UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB

               [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934.
                    FOR THE FISCAL YEAR ENDED AUGUST 31, 2006
                                       OR
     [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
             EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO

                        COMMISSION FILE NUMBER 000-30213

                               1-900 JACKPOT, INC.
                           --------------------------
                 (NAME OF SMALL BUSINESS ISSUER IN ITS CHARTER)

                                NEVADA 98-0219399
               ------------------------------- ------------------
                (STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
               INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)

                3838 RAYMERT DRIVE, SUITE 3, LAS VEGAS, NV 89121
        -----------------------------------------------------------------
               (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

          ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE: 604-575-0050

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE EXCHANGE ACT:  NONE

SECURITIES  REGISTERED  PURSUANT TO SECTION  12(g) OF THE EXCHANGE  ACT:  COMMON
STOCK, PAR VALUE $.001 PER SHARE

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.

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act  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 in response to Item 405 of
Regulation S-B contained in this form, and no disclosure  will be contained,  to
the best of the  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. Yes [ ] No [X]

Indicate by check mark whether the  registrant is a shell company as of its most
recent fiscal year end (as defined in Rule 12b-2 of the Exchange Act. Yes [ ] No
[X]


<PAGE>

The Registrant's revenue for the year ended August 31, 2006 was $0.00.

The aggregate  market value of the voting and  non-voting  common equity held by
non-affiliates  of the  Registrant  based upon the  closing  price of the common
stock as of the close of business on August 31, 2006, is $545,366.

As of August 31, 2006, there were 14,168,935  shares of the Registrant's  Common
Stock, $.001 par value per share, issued and outstanding.

Transitional Small Business Disclosure Format (check one) Yes [ ] No [X]
























                                       ii

<PAGE>


                                Table of Contents


Item Number and Caption                                                     Page

PART I

Item 1.      Description of Business.......................................   1

Item 2.      Description of Property.......................................   5

Item 3.      Legal Proceedings.............................................   5

Item 4.      Submission of Matters to a Vote of Securities Holders.........   5

PART II

Item 5.      Market for Common Equity and Related Stockholder Matters......   6

Item 6.      Management's Discussion and Analysis or Plan of Operations....   7

Item 7.      Financial Statements......................................... F1-17

Item 8.      Changes in and Disagreements with Accountants on Accounting
                And Financial Disclosure...................................  10

Item 8a. Controls and Procedures...........................................  10

PART III

Item 9.      Directors, Executive Officers, Promoters and Control Persons;
             Compliance with Section 16(a) of the Exchange Act.............  11

Item 10. Executive Compensation............................................  12

Item 11. Security Ownership of Certain Beneficial Owners and Management....  13

Item 12. Certain Relationships and Related Transactions....................  14

Item 13. Exhibits and Reports on Form 8-K..................................  15

Item 14. Principal Accountant Fees and Services............................  15















                                      iii


<PAGE>


                                     PART I

                   NOTE REGARDING FORWARD-LOOKING STATEMENTS.

Except where otherwise stated, references in this document to "us," "our", "we,"
or "the Company"  refer to 1-900  Jackpot,  Inc.  ("1-900  Jackpot").  This Form
10-KSB  contains  forward-looking  statements  within  the  meaning of the "safe
harbor" provisions under Section 21E of the Securities  Exchange Act of 1934 and
the Private  Securities  Litigation  Reform Act of 1995. We use  forward-looking
statements in our description of our plans and objectives for future  operations
and  assumptions  underlying  these  plans  and  objectives,  as  well as in our
expectations,  assumptions,  estimates  and  projections  about our business and
industry. These forward-looking statements involve risks and uncertainties.  Our
actual  results  could  differ   materially  from  those   anticipated  in  such
forward-looking  statements  as a  result  of  certain  factors  as  more  fully
described in this Report.

Forward-looking  terminology  includes the words "may,"  "expects,"  "believes,"
"anticipates," "intends," "projects," or similar terms, variations of such terms
or the negative of such terms.  These  forward-looking  statements  are based on
management's  current  expectations and are subject to factors and uncertainties
which could cause actual results to differ  materially  from those  described in
such  forward-looking  statements.  We  expressly  disclaim  any  obligation  or
undertaking to release publicly any updates or revisions to any  forward-looking
statements  contained  in  this  Form  10-KSB  to  reflect  any  change  in  our
expectations or any changes in events,  conditions or circumstances on which any
forward-looking statement is based.


ITEM 1.   DESCRIPTION OF BUSINESS.

Overview

Our company was  incorporated  on August 20, 1999 under the laws of the State of
Nevada as  Pultronex  Corporation  ("Pultronix").  Our name was changed to 1-900
Jackpot,  Inc.  on July 7,  2005,  but said  change is in the  process  of being
ratified by our shareholders.  It is anticipated that said change is to be fully
effective  as of December 17,  2006.  Pultronix  had  designed,  engineered  and
marketed  fiberglass  reinforced  composite  products  for  use in  residential,
commercial, and light industrial applications.  Its operations were discontinued
in February of 2002.

On November 16, 2005,  Fletcher & Associated  ("Fletcher") gained control of our
Company in connection  with their  agreement to prepare and file  paperwork with
the SEC  necessary  to  bring  our SEC  filings  current.  As a  result  of this
Agreement,  they were issued  150,000,000  shares or roughly 97.2% of our issued
and outstanding  common shares. Our new management then acquired certain Lottery
Product  assets.  Subsequent  to the sale of  shares to  Fletcher,  we sought to
effect a 1-for-74 reverse split of our common shares.  However, we inadvertently
failed  to  reflect  the  reverse  split  in  an  SEC  filing  and  provide  our
shareholders  with notice of the same in  accordance  with  applicable  law. The
reverse  split has since been ratified by our  shareholders  and we have filed a
Definitive  Schedule  14C with the SEC  describing  the  reverse  spit.  We have
provided  our  shareholders  with a copy of the  Definitive  Schedule 14C and we
anticipate  that it will be deemed fully  effective as of December 17, 2006.  At
that time,  12,084,444 of our post split common shares shall be deemed issued to

                                       1

<PAGE>

Umbrella  Asset  Management  ("Umbrella"),  the  company  that sold the  Lottery
Product  assets to us and provided us with  $1,548,108  of net  financing.  Upon
issuance of such shares,  Umbrella will own  approximately  85.27% of our issued
and  outstanding  common shares.  Notwithstanding  the foregoing,  the financial
statements and other shareholder  related  information  contained in this Report
reflect  the  effectiveness  of the  reverse  split  and  issuance  of shares to
Umbrella.

The lottery  related  assets that we purchased  from Umbrella  relate to certain
on-line and  off-line  lottery  products.  Neither  Umbrella nor the Company has
filed for copyright,  patent or any other intellectual  property protection with
respect to these assets in any  jurisdiction  and we have no current plans to do
so. Further, no assurance is given that we will be able to utilize the foregoing
assets in a manner where we can realize  revenues or profits or otherwise effect
our business plan.

Our  current  business  plan  provides  for us to license the  operation  of our
proprietary lottery products to lottery operators on a worldwide basis. We are a
development stage company and have no revenues.  We do not have sufficient funds
to fully  implement  our business plan and no assurance is given that we will be
able to raise  sufficient funds to do so. If we fail to raise such funds, we may
be forced to modify our business plan or otherwise curtail our operations.

Prior Business

1-900 Jackpot,  Inc. was  incorporated  on August 20, 1999 under the laws of the
State of Nevada as Pultronex  Corporation.  It had done  business in the name of
its wholly owned  subsidiary,  Pultronex  Corporation  of Alberta  ("PCA").  PCA
designed,  engineered and marketed fiberglass  reinforced composite products for
use  in  residential,  commercial,  and  light  industrial  applications.  PCA's
strength was in its ability to quickly and  effectively  apply its  intellectual
property to meet market demands with long life, high performance  products.  Its
proprietary  products  included E-Z Deck (R) , E-Z Rail,  which had residential,
commercial  and marine  applications,  Waterfront  Sheet Piling for seawalls and
retaining walls, and Ultra Plank, which was used for sea scaffolding and stadium
or portable  seating.  PCA's business was seasonal and highly dependent upon the
weather.  Pultronex  Corporation  of Alberta was sold to an unrelated  entity in
February 2002.  Proceeds were used to pay off secured debt. The Company remained
inactive  until July 1, 2005,  when it retained  new  management  to explore new
business opportunities.

The Lottery Industry

We  believe  that  there is a large  and  active  market  for  lottery  products
worldwide.  Domestic and foreign  governmental  authorities  and their licensees
operate  lotteries  in  approximately  200  worldwide  jurisdictions.  Worldwide
lottery ticket sales during 2004 were approximately $187.1 billion.  Governments
have  authorized  lotteries  as a  means  of  generating  non-tax  revenues.  In
jurisdictions  such  as the  United  States,  lottery  revenues  are  frequently
designated for particular  purposes,  such as education,  economic  development,
conservation,  transportation  and aid to the elderly.  Although  there are many
types of  lotteries  in the  world,  it is  possible  to  categorize  government
authorized  lotteries into two principal groups:  on-line lotteries and off-line
lotteries.

An on-line lottery is conducted  through a computerized  lottery system in which
lottery terminals are connected to a central computer system. An on-line lottery
system is generally  utilized for conducting games such as lotto,  sports pools,
keno and  numbers,  in which  players  can make their own  selections.  Off-line
lotteries  feature  lottery games which are not  computerized,  such as manually
processed games and instant ticket games. Traditional off-line lottery games are
generally  conducted in  international  jurisdictions.  Instant ticket games, in
which players scratch off a coating from a pre-printed ticket to determine if it
is a winning  ticket,  are  conducted  both  internationally  and in the  United
States.



                                       2
<PAGE>

In general,  on-line  lotteries  generate greater revenues than both traditional
off-line lottery games and instant ticket games. In addition,  there are several
other  advantages  to on-line  lotteries  as  compared to  traditional  off-line
lotteries. Unlike traditional off-line lottery games, wagers can be accepted and
processed by an on-line  lottery system until minutes before a drawing,  thereby
significantly  increasing the lottery's  revenue in cases in which a large prize
has attracted substantial interest. On-line lottery systems also provide greater
reliability  and  security,  allow a wider  variety of games to be  offered  and
automate  accounting and administrative  procedures which are otherwise manually
performed.  Despite the relative  advantages  associated with on-line lotteries,
off-line lotteries remain popular abroad, and we will be directing our marketing
efforts  towards these  international  jurisdictions.  However,  no assurance is
given that we will successfully penetrate these markets.

