UNITED
        STATES
 SECURITIES
        AND EXCHANGE COMMISSION
 Washington,
        D.C. 20549
 
 **FORM
        10-KSB**
 
 (Mark
        One)
 
 [X]  ANNUAL
        REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
 For
        the
        fiscal year ended    **June 30, 2007**
 
 [
        ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT OF
        1934
 
 For
        the
        transition period from _________ to _________
 
 
 Commission
        file number  **0-18113**
 
 **LGA
        HOLDINGS, INC.**
 (Exact
        name of small business issuer in its charter)
 
 
 **Utah**
              
              **87-0405405**(State
                  or other jurisdiction of
              
              (I.R.S.
                  Employerincorporation
                  or organization)
              
              Identification
                  No.)
 
 
 **3380
        North El Paso Street, Suite G, Colorado Springs,
        Colorado     80907**
 (Address
        of principal executive
        offices)               (Zip
        Code)
 
 
 Issuer's
        telephone number   **(719)
        630-3800**
 
 Securities
        registered under Section 12(b) of the Exchange Act:
 
 None
 
 Securities
        registered under Section 12(g) of the Exchange Act:
 
 Common
        Stock
 (Title
        of
        class)
 
  
  Check
        whether the issuer is not required to file reports pursuant to Section 13
        or
        15(d) of the Exchange Act.
 
 Check
        whether the issuer (1) filed all reports required to be filed by Section
        13 or
        15(d) of the Exchange Act during the past 12 months (or for such shorter
        period
        that the registrant was required to file such reports), and (2) has been
        subject
        to such filing requirements for the past 90
        days.     Yes [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 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 or any amendment to this Form 10-KSB. [
        ]
 
 Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act).     Yes [] No
        [X]
 
 State
        issuer's revenues for its most recent fiscal year. $408,707
 
 State
        the
        aggregate market value of the voting and non-voting common equity held by
        non-affiliates computed by reference to the price at which the common equity
        was
        sold, or the average bid and asked price of such common equity, as of a
        specified date within the past 60 days. August 31, 2007: $2,532,698
 
 State
        the
        number of shares outstanding of each of the issuer's classes of common equity,
        as of the latest practicable date. September 19,
        2007:  9,072,960
  
 **DOCUMENTS
        INCORPORATED BY REFERENCE**
 
 None
 
 Transitional
        Small Business Disclosure Format (Check one): Yes [ ]    No
        [X]
 
 
 Certain
        statements made herein are forward-looking statements under the Private
        Securities Litigation Reform Act of 1995. They include statements based on
        management's current expectations and estimates; actual results may differ
        materially due to certain risks and uncertainties. For example, the ability
        of
        Let's Go Aero, Inc. to achieve expected results may be affected by external
        factors such as competitive price pressures, conditions in the economy and
        industry growth, and internal factors, such as future financing of the acquired
        operations and the ability to control expenses.
 
 
  *-
            2
            -*
  **PART
        I**
 
 Item
        1.       Description of
        Business.
 
 LGA
        Holdings, Inc., ("LGA" or the "Company")) is the sole owner of its operating
        subsidiary, Let's Go Aero, Inc. ("Aero"). LGA acquired Aero effective June
        30,
        2004 through a stock for stock exchange under which the former shareholders
        of
        Aero were issued new LGA shares of common stock in exchange for all of Aero's
        outstanding shares and $1,518,440 of debt. The former Aero shareholders and
        debt
        holders ended up with 85% of the outstanding common stock of LGA. Prior to
        the
        acquisition, LGA had no business or operations after having sold what business
        it did have October 22, 2003, several months before the acquisition of Aero.
        Therefore, at the time of the acquisition of Aero, LGA was what is known
        as a
        publicly held shell company. LGA changed its name to LGA, Inc. from Tenet
        Information Services, Inc. by a vote of shareholders on May 27, 2005, but
        the
        name was not available according to the Utah Secretary of State. By consent
        of
        shareholders owning in excess of a majority of shares, the name was changed
        to
        LGA Holdings, Inc. in October, 2005.  LGA was formed on February 24,
        1984.
 
 Upon
        the
        acquisition of Aero, two of LGA's three Directors resigned and two Directors
        of
        Aero were appointed to fill those positions. The third LGA director was and
        is a
        director of both companies. In addition, all of the officers of LGA resigned
        and
        members of Aero's management team were appointed to those positions. See
        Item 9,
        below. For accounting purposes, however, the transaction was deemed to have
        been
        an acquisition of LGA by Aero. Further information on the details of the
        transaction can be had by reviewing LGA's Form 8-K filed July 21, 2004 and
        Form
        8-K/A filed October 20, 2004 available at the EDGAR website of the Securities
        and Exchange Commission (www.sec.gov) or from LGA upon request. Copies may
        also
        be read and copied at the SEC's Public Reference Room, Headquarters Office,
        100
        F Street, N.E., Room 1580, Washington, DC 20549. Call (800) SEC-0330 for
        further
        information.
 
 Let's
        Go
        Aero, Inc.
 
 Aero,
        LGA's wholly owned subsidiary, is LGA's only operating business. Aero is
        in the
        business of designing and selling gear management solutions for automotive,
        recreation and commercial uses.   Aero's family of products uses
        patented designs, and includes the GearWagon(R) line of Sport Performance
        Trailers(R), the GearSpace(TM) line of hitch-mount cargo carriers, the Silent
        Hitch Pin line, the LittleGiant Trailer line and the GullWing line of RV
        technology. Aero was formed in 1998.
 
 Aero
        was
        founded as a product design, development and engineering company. It specializes
        in providing novel solutions for vehicular cargo carrying enhancements. Aero
        has
        patents issued and pending that protect its intellectual property. These
        patents
        and claims relate to how cargo can be attached and carried on a vehicle's
        hitch
        receiver, frame, or body surface. Some examples are:
 
 o
              Silent
                  Hitch Pin(TM) rigidly couples the connection between the trailer
                  hitch
                  receiver and any inserted ball mount or accessory;o
              TwinTube(TM)
                  provides a universal mounting structure for carrying gear and equipment
                  with a receiver style hitch;o
              The
                  fully-enclosed, encapsulated, and easy-opening designs of Aero's
                  product
                  enclosures for cargo safety, security, and accessibility;
                  ando
              Extensive
                  designs for the use of C-Channel for making "Hardpoint(TM)" attachments
                  to
                  Aero's carriers, trailers, and all vehicular
                  surfaces.
 
 Aero
        also
        has numerous product extensions and accessories that complement and expand
        these
        core technologies.
 
