028Second Quarter.06.023.07.03Third Quarter.03.009.035.013Fourth Quarter.025.01.028.0112005First Quarter.099.045.10.047Second Quarter.075.035.085.04Third Quarter.08.041.09.045Fourth Quarter.055.03.06.035  The above quotations, as provided by Pink Sheets, LLC, represent prices between dealers and do not include retail markup, markdown or commission.  In addition, these quotations do not represent actual transactions.  The Company has not paid, nor declared, any dividends since its inception and does not intend to declare any such dividends in the foreseeable future. The Company's ability to pay dividends is subject to limitations imposed by Nevada law. Under Nevada law, dividends may be paid to the extent that the corporation's assets exceed its liabilities and it is able to pay its debts as they become due in the usual course of business.  Recent Sales of Unregistered Securities  Unless otherwise noted, the following shares were issued to an accredited investor in a private transaction exempt under Rule 506 of Regulation D promulgated under Section 4(2) of the Securities Act of 1933, as amended.  In June 2006 we issued 9,447,926 shares of common stock at $0.035 per share.  1,538,000 shares were issued for services and 7,909,926 were issued for notes payable.  In November 2006, we issued 148,000 shares of common stock at $0.01 per share for services.   7   Item 6. Managements Discussion and Analysis or Plan of Operation.  Results of Operations for the Years Ended December 31, 2006 and 2005  The Company had revenues of $25,067 for the year ended December 31, 2006 compared to $105,112 for the year ended December 31, 2005.  Cost of sales was $9,007 for a gross profit of $16,060 for the year ended 2006 compared to $59,447 cost of sales and gross profit of $45,635 for the year ended December 31, 2005.  Operating expenses were $362,606 for the year ended December 31, 2006 compared to $290,418 for the year ended 2005.  $40,085 was recognized as a gain on debt settlement in 2006 compared to $-0- in 2005.  Bad debt expense was $11,071 and interest expense was $22,423 for the year ended December 31, 2006 compared to interest expense only of $47,747 for the year ended December 31, 2005.  Net loss for the year ended December 31, 200 was $339,955 compared to $292,530 for the same period in 2005.  Operating expenses consisted of legal, audit and consulting fees combined with general and administrative costs. Liquidity and Capital Resources  At December 31, 2006, our total assets were $330,431 compared to total assets of $388,368 at December 31, 2005.  Our assets at December 31, 2006 consisted of $573 in cash compared to $19,244 in cash on December 31, 2005 and accounts receivable of $-0- at December 31, 2006 compared to $11,071 on December 31, 2005.  Property and equipment less accumulated depreciation at December 31, 2006 was $11,112 at compared to $82,928 at December 31, 2005.  Other assets at December 31, 2006 were $318,746 for our investment in AMPO II, Inc., compared to $50,279 in investments available for sale and $224,846 for our investment in AMPO II, Inc. for the year ended December 31, 2005.  Our liabilities decreased from $598,423 for the year ended December 31, 2005 to $480,814 for the year ended December 31, 2006.  Liabilities as of December 31, 2006 consisted of $102,687 in accounts payable, $31,417 in accrued interest, $78,571 in accrued expenses and $268,139 current portion of long-term liabilities.  Our long term liabilities consisted of $47,676 in notes payable, $220,462 in notes payable to related parties.  Net cash provided from financing activities was $80,176 for the year ended December 31, 2006 with the majority of the cash coming from notes payable.  From February 2003 through April 2003 we conducted a private placement of $600,000 in convertible debentures and warrants to buy 1,800,000 shares of our common stock.  The debentures bear interest at 12% and mature one year from the date of issuance.  The debentures may be converted for either $0.75 per share or 50% of the average three lowest trading prices for our common during the 20 trading days before the conversion date, whichever is lower.  The warrants are exercisable until seven years from the date of issuance at a purchase price of $0.075. In addition, the exercise price of the warrants will be adjusted in the event we issue common stock at a price below market, with the exception of any securities issued as of the date of the warrant.  The full principal amount of the convertible debentures are due upon default under the terms of convertible debentures. The investors hold a security interest in substantially all of our assets, intellectual property and registration rights with respect to the shares underlying the debentures and warrants.  As of December 31, 2006, none of the warrants have been exercised.  During 2003, we have been negotiating to reduce these convertible debentures and warrants through issuances of common stock.  Through December 31, 2003 we have continued to reduce notes payable, convertible debentures and associated interest.  During 2003, we issued stock for the conversion of debentures and related interest.  Through the twelve months ended December 31, 2004, we settled $203,015 in notes payable and $369,307 in convertible debentures through the issuance of stock. In November 2003, we defaulted on the convertible debenture agreement and a new note was signed pursuant to a settlement agreement. The balance of the new note was $345,533 at December 31, 2003 and was due in November 2004. We settled the outstanding balance for $150,000 during 2004.  The warrants remain outstanding.   8   As of December 31, 2006 we had no capital commitments.  We are currently focused on increasing revenues from our registry operations and reducing debt through converting debentures and notes payable to common stock.  We may also seek funding from unencumbered securities purchases or from lenders offering favorable terms.  At this time, we have no contracts, agreements, or understandings for additional funding, nor can any assurance be given that we will be able to obtain this capital on acceptable terms, if at all.  In such an event, this may have a materially adverse effect on our business, operating results and financial condition. If the need arises, we may offer a private placement or attempt to obtain funding through the use of various types of short term funding, loans or working capital financing arrangements from financial institutions.  We require additional capital to supplement our anticipated revenues and fund our continuing operations. We have relied upon advances from officers and shareholders and we have issued stock to finance our operations to this point. FullCircle currently owes $220,463 in notes payable to related parties and other notes payable of $47,676. There are no agreements or understandings that additional funding will be forthcoming. Our auditors have expressed concern that the Company has experienced losses from operations and negative cash flows from operations since inception. We have negative working capital and a capital deficiency at December 31, 2006. These conditions raise substantial doubt about our ability to continue as a going concern.  Code of Ethics  The Company has adopted a code of ethics that applies to the Companys principal executive officer, principal financial officer, principal accounting officer or controller.  Our Code of Ethics was included as an exhibit to our annual report on Form 10-KSB for the year ended December 31, 2004.  Item 7. Financial Statements.  The financial statements of the Company appear on Page F-1.  Item 8. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure.  None.  Item 8A. Controls and Procedures  (a) Evaluation of Disclosure Controls and Procedures.  The Company's management, with the participation of the chief executive officer and the chief financial officer, carried out an evaluation of the effectiveness of the Company's "disclosure, controls and procedures" (as defined in the Securities Exchange Act of 1934 (the "Exchange Act") Rules 13a-15(e) and 15-d-15(e) as of the end of the period covered by this annual report (the "Evaluation Date").  Based upon that evaluation, the chief executive officer and the chief financial officer concluded that, as of the Evaluation Date, the Company's disclosure, controls and procedures are effective, providing them with material information relating to the Company as required to be disclosed in the reports the Company files or submits under the Exchange Act on a timely basis.  (b) Changes in Internal Control over Financial Reporting.  There were no changes in the Company's internal controls over financial reporting, known to the chief executive officer or the chief financial officer, that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.  Item 8B. Other Information  There are no further disclosures. All information that was required to be disclosed in a Form 8-K during the fourth quarter, 2006 has been disclosed.   9   PART III  Item 9. Directors, Executive Officers, Promoters and Control Persons; Compliance With Section 16(a) of the Exchange Act.  The following table sets forth the name, age, position and office term of each executive officer and director of the Company.  Name