Worldwide  lottery ticket sales grew at a compounded annual rate of 2.5% for the
five years from 2000  through  2004.  A number of  factors,  including,  but not
limited to the lack of new products,  jackpot fatigue (lack of interest in lower
payouts), an aging player base, and lack of advertising, have led to this modest
growth.  We feel that our unique and creative  lottery products will be accepted
by  governments  and  lottery  operators,  as they  search for new  products  to
increase demand. However, no assurance is given in this regard.

Proposed Operations and Products

We are a development  stage company,  have not commenced our operations and have
no revenues.  We are focused on becoming a leading licensor of worldwide lottery
systems.  Our  current  business  plan  provides  for us to  develop  processing
facilities  and license the  operation of our  proprietary  lottery  products to
lottery  operators  on a  worldwide  basis.  Our  lottery  products  and related
processing  and  administrative  facilities  are  in  the  formative  stage.  No
assurance  is given  that  they  will  ever be  fully  developed  or  profitable
thereafter.  Licensee's  will  be  responsible  for  the  procurement  of  their
respective  lottery  operator's  license as well as the marketing of our lottery
products. No assurance is given that we will successfully negotiate an agreement
with a lottery operator in any jurisdiction or that the operator will be able to
market our lottery products or generate revenues or profits for us.

Government Regulation

Lotteries are not  permitted in various  states or  jurisdictions  of the United
States unless expressly  authorized by law. The ongoing operations of authorized
lotteries in the United States are extensively regulated. Applicable legislation
varies from  jurisdiction to  jurisdiction,  but, in addition to authorizing the
lottery and creating the applicable regulatory  authority,  the lottery statutes
generally  dictate certain broad parameters  within which lotteries may operate,
including,  but not limited to, the percentage of lottery  revenues that must be
paid out in prizes.  Lottery authorities  typically exercise significant control
as to the selection of vendors and award of lottery  contracts,  ticket  prices,
types of games played and marketing strategy, all of which can have an effect on
our operating results.

Prior to and after granting a lottery contract, government authorities generally
conduct an investigation of the company and its employees pursuant to which such
authorities may require removal of an employee deemed to be unsuitable.  Certain
states also require  extensive  personal and  financial  disclosure  (including,
among other things,  submission of fingerprints,  personal financial  statements
and federal  and state  income tax  returns)  and  background  checks of control
persons and entities beneficially owning a specified percentage (typically 5% or
more) of the  company's  securities.  The failure of such  beneficial  owners to
submit such background checks and provide  disclosure could jeopardize the award


                                       3
<PAGE>

of a lottery  contract or provide  the basis for  cancellation  of any  existing
lottery contract.

The  award  of  lottery  contracts  and  ongoing   operations  of  lotteries  in
international jurisdictions also are highly regulated,  although this regulation
typically  varies from the type of regulation  prevailing in the United  States.
Restrictions  are frequently  imposed on foreign entities seeking to do business
in such  jurisdictions.  As a result,  we plan to license our lottery systems to
operators domiciled in the jurisdictions  within which they plan to operate. The
lottery  operators will be required to be licensed in the  jurisdictions  within
which they do  business.  Laws and  regulations  applicable  to lotteries in the
United States and foreign jurisdictions are subject to change and the effects of
such changes on our future operations cannot be predicted with certainty. In the
future,  domestic  and/or  foreign  jurisdictions  may  adopt  legislation  that
restricts,  prohibits or otherwise further regulates the operation of lotteries.
Such legislation or regulation may serve to benefit larger lottery operators who
have better name  recognition  and greater  resources than us. Such  regulations
could have a material and adverse effect on our operations.

As we may  perform  certain  administrative  functions  on behalf of our lottery
operators,  we may be directly subjected to such domestic and foreign regulation
as well.  Notwithstanding the foregoing, we believe that we will not be required
to be  licensed  as an  operator  of  lotteries  and we do not  intend to become
licensed in any jurisdiction within which our licensees operate.

Competition

Our business is highly  competitive.  We face  competition from large numbers of
domestic and international instant ticket  manufacturers,  lottery providers and
others, many of whom have financial resources far greater than ours and/or those
of our licensees.  Many of these competitors have greater leverage in attracting
talent,  product  and  personnel.  A high degree of  competition  is expected to
continue in our business and the business of our licensees. Our business and the
business of our licensees may be adversely affected by these factors.

In particular, there are currently three primary lottery services competitors in
the United States: GTECH Corporation, Automated Wagering International, Inc. and
Scientific  Games  Holdings  Corp.  We believe  that these  companies  engage in
vigorous competition with respect to existing lottery technologies and services,
the advancement of which could render our products obsolete. These companies may
develop  enhanced  Internet retail  capabilities and value added lottery systems
and  services for  domestic  and  international  markets in order to provide new
growth opportunities and higher profit margins for established lotteries.

We are also faced with competition from many international  lottery services and
product  suppliers.  While we are  initially  concentrating  our  efforts on the
development  and  marketing  of  our  products  for  international  markets,  we
anticipate  that it will  take a  significant  amount of time and  resources  to
develop a significant market presence in these countries.  Competitors domiciled
or otherwise doing business in these markets may have a significant  competitive
advantage over our licensees and us.

In both the domestic and  international  markets,  factors,  other than pricing,
that influence the award of lottery  contracts can include,  among other things,
the ability to  optimize  lottery  revenues  through  game design and  technical
capability,  quality  of  the  product,   dependability,   production  capacity,
marketing experience, financial condition and reputation of the contract bidder,
the security and integrity of the contract bidder's  production  operations,  as
well as other requirements and qualifications imposed by specific jurisdictions.
Despite our belief that our lottery  products are unique,  our recent entry into


                                       4
<PAGE>

this  industry,  as well as our  limited  product  line,  could  materially  and
adversely affect our ability to compete both internationally and at home.

We feel that the modest  growth of worldwide  lottery sales has been in part due
to the advent of Internet gaming and poker sites.  While the Internet gaming and
poker site play of American  consumers  may have been  adversely  affected by US
legislation  and the renewed  threat of  enforcement  of such  legislation,  the
Internet  play of  American  and  other  gamblers  has  nonetheless  experienced
meteoric  growth.  The  continued  growth of Internet play could have a material
adverse  effect on the lottery  business in general as well as the operations of
those entitles that provide lottery related services.

Patents, Trademarks and Copyrights

Management  believes  that our success  will be affected by our ability to bring
creative and unique lottery products or new or enhanced  applications to market.
The  patentability  of such new products or applications is evaluated and patent
and other  intellectual  property  applications  are filed  where  necessary  to
protect  unique  developments.  Notwithstanding  the  foregoing,  we  possess no
intellectual  property  rights with respect to our Lottery  Assets,  nor are any
such  applications  pending.  No  assurance is given that we will ever apply for
intellectual property protection in any jurisdiction. Our failure to do so could
have a  material  and  adverse  effect on our  ability  of  attract  and  retain
licensees and/or our ability to generate revenues.

Employees

As of August 31, 2006, we had no employees  other than our  executive  officers,
Messrs.  Fisher and Batty,  who each devote their full time efforts  towards our
operations.  None of our employees or independent contractors are represented by
a collective bargaining agreement.


ITEM 2.   DESCRIPTION OF PROPERTY

Since January 1, 2005,  our  registered  office has been located at 3838 Raymert
Drive,  Suite 3, Las Vegas,  Nevada 89121.  Our Las Vegas office  presence lease
bears a annual commitment of $180.00 and continues on a month to month basis.


ITEM 3.   LEGAL PROCEEDINGS

We are not a party to any legal proceedings that we believe would,  individually
or in the  aggregate,  have a  material  adverse  effect  on our  business,  our
financial condition or our results of operations.


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

None









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<PAGE>

                                     PART II

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

As of the  date  of  this  Report,  our  common  stock  is  traded  on the  NASD
Over-the-Counter Bulletin Board. Our ticker symbol is ONJP.

From November 2001 through March 8, 2006, our common shares had been  de-listed.
Trading  of our shares  resumed  on May 2,  2006.  The range of high and low bid
prices for our common shares for each quarter of the last two calendar years was
as follows:

                                            Low Bid                High Bid

                       1st Quarter 2005                 No trading
                       2ndQuarter 2005                  No trading
                       3rd Quarter 2005                 No trading
                       4th Quarter 2005                 No trading

                       1st Quarter 2005                 No trading
                       2ndQuarter 2005                  No trading
                       3rd Quarter 2005       $10.00                 $5.00
                       4th Quarter 2005       $12.05                 $3.00

The  foregoing  stock  prices have been  adjusted to reflect a 1-for-74  reverse
split that was  effective on March 9, 2006.  The  foregoing  quotations  reflect
inter-dealer prices, without retail mark-up, mark-down or commission and may not
represent actual transactions


HOLDERS

As of August 31, 2006,  there were 99  shareholders  of our common  stock.  This
number  excludes the  beneficial  owners of shares held in "street" name or held
through participants in depositories.


DIVIDEND POLICY

We have not paid any cash  dividends to date.  We do not  anticipate  paying any
cash dividends in the foreseeable  future and intend to retain future  earnings,
if any, for the  development of our business  until our licensees  conduct their
lottery  drawings.  Thereafter,  the  payment of  dividends  will be made at the
discretion of our directors.


RECENT SALES OF UNREGISTERED SECURITIES

As of November 16, 2005,  we issued  150,000,000  pre-reverse  split shares to a
consultant for payment on a loan of $150,000.  These shares were issued pursuant
to Section 4(2) of the Securities  Act of 1933, as amended,  as a transaction by
an issuer not involving a public offering.  No commissions or other remuneration
were or will be paid in connection with the issuance of these shares.



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<PAGE>

As of March 21, 2006, we sought to issue  740,000,000  of our  pre-split  common
shares to Umbrella Asset Management,  Inc.  ("Umbrella") in exchange for certain
lottery  related  assets  valued at $10,000.  The 1-for-74  reverse split of our
common  shares that we  authorized  on March 9, 2006 was never  effective  as we
inadvertently  failed  to file a  disclosure  with the SEC and  deliver  a final
version of the same to our shareholders. As a result, we did not have sufficient
authorized  shares to issue to Umbrella.  We  anticipate  that the reverse split
will be formally  ratified by our  shareholders,  fully disclosed to the SEC and
our  shareholders,  and be deemed fully  effective  as of December 17, 2006,  at
which time  10,000,000  of our  post-reverse  split common shares will be deemed
issued to Umbrella. These shares, once issued, will have been issued pursuant to
Section 4(2) of the Securities  Act of 1933, as amended,  as a transaction by an
issuer not involving a public  offering.  No commissions  or other  remuneration
were  or will  be  paid  in  connection  with  the  issuance  of  these  shares.
Notwithstanding the foregoing,  the financial statements included in this Report
and other sections of this Report  regarding our outstanding  shares reflect the
effectiveness  of the reverse  split and further  reflect that these shares have
been issued.