  *-
            3
            -*
  Aero's
        intellectual property has broad application in the automotive industry, and
        several automotive Original Equipment Manufacturers are in various stages
        of
        integrating aspects of Aero's technology into their product lines. In May,
        2002,
        Aero licensed three pieces of its intellectual property to Sport Rack
        International/Valley Industries, Inc., an affiliate of Thule, AB, the largest
        supplier to automotive manufacturers worldwide of products similar to Aero's
        products. Aero's product licenses with Sport Rack International/Valley
        Industries, Inc. resulted in the payment to Aero of $300,000 in 2004 and
        an
        ongoing royalty of 10% of the revenues (after $300,000) Sport Rack generates
        with the technology until May, 2007.  The $300,000 is reflected in the
        financial statements at $60,000 in 2006 and $55,000 in 2007.  At June
        30, 2007, no further deferred licensing revenue remains to be amortized under
        this contract and the contract has expired.  The company is presently
        negotiating with Sport Rack for a new contract to replace the expired
        one.  The company anticipates that a new agreement generating
        royalties from Sport Rack will be reached in 2008 because Sport Rack has
        continued to sell Silent Hitch Pins since the contract expired, without paying
        royalties, and hence is infringing on our patents.  However, we can
        give no assurance that any such new license agreement will be signed or any
        further royalty revenues realized.  See note 4 to Financial
        Statements.
 
 Aero
        has
        developed and will continue to develop intellectual property for the Automotive,
        RV and commercial industries. It is Aero's intent to license its technology
        to
        the industry leaders that can most effectively bring the licensed technology
        to
        market. Aero plans to license the production and sales of its products for
        an
        up-front fee and an ongoing royalty based on unit sales.
 
 Products
 
 Aero
        currently has several product lines that it has been selling for several
        years
        and other product lines that are emergent. These product lines are described
        as
        follows:
  o
              GearWagon
                  125 Sport Performance Trailers(R). Aero's GearWagon(R) line of
                  Sport
                  Performance Trailers(R) are designed for carrying all types of
                  personal,
                  recreational, and commercial gear in an aerodynamic, weather-resistant,
                  secure and attractive transport.o
              GearSpace(TM)
                  Carriers. The GearSpace(TM) hitch based carrier line consists of
                  two fully
                  enclosed cargo carrier models, GearSpace 34(TM) and GearSpace 20(TM),
                  with
                  three structural options to choose from for varying function while
                  on the
                  vehicle's hitch receiver. These designs offer versatility, security
                  and
                  safety.o
              SILENT
                  HITCH PIN(TM). This anti-vibration device takes all movement out
                  of the
                  connection between the vehicle towing system and what's being towed
                  or
                  carried. In short, it freezes the attachment securely in place.
                  It works
                  with most consumer vehicle towing systems.o
              TwinTube(TM)
                  System. The TwinTube(TM) ("TT(TM)") System is a patented design
                  that was
                  included in the technology licensed to Sport Rack International/Valley
                  Industries, Inc. as discussed above.  TwinTube(TM) is a
                  universal mounting structure for carrying gear and equipment with
                  a hitch
                  receiver. TwinTube(TM) is also available as a UBI(TM) system
                  (U-Build-It).o
              GearDeck(TM)
                  System. Incorporating Aero's novel TwinTube(TM) technology, GearDeck(TM)
                  is a modular carrier that functions as an open platform carrier
                  or a
                  fully-enclosed carrier through the use of a modular hardtop lid
                  enclosure
                  that is easily attached and removed. The open platform can carry
                  bicycles,
                  among many other large items; the full enclosure system carries
                  all kinds
                  of general cargo as well as items such as power
                  generators.o
              GearCrate(TM)/LittleGiant
                  Trailer System(TM). New design for both a stand alone recyclable
                  shipping
                  crate, a stand alone utility trailer and the novel function of
                  a shipping
                  crate that can be easily converted into a trailer at destination
                  for the
                  device being shipped; for example, ATV's, motorcycles, generators,
                  welders, etc. The design debuted at the April, 2005, Canton Fair
                  in
                  Guangzhou, China.o
              GullWing(TM)
                  camper. Derivative of Little Giant Trailer(TM). New design for
                  personal
                  motor sport and RV applications. The GullWing(TM) design allows
                  a cargo
                  trailer to convert into a new category of camping trailer. GullWing(TM)
                  intellectual property also has application for pickup toppers and
                  pickup
                  campers. On October 7, 2006 the U.S. Patent and  Trade Office
                  notified LGA of its acceptance of LGA's GullWing claims, and the
                  patent
                  was issued on February 20, 2007.   LGA is in discussions
                  with several RV Original Equipment Manufacturers regarding the
                  GullWing/Foldout intellectual property.o
              TENTRIS(TM)
                  tent and portable structure. New design for tent and portable enclosure
                  applications.o
              GearDeck
                  APU(TM). New derivative of Aero's GearDeck 17 system. APU is an
                  all-in-one
                  electrical generator storage, transportation and organization solution
                  designed initially for recreational vehicles. The APU system may
                  also have
                  application with the broader portable generator market.o
              ONAN
                  JUICEBOX. During 2006, Aero completed a product development effort
                  with
                  the Onan division of Cummins, Inc. resulting in Onan's JuiceBox
                  product.
                  The licensed design is based on LGA's Silent Hitch Pin, TwinTube,
                  GearDeck
                  and  LandingGear Intellectual Property. LGA began receiving
                  product royalties in July, 2006.  During fiscal 2007, a formal
                  licensing agreement with Onan was signed that specifies per-unit
                  royalty
                  payments and the precise extent of licensing rights for Onan for
                  the life
                  of LGA’s patents.  Since the signing of this agreement, revenues
                  resulting from it have been immaterial.o
              HARDPOINT(TM)
                  Technology. Aero has patents issued and patents pending for the
                  integration of C-Channel onto vehicle surfaces, including pickup
                  truck
                  beds, vehicle roofs and trailers. The Hardpoint(TM) system is another
                  potential source of royalty revenue for Aero.  See “Patent
                  Protection,” below.
 
 *-
              4
              -*
 Business
        History
 
 The
        impetus for Aero was a 1990 concept by its principal founder for a lightweight
        aerodynamic trailer to carry recreational gear. This concept led to the creation
        of a prototype product that was tested in 1997. In the fall of 1997, work
        began
        on what came to be the GearWagon(R) line of Sport Performance Trailers(R)
        (SPT).
        Aero was incorporated in April 1998, the first GearWagon(R) SPT hit the road
        in
        July, 1998, and Aero debuted two GearWagon(R) SPT's at the Interbike Trade
        Show
        in October, 1998.
 
 During
        the development of the GearWagon(R) product, several additional product
        opportunities became apparent. The GearWagon(R) Hardpoint(TM) system was
        designed using Unistrut(TM) and/or B-Line(TM) engineering C-Channel. The
        Hardpoint(TM) system appeared to have great promise for use in the motor
        vehicle
        and recreation vehicle industries, and Aero filed patent claims for the
        integration of C-Channel on vehicular surfaces in 1998. The original patent
        claims for Hardpoint(TM) technology were issued in 2001. Aero has also filed
        many continuation claims for this technology.
 