Isaac Boutwell

Trent Oakley

David E. Allen

Alec StoneAge

74

48

53

65Positions

Director

Chief Executive Officer and Chief Financial Officer

Director

Chairman of the BoardSince

2002

2003

2003

2003  The Company has no audit committee financial expert, as defined under Section 228.401, serving on its audit committee because it has no audit committee and is not required to have an audit committee because it is not a listed security as defined in Section 240.10A-3.  Issac M. Boutwell, Director. Mr. Boutwell was elected a director of FullCircle Registry in October 2002. Subsequent to the resignation of our former CEO, Chris Whitten in 2003, Mr. Boutwell was named Chief Executive Officer of FullCircle.  He resigned from that position in February 2006.  Mr. Boutwell is the sole owner of two movie theatres in Kentucky, The Movie Palace in Elizabethtown, and The Dixie Dozen in Louisville, and has been an owner since 1980. Mr. Boutwell has also owned an 1800 acre commercial cattle ranch in Kentucky since 1982.  Trent Oakley, Chief Executive Officer and Chief Financial Officer. Mr. Oakley has been the Chief Financial Officer of FullCircle since 2003 and Chief Executive Officer since February 2006. Prior to joining FullCircle, Mr. Oakley was an independent marketing agent and sales manager for 10 years, contracting his services to various insurance companies including Transamerica Life, American United Life, and Guarantee Reserve Life. Mr. Oakley has also been a sales manager with John Hancock Financial Services from 1985 to 1992 and a marketing representative with Prudential Financial Services from 1993 to 1995.  David E. Allen,Director. Mr. Allen was appointed a director of FullCircle Registry in April 2003. Since 1978, Mr. Allen has been the owner and general manager of Allen Air Conditioning and Heating.  Alec Stone,Chairman of the Board of directors. Alec Stone was born on September 28, 1941.  Mr. Stone has been an attorney in private practice since 1968 and currently serves as Chairman of the Board for FullCircle Registry, Inc.  Mr. Stone is not currently serving on the Board of any other public company.  Item 10. Executive Compensation.  Compensation of Directors  None.  Compensation of Officers  The following table lists the compensation received by our former and current officers over the last three years.     10   SUMMARY COMPENSATION TABLE  Summary Compensation Table for 2006 and 2005Non-EquityChange in Pension ValueName andStockOptionIncentive Planand NonqualifiedAll OtherPrincipalSalaryBonusAwardsAwardsCompensationDeferred CompensationCompensationTotalPositionYear($)($)($)($)($)Earnings ($)($)($)(a)(b)( c)(d)(e)(f)(g)(h)(i)(j)Isaac Boutwell2004--------CEO and Director2005--------Trent Oakley2004--240,000----240,000CEO (since 2006)2005--240,000----240,000And CFO (since 2003)200627,500------27,500  Item 11. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.  The following table sets forth as of May 16, 2007, the name and shareholdings of each person known to us that either directly or beneficially holds more than 5% of our 85,732,320 issued and outstanding shares of common stock, par value $.001.  The table also lists the name and shareholdings of each director and of all officers and directors as a group.  Except as otherwise indicated, the persons named in the table have sole voting and dispositive power with respect to all shares beneficially owned, subject to community property laws where applicable.  11    Name and AddressTitle of ClassNumber of Shares Beneficially Owned% of SharesIsaac Boutwell (1)(3)
1815 Cann School Lane
East View, KY 42732Common20,789,67124.25%Trent Oakley (2)(4)
8210 Smithtown Rd.
Louisville, KY 40218Common1,118,1281.30%David E. Allen (1)
5350 Stiles Rd.
Howardstown, KY 40051Common102,9670.12%Alec Stone (1)
830 Lawrence St.
Brandenburg, KY 40108Common9,163,15810.68%All Executive Officers and Directors as a group (4 people)Common31,173,92436.36%  All Executive Officers and Directors as a group (5 persons) (1) Director (2) Officer (3) Includes 390,000 shares held in the name of Rosewitha H. Boutwell, spouse of Issac M. Boutwell (4) Includes 6,486 shares held in the name of Lindsey Oakley, 5,000 shares held in the name of Angela Oakley, 5,000 shares held in the name of Melody Oakley and 1,703 shares held in the name of M. Jeannie Oakley  Item 12. Certain Relationships and Related Transactions.  The Company has notes payable due to a former officer of $220,463 as of December 31, 2006.  Trent Oakley is also an officer and director of AMPO II, a company in which we have an investment interest.   12   Item 13. Exhibits.   Exhibit NumberTitleLocation3(i)Articles of Incorporation*Form 10-SB filed 2/15/003(ii)Bylaws*Form 10-SB filed 2/15/0014Code of EthicsForm 10-KSB for the Period Ended December 31, 200431Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002Attached32Certification of the Chief Executive Officer and Chief Financial Officer pursuant to U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**Attached  * Incorporated by reference. Filed as exhibit to Form 10-SB filed February 15, 2000. **The Exhibit attached to this Form 10-KSB shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to liability under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.  