As of March 27, 2006, we sought to issue an additional 154,253,148 of our common
shares to Umbrella in exchange for converting a loan of $1,584,108. The 1-for-74
reverse split of our common shares that we authorized on March 9, 2006 was never
effective  as we  inadvertently  failed  to file a  disclosure  with the SEC and
deliver a final version of the same to our shareholders. As a result, we did not
have sufficient  authorized shares to issue to Umbrella.  We anticipate that the
reverse split will be formally ratified by our shareholders,  fully disclosed to
the SEC and our  shareholders,  and be deemed fully effective as of December 17,
2006,  at which time  2,084,444  of our common  shares will be deemed  issued to
Umbrella.  These  shares will be deemed  issued  pursuant to Section 4(2) of the
Securities Act of 1933, as amended,  as a transaction by an issuer not involving
a public offering.  No commissions or other remuneration were or will be paid in
connection with the issuance of these shares. Notwithstanding the foregoing, the
financial  statements  included in this Report and other sections of this Report
regarding our outstanding  shares reflect the effectiveness of the reverse split
and further reflect that these shares have already been issued.


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


PLAN OF OPERATION

We are a development  stage company,  have not commenced our operations and have
no revenues.  We are focused on becoming a leading licensor of worldwide lottery
systems.  Our current  business plan provides for us to license the operation of
our proprietary lottery products to lottery operators on a worldwide basis.

In March of 2006,  we  purchased  certain  intellectual  and other  property  in
connection with certain on-line and off-line lottery products.  Over the next 12
months,  we intend to fully  develop  these  products and seek out  licensees to
market our products.  Lottery  operators will be responsible for obtaining their
respective licenses and for the marketing of our lottery products.  No assurance
is given that we will be able to enter into an  agreement  with any  licensee or
that such licensee  will be able to  successfully  market our  products.  We, in
turn, will be responsible for integrating these international lotteries into our
processing  centers and for ensuring that each lottery is  administered  fairly,
honestly and in a secure fashion.  No assurance is given that we will be able to
fully develop or execute our business plan or otherwise generate any revenues or
profits.



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<PAGE>

In addition to our current  management  team, we anticipate that we will need to
retain  the  services  of one or  more  persons  with  land-based  and  Internet
telephony,   computer  programming  and  IT  expertise.   As  the  domestic  and
international  lottery  industries  are highly  regulated,  we will also need to
retain  personnel  with  regulatory  experience  relating  to the  operation  of
worldwide  lotteries  and  related  matters.  We  believe  that  we can  attract
qualified  personnel to serve our needs,  but offer no assurance that we will be
able to do so.

Our business and revenues  will be subject to certain  uncertainties  associated
with  the  regulation  of  worldwide  lotteries  and the  marketing  of  lottery
products, especially with respect to the marketing of lottery products to United
States citizens. These uncertainties could have a material adverse effect on the
business,  revenues,  operating results and financial condition of our licensees
and us. Our processing  facilities are being designed with  safeguards that will
allow  us to  identify  U.S.  gamblers  so that  our  foreign  licensees  do not
inadvertently  market  or sell  products  to  them.  However,  despite  whatever
safeguards  we  employ,  no  assurance  is  given  that we will be able to fully
eliminate such sales or marketing efforts.


LIQUIDITY AND CAPITAL RESOURCES

As of August 31, 2006, we had cash of $861,328, available for sale securities of
$597,294 and had working capital of $1,469,289.  Our cash position resulted from
loan proceeds  received from  Umbrella that had been  subsequently  converted to
equity.

As we have no revenues and it is unclear as to if or when we will earn revenues,
our auditors  have raised  substantial  doubt about our ability to continue as a
going  concern.  During the year  ending  August  31,  2006 we had a net loss of
$180,373.  Net cash used in operating  activities during this period was limited
to $194,718 and we anticipate that we will have sufficient liquid assets to last
for at least the next twelve  months.  However,  no  assurance  is given in this
regard.  If we have  underestimated  our liquidity  needs, we will need to raise
additional  capital or delay or scale back our  operations,  which  could have a
material and adverse effect on our business,  financial condition and results of
operations.


RECENT ACCOUNTING PRONOUNCEMENTS

The  Financial  Accounting  Standards  Board has  recently  issued  several  new
accounting pronouncements, which may apply, to the Company:

In December 2004,  the FASB issued SFAS 153 "Exchanges of Non monetary  Assets -
an  amendment  of APB Opinion No. 29. This  Statement  amended APB Opinion 29 to
eliminate the exception for non-monetary  exchanges of similar productive assets
and replaces it with a general  exception for exchanges of  non-monetary  assets
that do not have commercial  substance.  A non-monetary  exchange has commercial
substance  if the  future  cash  flows of the  entity  are  expected  to  change
significantly as a result of the exchange.  The adoption of this Standard is not
expected  to have any  material  impact  on the  Company's  financial  position,
results of operations or cash flows.

In December 2004, the FASB issued SFAS 123 (revised 2004) "Share-Based Payment".
This  Statement   requires  that  the  cost   resulting  from  all   share-based
transactions be recorded in the financial statements.  The Statement establishes
fair value as the measurement  objective in accounting for  share-based  payment


                                       8
<PAGE>

arrangements and requires all entities to apply a  fair-value-based  measurement
in accounting for share-based payment transactions with employees. The Statement
also  establishes  fair value as the measurement  objective for  transactions in
which an entity  acquires  goods or services from  non-employees  in share-based
payment   transactions.   The  Statement   replaces  SFAS  123  "Accounting  for
Stock-Based  Compensation"  and supersedes  APB Opinion No. 25  "Accounting  for
Stock Issued to  Employees".  The provisions of this Statement will be effective
for the  Company  beginning  with its fiscal year  ending  2005.  The Company is
currently  evaluating  the impact this new Standard  will have on its  financial
position, results of operations or cash flows.

In May  2005,  the FASB  issued  SFAS No.  154,  "Accounting  Changes  and Error
Corrections"   ("SFAS  154").  This  statement   replaces  APB  Opinion  No.  20
"Accounting  Changes" and FASB Statement No. 3 "Reporting  Accounting Changes in
Interim  Financial  Statements".  SFAS 154 applies to all  voluntary  changes in
accounting  principle and to changes required by an accounting  pronouncement in
the unusual instance that the pronouncement does not include specific transition
provisions.  SFAS 154  requires  retrospective  application  to  prior  periods'
financial  statements  of  changes  in  accounting   principle,   unless  it  is
impracticable to determine either the period-specific  effects or the cumulative
effect of the change.  When it is impracticable to determine the period-specific
effects  of an  accounting  change  on  one or  more  individual  prior  periods
presented,  this SFAS requires that the new  accounting  principle be applied to
the  balances of assets and  liabilities  as of the  beginning  of the  earliest
period  for  which   retrospective   application  is  practicable   and  that  a
corresponding  adjustment be made to the opening balance of equity or net assets
for that period rather than being  reported in an income  statement.  When it is
impracticable  to  determine  the  cumulative  effect  of  applying  a change in
accounting  principle  to all prior  periods,  this SFAS  requires  that the new
accounting  principle  be applied as if it were adopted  prospectively  from the
earliest date practicable.  The Company adopted this SFAS as of January 1, 2006.
There is no  current  impact  on the  Company's  financial  statements  with the
adoption of this FASB.

CRITICAL ACCOUNTING POLICIES

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States  requires  management to make estimates
and  assumption  that have a significant  impact on the results we report in our
financial  statements.  Some  of our  accounting  policies  require  us to  make
difficult  and  subjective  judgments,  often  as a  result  of the need to make
estimates of matters that are  inherently  uncertain.  Actual results may differ
from these estimates under different assumptions or conditions.

Valuation of Non-cash Capital Stock Issuances.  We value our stock  transactions
based  upon the fair  value of the  equity  instruments  used in the  particular
transaction.  Various  methods  can be used to  determine  the fair value of the
equity  instrument.  We may use the fair value,  the quoted  market price or the
contemporaneous cash sale price of the stock based consideration.  Each of these
methods  may  produce  a  different   result.   We  use  the  method  that  most
appropriately  reflects  the value of the  transaction  to us.  If a  difference
method was used it could  impact the  expense,  deferred  stock and equity stock
accounts.


OFF BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements.




                                       9
<PAGE>

ITEM 7.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Our financial statements appear on pages F-1 to F-17.


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

Not Applicable


ITEM 8A.  CONTROLS AND PROCEDURES

We  maintain   disclosure  controls  and  procedures  designed  to  ensure  that
information  required to be  disclosed  in reports  filed  under the  Securities
Exchange  Act of 1934,  as  amended,  is  recorded,  processed,  summarized  and
reported within the specified time periods.  As of the end of the period covered
by this  Report,  our  Chief  Executive  Officer  and  Chief  Financial  Officer
evaluated  the  effectiveness  of our  disclosure  controls and  procedures  and
internal  control  over  financial  reporting.  Based on the  evaluation,  which
disclosed  no  significant  deficiencies  or  material  weaknesses,   our  Chief
Executive  Officer and Chief  Financial  Officer  concluded  that our disclosure
controls and  procedures  and internal  controls  over  financial  reporting are
effective  and have  been  designed  and are  being  operated  in a manner  that
provides reasonable  assurance that the information  required to be disclosed by
us in reports filed under the  Securities  Exchange Act of 1934, as amended,  is
recorded,  processed,  summarized and reported within the time periods specified
in the SEC's rules and forms. A system of controls,  no matter how well designed
and operated,  cannot  provide  absolute  assurance  that the  objectives of the
systems of controls are met, and no evaluation of controls can provide  absolute
assurance  that all control  issues and  instances  of fraud,  if any,  within a
company have been detected.  Except as set forth below, there were no changes in
our  disclosure  controls and  procedures  or internal  control  over  financial
reporting  that  occurred  during the  quarter  covered by this Report that have
materially affected, or are reasonably likely to materially affect, our internal
control over financial reporting.

In  addition,  the Chief  Executive  Officer and Chief  Financial  Officer  have
determined  that there have been no changes in the  Company's  internal  control
over  financial  reporting  during the period  covered by this  Report that have
materially affected, or are reasonably likely to materially affect, our internal
control over financial reporting.












                                       10
<PAGE>

                                    PART III

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


DIRECTORS AND EXECUTIVE OFFICERS

The current executive officers of the Company are as follows:

Name                  Age        Title (1)
------------------    ------        ----------------------
Brian Fisher          57         CEO, President and Director
Joseph Batty          65         CFO, Treasurer, Secretary and Director (2)

(1) The  directors  named  above  serve  until the next  annual  meeting  of our
shareholders  to be held  within six  months of the close of our fiscal  year or
until their successors are otherwise  elected and have accepted their positions.
Directors are elected for one-year terms.