 After
        the
        Interbike Show in the Fall of 1998, Aero began receiving orders for GearWagon(R)
        trailers. Medallion Plastics in Elkhart, IN, became Aero's manufacturer of
        GearWagon(R) trailers in January, 1999.
 
 In
        early
        1999, Aero joined the Specialty Equipment Market Association (SEMA). SEMA
        is the
        largest trade organization for the automotive after-market industry. Basically,
        SEMA is the entire automotive industry worldwide, less new vehicle sales.
        Aero
        displayed its products at SEMA's industry convention in November, 1999, as
        a
        debut to the automotive industry.
 
 During
        the development of the GearWagon(R) line, the Company developed a concept
        for a
        hitch based cargo carrier line that resulted in Aero's GearSpace(TM) product
        line. The GearSpace(TM) 34 capsule also debuted at the 1999 SEMA
        convention.
 
 Aero
        went
        on to design the Silent Hitch Pin(TM). Aero's patent application for the
        Silent
        Hitch Pin(TM), which was filed in mid-2000, was granted in May,
        2003.
 
 After
        the
        SEMA 2001 convention, Aero entered into a relationship with J.S. Chamberlain
        and
        Associates. Chamberlain and Associates has been an automotive supplier developer
        since the early 1960's. Through a series of meetings arranged by Chamberlain,
        Aero and Sport Rack International/Valley Industries, Inc. agreed to a product
        license for Aero's Silent Hitch Pin(TM) and Twin-Tube(TM) Technology in May,
        2002.
 
 At
        the
        SEMA 2002 convention Aero won the Best New SUV Accessory Idea from General
        Motors Corporation for its TwinTube(TM) carrier system.  At the SEMA
        2003 convention Aero won the Best New Idea award from General  Motors
        Corporation for its GearBed surface attachment system.  See “Patent
        Protection,” below.
 
 With
        the
        Tenet combination, Aero began redesigning and retooling its GearDeck, TwinTube,
        GearSpace and GearWagon products in order to meet market pricing, durability,
        assembly and shipping expectations. Retooled GearDeck production began in
        early
        2005, TwinTube production began in May, 2006, GearSpace production began
        in
        June, 2006, and the company began production and shipping of the retooled
        GearWagon 125 product in May, 2007.  Also in May, 2007, LGA began
        shipping its new GearCageTM hitch mounted cargo carrier.  In July, 2007
        (subsequent to year-end), LGA began shipments of its new LGT-7 utility
        trailer.  LGA will be displaying these products, and others, at the
        2007 SEMA show.
 
 The
        Future
 
 LGA’s
        basic product line is now substantially complete.  A full line of
        accessories to the basic products will be introduced during fiscal
        2008.  These accessories are anticipated to expand the market for
        LGA’s basic products (e.g., soft-sided full enclosures for GearCage and
        LGT-7).  Two new product initiatives may also occur in fiscal 2008,
        resources permitting.  The company has patent protection on both a new
        hitch mounted bicycle carrier technology called “Pixie,” and a new tent design
        technology called “Tentris.”  We will be looking for ways to bring
        these products to market.  The balance of our efforts in 2008 will
        focus on streamlining and cost-cutting in our production and expansion of
        our
        marketing efforts.  Aero's Hardpoint(TM) technology may also become a
        significant royalty generator for Aero in the future.
  *-
            5
            -*
  
 Aero's
        future focus is on market, partner and product development. There is a very
        large consumer market for Aero's products, and Aero’s approach to this market is
        to enter it through partnership arrangements with large existing
        participants.
 
 Aero
        is
        in discussions with various automotive and recreation vehicle Original Equipment
        Manufacturers for custom versions of its products and technology that compliment
        and extend the capabilities of the Original Equipment Manufacturers'
        vehicles.
 
 Objectives
        and Sales
 
 Objectives
 
 o
              To
                  establish manufacturing, sales and marketing partners for
                  Aero's  products domestically and
                  internationallyo
              To
                  continue product development and invention work where a clear payoff
                  is
                  predictableo
              To
                  establish positive operating cash flow and
                  earnings
 
 Customer
        Direct Sales
 
 Close
        to
        80% of Aero's sales revenue currently comes from direct-to-customer sales
        that
        are the result of the customer finding Aero's web site. Aero has exhibited
        products at several trade shows over the last five years. Primarily, Aero
        has
        attended the SEMA automotive trade show that is held annually in early November
        in Las Vegas. Aero has also displayed its products at the Denver International
        Auto Show and the Denver Sportsman’s Show.
 
 Aero
        has
        promoted its products primarily through a "Public Relations" approach. As
        a
        result of these efforts, Aero has spent little on direct advertising, yet
        has
        been featured in many national magazines, newspapers, and TV and radio shows.
        Because Aero's product designs are novel, publishers of magazines frequently
        feature its products in the magazines "New Product Review" sections along
        with
        Aero's address and web site. This approach has been important to Aero's products
        getting discovered, while keeping its promotional expenses low.
 
 Aero's
        customers also provide great leads for product sales. In addition to current
        owners giving Aero positive reviews to prospective new owners, Aero's products
        all feature its web site address on its product logo. Aero regularly gets
        inquiries from individuals who have seen Aero products in the
        field.
 
 It
        is
        Aero's intent to establish a sales relationship with market partners or an
        Original Equipment Manufacturer to promote, manage and distribute its product
        lines for gear transport through the partners' established market
        channels.
 
 Market
        for Products
 
 For
        many
        years, people have been increasing their recreation time and recreation
        interests. This trend has spurred a dramatic increase in the purchase of
        sport
        utility vehicles (SUV's), mini-vans, and pick-up trucks. The purchase of
        these
        style vehicles reflects, in part, the consumers' perceived need for increased
        cargo capacity.
 
 The
        installed base of receiver style hitches presents a large latent market for
        Aero's products. Further, Aero believes that the automotive Original Equipment
        Manufacturers would like to migrate the accessories currently being carried
        on
        the roofs of SUVs to the receiver hitch in order to reduce the roll-over
        risk of
        SUVs and provide consumers with more convenient cargo carrying
        solutions.
 
 Competition
 
 The
        sport
        equipment carrier market is a competitive environment with more than ten
        participants that are larger than Aero and have the following advantages
        relative to Aero:
 
  *-
            6
            -*
  Name
        recognition
 
 Several
        competitors, like Yakima Products and Thule have established names with the
        public. Aero is still relatively unknown. It can take years to establish
        a Brand
        name, and Aero is at the beginning of exposing its products and brand to
        the
        public.  Aero’s success against these competitors can not be
        assured.
 