Item 14. Principal Accountant Fees and Services  Audit Fee  The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal account for the audit of FullCircles annual financial statement and review of financial statements included in FullCircles 10-QSB reports and services normally provided by the accountant in connection with statutory and regulatory filings or engagements were $9,427.28 for fiscal year ended 2006 and $13,700 for fiscal year ended 2005.  Audit-Related Fees  There were no fees for other audit related services for fiscal years ended 2005 and 2006.  Tax Fees  There were no fees for tax compliance, tax advice and tax planning for the fiscal years 2005 and 2006.  All Other Fees  There were no other aggregate fees billed in either of the last two fiscal years for products and services provided by the principal accountant, other than the services reported above.  We do not have an audit committee currently serving and as a result our board of directors performs the duties of an audit committee.  Our board of directors will evaluate and approve in advance, the scope and cost of the engagement of an auditor before the auditor renders audit and non-audit services.  We do not rely on pre-approval policies and procedures.   13   SIGNATURES  In accordance with the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized. FULLCIRCLE REGISTRY, INC.   Date: May 18, 2007 /s/Trent Oakley Chief Executive Officer and Chief Financial Officer  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.    Date: May 18, 2007 By:/s/ Issac Boutwell Isaac Boutwell Director   Date: May 18, 2007 By:/s/ Alec Stone Alec Stone Director   Date:  May 18, 2007 By: /s/ David E. Allen David E. Allen Director  14   REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM   To the Stockholders and Directors of FullCircle Registry, Inc.   We have audited the accompanying consolidated balance sheets of FullCircle Registry, Inc.(a Nevada Corporation)  as of December 31, 2006 and 2005, and the related consolidated statements of operations, stockholders equity, and cash flows for the years then ended.  These consolidated financial statements are the responsibility of the Companys management.  Our responsibility is to express an opinion on these financial statements based on our audits.  We conducted our audits in accordance with standards of the PCAOB (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement.  The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Companys internal control over financial reporting.  Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.  In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of FullCircle Registry,Inc. and subsidiaries at December 31, 2006 and 2005, and the consolidated results of its operations and cash flows for the periods then ended  in conformity with, accounting principles generally accepted in the United States of America.  The accompanying financial statements have been prepared assuming that FullCircle Registry, Inc. will continue as a going concern.  As discussed in Note 2 to the financial statements, FullCircle Registry, Inc. has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about the companys ability to continue as a going concern.  Managements plans in regard to these matters are also described in Note 2.  The financial statements do not include any adjustments that might result from the outcome of this uncertainty.   /s/ Chisholm, Bierwolf & Nilson, LLC   Chisholm, Bierwolf & Nilson, LLC Bountiful, Utah May 14, 2007    F-1    FullCircle Registry, Inc.
Consolidated Balance SheetsASSETSDecember 31,December 31,20062005CURRENT ASSETS:Cash$573$19,244Accounts receivable (net)-11,071Total Current Assets57330,315PROPERTY AND EQUIPMENT, NET11,11282,928OTHER ASSETS:Investments available for sale-50,279Investment in AMPO II, Inc.318,746224,846Total Other Assets318,746275,125TOTAL ASSETS$330,431$388,368LIABILITIES AND STOCKHOLDERS' DEFICITCURRENT LIABILITIES:Accounts payable$102,687$122,858Accrured Interest31,41750,104Accrued expenses78,57128,467Current protion of long-term liabilities268,139396,994Total Current Liabilities480,814598,423LONG-TERM LIABILITIES:Notes payable165,176276,623Notes payable-related party102,963117,500Capital lease payable-2,871Less: current portion of long-term liabilities(268,139)(396,994)Total Long Term Liabilities--Total Liabilities480,814598,423COMMITMENTS AND CONTINGENCIES--STOCKHOLDERS' EQUITY (DIFICIENCY):Preferred stock, authorized 5,000,000 shares of $.001 par value,issued and outstanding 20,0002020Common stock, authorized 200,000,000 shares of $.001 par value,issued and outstanding 83,339,868 and 73,743,942 shares, respectively83,34073,745Additional paid in capital6,777,2396,454,678Accumulated comprehensive income (loss)-(67,471)Retained (deficit)(7,010,982)(6,671,027)Total Stockholders' Deficit(150,383)(210,055)TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT$330,431$388,368 The accompanying notes are an integral part of these financial statements  F-2    FullCircle Registry, Inc.
Consolidated Statements of OperationsFor the Twelve Months EndedDecember 31,20062005Revenues$25,067$105,112Cost of Sales9,00759,477Gross Profit16,06045,635Operating ExpensesSelling, General & Administrative362,606290,418Total Operating Expenses362,606290,418Operating Income (Loss)(346,546)(244,783)Other Income (Expense)Gain on Settlement of Debt40,085-Bad Debt Expense(11,071)-Interest Expense(22,423)(47,747)Total Other Income (Expense)6,591(47,747)Net Income (Loss) before Income Taxes(339,955)(292,530)Income Taxes--Net Income (Loss)$(339,955)$(292,530)Net Income (Loss) Per Share$(0.00)$(0.000)Weighted Average Shares Outstanding83,339,86872,228,855  The accompanying notes are an integral part of these financial statements  F-3    FullCircle Registry, Inc.