Mr. Fisher has served as our chief executive officer and president since July 1,
2005.  He has been a member of our Board of Directors  since June of 2004.  From
January of 1999 through  October of 2002,  Mr. Fisher was  President,  CEO and a
director of Novus  Environmental,  Inc., a publicly traded company that had been
listed on the NASD over-the-counter  bulletin board. Mr. Fisher was retired from
October 2002 through the time he became our director in June of 2004. Mr. Fisher
is a citizen of Canada.

Mr. Batty has served as a member of our Board of Directors and our Treasurer and
CFO since December 5, 2005. Mr. Batty has been a Chartered  Accountant in Canada
since 1966 and is a member of the Institute of Chartered Accountants of Alberta.
He has served as a  financial  consultant  to both  publicly  traded and private
companies  over the last five years.  From April 1999 through  January 2005, Mr.
Batty has served as the Chief Financial Officer of Canglobe International, Inc.,
a publicly traded company listed on the NASD over-the-counter bulletin board and
located in Las Vegas,  Nevada.  From December 2002 through  February  2004,  Mr.
Batty has served as the Chief Financial Officer of Hydro  International  Inc., a
publicly traded company listed on the NASD  over-the-counter  bulletin board and
located in Tampa, Florida. Mr. Batty is a citizen of Canada.


SECTION 16 (A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

The  Company is subject to the  provisions  of Section  16(a) of the  Securities
Exchange Act of 1934,  as amended (the  "Exchange  Act").  Section  16(a) of the
Exchange Act requires the Company's  directors,  executive  officers and persons
who own more than 10% of a class of the Company's  equity  securities  which are
registered  under the  Exchange  Act to file with the  Securities  and  Exchange
Commission  initial  reports of ownership and reports of changes of ownership of
such registered securities.

Such executive  officers,  directors and greater than 10% beneficial  owners are
required by  Commission  regulation  to furnish  the Company  with copies of all
Section 16(a) forms filed by such reporting  persons.  Fletcher & Associates has
not filed its Form 3 when due,  but has  undertaken  to us to file its Form 3 as
soon as practicable.  While it is unclear  whether  Umbrella is required to file
its Form 3 prior to the time that the reverse  split is fully  effective and its


                                       11
<PAGE>

shares  have been  formally  issued,  Umbrella  has not,  as of the date of this
Report filed its Form 3 with the US Securities and Exchange Commission.


AUDIT COMMITTEE FINANCIAL EXPERT

Given  our  limited  operations  and  resources,  and  the  limited  size of our
management team, Joseph Batty, our Chief Financial  Officer,  serves as the sole
member of our audit committee and is our sole audit committee  financial expert.
Mr. Batty is not independent.


CODE OF ETHICS

As of the date of this Report,  we have not adopted a code of ethics  applicable
to our chief executive officer,  chief financial officer,  principal  accounting
officer  or  controller,   or  persons  performing  similar  functions.   It  is
anticipated  that we will adopt such a code of ethics during the first  calendar
quarter of 2007. Once we do so, we will provide to any person, without charge, a
copy of our Code of Ethics then in effect, upon written request to us in writing
at out corporate address.


INDEMNIFICATION AND LIMITS OF LIABILITY

Our Bylaws provide that any person serving as our officer or director or who was
serving at the  request  or for the  benefit  of the  Company  as a director  or
officer of another corporation, or as its representative in a partnership, joint
venture,  trust or other  enterprise,  shall be indemnified and held harmless to
the fullest  extent  legally  permitted  under Nevada law against all  expenses,
liability and loss (including attorney's fees, judgments, fines and amounts paid
or to be paid in settlement)  reasonably  incurred or suffered by said person in
connection therewith.

Further,  our bylaws  authorize  but do not require us to purchase  and maintain
insurance  on behalf of any person  who is or was a  director  or officer of the
Company, or is or was serving at our request as a director or officer of another
company,  or as its  representative  in a partnership,  joint venture,  trust or
other enterprise against any liability asserted against such person and incurred
in any such capacity or arising out of such status, whether or not we would have
the power to indemnify such person.


ITEM 10.    EXECUTIVE COMPENSATION

Messrs.  Fisher and Batty were not paid a salary  during the years ending August
31,  2005 and  August  31,  2006.  However,  they may be paid a salary  or other
compensation and may be offered  employment  agreements in the future should our
operations and cash flow permit.  They are,  however,  reimbursed for reasonable
out of pocket expenses.  Additionally, it is anticipated that Messrs. Fisher and
Batty will participate in our stock or other incentive based  compensation plans
if and when such plans are implemented.

The following table sets forth the compensation of our executive  officer(s) for
the last three (3) fiscal years:



                                       12
<PAGE>


<TABLE>
<CAPTION>
NAME AND                                ANNUAL COMPENSATION            LONG TERM COMPENSATION
PRINCIPAL POSITION           YEAR   SALARY       BONUS  OTHER(1)      STOCK     SAR's   LTIP  OTHER(1)
------------------           ----   ------       -----  --------      -----     -----   ----  --------
<S>                          <C>    <C>          <C>    <C>           <C>       <C>     <C>   <C>
Brian Fisher-CEO
   and president             2004   $0.00        $0.00    $0.00       $0.00     $0.00   $0.00 $0.00
                             2005   $0.00        $0.00    $0.00       $0.00     $0.00   $0.00 $0.00
                             2006   $0.00        $0.00    $0.00       $0.00     $0.00   $0.00 $0.00
Joseph Batty-Vice
   President/CFO, Secretary
   and Treasurer             2004   $0.00        $0.00    $0.00       $0.00     $0.00   $0.00 $0.00
                             2005   $0.00        $0.00    $0.00       $0.00     $0.00   $0.00 $0.00
                             2006   $0.00        $0.00    $0.00       $0.00     $0.00   $0.00 $0.00
                   -------------------------------------------------------------------------------------
</TABLE>

(1) We do not currently have any employee incentive stock option plan.


TERMS OF OFFICE

Our directors hold office until the next annual meeting of our  stockholders  or
until their successors are elected and duly qualified. All officers serve at the
discretion of the directors.


DIRECTOR'S COMPENSATION

While our bylaws authorize us to compensate  directors for attending director or
committee meetings, no such compensation has been paid in the past. We reimburse
directors for  out-of-pocket  expenses incurred in connection with the rendering
of services as a director.


ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Beneficial  ownership  is  defined in  accordance  with the rules of the SEC and
generally means the power to vote and/or to dispose of the securities regardless
of any economic interest therein.  In computing number and percentage  ownership
of shares of common stock beneficially owned by a person, shares of common stock
subject to options and warrants held by that person that are exercisable  within
60 days are deemed outstanding.  Such shares of common stock,  however,  are not
deemed  outstanding  for  purposes of  computing  the  percentage  ownership  of
stockholders other than such person.

The following  table sets forth certain  information  as of August 31, 2006 with
respect to shares of our voting  securities  owned by (i) each  person  known to
beneficially  own  more  than 5% of our  outstanding  common  stock,  (ii)  each
director and named  executive  officer of the Company,  and (iii) all  executive
officers and directors of the Company as a group.  Unless  otherwise  indicated,
each person has sole voting and  investment  power over the shares  beneficially
owned by him.

<TABLE>
<CAPTION>
Title of               Name and Address of                          Amount of             Percent
Class                  Beneficial Owner                             Shares                of Class (1)
-----------------      ---------------------------                  -------------         ----------
<S>                    <C>                                          <C>                   <C>
Common stock           Brian Fisher
                       3838 Raymert Dr., Suite 3
                       Las Vegas, NV 89121                                      0              0.00%
</TABLE>



                                       13
<PAGE>

<TABLE>
<CAPTION>
<S>                    <C>                                          <C>                   <C>
Common Stock           Joseph Batty
                       3838 Raymert Dr., Suite 3
                       Las Vegas, NV 89121                                      0               0.00%

Common Stock           Umbrella Asset Management, Inc. (2)
                       21 Regent Street, 4th Floor
                       Belize City, Belize, C.A.                       12,084,444               85.3%

Common Stock           All Executive Officers
                       and Directors as a Group
                       (2 people)                                              0                0.00%
</TABLE>


(1) As of August  31,  2006,  Fletcher &  Associates  owned  150,000,000  of our
pre-split  common  shares.  If the Umbrella  shares are not deemed  issued as of
August 31, 2006, Fletcher would have owned approximately 97.2% of our issued and
outstanding common shares at that date.

(2) At the time we sought to issue these shares,  our reverse split had not been
effective,  due to our  failure to reflect  the  reverse  split in a  regulatory
filing and provide our shareholders with notice of the same. This report and the
financial  statements  contained  herein assume that the reverse split was fully
effective and that these shares were validly issued and outstanding as of August
31,  2006.  We have since  reflected  the reverse  split in a filing with the US
Securities and Exchange  Commission and have provided our shareholders  with the
required  copies of the notice.  We  anticipate  that the reverse  split will be
fully effective as of December 17, 2006.


CHANGES IN CONTROL

As of November 16, 2005, we issued 150,000,000 of our pre-split common shares to
Fletcher  &  Associates  in  exchange  for  consulting  services.  These  shares
represented  approximately  97.2% of our issued and outstanding common shares at
that date.

In March 2006, we sought to issue  894,253,148 of our  pre-reverse  split common
shares to Umbrella,  but did not have sufficient  authorized common shares to do
so. At the time that our reverse  split is deemed  effective,  Umbrella  will be
issued  12,084,444 or approximately  85.3% of our post-reverse  split issued and
outstanding  shares.  We expect  these  shares  to be  formally  issued  and for
Umbrella to gain control of our Company as of December 17, 2006. Notwithstanding
the  foregoing,  our  financial  statements  included  in this  report and other
sections herein  regarding the issuance of shares reflect the  effectiveness  of
the reverse split and that these shares have already been issued.


ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

As of March 21, 2006, we sought to issue  740,000,000  of our  pre-split  common
shares to Umbrella in exchange  for certain  lottery  related  assets  valued at
$10,000.  The 1-for-74  reverse split of our common shares that we authorized on
March 9, 2006 was never fully  effective  as we  inadvertently  failed to make a
regulatory  filing in connection with the  shareholder  action needed to approve
the split and provide our shareholders  with a copy of the same. Had the reverse
split been deemed fully effective and the shares been issued to Umbrella at that
time,  Umbrella  would  have been a control  person of our  Company by virtue of


                                       14
<PAGE>

their  ownership of our shares.  We  subsequently  sought to issue an additional
154,253,148  of our common shares to Umbrella in exchange for  converting a loan
of $1,584,108.