 Product
        Lines
 
 Several
        competitors have broad product lines compared to Aero. Aero does not participate
        in the roof top cargo carrier market and does not plan to participate in
        this
        market, except, potentially, in a limited way with a roof top version of
        its
        GearCage line.
 
 In
        terms
        of product strength, Aero believes it has several distinct advantages over
        the
        competition:
 
 o
              Large
                  cargo capacities and lightweight designs easily surpass the cargo
                  transport capabilities of roof top products and other receiver
                  based
                  products currently on the market.o
              The
                  opening systems enable Aero products to enclose space more
                  efficiently.o
              Aero
                  enclosed carrier products offer increased security over open
                  carriers.o
              Aero
                  products are safer than rooftop carriers, their primary
                  competitors.o
              Patent
                  filings protect Aero products' ergonomics and
                  efficiencies.o
              Aero
                  products' aerodynamic efficiencies reduce impact on fuel
                  economy.o
              Multiple
                  product offerings provide consumers with various options and price
                  consideration.
 
 Opening
        Systems
 
 Aero's
        GearWagon(R) and GearSpace(TM) capsules represent a new category of container.
        These containers have shells that are concave so that the lids open by dropping
        and "nesting" under the base. This allows easy content access for customers.
        When closed, the shells are "self-reinforcing" and very tough.
 
 Content
        Security
 
 Aero's
        GearWagon(R) and GearSpace(TM) carriers are lockable and fully enclosed so
        the
        owner's gear is in a water and dust free environment. When traveling, having
        gear out of sight is one of the best theft-prevention steps to take. This
        means
        high-value, lightweight objects like cameras and computers can be stowed
        out of
        sight in Aero's carriers.
 
 Safety
        Factor
 
 Safety
        comes in many forms for Aero customers. When compared to roof-based systems,
        Aero carriers do not raise a vehicle's center of gravity and therefore, when
        compared to a similar weight on the roof of a vehicle, make the vehicle less
        prone to rollover.
 
 Aero's
        carriers are also loaded by standing on the ground. Roof carriers are commonly
        loaded by standing on a running board, a doorsill or a stepladder--all
        precarious positions from which to be lifting and moving gear. Most roof
        systems
        are limited to 100 pounds of gear weight. Most SUV hitch receivers are rated
        for
        500 pounds of load carrying.
  *-
            7
            -*
  
 Patent
        Protection
 
 Starting
        in 1998, Aero has been diligent at protecting its technology with "utility"
        patent protection, which is the highest form of invention protection. Utility
        patents are issued for truly novel technological achievements. The method
        by
        which Aero's product capsules open, the Hardpoints(TM) used on Aero's products,
        the way Aero's GearSpace(TM) carrier platforms telescope and pivot, and the
        features of the Silent Hitch Pin(TM) are all patented aspects of Aero's
        products. All Aero's patents have at least 11 years remaining in their
        respective terms.  Aero has eight issued patents and nine pending
        patents.
 
 Aero
        has
        patents issued and patents pending protecting its GearBed intellectual
        property.  Nissan Motor Company has challenged certain GearBed claims
        with the US Patent and Trademark Office.  While Aero intends to pursue
        its claims vigorously, it cannot forecast the outcome of the GearBed patent
        review at this time.
 
 Aerodynamic
        Efficiencies and Fuel Economy
 
 It
        appears from informal evidence that Aero's GearWagon(R) line of Sport
        Performance Trailers(R) is fuel efficient. It also appears from informal
        evidence that Aero's GearSpace(TM) carriers have no noticeable effect on
        fuel
        economy. When used on an SUV, these carriers sit in the vehicle's
        draft.
 
 Volume
        and Weight Advantages
 
 Because
        of Aero's capsular designs, its products offer high "space-to-weight" ratios
        relative to other cargo carrying products currently on the
        market.  The GearWagon(R) 125 weighs in at 480 pounds empty, encloses
        approximately 125 cubic feet and has a carrying capacity of 1,000 pounds.
        A
        standard "box" trailer with similar storage capability typically weighs close
        to
        1,000 pounds empty, meaning that a fully loaded GearWagon(R) 125 weighs only
        480
        pounds more than a comparable empty box trailer.  Aero's GearSpace(TM)
        line attaches to one of the strongest points on a vehicle, the hitch
        receiver.  Aero rates its GearSpace(TM) carriers for 300 pounds of
        cargo carrying, which gives the owner of a standard SUV more than twice the
        weight carrying ability of a typical roof top box.
 
 Manufacturing
        and Development
 
 Manufacturing
 
 Aero's
        focus is on product and technology development.  Aero has utilized
        numerous vendors that have produced over 100,000 Silent Hitch Pins(TM). Aero
        has
        begun GearSpace 34 production with a Colorado based rotational molder. Aero
        has
        reduced the retail price of its GearSpace 34 by more than 25% with this
        production technique change.  Aero has also successfully converted the
        production of GearWagon, with this vendor, from a thermoformed to a rotational
        molded design.
 
 Aero
        recently began a contract manufacturing relationship with Red Horse Performance
        (RHP) of Shanghai, China. RHP is currently one of Aero's TwinTube(TM) and
        GearCageTM system vendors. Aero is evaluating RHP as a potential vendor for the
        Silent Hitch Pin product line and the LittleGiant product line. Aero and
        RHP
        anticipate providing LGA's designs to known industry brands under private
        label
        supply agreements.
 
 Aero
        purchased its initial inventory of LGT-7 trailers from AutoTek China, and
        anticipates a continuing and growing supplier relationship with Autotek
        China.  LGA and Autotek China are discussing an expanded licensing
        agreement whereby Autotek China would have manufacturing and worldwide sales
        rights to LGA’s LGT technology contained in the Little Giant trailer and
        GearCage/GearCrate product lines.  Beginning April 5, 2005, Chinese
        citizens can now tow lightweight trailers (under 1,500 pound load) on China's
        roads.  Aero and AutoTek China displayed LGT's at the April, 2006,
        Canton Fair in Guangzhou, China. AutoTek China is displaying LGT at the Canton
        Fair starting October 15,
        2007:http://www.cantonfair.org.cn/en/index.asp  AutoTek China,
        one of LGA's non-exclusive manufacturing partners, can be viewed at their
        website:http://www.autotekchina.com/
 
  *-
            8
            -*
  Aero
        is
        actively engaged in specifying sources for all its assembly services, raw
        materials and parts in order to ensure that its products meet its quality
        and
        performance standards. All specified raw materials and parts or acceptable
        substitutions are available from many suppliers, and Aero does not rely on
        any
        one supplier the loss of which would cause any long term adverse consequences
        to
        Aero.
 