Consolidated Statements of Cash FlowsFor the Years EndedDecember 31,20062005Cash Flows from Operating ActivitiesNet Income (Loss) from Continuing Operations$(339,955)$(292,530)Adjustments to Reconcile Net Loss to Net CashProvided by Operations:Depreciation & amortization71,81640,637Stock issued for services185,53837,704Stock issued for debt173,998-Gain on settlement of debt(40,085)-Change in Assets and Liabilities(Increase) decrease in accounts receivable11,071(16,950)(Increase) decrease in commission advances--Increase (decrease) in deposits-1,000Increase (decrease) in accounts payable(20,171)(24,531)Increase (decrease) in accrued interest(18,687)-Increase (decrease) in accrued expenses50,10428,697Increase (decrease) in current portion - notes payable(128,855)-Net Cash Provided(Used) by Operating Activities(55,226)(225,973)Cash Flows from Investing ActivitiesProceeds from sale of Investments50,279-Investment in AMPO II, Inc.(93,900)(59,999)Cash paid for property and equipment-(3,177)Net Cash Provided (Used) by Investing Activities(43,621)(63,176)Cash Flows from Financing ActivitiesProceeds from notes payable80,176109,685Payments for capital leases-(5,587)Payments for notes payable196,332Net Cash Provided(Used) by Financing Activities80,176300,430Increase (Decrease) in Cash from Continuing Operations(18,671)11,281Net Increase (Decrease) in Cash(18,671)11,281Cash and Cash Equivalents at Beginning of Period19,2447,963Cash and Cash Equivalents at End of Period$573$19,244Cash Paid For:Interest$4,267$-Income Taxes$-$-Non-Cash Activities:Stock issued for notes payable and accrued interest$173,998$-Stock issued for services$185,538$37,704Stock issued for investment in AMPRO II, Inc..$-$74,847 The accompanying notes are an integral part of these financial statements  F-4   FullCircle Registry, Inc. Consolidated Statements of Stockholders Equity (Deficit) and Comprehensive Income AccumulatedAdditionalRetainedOtherPreferred StockCommon Stockpaid inEarningsComprehensiveSharesAmountSharesAmountCapital(Deficit)IncomeBalance, December 31, 200420,0002071,615,24271,6166,344,256(6,378,497)(87,955)January 2005 - stock issuedfor services at $0.07per share--147,84614810,201--March 2005 - stock issuedfor services at $0.07per share--150,42815010,530--June 2005 - stock issued forservices at $0.05per share--48,000482,352--July 2005 - stock issued forservices at $0.05per share--48,000482,352--September 2005 - stockissued for services at $0.05per share--97,000974,753--November 2005 - stockissued at $0.05 per sharefor an Investment inAMPO II--1,409,1961,40969,051--December 2005 - stockissued for services at$0.05per share--140,5001416,884-- The accompanying notes are an integral part of these financial statements  F-5   FullCircle Registry, Inc. Consolidated Statements of Stockholders Equity (Deficit) and Comprehensive Income (continued) December 2005 - stock issuedat $0.05 per share foran investment inAMPO II--87,730884,299--Net change in unrealized gain(loss) on available forsale investments------20,484Net income (loss)for the year endedDecember 31, 2005-----(292,530)-Balance, December 31, 200520,0002073,743,94273,7456,454,678(6,671,027)(67,471)June 2006 -stock issued forservices at .035 per share--1,538,0001,53852,292--June 2006 -stock issued forconversion of Notes at.035 per share--4,750,0004,750161,500--June 2006 -stock issued forconversion of  Notes at.035 per share--3,159,9263,160107,437--Nov. 2006 -stock issued forservices at .01 per share--148,0001481,332--Dec. 2006 -To record realizedgain on sale of investments------67,471Net Income (loss)for the year endedDecember 31, 2006(339,955)Balance, December 31, 200620,000$2083,339,868$83,341$6,777,239$(7,010,982)- The accompanying notes are an integral part of these financial statements  F-6   FULLCIRCLE REGISTRY, INC. Notes to Consolidated Financial Statements December 31, 2006 and 2005  NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES  a.  Organization  FullCircle Registry, Inc. (the Company), formerly Excel Publishing, Inc.,  (Excel) was incorporated on June 7, 2000 in the State of Nevada.  On April 10,  2002, the Company merged with FullCircle Registry, Inc. a private Delaware  corporation (FullCircle).  Per the terms of the agreement, Excel agreed to  deliver 12,000,000 shares of the Companys common stock to the shareholders of  FullCircle in exchange for 100% of FullCircles shares.  The merger was treated  as a reverse merger with FullCircle being the accounting acquirer, therefore,  all historical financial information prior to the acquisition date is that of  FullCircle.  Pursuant to the merger, the Company changed its name from Excel  Publishing, Inc. to FullCircle Registry, Inc.  FullCircle Registry, Inc. was incorporated as WillRequest.com, Inc. under the  laws of the State of Delaware on January 20, 2000.  In July 2000, the Company  changed its name from WillRequest.com, Inc. to FullCircle Registry, Inc.  The  Company was formed to provide a digital safe deposit box for vital medical and  legal information of its customers.  