During the fiscal  year ending  August 31,  2006,  we engaged the  services of a
company under the control of Justin Fisher,  son of our president and CEO, Brian
Fisher, to manage our web site and provide other Internet related services.  The
terms  of this  agreement  are  not  supported  by a  written  agreement.  Total
compensation paid to this entity during the fiscal year ending July 31, 2006 was
$7,500. It is anticipated that this entity will continue to be retained by us in
the future, at terms to be negotiated.


ITEM 13  EXHIBITS AND REPORTS ON FORM 8-K

         (a)      The following exhibits and financial  statement  schedules are
                  filed as exhibits to this Report:

         1.       Financial Statements of the Registrant are included under Item
                  7 hereof.

         2.       Financial Statement Schedules - None

         3.       Exhibits:



Exhibit No.                Description

         3.1      Articles of Incorporation, as amended*
         3.2      Bylaws, as amended*
         4.2      Common Stock Certificate*
         10.2     Share Exchange Agreement*
         17.1     Letter of Director Resignation
         31.1     Rule 13a-14(a)/15d-14(a) Certification of Brian Fisher
         31.2     Rule 13a-14(a)/15d-14(a) Certification of Joseph Batty
         32.1     Certification  Pursuant  to 18 U.S.C  Section  1350 as adopted
                  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

         *  Incorporated  by  reference  to our  Form  SB-2  filed  with  the US
         Securities and Exchange Commission on February 22, 2000.


Reports on Form 8-K

         Form 8-K filed on July 25, 2006
         Form 8-K filed on August 29, 2006


ITEM 14  PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit Fees. We were billed for and paid our current  auditors,  Robison,  Hill &
Co., $14,000 for professional services rendered by said auditor for the audit of
our annual financial  statements and review of financial  statements included in
our Forms  10-QSB  for the 2006  fiscal  year.  We were  billed for and paid our
current  auditors,  Robison,  Hill  & Co.,  $15,400  for  professional  services


                                       15
<PAGE>

rendered by said auditor for the audit of our annual  financial  statements  and
review of financial  statement  included in our Forms 10-QSB for the 2005 fiscal
year.

Audit-Related Fees. We did not pay our auditors and were not billed for any fees
in connection with assurance and related services  regarding  performance of the
audit or review of our financial  statements  for the 2006 and 2005 fiscal year,
respectively.

Tax  Fees.  We did not pay our  auditors  and  were not  billed  for any fees in
connection with tax  compliance,  tax advice or tax planning during the calendar
years ending August 31, 2006 and August 31, 2005.

All Other  Fees.  We did not pay our  auditors  and were not  billed any fees in
connection  with other fees during the calendar  year ending August 31, 2006. We
did not pay our  auditors  and were not  billed  for any fees  other  than those
described above with respect to the calendar year ending August 31, 2005.

Audit Committee  Pre-Approval  Polices. We have no audit committee  pre-approval
policies and procedures.















                                       16
<PAGE>



                               1-900 JACKPOT, INC.

                          (A DEVELOPMENT STAGE COMPANY)

                                       -:-

                          INDEPENDENT AUDITOR'S REPORT


                            AUGUST 31, 2006 AND 2005







<PAGE>






                                    CONTENTS


                                                                           Page

Independent Auditor's Report..............................................F - 1

Balance Sheets
  August 31, 2006 and 2005................................................F - 3

Statements of Operations for the years ended
  August 31, 2006 and 2005 and for the Cumulative Period from
  September 1, 2001 (inception of development stage) to August 31, 2006...F - 4

Statement of Stockholders' Equity
  Since August 20, 1999 (inception) to August 31, 2006....................F - 5

Statements of Cash Flows for the years ended
  August 31, 2006 and 2005 and for the Cumulative Period from
  September 1, 2001 (inception of development stage) to August 31, 2006...F - 7

Notes to Financial Statements.............................................F - 9






















<PAGE>













                          INDEPENDENT AUDITOR'S REPORT


1-900 Jackpot, Inc.
(A Development Stage Company)

         We have audited the accompanying balance sheets of 1-900 Jackpot,  Inc.
(formerly Pultronex  Corporation) (a development stage company) as of August 31,
2006 and 2005 and the related  statements of  operations  and cash flows for the
years then ended and the cumulative  since  September 1, 2001 to August 31, 2006
and the statement of  stockholders'  equity from August 20, 1999  (inception) to
August 31,  2006.  These  financial  statements  are the  responsibility  of the
Company's  management.  Our  responsibility  is to  express  an opinion on these
financial statements based on our audit.

         We conducted our audits in accordance  with the standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we plan and perform the audit to obtain  reasonable  assurance about whether the
financial  statements  are free of  material  misstatement.  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 1-900  Jackpot,
Inc.(a  development  stage company) as of August 31, 2006 and the results of its
operations  and its cash flows for the years ended  August 31, 2006 and 2005 and
the  cumulative  since  September 1, 2001 to August 31, 2006 in conformity  with
accounting principles generally accepted in the United States of America.


                                      F - 1

<PAGE>



         The accompanying  financial statements have been prepared assuming that
the Company  will  continue as a going  concern.  As  discussed in Note 1 to the
financial  statements,  as of August  31,  2006,  the  Company  has no source of
revenue,   has  suffered  recurring  losses  from  operations,   has  a  deficit
accumulated during development stage and requires additional  financing in order
to finance its business  activities on an ongoing  basis that raise  substantial
doubt about its ability to continue as a going  concern.  Management's  plans in
regard to these matters are also  described in Note 1. The financial  statements
do not  include  any  adjustments  that might  result  from the  outcome of this
uncertainty.



                                            Respectfully submitted,


                                            /s/ Robison, Hill & Co.
                                            Certified Public Accountants

Salt Lake City, Utah
December 13, 2006


























                                      F - 2

<PAGE>




                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                                 BALANCE SHEETS


<TABLE>
<CAPTION>
                                                                                  August, 31
                                                                     -------------------------------------
                                                                           2006                2005
                                                                     -----------------  ------------------
      ASSETS
CURRENT ASSETS
<S>                                                                  <C>                <C>
   Cash and Cash Equivalents                                         $         861,328  $                -
    Available-For-Sale Securities                                              597,294                   -
    Prepaid Expenses                                                             6,177                   -
    Withholding Taxes                                                            5,074                   -
                                                                     -----------------  ------------------
      Total Current Assets                                                   1,469,873                   -
                                                                     -----------------  ------------------

OTHER ASSETS
    Intangible Assets                                                           10,000                   -
                                                                     -----------------  ------------------
       Total Other Assets                                                       10,000                   -
                                                                     -----------------  ------------------

      Total Assets                                                   $       1,479,873  $                -
                                                                     =================  ==================

LIABILITIES AND STOCKHOLDERS EQUITY
CURRENT LIABILITIES
   Accounts Payable                                                  $             584  $              457
                                                                     -----------------  ------------------
      Total Current Liabilities                                                    584                 457
                                                                     -----------------  ------------------

STOCKHOLDERS' EQUITY
  Preferred Stock, Par value $.001, Authorized
   1,000,000 shares, Issued 0
   at August 31, 2006 and 2005
  Common Stock, Par value $.001, Authorized
    200,000,000 shares, Issued 14,168,935
    at August 31, 2006 and 57,464 at August 31, 2005                            14,169                  58
  Paid-In Capital                                                            4,646,246           2,916,249
  Cumulative Other Comprehensive Income                                        (77,739)              6,250
  Retained Deficit                                                              (5,912)             (5,912)
  Deficit Accumulated During the Development Stage                          (3,097,475)         (2,917,102)
                                                                     -----------------  ------------------
     Total Stockholders' Equity                                              1,479,289                (457)
                                                                     -----------------  ------------------

       Total Liabilities and Stockholders' Equity                    $       1,479,873  $                -
                                                                     =================  ==================
</TABLE>

   The accompanying notes are an integral part of these financial statements.


                                      F - 3

<PAGE>



                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                                                                     Cumulative
                                                                                                       Since
                                                                                                    September 1,
                                                                                                        2001
                                                                    For the Year Ended              Inception of
                                                                        August 31,                  Development
                                                           -------------------------------------
                                                                 2006               2005               Stage
                                                           ----------------- ------------------- ------------------
<S>                                                        <C>               <C>                 <C>
REVENUE                                                    $               - $                 - $                -

EXPENSES
   General and administrative                                        234,674                 457            235,131
                                                           ----------------- ------------------- ------------------

 Net Loss from Continued Operations                                 (234,674)               (457)          (235,131)

OTHER INCOME (EXPENSES)
     Interest Income                                                  17,257                   -             17,257
     Dividend Income                                                  33,827                   -             33,827
     Gain on sale of investment                                        3,221                   -              3,221
     Interest Expense                                                     (4)                  -                 (4)
                                                           ----------------- ------------------- ------------------
          Total Other Income                                          54,301                   -             54,301
                                                           ----------------- ------------------- ------------------

Discontinued Operations
     Loss on Sale of Subsidiary                                            -                   -         (2,916,645)
                                                           ----------------- ------------------- ------------------

Net Loss                                                   $        (180,373)$              (457)$       (3,097,475)
                                                           ================= =================== ==================

Other Comprehensive Loss:
     Unrealized Loss on Available-for-Sale
         Securities                                                  (83,989)                  -            (83,989)
                                                           ----------------- ------------------- ------------------
  Total Other Comprehensive Loss                                     (83,989)                  -            (83,989)
                                                           ----------------- ------------------- ------------------

Total Comprehensive Loss                                   $        (264,362)$              (457)        (3,181,464)
                                                           ================= =================== ==================

Net Loss Available to Shareholder                          $        (180,373)$              (457)
 Basic & Diluted Loss per Share                            $          (0.03) $            (0.01)
                                                           ================= ===================

Weighted Average Shares Outstanding                                7,019,719              57,464
                                                           ================= ===================
</TABLE>


   The accompanying notes are an integral part of these financial statements.