 Shipping
 
 The
        shipping cost of Aero's products is reasonable considering some of the products'
        sizes. Aero has shipped over 1,000 units from Elkhart, Indiana, to destinations
        throughout the United States. Aero has had few freight claims for damaged
        goods
        and believes it has the packaging adequate to properly protect the
        product.
 
 Both
        GearWagon(R) and GearSpace(TM) products have modest final assembly requirements
        for the customer or dealer to complete.
 
 Aero
        utilizes the shipping services of Yellow, DATS, FedEx, National, LTL, and
        Old
        Dominion among others.
 
 Research
        and Development
 
 Aero's
        expenditures for research and development have been $13,779 and $94,095 for
        the
        fiscal years ended June 30 2006 and 2007, respectively. See Management's
        Discussion and Analysis, below. Aero will continue product development and
        invention work where a clear payoff is anticipated.  Aero's staff is
        considering numerous ways to branch and grow its current products depending
        on
        market opportunity and demand. Aero's staff continues to work on new product
        designs and improvements to protect and expand Aero's existing intellectual
        property.
 
 Regulation
 
 Aero
        has
        adopted all applicable standards from United States National Highway
        Transportation Safety Administration regulations and maintains adherence
        to
        Society of Automotive Engineers guidelines and specifications. In addition,
        both
        federal and state authorities regulate the manufacturers and sellers of
        recreational and family cargo transports. Aero is a licensed vehicle
        manufacturer in the State of Colorado and has obtained the state permits,
        licenses, and bonds required to operate.
 
 Aero's
        products have been independently tested for impact and temperature extremes.
        Aero's Silent Hitch Pin(TM) and GearSpace(TM) Spine and Frame structural
        systems
        have been independently tested for load carrying strength.
 
 Aero
        has
        had Corporate and Product Liability insurance for the last five years and
        has
        not had a product liability claim. Further, as Aero successfully licenses
        its
        designs, generally the licensee will be responsible for carrying manufacturer
        and product liability insurance.
 
 Aero
        has
        registered with or obtained memberships, licenses, permits, or certificates
        from
        the following organizations and agencies:
 
 Society
        of Automotive Engineers (SAE); National Highway Transportation Safety
        Administration (NHTSA); Dealer Section of the Department of Motor Vehicles,
        State of Colorado; and Specialty Equipment Market Association
        (SEMA).
 
 Aero
        anticipates no material effects on its business from federal, state or local
        environmental regulation.
 
 Employees
 
 Aero
        currently has seven full-time employees including its officers, Marty Williams,
        Sara Williams, and Eric Nickerson. Aero's Vice President of Engineering and
        Board member, Matthew Drabczyk, who is also a major LGA shareholder, works
        on a
        project basis for Aero.  Aero anticipates adding sales,
        administrative, and production employees as needed.
 
  *-
            9
            -*
  Reports
        Filed with the Securities and Exchange Commission.
 
 LGA
        is
        registered with the SEC under the Securities Exchange Act of 1934. As a
        registrant, LGA files annual (Form 10-KSB that contains audited financial
        information) and quarterly reports (Form 10-QSB that contain unaudiuted
        financial information). LGA also files proxy statements for its meetings
        of
        shareholders and reports of material current events (Form 8-K). This information
        may be requested or read through sources described above in this Item 1 or
        from
        the Company free of charge.  The Company does not maintain copies of
        its Securities and Exchange Commission reports on its website,
www.letsgoaero.com, because the reports are easily available at
www.sec.gov.  Although the Company is required to send annual
        reports to security holders that contain audited financial information when
        it
        solicits proxies for annual meetings of security holders, LGA has not held
        an
        annual meeting since 2004.  LGA has no policy of voluntarily sending
        such reports to security holders.
 
 Item
        2.
        Description of Property.
 
 Aero
        currently leases 7,500 square feet of combined office and warehouse space
        at its
        principal place of business in Colorado Springs, Colorado, that it uses for
        storage of some inventory and light product assembly. Aero entered into this
        lease in June, 2007, and expects its facilities will be sufficient for the
        one-year term of the lease.  We expect the lease to be renewable on
        nearly unchanged terms should we choose to do so upon its
        expiration.  The lease rent is $5,500 per month. The space is
        currently fully built out in good condition and Aero has no plans to renovate
        it.  Should Aero decide or be forced to move at expiration of the
        current lease, comparable properties both smaller and larger are available
        at
        competitive rates in the same general area as the current facilities. The
        current space is adequately covered by insurance.
 
 Item
        3.
        Legal Proceedings.
 
 None
 
 Item
        4.
        Submission of Matters to a Vote of Security Holders.
 
 None.
 
 **PART
        II**
 
 Item
        5.
        Market for Common Equity and Related Stockholder Matters.
 
 LGA's
        common stock is currently thinly traded "over-the-counter" and is listed
        in the
        Pink Sheets(R) published by the National Quotation Bureau, Inc. as well as
        on
        the OTC Bulletin Board operated by the NASDAQ Stock Market, Inc. The following
        table sets forth the high and low bid prices for LGA's common stock for each
        of
        the quarters ending on the indicated date.
 
 
 Quarter
                  Ended
              Low
                Price
              High
                PriceSeptember
                  30
              .81
              1.20December
                  31
              1.15
              1.202006
              March
                  31
              1.15
              1.40June
                  30
              1.10
              2.25September
                  30
              1.00
              2.95December
                  31
              .70
              1.952007
              March
                  31
              1.01
              1.65June
                  30
              1.01
              1.65
 
 The
        quotations reflect inter-dealer prices, without markup, markdown or commission
        and may not represent actual transactions.  The source of prices were
        Yahoo.com and BigCharts.com.
 
 The
        number of shareholders of record for LGA's common stock as of June 30, 2007,
        was
        345, which include depositories and broker/dealers who hold shares of common
        stock in "nominee" or "street" names.
  *-
            10
            -*
  
 
 The
        following table provides information as of the most recently completed fiscal
        year with respect to compensation plans (including individual compensation
        agreements) under which equity securities of the Company are authorized for
        issuance.
 
 Plan
                  Category
              Number
                  of securities to be issued upon exercise of outstanding options,
                  warrants
                  and rights
              Weighted-average
                  exercise price of outstanding options, warrants and rights
              Number
                  of securities remaining available for future issuance under compensation
                  plans (excluding securities reflected in column (a))(a)
              (b)
              (c)Equity
                  compensation plans approved by security holders
              1,000,000
              $0.70
              1,000,000Equity
                  plans not approved by security holders *
              1,078,662
              $.63
              0Total
              2,078,662
              $.66
              1,000,000
 
 Sales
        of
        Unregistered Securities
 
 The
        following table sets forth information regarding recent sales of unregistered
        securities.
 
 Sales
        of Unregistered Securities
 
 The
        following table sets forth information regarding recent sales of unregistered
        securities.
 