The Company is currently focusing on  raising capital to develop its operations  In July of 2002, the Company issued 75,000 shares of common stock to acquire  100% of the shares of Electronic Luminescent Technologies, Inc. (ELTI) a Florida Corporation. ELTI was in possession of a license agreement for a Bicycle Illumination System. Subsequent to the merger, ELTI transferred its interest in the license for 1,000,000 shares (a 10% interest) in GloTech Industries. (See investments available for sale).  On October 10, 2002, the Company issued 210,000 shares of common stock for all issued and outstanding stock of Spoken Data Technologies, a Florida corporation (SDT).  SDT is in possession of text-to-voice software technology developed by the University of New Brunswick.  The Company intends to incorporate this technology with its digital medical and legal information database.  Also on October 10, 2002, the Company issued 6,000,000 shares of common stock and a $500,000 note payable for all issued and outstanding shares of Paradigm Solutions Group, LLC. (Paradigm), a Delaware Limited Liability Company.  Paradigm promotes the HEalthier Plan, a medical reimbursement plan designed to assist employers in utilizing qualified IRS tax-free medical reimbursement programs.  On December 20, 2002, the Company issued 462,000 shares of common stock for all of the issued and outstanding shares of AskPhysicians.com, Inc. (APC) a Florida  corporation.  APC possesses a website where the public can ask questions of a physician and receive online advice.  F-7   FULLCIRCLE REGISTRY, INC. Notes to Consolidated Financial Statements December 31, 2006 and 2005  NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES (Continued)  a.  Organization  (Continued)  On July 29, 2003, the Company entered into a sales agreement for its wholly  owned subsidiary, Paradigm.  Pursuant to the agreement, the 6,000,000 shares of  common stock originally issued by the Company for the acquisition of Paradigm were returned to the Company and canceled.  The assets and liabilities of Paradigm have been presented on the financial statements as discontinued operations.  b.  Accounting Method  The Company recognizes income and expenses on the accrual basis of accounting.Revenue is recognized for the performance of providing goods, services, or other rights to customers. When evidenced by an arrangement of a purchase order or contract, delivery has occurred of a service, and collection of funds has occurred, revenue is recognized at that time on the records of the company.  The Company has chosen a fiscal year end of December 31.  c.  Earnings (Loss) Per Share  The computation of earnings per share of common stock is based on the weighted average number of shares outstanding at the date of the consolidated financial statements.  Common stock equivalents (warrants) exercisable into 18,000,000 common shares have not been included in the weighted average number of shares outstanding because of its anti-dilutive effects.  December 31,20062005Numerator  loss$(339,955)$(292,530)Denominator - weighted averageof shares outstanding83,339,86873,743,942Loss per share$(0.00)$(0.00)  d.  Cash and Cash Equivalents  The Company considers all highly liquid investments with maturities of three months or less to be cash equivalents.  F-8   FULLCIRCLE REGISTRY, INC. Notes to Consolidated Financial Statements December 31, 2006 and 2005   e.  Provision for Income Taxes   No provision for income taxes has been recorded due to net operating loss  carry-forwards totaling approximately $7,010,982 that may be offset against  future taxable income.  These NOL carry-forwards begin to expire in the year 2020.  No tax benefit will be recorded until the Company generates taxable income.  Deferred tax assets and the valuation account is as follows at December 31, 2006 and 2005:  December 31,20062005Deferred tax asset:NOL carryforward$2,383,000$2,268,000Valuation allowance(2,383,000)(2,268,000)Total$-$-  The difference between income taxes at statutory rates and the amount presented in the financial statements is a result of the following:  The components of current income tax expense as of December 31, 2006 and 2005, respectively are as follows:  As of  December 31,20062005Current federal tax expense$-$-Current state tax expense--Change in NOL benefits115,00092,000Change in valuation allowance-115,000-92,000  f.  Use of Estimates in the Preparation of Consolidated Financial Statements  The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and expenses during the reporting period.  In these Consolidated Financial Statements, assets, liabilities and expenses involve extensive reliance on managements estimates.  Actual results could differ from those estimates.  F-9   FULLCIRCLE REGISTRY, INC. Notes to Consolidated Financial Statements December 31, 2006 and 2005  g.  Property and Equipment  Expenditures for property and equipment and for renewals and betterments, which  extend the originally estimated economic life of assets or convert the assets to  a new use, are capitalized at cost.  Expenditures for maintenance, repairs and other renewals of items are charged to expense.  When items are disposed of, the cost and accumulated depreciations are eliminated from the accounts, and any gain or loss is included in the results of operations.  