                                      F - 4

<PAGE>


                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                        STATEMENT OF STOCKHOLDERS' EQUITY
                    SINCE AUGUST 20, 1999 TO AUGUST 31, 2006


<TABLE>
<CAPTION>
                                                                                                                    Deficit
                                                                                                                   Accumulated
                                                                                                 Cumulative           Since
                                                                                                    Other            April 2,
                                        Common Stock              Paid-In        Retained       Comprehensive          1998
                                    Shares       Par Value        Capital        Deficit           Income           Inception
                                -------------- --------------  -------------- -------------- ------------------- ----------------
<S>                             <C>            <C>             <C>            <C>            <C>                 <C>
Balance at April 2, 1998                     - $            -  $            - $            - $                 - $              -

Issuance of Common Stock             1,195,454          1,195         757,563
Net Loss                                     -              -               -              -                   -                -
                                -------------- --------------  -------------- -------------- ------------------- ----------------

Balance at August 31, 1998
as Originally Reported               1,195,454          1,195         757,563              -                   -                -

February 10, 2006, 1:74
Reverse Stock Split                 (1,179,247)        (1,179)          1,179              -                   -                -

Restated Balance at
August 31, 1998                         16,207             16         758,742              -                   -                -

Issuance of Common Stock                21,865             22         708,829              -                   -                -
Net Loss                                     -              -               -              -                   -                -
                                -------------- --------------  -------------- -------------- ------------------- ----------------

Balance at August 31, 1999              38,072             38       1,467,571              -                   -                -

Issuance of Common Stock                17,802             18       1,046,870              -                   -                -
Net Loss                                     -              -               -              -                   -                -
                                -------------- --------------  -------------- -------------- ------------------- ----------------

Balance at August 31, 2000              55,874             56       2,514,441              -                   -                -


Issuance of Common Stock                 1,590              2         401,808              -                   -                -
Net Loss                                     -              -               -         (5,912)                  -                -
Currency Translation                         -              -               -              -               6,250                -
                                -------------- --------------  -------------- -------------- ------------------- ----------------


Balance at August 31, 2001              57,464             58       2,916,249         (5,912)              6,250                -

Net Loss                                     -              -               -              -                   -       (2,916,645)
                                -------------- --------------  -------------- -------------- ------------------- ----------------
</TABLE>


                                      F - 5

<PAGE>


                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                  STATEMENT OF STOCKHOLDERS' EQUITY (Continued)
                     SINCE AUGUST 20,1999 TO AUGUST 31, 2006

<TABLE>
<CAPTION>
                                                                                                                      Deficit
                                                                                                                    Accumulated
                                                                                                  Cumulative           Since
                                                                                                     Other            April 2,
                                         Common Stock              Paid-In        Retained       Comprehensive          1998
                                     Shares       Par Value        Capital        Deficit           Income           Inception
                                 -------------- --------------  -------------- -------------- ------------------- ----------------
<S>                              <C>            <C>             <C>            <C>            <C>                 <C>
Balance at August 31, 2002               57,464  $          58  $    2,916,249 $       (5,912) $            6,250 $     (2,916,645)

Net Loss                                      -              -               -              -                   -                -
                                 -------------- --------------  -------------- -------------- ------------------- ----------------

Balance at August 31, 2003               57,464             58       2,916,249         (5,912)              6,250       (2,916,645)

Net Loss                                      -              -               -              -                   -                -
                                 -------------- --------------  -------------- -------------- ------------------- ----------------

Balance at August 31, 2004               57,464             58       2,916,249         (5,912)              6,250       (2,916,645)

Net Loss                                      -              -               -              -                   -             (457)
                                 -------------- --------------  -------------- -------------- ------------------- ----------------

Balance at August 31, 2005               57,464             58       2,916,249         (5,912)              6,250       (2,917,102)

November 16, 2005 Shares
Issued for Payment of Loan            2,027,027          2,027         147,973              -                   -                -

March 21, 2006 Shares
Issued for Intangible Asset          10,000,000         10,000               -              -                   -                -

March 27, 2006 Shares
Issued for Payment of Loan            2,084,444          2,084       1,582,024              -                   -                -

Net Loss                                      -              -               -              -                   -         (180,373)
                                 -------------- --------------  -------------- -------------- ------------------- ----------------

Unrealized Loss on
available-for-sale securities                 -              -               -              -             (83,989)               -
                                 -------------- --------------  -------------- -------------- ------------------- ----------------

Balance at August 31, 2006           14,168,935         14,169       4,646,246         (5,912)            (77,739)      (3,097,475)
                                 ============== ==============  ============== ============== =================== ================
</TABLE>

   The accompanying notes are an integral part of these financial statements




                                      F - 6

<PAGE>



                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                                                     Cumulative
                                                                                                       Since
                                                                                                    September 1,
                                                                                                        2001
                                                                     For the Years Ended            Inception of
                                                                         August 31,                 Development
                                                             -----------------------------------
                                                                   2006               2005             Stage
                                                             -----------------  ---------------- ------------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
<S>                                                          <C>                <C>              <C>
Net Loss                                                     $        (180,373) $           (457)$       (3,097,475)
   Increase (Decrease) in Accounts Payable                                 127               457                584
   (Increase) Decrease in Prepaid Expenses                              (6,177)                -             (6,177)
   (Increase)Decrease in Withholding Taxes                              (5,074)                -             (5,074)
   Gain on Sale of Investments                                          (3,221)                -             (3,221)
   Net Loss from Discontinued Operations                                     -                 -          2,916,645
                                                             -----------------  ---------------- ------------------
 Net Cash Used in Operating Activities                                (194,718)                -           (194,718)
                                                             -----------------  ---------------- ------------------
CASH FLOWS FROM INVESTING
ACTIVITIES:
   Purchase of Available-for-Sale Securities                          (720,977)                -           (720,977)
   Sale of Available-for-Sale Securities                                42,915                 -             42,915
                                                             -----------------  ---------------- ------------------
 Net Cash Provided by Investing Activities                            (678,062)                -           (678,062)
                                                             -----------------  ---------------- ------------------
CASH FLOWS FROM FINANCING
ACTIVITIES:
   Proceeds from Loans                                               1,734,108                 -          1,734,108
                                                             -----------------  ---------------- ------------------
 Net Cash Provided by Financing Activities                           1,734,108                 -          1,734,108
                                                             -----------------  ---------------- ------------------
Net (Decrease) Increase in
  Cash and Cash Equivalents                                            861,328                 -            861,328
Cash and Cash Equivalents
  at Beginning of Period                                                     -                 -                  -
                                                             -----------------  ---------------- ------------------
Cash and Cash Equivalents
  at End of Period                                           $         861,328  $                $-         861,328
                                                             =================  ================ ==================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
  Interest                                                   $               4  $              - $                4
  Franchise and Income Taxes                                 $               -  $              - $                -
</TABLE>




                                      F - 7

<PAGE>




                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                      STATEMENTS OF CASH FLOWS (Continued)

<TABLE>
<CAPTION>
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING
ACTIVITIES:

<S>                                                          <C>               <C>               <C>
  Stock Issued for Payment on Loan                           $      1,734,108  $               - $        1,734,108
  Issued Common Stock for Intangible Asset                   $         10,000  $               - $           10,000
</TABLE>
































   The accompanying notes are an integral part of these financial statements.



                                      F - 8

<PAGE>



                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         This  summary  of  accounting  policies  for  1-900  Jackpot,  Inc.  (a
development stage company) is presented to assist in understanding the Company's
financial  statements.  The accounting  policies  conform to generally  accepted
accounting  principles and have been consistently  applied in the preparation of
the financial statements.

Going Concern

         The accompanying  financial  statements have been prepared on the basis
of accounting principles applicable to a "going concern",  which assume that the
Company  will  continue in  operation  for at least one year and will be able to
realize  its assets  and  discharge  its  liabilities  in the  normal  course of
operations.

         Several conditions and events cast doubt about the Company's ability to
continue  as a  "going  concern".  The  Company  had a  wholly  owned  operating
subsidiary that has now been abandoned because of recurring losses.  The Company
has no source of revenue,  has suffered recurring losses from operations,  has a
deficit  accumulated  during  the  development  stage  and  requires  additional
financing in order to finance its business  activities on an ongoing basis.  The
Company is actively pursuing alternative  financing and has had discussions with
various third parties,  although no firm commitments have been obtained.  In the
interim,  shareholders  of the  Company  have  committed  to meeting its minimal
operating expenses.

         The  Company's  future  capital  requirements  will  depend on numerous
factors including, but not limited to, the Company receiving continued financial
support, completing public equity financing, or generating profitable operations
in the future.

         These  financial  statements do not reflect  adjustments  that would be
necessary  if the Company  were unable to continue as a "going  concern".  While
management believes that the actions already taken or planned, will mitigate the
adverse conditions and events which raise doubt about the validity of the "going
concern" assumption used in preparing these financial  statements,  there can be
no assurance that these actions will be successful.

         If the  Company  were unable to  continue  as a "going  concern",  then
substantial adjustments would be necessary to the carrying values of assets, the
reported  amounts of its  liabilities,  the reported  expenses,  and the balance
sheet classifications used.




                                      F - 9

<PAGE>



                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Organization and Basis of Presentation

         The Company was  incorporated  under the laws of the State of Nevada on
August 20, 1999. On August 20, 1999,  the  shareholders  of the Company  entered
into an agreement to transfer  all of their shares in Pultronex  Corporation  of
Alberta to Pultronex  Corporation  of Nevada in exchange for shares of Pultronex
Corporation of Nevada.  As a result of that exchange,  Pultronex  Corporation of
Alberta became a wholly owned subsidiary of Pultronex Corporation of Nevada. For
financial statement purposes,  the Company is considered to be a continuation of
Pultronex  Corporation of Alberta.  Therefore,  the financial  statement for the
period  ended  August 31, 1999  include the results of  operations  of Pultronex
Corporation of Alberta from the beginning of the period. Comparative figures for
the period ended December 31, 1998 are those of Pultronex Corporation of Alberta
from April 2, 1998, the date it commenced operations. Subsequently, on September
1, 2001, the Company disposed of Pultronex  Corporation of Alberta and reentered
the development stage.

         On July  12,  2005,  Pultronex  Corporation  changed  its name to 1-900
Jackpot, Inc.

Nature of Business

         The Company has no  products  or  services as of August 31,  2006.  The
Company was organized as a vehicle to seek merger or acquisition candidates. The
Company intends to acquire interests in various business opportunities, which in
the opinion of management will provide a profit to the Company.

           The Company has acquired certain  Intellectual Lottery Product assets
in exchange for stock.  The Company intends to license these products to various
government-run  lotteries and private and public  companies that are seeking new
products for their operations.

Cash and Cash Equivalents

         For purposes of the statement of cash flows, the Company  considers all
highly liquid debt  instruments  purchased with a maturity of 90 days or less to
be cash  equivalents  to the extent the funds are not being held for  investment
purposes.





                                     F - 10

<PAGE>



                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Loss per Share

         Basic  earnings  (loss) per share has been  computed  by  dividing  the
income (loss) for the year applicable to the common stockholders by the weighted
average  number of common  shares  outstanding  during the years.  There were no
common stock equivalents outstanding as of August 31, 2006 and 2005.

Pervasiveness of Estimates

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

Concentration of Credit Risk

         The  Company has no  significant  off-balance-sheet  concentrations  of
credit  risk such as foreign  exchange  contracts,  options  contracts  or other
foreign  hedging  arrangements.  The Company  maintains the majority of its cash
balances with one financial  institution,  in the form of marketable securities.
At times, such investments may be in excess of any insurance limit.