 Shares
                  of CommonDate
              
              Stock
                  Sold
              
              
              Aggregate
                  PriceAugust
                  2005
              
              
              43,148
              
              
              $
              29,987.86January
                  2006
              
              
              215,738
              
              
              
              149,937.91June
                  2006
              
              
              215,000
              
              
              
              150,500.00December
                  2006
              
              
              215,000
              
              
              
              150,500.00January
                  2007
              
              
              100,000
              
              
              
              70,000.00March
                  2007
              
              
              25,000
              
              
              
              31,250.00April
                  2007
              
              
              40,000
              
              
              
              50,000.00July
                  2007
              
              
              40,000
              
              
              
              50,000.00July
                  2007
              
              
              60,000
              
              
              
              75,000.00September
                  2007
              
              
              35,350
              
              
              
              25,100.00
 
 All
        sales
        were either negotiated and approved by the Company's Board of Directors,
        or
        accomplished pursuant to an option exercise at the contracted exercise
        price.  Each of the purchases, except those occurring in July, 2007,
        was made by an individual investor who was an existing
        shareholder.  All purchasers represented that they were accredited
        investors as defined in the United States securities laws. The sales were
        exempt
        from registration under Section 4(2) and/or 4(6) of the Securities Act of
        1933,
        as amended, and/or Rule 506 or Regulation D. The company is not aware of
        any
        open market purchases by affiliates.
 
 
  *-
            11
            -*
  Item
        6 –
Management’s Discussion and Analysis of Financial Condition and Results of
        Operations.
 
 
 Selected
                  Operating Data
              
              Fiscal
                  Year EndedJune
                  30,2007
              
              
              2006Revenue
              
              
              408,707
              
              
              
              336,721Cost
                  of revenue
              
              
              261,996
              
              
              
              183,163S
                  G & A (excluding Share-based compensation)
              
              
              414,713
              
              
              
              309,589Share-based
                  compensation
              
              
              295,800
              
              
              
              ---Research
                  & Development
              
              
              94,095
              
              
              
              13,779Embezzlement
                  (expense), net of recoveries
              
              
              (44,764
              )
              
              
              (72,801
              )Net
                  (loss)
              
              
              (708,180
              )
              
              
              (261,477
              )
 
 Year
        Ended June 30, 2007, compared to Year Ended June 30, 2006.
 
 During
        Fiscal 2007, the Company’s revenue rose to $408,707 compared to $336,721 in
        revenue for Fiscal 2006.  The increase stemmed primarily from
        increased inquiries generated by our website and customer
        referrals.  We have begun to detect some seasonality in our sales
        directly to end users.  Sales in the spring and early summer months,
        and in the days leading up to the Christmas holidays are the
        strongest.  Our slowest period is the time from August through
        October.  Seasonality has been, and is anticipated to continue being,
        more pronounced for our hitch mounted cargo carrier products than it is for
        our
        trailers.  We anticipate a rising proportion of trailer to cargo
        carrier sales in the future, a trend which would reduce overall
        seasonality.  We also anticipate that sales to distributors and
        dealers will grow compared to end user sales in the future.  If this
        happens, our seasonality may shift forward as a result.
 
 Cost
        of
        revenue for Fiscal 2007 was $261,996 compared to $183,163 for Fiscal
        2006.  Gross margin declined from 45% to 36%, due to proportional
        increases in sales to dealers and distributors compared to relatively higher
        margin sales direct to end users.  The company anticipated this
        decline in gross margin percentage as a logical result of our efforts to
        shift
        our marketing focus towards distributors and dealers and away from end
        users.  The benefit of this strategy is an increase in unit sales
        volumes that makes possible meaningful decreases in per-unit production
        costs.
 
 Selling,
        General & Administrative expenses (excluding Share-based compensation)
        increased to $414,713 for Fiscal 2007, compared to $309,589 for Fiscal
        2006.  The increase is primarily attributable to one-time costs
        associated with a former employee’s embezzlement of Company resources (aside
        from the direct embezzlement expense, net of recoveries), and higher marketing
        costs.  The Company expects S G & A expenses associated with
        embezzlement to be immaterial during Fiscal 2008.  Advertising costs
        rose materially in 2007 compared to 2006 due to the substantial upgrade of
        our
        website, classified as an advertising expense, and to expanded email and
        print
        mail advertising.  Management committed these added advertising
        expenditures in the belief that our substantially expanded product line called
        for an expanded effort to alert the buying public.
 
 Share-based
        compensation (included as a component of S G & A in the accompanying
        Statement of Operations) is the cost to the Company of non-qualified stock
        options awarded during the Fiscal Year, valued in accordance with the
        Black-Scholes option pricing formula.  The options were awarded to
        non-management associates of the Company as incentive for services anticipated
        to be rendered beyond the current period indefinitely into the
        future.  The value of the awards should not be considered indicative
        of future option award values.
 
  *-
            12
            -*
  Research
        and Development expense for Fiscal 2007 was $94,095 compared to $13,779 for
        the
        prior year.  The increase is attributable to the one-time expensing of
        accumulated prototype product not necessarily intended to be resold and the
        allocation to R & D of office and employee overhead used in the creative
        process.  In addition, R & D expenses rose due to expanded
        development efforts in preparing several new products for market.
 
 The
        Company suffered an embezzlement of $72,801 during the year ended June 30,
        2006
        and an additional $44,764 for the period from July 2006 through September
        28,
        2006, the day the embezzlement was discovered.  Approximately $17,000
        of the embezzled funds have been recovered, and we anticipate no further
        recoveries.  We have implemented internal control procedures which we
        believe will prevent any future losses.
 
 Net
        loss
        for Fiscal 2007 increased to ($708,180) or ($0.08) per share compared to
        ($261,477) or ($0.03) in the prior year primarily due to the reasons discussed
        above.
 
 LIQUIDITY
        AND CAPITAL RESOURCES
 
 The
        Company’s cash position was $-0- at both June 30, 2007 and June 30,
        2006.  Occasional reductions of our cash balance to $-0-, called an
“overdraft” condition, have all been for brief periods in immaterial amounts and
        have generated no interest expenses.  The company has met all of its
        financial obligations in a timely manner.  During Fiscal 2007, the
        Company used $436,256 to fund operating activities.
 