The provision for depreciation is calculated using the straight-line method over the estimated useful lives of the assets.  Depreciation expense for the periods ended December 31, 2006 and 2005 is $71,816 and $47,747 respectively.  h.  Principles of Consolidation  For the years ended December 31, 2006 and 2005, the consolidated financial statements include the books and records of FullCircle Registry, Inc., Electronic Luminescent Technologies, Inc., Spoken Data Technologies and AskPhysicians.com, Inc. All inter-company transactions and accounts have been eliminated in the consolidation.  i.  Fair Value of Financial Instruments  Statement of Financial Accounting Standards No. 107, "Disclosures About Fair  Value of Financial Instruments," requires disclosure of the fair value of  certain financial instruments. The carrying value of cash and cash equivalents, accounts receivable, accounts payable and short-term borrowings, as reflected in the balance sheets, approximate fair value because of the short-term maturity of these instruments.  j.  Long-Lived Assets  The Company has adopted Statement of Financial Accounting Standards No. 144 (SFAS 144). The Statement requires that long-lived assets and certain identifiable intangibles held and used by the Company be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a forecasted inability to achieve break-even operating results over an extended period.  The Company evaluates the recoverability of long-lived assets based upon forecasted undiscounted cash flows. Should an impairment in value be indicated, the carrying value of intangible assets will be adjusted, based on estimates of future discounted cash flows resulting from the use and ultimate disposition of the asset.  SFAS No. 144 also requires assets to be disposed of be reported at the lower of the carrying amount or the fair value less costs to sell.  During the years ended December 31, 2006 and 2005, the Company performed an internal review of its property and equipment and determined that no impairment charge for long-lived assets was required.   F-10   FULLCIRCLE REGISTRY, INC. Notes to Consolidated Financial Statements December 31, 2006 and 2005  k. New Technical Pronouncements  On December 16, 2004, the FASB issued SFAS No. 123(R), Share-Based Payment , which is an amendment to SFAS No. 123, Accounting for Stock-Based Compensation. This new standard eliminates the ability to account for share-based compensation transactions using Accounting Principles Board (APB) Opinion No. 25, Accounting for Stock Issued to Employees, and generally requires such transactions to be accounted for using a fair-value-based method and the resulting cost recognized in our financial statements. This new standard is effective for awards that are granted, modified or settled in cash in interim annual periods beginning after June 15, 2005. In addition, this new standard will apply to unvested options granted prior to the effective date. The Company will adopt this new standard effective for the fourth fiscal quarter of 2005, and has not yet determined what impact this standard will have on its consolidated financial position or results of operations under some circumstances, items such as idle facility expense, excessive spoilage, double freight, and rehandling costs may be so abnormal as to require treatment as current period charges. . . . This Statement requires that those items be recognized as current-period charges regardless of whether they meet the criterion of so abnormal. In addition, this Statement requires that allocation of fixed production overheads to the costs of conversion be based on the normal capacity of the production facilities. This statement is effective for inventory costs incurred during fiscal years beginning after June 15, 2005. Management does not believe the adoption of this Statement will have any immediate material impact on the Company.  Statement No. 155 Accounting for Certain Hybrid Financial Instrumentsan amendment of FASB Statements No. 133 and 140 (February 2006)  This Statement amends FASB Statements No. 133, Accounting for Derivative Instruments and Hedging Activities, and No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities. This Statement resolves issues addressed in Statement 133 Implementation Issue No. D1, Application of Statement 133 to Beneficial Interests in Securitized Financial Assets.  Statement No. 156 Accounting for Servicing of Financial Assetsan amendment of FASB Statement No. 140 (March 2006)  This Statement amends FASB Statement No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities, with respect to the accounting for separately recognized servicing assets and servicing liabilities.  Statement No. 157 Fair Value Measurements (September 2006)  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. However, for some entities, the application of this Statement will change current practice.  Statement No. 158 Employers Accounting for Defined Benefit Pension and Other Postretirement Plansan amendment of FASB Statements No. 87, 88, 106, and 132(R) (October 2006)  This Statement improves financial reporting by requiring an employer to recognize the overfunded or underfunded status of a defined benefit postretirement plan (other than a multiemployer plan) as an asset or liability in its statement of financial position and to recognize changes in that funded status in the year in which the changes occur through comprehensive income of a business entity or changes in unrestricted net assets of a not-for-profit organization. This Statement also improves financial reporting by requiring an employer to measure the funded status of a plan as of the date of its year-end statement of financial position, with limited exceptions.  