Foreign Currency Translation

         The  Company's  functional  currency  is the  Canadian  dollar  and the
reporting currency is the U.S. dollar. Monetary assets and liabilities resulting
from  transactions  with foreign  suppliers and customers are translated at year
end exchange  rates while income and expense  accounts are translated at average
rates in effect during the year.  Gains and losses on translations  are included
in income.

Income Taxes

         The  Company  has a net  operating  loss for income  taxes.  Due to the
regulatory limitation in utilizing the loss, it is uncertain whether the Company
will be able to realize a benefit from theses losses.  Therefore, a deferred tax
asset has not been recorded.  There are no significant tax differences requiring
deferral.


                                     F - 11

<PAGE>



                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Reclassifications

         Certain   reclassification   have  been  made  in  the  2005  financial
statements to conform with the 2006 presentation.

Intangible Assets

         The Company has adopted the Financial  Accounting  Standards Board SFAS
No. 142, "Goodwill and Other Intangible  Assets" SFAS 142 requires,  among other
things,  that companies no longer amortize  goodwill,  but instead test goodwill
for  impairment  at least  annually.  In addition,  SFAS 142  requires  that the
Company identify reporting units for the purposes of assessing  potential future
impairments of goodwill,  reassess the useful lives of other existing recognized
intangible   assets,  and  cease  amortization  of  intangible  assets  with  an
indefinite  useful life.  An  intangible  asset with an  indefinite  useful life
should be tested for impairment in accordance with the guidance of SFAS 142.

<TABLE>
<CAPTION>
                                                      August 31,
           Intangible Asset                     2006               2005            Amortization Period
---------------------------------------  ------------------  -----------------   ------------------------
<S>                                      <C>                 <C>                 <C>
Lottery Assets                           $           10,000  $               -          Indefinite

                                         ------------------  -----------------
Total                                    $           10,000  $               -
                                         ==================  =================
</TABLE>

Recent Accounting Standards

In May 2005,  the FASB issued SFAS No.  154,  "Accounting  for Changes and Error
Corrections  - a  replacement  of APB No.  20 and FASB  Statement  No.  3." This
statement   modifies  the  reporting  of  changes  in   accounting   principles,
reclassifies  changes  and  principle  in the  absence  of  explicit  transition
guidance.   This  statement  also  provides  guidance  for  determining  whether
retrospective  application of a change in accounting principle is impracticable.
This statement is effective for accounting  changes and  corrections  for fiscal
years  beginning  after December 15, 2005.  Management does not believe that the
adoption of this policy will have any effect on its financial statements.

In February  2006, The FASB issued SFAS No. 155  "Accounting  for Certain Hybrid
Financial  Instruments - an amendment of FASB  Statements No. 133 and 140." This
statement  amends FASB 133,  Accounting for Derivative  Instruments  and Hedging
Activities and Statement and No. 140,  Accounting for Transfers and Servicing of
Financial Assets and Extinguishments of Liabilities. The

                                     F - 12

<PAGE>



                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Recent Accounting Standards (Continued)

statement permits fair value  remeasurement for any hybrid financial  instrument
that contains an embedded  derivative that would otherwise require  bifurcation,
clarifies  which  interest  only  strips and  principal  are not  subject to the
requirements of Statement 133, establishes a requirement to evaluate interest in
securitized  financial assets,  clarifies that  concentrations of credit risk in
the form of subordination are not embedded  derivatives and amends statement 140
to eliminate the prohibition on a qualifying special-purpose entity from holding
a derivative  financial  instrument to a beneficial  interest other than another
derivative  financial  instrument.  The  statement is effective for fiscal years
beginning after September 15, 2006. Management does not expect this statement to
have any material effect on its financial statements.

In March  2006 the FASB  issued  SFAS No.  156 "  Accounting  for  Servicing  of
Financial  Instruments - an amendment of FASB No.140,  Accounting  for Transfers
and Servicing of Financial  Instruments and Extinguishments of Liabilities.  The
statement  requires  an entity  to  recognize  a  servicing  asset or  servicing
liability  each time it undertakes an obligation to service an asset by entering
into a servicing contract,  requires all separately  recognized servicing assets
and servicing liabilities to be initially measured at fair market value, permits
an  entity  to choose  either  the  amortization  method  or fair  market  value
measurement  method  for  subsequent  measurement  periods  for  each  class  of
separately  recognized  servicing  assets and servicing  liabilities,  permits a
one-time  reclassification  of the  available-for-sale  securitites  to  trading
securities by entities with recognized servicing rights at its initial adoption,
and requires separate presentation of servicing assets and servicing liabilities
subsequently measured at fair value. The statement is effective for fiscal years
beginning after September 15, 2006. Management does not expect this statement to
have any material effect on its financial statements

In June,  2006 the FASB issued FIN 48,  "Accounting  for  Uncertainty  in Income
Taxes--an  interpretation  of  FASB  Statement  No.  109".  This  Interpretation
clarifies,  among other things,  the accounting for  uncertainty in income taxes
recognized in an  enterprise's  financial  statements  in  accordance  with FASB
Statement No. 109, Accounting for Income Taxes. This Interpretation 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.  This  Interpretation  also  provides  guidance  on  derecognition,
classification,   interest  and  penalties,   accounting  in  interim   periods,
disclosure,  and  transition  is  effective  for fiscal  years  beginning  after
December 15, 2006.  Earlier  application is encouraged if the enterprise has not
yet issued financial statements,  including interim financial statements, in the
period the  Interpretation  is adopted.  FIN 48,  Accounting for  Uncertainty in
Income  Taxes--an  interpretation  of FASB  Statement  No. 109, is effective for
fiscal  years  beginning  after  December  15,  2006.  Earlier   application  is
encouraged if the enterprise has not

                                     F - 13

<PAGE>



                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Recent Accounting Standards (Continued)

 yet issued financial statements, including interim financial statements, in the
period the  Interpretation  is adopted.  Management is evaluating  the financial
impact of this pronouncement.

In  September  2006,  the FASB issued SFAS No. 157,  "Accounting  for Fair Value
Measurements."  SFAS No. 157 defines fair value, and establishes a framework for
measuring  fair value in generally  accepted  accounting  principles and expands
disclosure  about fair value  measurements.  SFAS No. 157 is  effective  for the
Company for financial  statements  issued  subsequent to November 15, 2007.  The
Company  does not expect the new  standard  to have any  material  impact on the
financial position and results of operations.

In September  2006, the staff of the Securities and Exchange  Commission  issued
Staff  Accounting  Bulletin  No. 108 ("SAB  108")  which  provides  interpretive
guidance  on how  the  effects  of the  carryover  or  reversal  of  prior  year
misstatements  should be considered in quantifying a current year  misstatement.
SAB 108 becomes effective in fiscal 2007. Management is evaluating the financial
impact of this pronouncement.

Fair Value of Financial Instruments

         The carrying value of the Company's  financial  instruments,  including
cash and accounts payable at August 31, 2006 approximates their fair values. The
carrying values of marketable  securities available for sale are based on quoted
market prices.

NOTE 2 - INCOME TAXES

         As  of  August  31,  2006,   the  Company  had  a  net  operating  loss
carryforward for income tax reporting purposes of approximately  $3,097,475 that
may be offset against future taxable income through 2026. Current tax laws limit
the amount of loss  available to be offset  against future taxable income when a
substantial  change in  ownership  occurs.  Therefore,  the amount  available to
offset future taxable income may be limited. No tax benefit has been reported in
the financial statements, because the Company believes there is a 50% or greater
chance the  carryforwards  will expire  unused.  Accordingly,  the potential tax
benefits of the loss  carryforwards  are offset by a valuation  allowance of the
same amount.





                                     F - 14

<PAGE>



                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)

NOTE 2 - INCOME TAXES (Continued)

The Company has the following tax assets:

                                                  2006              2005
                                             ----------------  ----------------
Net Operating Losses                         $      1,053,142  $         991,815
Valuation Allowance                                (1,053,142)         (991,815)
                                             ----------------  ----------------
                                             $              -  $              -
                                             ================  ================

         The provision for income taxes differs from the amount  computed  using
the federal US statutory income tax rate as follows:


                                                  2006              2005
                                             ----------------  ----------------
Provision (Benefit) at US Statutory Rate     $        (61,327) $           (156)
Increase (Decrease) in Valuation Allowance             61,327               156
                                             ----------------  ----------------
                                             $              -  $              -
                                             ================  ================

         The Company  evaluates its valuation  allowance  requirements  based on
projected future operations.  When  circumstances  change and causes a change in
management's  judgement  about the  recoverability  of deferred tax assets,  the
impact of the change on the valuation is reflected in current income.

NOTE 3 - DEVELOPMENT STAGE COMPANY

         The Company has not begun principal  operations and as is common with a
development  stage  company,  the Company has had  recurring  losses  during its
development stage.

NOTE 4 - COMMITMENTS

         As of  August  31,  2006,  all  activities  of the  Company  have  been
conducted by  corporate  officers  from either their homes or business  offices.
Currently,  there are no  outstanding  debts owed by the  company for the use of
these facilities and there are no commitments for future use of the facilities.

NOTE 5- COMMON STOCK TRANSACTIONS

         On November 16, 2005,  the company  issued  2,027,027  shares of common
stock to Fletcher & Associates for payment on a loan of $150,000.

         On  February  10,  2006 the Board of  Directors  authorized  a 1-for-74
reverse split of all of the issued and outstanding  shares of common stock.  The
stock split decreased the number of outstanding  common shares from  154,248,115
to 2,084,491 as of February 28, 2006. All references to the

                                     F - 15

<PAGE>



                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)

NOTE 5- COMMON STOCK TRANSACTIONS (Continued)

company's common stock in the financial statements have been restated to reflect
the stock split.

         On March 21, 2006 the Company  acquired  certain  Intellectual  Lottery
Product assets for $10,000 from Umbrella  Assets  Management Inc, in exchange of
the issuance of 10,000,000 shares of common stock.

         On March  27,  2006 the  Company  issued  2,084,444  common  shares  to
Umbrella Management Inc. as payment of a loan of $1,584,108.

NOTE 6- INVESTMENTS

Available-for-Sale Securities

         The  Company's  securities  investment  that are bought are held for an
indefinite period of time and are classified as  available-for-sale  securities.
Available  securities are recorded at fair value on the balance sheet in current
assets,  with the change in fair value during the period  excluded from earnings
and recorded net of tax as a component of other comprehensive income.