 LGA
        Capital Requirements
 
 During
        Fiscal 2007, the Company raised operating capital from investors through
        the
        following transactions:  In October, 2006, an affiliated investor (the
        Company President) loaned the Company $60,000 on an unsecured promissory
        note
        carrying 8% annual interest, maturing June 30, 2010.  Without this
        immediate capital infusion, the company would not have been able to continue
        operations in the wake of the embezzlement discussed in Note 8 to the Financial
        Statements.  In December, 2006, an affiliated investor purchased
        215,000 units, for $150,000.  Each unit was comprised of one share of
        restricted common stock and one 5-year warrant exercisable at
        $1.00.  This purchase completed the Company’s existing private
        placement offering.  In January, 2007, an unaffiliated existing
        shareholder exercised 100,000 options for 100,000 restricted common shares
        for
        $70,000 or $0.70 per share.  In March, 2007, an
        unaffiliated  investor purchased 25,000 shares of restricted common
        stock for $31,250 or $1.25 per share in a private placement.  In
        April, 2007, an unaffiliated  investor purchased 40,000 shares on the
        same terms, for $50,000.  In July, 2007 (subsequent to year-end),
        another unaffiliated  investor purchased 60,000 shares on the same
        terms, for $75,000, the April purchaser bought another 40,000 shares, again
        from
        the same offering, for $50,000, and a director loaned the Company $36,000
        in the
        form of an unsecured demand note carrying 8% annual interest.  In
        September, 2007, the January purchaser exercised options for 35,350 restricted
        common shares for $24,745, and an affiliate loaned the Company $88,056 on
        an
        unsecured note carrying 8% interest maturing December 15, 2007.  No
        commissions were paid on these transactions.
 
 At
        June
        30, 2007, the Company has substantially completed initial production and
        inventory acquisition of three new products, all of which began selling to
        dealers and end users during 2007’s fourth fiscal quarter.  These
        products are the LGT-7 trailer, GearWagon 125 trailer, and GearCage hitch
        mounted cargo carrier.  Some necessary accessories to these products
        will be brought into the product lineup early in Fiscal 2008, and will occasion
        further (but significantly smaller) capital commitments for initial inventory
        acquisition.  The Company anticipates that sales rates for the
        GearWagon 125 trailer may increase during Fiscal 2008 to levels that would
        require investment in cast tools for more rapid production of the product’s
        roto-molded plastic parts.  The anticipated increased sales would most
        likely go to a single major distributor with whom the company is in advanced
        discussions.  The required  tooling, costing approximately
        $125,000, would most likely be financed by the major distributor.  No
        other significant tooling costs are anticipated for Fiscal 2008.
 
  *-
            13
            -*
  The
        Company is in active discussion on several product licensing and distribution
        opportunities with larger companies that, if completed, have the potential
        to
        generate significant additional revenues and to evolve our business model
        in
        significant ways.  We have signed a letter of intent with a nationwide
        discount hardware retailer.  Under the proposed terms, this retailer
        would have a non-exclusive license to manufacture and sell the Company’s LGT-7
        trailer through its retail stores.  The Company would have rights to
        purchase LGT-7’s for our own sales channels from the retailer’s manufacturing
        facilities with preferred pricing.  We are in advanced discussions
        with a major outdoor recreational equipment company to test market the Company’s
        GearWagon 125 sport utility trailer.  The trailers are to be sold
        through several stores of another major company, a nationwide recreational
        product retailer.  The Company is in advanced discussion with a
        leading purveyor of convalescent transportation equipment to market the
        convalescent transport version of our GearCage hitch mounted cargo carrier
        through the purveyor’s retail stores.
 
 No
        assurance can be given as to whether our letter of intent mentioned above,
        or
        any other of our plans or discussions will result in a completed transaction,
        nor can the Company give any assurance as to the timing or financial magnitude
        of these transactions.  To the extent these initiatives do come to
        fruition, the Company would anticipate them to cause higher total revenues
        and
        lower purchase costs due to improved economies of scale, netting improved
        gross
        margin percentages.  Offsetting these positive effects to some extent
        could be reductions of overall gross margin percentage resulting from an
        increased proportion of our sales going to distributors and dealers rather
        than
        to end users.  Even though the Company anticipates increasing revenue
        in all sales channels going forward, it is not able to forecast when its
        sales
        volumes will be sufficient to cover the Company’s operating
        expenses.
 
 Our
        auditor expresses substantial doubt as to the company’s ability to continue as a
        going concern.  He bases this doubt on our history of operating losses
        and present (as of June 30, 2007) negative working capital
        position.  We have experienced negative cash flow from operations
        since our inception and we have expended, and expect to continue to expend,
        substantial funds to continue our research and development and marketing
        efforts. As a result, we have suffered recurring losses through June 30,
        2007.   Based on our current operating plans, management believes
        that proceeds from future revenues and futures sales of common stock will
        be
        sufficient to meet operating needs for the foreseeable future. The actual
        funds
        that we will need to operate during this period will be determined by many
        factors, some of which are beyond our control. Lower than anticipated sales
        of
        our products or higher than anticipated expenses could require us to need
        additional financing sooner than expected.    There is no
        assurance that we will be successful in selling additional shares of common
        stock to the public.
 
 While
        a
        portion of total liabilities, approximately $262,000, is owed to present
        officers and/or directors, there can be no assurance that these
        officers/directors will not seek payment in the near term.
 
 Inflation
        has not had a significant impact on the Company’s operations.
 
 Item
        7.  Financial Statements.
  *-
            14
            -*








**LGA
      HOLDINGS, INC.**





Financial
      Statements





**June
      30, 2007**





(with
      Report of Independent Registered Public Accounting Firm Thereon)














**LGA
      HOLDINGS, INC.**





**Index
      to Financial Statements**








**Page**Report
                of Independent Registered Public Accounting Firm
            F-2Balance
                Sheet at June 30, 2007
            F-3Statements
                of Operations, for the years endedJune
                30, 2007 and 2006
            F-4Statement
                of Changes in Shareholders' Equity for the period fromJuly
                1, 2005 through June 30, 2007
            F-5Statements
                of Cash Flows, for the years endedJune
                30, 2007 and 2006
            F-6Notes
                to financial statements
            F-7





F-1


**Report
      of Independent Registered Public Accounting Firm**








The
      Board
      of Directors and Shareholders


LGA
      Holdings, Inc.:








We
      have
      audited the accompanying balance sheet of LGA Holdings, Inc. as of June
      30, 2007, and the related statements of operations, changes in
      shareholders’ equity, and cash flows for the years ended June 30, 2007 and
      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 audits.





We
      conducted our audits in accordance with the standards of the Public Companies
      Accounting Oversight Board (United States).  Those standards require
      that we plan and perform the audits to obtain reasonable assurance about whether
      the financial statements are free of material misstatement.  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 LGA Holdings, Inc. as of June
      30,
      2007, and the results of its operations and its cash flows for the years ended
      June 30, 2007 and 2006 in conformity with accounting principles generally
      accepted in the United States.





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, the Company has incurred recurring operating losses and
      has a working capital deficit at June 30, 2007, which raises substantial doubt
      about its ability to continue as a going concern.  Management’s plans
      regarding those matters also are described in Note 1.  The financial
      statements do not include any adjustments that might result from the outcome
      of
      this uncertainty.