F-11   FULLCIRCLE REGISTRY, INC. Notes to Consolidated Financial Statements December 31, 2006 and 2005  NOTE 2 - GOING CONCERN  The accompanying Consolidated Financial Statements have been prepared assuming that the Company will continue as a going concern.  The Company has suffered recurring losses negative working capital and is dependent upon raising capital to continue operations.  The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.  It is managements plan to generate additional working capital by increasing revenue as a result of new sales and marketing initiatives and by raising additional capital from investors.  NOTE 3 - LONG-TERM LIABILITIES  Long-term liabilities are detailed in the following schedules as of December 31, 2006 and 2005:  Note Payable- Related Party20062005Note payable to various shareholders and officers bears
Interest at 8.0% per annum principal and interest due ondemand$102,963$117,500Total Notes Payable- Related Party$102,963$117,500Note payable to various individuals bears interestat 7.0% per annum principal and interest due ondemand$165,176$276,623Total Notes Payable$268,139$394,123Capital LeasesCapital lease payable to a leasing company, bearsinterest at 10% per annum, monthly payments dueof $515, matures June 2006, secured by equipment$-0-$2,871Total Capital Leases-0-2,871Total Long-Term Liabilities:$268,139$396,994Less current portion:$(268,139)$(396,994)Net Long-Term Liabilities$-0-$-0-  F-12   FULLCIRCLE REGISTRY, INC. Notes to Consolidated Financial Statements December 31, 2006 and 2005  NOTE 3 - LONG-TERM LIABILITIES- (Continued)   Future minimum principal payments on notes payable are as follows:  2006$268,1392007-0-Total Long-Term Liabilities$268,139  NOTE 4 - RELATED PARTY  The Company assumed a lease agreement for office space from a shareholder.  The monthly lease payment was $2,800 and was terminated in August 2005.  The Company received advances from officers and shareholders during the 2006 and 2005 years for operating needs. The balance of the note payable was $102,963 and 117,500 as of December 31, 2006 and 2005, respectively.  The receipt of funds from related parties are as follows:  Related Party Transactions for 2006.2005change2006Richard Davis-stockholder$15,000-0-$15,000Alec Stone, Director$52,500($44,537)$7,963Peter Mangin, Stockholder$50,000($25,000)$25,000Ike Boutwell, Director$-0-$25,000$25,000Gary Grant, Stockholder$-0-$10,000$10,000James Hood, Stockholder$-0-$20,000$20,000Total$117,500($14,537)$102,963   In September 2005, the Company acquired a 50% interest in AMPO II. At the time  of acquisition two officers and directors of the Company,  Mr. Boutwell and Mr.  Oakley, held small amounts of stock of AMPO II.  Trent Oakley the Companys CFO  resigned from the board at that date and became an officer and director of AMPO II, though remaining the CFO of Full Circle. Subsequently the CEO, Mr Boutwell resigned as an officer and director and Mr Oakley accepted the position of CEO and member of the board. As of December 31, 2006 Mr. Oakley is an officer and director of both companies.  F-13   FULLCIRCLE REGISTRY, INC. Notes to Consolidated Financial Statements December 31, 2006 and 2005  NOTE 5 - COMMITMENTS AND CONTINGENCIES  In September 2005, the Company signed a lease for office space with a one year  term. The monthly obligation is $1,700 and expires in August 2006.  Rent expense  was approximately $6,000  and 30,000 for 2006 and 2005, respectively.  NOTE 6 -  GOODWILL/ACQUISITIONS  The Company has adopted Statement of Financial Accounting Standards (SFAS) No.  141 (SFAS 141), Business Combinations and No. 142 (SFAS 142), Goodwill and Other Intangible Assets, which establishes new standards for the treatment of goodwill and other intangible assets.  SFAS 142 prescribes that amortization of goodwill will cease as of the adoption date (January 1, 2002).  Additionally, the Company will be required to perform an impairment test on goodwill and other intangible assets annually, and whenever events and circumstances occur that might affect the carrying value of such assets.  The Company has performed an internal impairment test of goodwill and has recorded impairments as described below.  In July of 2002, the Company issued 75,000 shares of common stock valued at $117,750 to acquire 100% of the shares of Electronic Luminescent Technologies, Inc. (ELTI) a Florida Corporation.  As such, ELTI became a wholly owned subsidiary of the Company.  This transaction was accounted for on the purchase method of accounting using generally accepted accounting principles.  Goodwill was not recorded in this transaction and the asset was subsequently exchanged for 1,000,000 shares of GloTech stock. (see investments available-for-sale.  There were no operations of this subsidiary during 2005 and 2006.  On October 10, 2002, the Company issued 210,000 shares of common stock valued at $140,700, for all issued and outstanding stock of Spoken Data Technologies, a Florida corporation (SDT)  As such, SDT became a wholly owned subsidiary of the Company.  