         Investments in securities are summarized as follows:


                                               August 31, 2006
                               -----------------------------------------------
                                  Gross             Gross
                                Unrealized       Unrealized
                                   Gain             Loss          Fair Value
                               ---------------  ---------------- -------------
Available-for-sale securities  $             -  $         83,989 $     597,294
                               ===============  ================ =============

                                               August 31, 2005
                               -----------------------------------------------
                                  Gross             Gross
                                Unrealized       Unrealized
                                   Gain             Loss          Fair Value
                               ---------------  ---------------- -------------
Available-for-sale securities  $             -  $              - $           -
                               ===============  ================ =============


         Realized  Gains and  losses  are  determined  on the basis of  specific
identification.  During the years ended August 31, 2006 and 2005, sales proceeds
and   gross   realized   gains   and   losses  on   securities   classified   as
available-for-sale securities were:



                                     F - 16

<PAGE>


                               1-900 JACKPOT, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)

NOTE 6- INVESTMENTS (Continued)


                                                 For the Year Ended
                                                     August 31,
                                              2006                2005
                                       ------------------  ------------------

Sale Proceeds                          $           42,915  $                -
                                       ==================  ==================

Gross Realized Losses                  $                -  $                -
                                       ==================  ==================

Gross Realized Gains                   $            3,221  $                -
                                       ==================  ==================

NOTE 7- RELATED PARTY TRANSACTIONS

         During the year,  the Company  engaged a Company to manage its Internet
and Web Site services.  This Company employs Mr. Justin Fisher who is the son of
1-900 Jackpot,  Inc.'s CEO. The total of the services purchased during the years
ended August 31, 2006 and 2005 was $7,500 and $0, respectively.

NOTE 8 - SUBSEQUENT EVENTS

         On  February  10,  2006 the Board of  Directors  authorized  a 1-for-74
reverse split of all of the issued and outstanding  shares of common stock.  The
stock split decreased the number of outstanding  common shares from  154,248,115
to 2,084,491 as of February 28, 2006. As of August 31, 2006 the shareholders had
not approved this stock split.  Subsequently,  the  shareholders  of the company
have  approved the stock split and it will be effective  December 17, 2006.  All
references to the company's  common stock in the financial  statements have been
restated to reflect the stock split.

                                     F - 17

<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.


                                              1-900 JACKPOT, INC.

                                              /s/ Brian Fisher
Date:  December 13, 2006               By: _______________________________
                                           Brian  Fisher,  CEO  and
President

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/ Brian Fisher
Date:  December 13, 2006               By:  ______________________________
                                          Brian Fisher, CEO and Director

                                             /s/ Joseph Batty
Date:  December 13, 2006               By:  ______________________________
                                          Joseph Batty, CFO and Director






                                       17
<PAGE>

                                  EXHIBIT 31.1

                     Rule 13a-14(a)/15d-14(a) Certification
                                 of Brian Fisher

                                  Certification


         I, Brian Fisher, certify that:

1.                    I have reviewed this annual report on Form 10-KSB of 1-900
                      Jackpot, Inc.;

2.                    Based upon my knowledge,  this Report does not contain any
                      untrue  statement  of a  material  fact or omit to state a
                      material fact  necessary to make the  statements  made, in
                      light of the  circumstances  under  which such  statements
                      were  made,  not  misleading  with  respect  to the period
                      covered by this Report;

3.                    Based on my knowledge,  the financial statements and other
                      financial  information  included  in  this  Report  fairly
                      present in all material respects the financial  condition,
                      results of operations  and cash flows of the registrant as
                      of, and for, the periods presented in this Report.

4.                    The registrant's other certifying  officers and I each are
                      responsible for  establishing  and maintaining  disclosure
                      controls and  procedures (as defined in Exchange Act Rules
                      13a-15(e)  and  15d-15(e))   and  internal   control  over
                      financial  reporting  (as  defined in  Exchange  Act Rules
                      13a-15(f) and 15d-15(f) for the registrant and we have:

                                    a) Designed  such  disclosure  controls  and
                                    procedures,   or  caused   such   disclosure
                                    controls and procedures to be designed under
                                    our  supervision,  to ensure  that  material
                                    information   relating  to  the  registrant,
                                    including its consolidated subsidiaries,  is
                                    made  known  to us by  others  within  those
                                    entities,  particularly during the period in
                                    which this Report is being prepared;

                                    b)  Designed  such  internal  controls  over
                                    financial reporting, or caused such internal
                                    control  over  financial   reporting  to  be
                                    designed under our  supervision,  to provide
                                    reasonable     assurance    regarding    the
                                    reliability  of financial  reporting and the
                                    preparation  of  financial   statements  for
                                    external   purposes   in   accordance   with
                                    generally accepted accounting principles;

                                    c)  Evaluated  the   effectiveness   of  the
                                    registrant's    disclosure    controls   and
                                    presented  in this  Report  our  conclusions
                                    about the  effectiveness  of the  disclosure
                                    controls  and  procedures,  as of the end of
                                    the period  covered by this Report  based on
                                    such evaluation; and

                                    d)  Disclosed  in this  Report any change in
                                    our   internal    control   over   financial
                                    reporting  that  occurred  during  our  most
                                    recent  fiscal  quarter that has  materially
                                    affected,   or  is   reasonably   likely  to
                                    materially  affect our internal control over
                                    financial reporting; and

                  5.   The  registrant's  other  certifying  officers and I have
                       disclosed,   based  on  our  most  recent  evaluation  of
                       internal  control  over  financial   reporting,   to  the
                       registrant's   auditors   and  the  audit   committee  of
                       registrant's  board of directors  (or persons  performing
                       the equivalent function, if any):

                                    a) All significant deficiencies and material
                                    weaknesses  in the  design or  operation  of
                                    internal  controls over financial  reporting
                                    which are  reasonably  likely  to  adversely
                                    affect the  registrant's  ability to record,
                                    process,   summarize  and  report  financial
                                    information; and

                                    b) Any fraud, whether or not material,  that
                                    involves  management or other  employees who
                                    have a significant  role in the registrant's
                                    control over financial reporting.



                                      /s/  Brian Fisher
Dated: December 13, 2006       __________________________________
                                    Brian Fisher, Chief Executive Officer



                                       18
<PAGE>


                                  EXHIBIT 31.2

                     Rule 13a-14(a)/15d-14(a) Certification
                                 of Joseph Batty

                                  Certification


         I, Joseph Batty, certify that:

                  1. I have  reviewed this annual report on Form 10-KSB of 1-900
                  Jackpot, Inc.;

                  2. Based upon my  knowledge,  this Report does not contain any
                  untrue  statement  of a  material  fact  or  omit  to  state a
                  material fact necessary to make the statements  made, in light
                  of the  circumstances  under which such  statements were made,
                  not  misleading  with  respect to the  period  covered by this
                  Report;

                  3. Based on my knowledge,  the financial  statements and other
                  financial  information  included in this Report fairly present
                  in all material respects the financial  condition,  results of
                  operations  and cash flows of the  registrant  as of, and for,
                  the periods presented in this Report.

                  4. The registrant's  other certifying  officers and I each are
                  responsible  for  establishing   and  maintaining   disclosure
                  controls  and  procedures  (as defined in  Exchange  Act Rules
                  13a-15(e) and 15d-15(e))  and internal  control over financial
                  reporting  (as defined in  Exchange  Act Rules  13a-15(f)  and
                  15d-15(f) for the registrant and we have:

                                    a) Designed  such  disclosure  controls  and
                                    procedures,   or  caused   such   disclosure
                                    controls and procedures to be designed under
                                    our  supervision,  to ensure  that  material
                                    information   relating  to  the  registrant,
                                    including its consolidated subsidiaries,  is
                                    made  known  to us by  others  within  those
                                    entities,  particularly during the period in
                                    which this Report is being prepared;

                                    b)  Designed  such  internal  controls  over
                                    financial reporting, or caused such internal
                                    control  over  financial   reporting  to  be
                                    designed under our  supervision,  to provide
                                    reasonable     assurance    regarding    the
                                    reliability  of financial  reporting and the
                                    preparation  of  financial   statements  for
                                    external   purposes   in   accordance   with
                                    generally accepted accounting principles;

                                    c)  Evaluated  the   effectiveness   of  the
                                    registrant's    disclosure    controls   and
                                    presented  in this  Report  our  conclusions
                                    about the  effectiveness  of the  disclosure
                                    controls  and  procedures,  as of the end of
                                    the period  covered by this Report  based on
                                    such evaluation; and

                                    d)  Disclosed  in this  Report any change in
                                    our   internal    control   over   financial
                                    reporting  that  occurred  during  our  most
                                    recent  fiscal  quarter that has  materially
                                    affected,   or  is   reasonably   likely  to
                                    materially  affect our internal control over
                                    financial reporting; and

                  5.  The  registrant's  other  certifying  officers  and I have
                  disclosed,  based on our most  recent  evaluation  of internal
                  control over financial reporting, to the registrant's auditors
                  and the audit committee of registrant's board of directors (or
                  persons performing the equivalent function, if any):

                                    a) All significant deficiencies and material
                                    weaknesses  in the  design or  operation  of
                                    internal  controls over financial  reporting
                                    which are  reasonably  likely  to  adversely
                                    affect the  registrant's  ability to record,
                                    process,   summarize  and  report  financial
                                    information; and

                                    b) Any fraud, whether or not material,  that
                                    involves  management or other  employees who
                                    have a significant  role in the registrant's
                                    control over financial reporting.


                                   /s/  Joseph Batty
Dated: December 13, 2006      __________________________________
                                   Joseph Batty, Chief Executive Officer


                                       19
<PAGE>


                                  EXHIBIT 32.1

                 Certification Pursuant to 18 U.S.C Section 1350
                       as adopted pursuant to Section 906
                        of the Sarbanes-Oxley Act of 2002



In connection  with the Annual Report of 1-900 Jackpot,  Inc. (the "Company") on
Form 10-KSB for the period ending  August 31, 2006 as filed with the  Securities
and Exchange  Commission  on the date hereof (the  "Report"),  we, Brian Fisher,
Chief  Executive  Officer,  and Joseph  Batty,  Chief  Financial  Officer of the
Company,  do hereby  certify,  pursuant  to 18 U.S.C.  Section  1350 as  adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

         (1)      The Report fully  complies  with the  requirements  of Section
                  13(a) or 15(d) of the Securities Exchange Act of 1934; and

         (2)      The information  contained in the Report fairly  presents,  in
                  all material respects,  the financial condition and results of
                  operations of the Company.



                                       /s/ Brian Fisher
Dated: December 13, 2006      _________________________________
                                       Brian Fisher, Chief Executive Officer

                                       /s/ Joseph Batty
Dated: December 13, 2006      _________________________________
                                       Joseph Batty, Chief Financial Officer







                                       20