This transaction was accounted for on the purchase method of accounting using generally accepted accounting principles.  Goodwill was not recorded in this transaction as the software assets acquired were valued at the market price of the stock issued. There were no operations of this subsidiary during 2005 and 2006.  On October 10, 2002, the Company issued 6,000,000 shares of common stock valued at $4,020,000, and a note payable for $500,000 for all issued and outstanding shares of Paradigm Solutions Group, LLC. (Paradigm), a Delaware Limited Liability Company.  As such, Paradigm became a wholly owned subsidiary of the Company.  This transaction was accounted for on the purchase method of accounting using generally accepted accounting principles.  Goodwill was recorded of $4,296,608 upon acquisition, and was deemed by management to not be impaired as of December 31, 2002.  On July 29, 2003, Paradigm was sold and the original 6,000,000 shares issued by the Company were returned and cancelled.  On December 20, 2002, the Company issued 462,000 shares of common stock valued at $471,240, for all issued and outstanding shares of AskPhysicians.com, Inc. (APC) a Florida corporation.  As such, APC became a wholly owned subsidiary of the Company.  This transaction was accounted for on the purchase method of accounting using generally accepted accounting principles.  Goodwill was recorded of $468,110 upon acquisition.  The operations of this subsidiary have been included in the consolidated financial statements of the Company from the date of the acquisition and was subsequently deemed to be impaired during 2003 and 2002.  As of December 31, 2006 no goodwill has been recognized for APC.  F-14    FULLCIRCLE REGISTRY, INC. Notes to Consolidated Financial Statements December 31, 2006 and 2005  NOTE 7 -  INVESTMENTS  Available-for-sale  Management determines the appropriate classification of marketable equity security investments at the time of purchase and reevaluates such designation as of as of each balance sheet date.  Unrestricted marketable equity securities have been classified as available for sale.  Available for sale securities are carried at fair market value, with unrealized gains and losses, net of tax, reported as a net amount in accumulated comprehensive income.  Realized gains and losses and declines in value judged to be other than temporary on available for sale securities are included in investment income.  The cost of securities sold is based on the specific identification method.  Interest and dividends on securities classified as available for sale are included in investment income.  As of December 31, 2006 and 2005, the Company owns shares of a public company.   Investments in securities are summarized as follows at December 31, 2006 and 2005:  UnrealizedRealizedFairCostGain/(Loss)Gain/(Loss)ValueAvailable-for-saleSecuritiesDecember 31, 2006$-0-$(-0-)$-$-0-December 31, 2005$117,750$(67,471)$-$50,279  Equity method  During September 2005, the company entered an agreement with American Medical Pharmaceutical Outlet II, Inc. (AMPO II), wherein the company would issue 1,500,000 shares of common stock and up to $150,000 over a six month period in return for a 50% interest in AMPO II. The company has accounted for the value of the shares and the cash advanced as an investment accounted for under the equity method. The company records its interest in the net income or loss of AMPO II through an entry to the statement of operations and an offsetting entry to the value of the investment.  The amount of funds invested in AMPO for 2006 was $93,900.  The total investment in AMPO at the end of the year 2006 was $318,746 compared to $224,846 total amount invested at the end of the year 2005.   F-15   FULLCIRCLE REGISTRY, INC. Notes to Consolidated Financial Statements December 31, 2006 and 2005  NOTE 8 - WARRANTS  The following table summarizes the changes in warrants outstanding and the related prices for the shares of the Companys common stock issued to non-employees of the Company. These warrants were granted in lieu of cash compensation for convertible debt.  Warrants OutstandingWarrants ExercisableWeightedNumberAverageWeightedExercisesharesContractualNumberAverageYearPriceoutstandingLife (Years)ExercisableExercise Price2003$0.07518,000,000518,000,000$0.075  Transactions involving the Companys warrant issuance are summarized as follows:  Number of SharesWeighted AverageExercise PriceOutstanding as of January 1, 2005 -Granted18,000,000$0.075Exercised-Cancelled-Outstanding at December 31, 200518,000,000$0.075Granted--Exercised--Cancelled--Outstanding at December 31, 200618,000,000$0.075  The estimated value of the compensatory warrants granted to non-employees in exchange for convertible debt was determined using the Black-Scholes pricing model and the following assumptions: In 2006, no warrants were granted.  In 2005, expected term of 5 yr risk free interest rate of 4%, a dividend yield of 0% and volatility of 215%. In 2003, expected term of 7 year, a risk free interest rate of 4%, a dividend yield of 0% and volatility of 215%.  As a results of applying SFAS No. 123, the Company has recognized an expense of $0 and $-0-  during the years ended December 31, 2006 and 2005, respectively.    F-16