/s/
      Cordovano and Honeck LLP


Cordovano
      and Honeck LLP


Englewood,
      Colorado


September
      19, 2007


F-2


**LGA
      HOLDINGS, INC.**




**Balance
      Sheet**




**June
      30, 2007**






**Assets**Current
                assets:Accounts
                receivable (Note 1)
            
            $
            9,683Inventory,
                at lower of cost or market (Note 3)
            
            
            165,851Prepaid
                expenses
            
            
            20,084Total
                current assets
            
            
            195,618Property
                and equipment, at cost,net
                of accumulated depreciation of $140,860 (Note 3)
            
            
            135,709Intangible
                assets (Note 3)
            
            
            97,777Other
                assets
            
            
            2,605Total
                assets
            
            $
            431,709**Liabilities
                and Shareholders’ Equity**Current
                liabilities:Bank
                overdraft
            
            $
            238Accounts
                payable
            
            
            93,199Accrued
                payroll
            
            
            123,161Accrued
                interest, related party (Note 2)
            
            
            2,804Total
                current liabilities
            
            
            219,402Long-term
                debt, related party (Note 2)
            
            
            60,000Total
                liabilities
            
            
            279,402Commitments
                and contingencies (Note 6)
            
            
            —Shareholders’
                equity (Notes 2 and 5):Common
                stock, $.001 par value;  authorized 100,000,000
                shares,issued
                and outstanding, 8,972,960 shares
            
            
            8,973Additional
                paid-in capital
            
            
            1,754,066Retained
                deficit
            
            
            (1,610,732
            )Total
                shareholders' equity
            
            
            152,307Total
                liabilities and shareholders' equity
            
            $
            431,709






See
      accompanying notes to financial statements


F-3


**LGA
      HOLDINGS, INC.**




**Statements
      of Operations**







**For
                the Years Ended****June
                30,****2007**
            
            
            **2006**Sales
                and revenue:Product
                sales
            
            $
            345,411
            
            
            $
            270,719Royalty
                revenue
            
            
            63,296
            
            
            
            66,002Total
                sales and revenues
            
            
            408,707
            
            
            
            336,721Costs
                and expenses:Costs
                of sales and revenue
            
            
            261,996
            
            
            
            183,163Research
                and development
            
            
            94,095
            
            
            
            13,779General
                and administrative
            
            
            710,513
            
            
            
            309,589Total
                costs and expenses
            
            
            1,066,604
            
            
            
            506,531Operating
                loss
            
            
            (657,897
            )
            
            
            (169,810
            )Other
                income (expense):Other
                income
            
            
            229
            
            
            
            834Interest
                expense
            
            
            (5,748
            )
            
            
            (19,700
            )Embezzlement
                expense, net of recoveries (Note 8)
            
            
            (44,764
            )
            
            
            (72,801
            )Loss
                before income taxes
            
            
            (708,180
            )
            
            
            (261,477
            )Income
                tax provision (Notes 1 and 7)
            
            
            —
            
            
            
            —Net
                loss
            
            $
            (708,180
            )
            
            $
            (261,477
            )Basic
                and diluted loss per share
            
            $
            (0.08
            )
            
            $
            (0.03
            )Weighted
                average common shares outstanding
            
            
            8,703,345
            
            
            
            8,216,424







See
      accompanying notes to financial statements




F-4






**LGA
      HOLDINGS, INC.**


**Statement
      of Changes in Shareholders' Equity**







**Additional****Common
                Stock**
            
            
            **Paid-in**
            
            
            **Retained****Shares**
            
            
            **Par
                Value**
            
            
            **Capital**
            
            
            **Deficit**
            
            
            **Total**Balance
                at July 1, 2005
            
            
            8,119,074
            
            
            $
            8,119
            
            
            $
            620,966
            
            
            $
            (653,135
            )
            
            $
            (24,050
            )Common
                stock optionsexercised
                at $.695 per share  (Note 2)
            
            
            258,886
            
            
            
            259
            
            
            
            179,667
            
            
            
            —
            
            
            
            179,926Sale
                of call option  (Note 2)
            
            
            —
            
            
            
            —
            
            
            
            200,000
            
            
            
            —
            
            
            
            200,000Sale
                of units at $.70 per unit  (Note 5)
            
            
            215,000
            
            
            
            215
            
            
            
            150,285
            
            
            
            —
            
            
            
            150,500Net
                loss
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            (261,477
            )
            
            
            (261,477
            )Balance
                at June 30, 2006
            
            
            8,592,960
            
            
            
            8,593
            
            
            
            1,150,918
            
            
            
            (914,612
            )
            
            
            244,899Adjustment
                for uncorrected immaterialfinancial
                statement differences (Note 9)
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            12,060
            
            
            
            12,060Contributed
                interest (Note 2)
            
            
            —
            
            
            
            —
            
            
            
            6,478
            
            
            
            —
            
            
            
            6,478Common
                stock optionsexercised
                at $.70 per share  (Note 5)
            
            
            100,000
            
            
            
            100
            
            
            
            69,900
            
            
            
            —
            
            
            
            70,000Sale
                of units at $.70 per unit  (Note 2)
            
            
            215,000
            
            
            
            215
            
            
            
            149,785
            
            
            
            —
            
            
            
            150,000Sale
                of common stock at $1.25 per share  (Note 5)
            
            
            65,000
            
            
            
            65
            
            
            
            81,185
            
            
            
            —
            
            
            
            81,250Stock
                options granted  (Notes 2 and 5)
            
            
            —
            
            
            
            —
            
            
            
            295,800
            
            
            
            —
            
            
            
            295,800Net
                loss
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            (708,180
            )
            
            
            (708,180
            )Balance
                at June 30, 2007
            
            
            8,972,960
            
            
            $
            8,973
            
            
            $
            1,754,066
            
            
            $
            (1,610,732
            )
            
            $
            152,307






See
      accompanying notes to financial statements




F-5







**LGA
      HOLDINGS, INC.**




**Statements
      of Cash flows**








**For
                the Years Ended****June
                30,****2007**
            
            
            **2006**Cash
                flows from operating activities:Net
                loss
            
            $
            (708,180
            )
            
            $
            (261,477
            )Adjustments
                to reconcile net loss to net cashused
                in operating activities:Depreciation
                and amortization
            
            
            31,638
            
            
            
            15,872Share-based
                payment (Notes 2 and 5)
            
            
            295,800
            
            
            
            —Contributed
                interest (Note 2)
            
            
            6,478
            
            
            
            —Changes
                in operating assets and liabilities:Receivables,
                inventory and other assets
            
            
            12,243
            
            
            
            (65,990
            )Payables,
                deferred income and other liabilities
            
            
            (74,235
            )
            
            
            1,818Net
                cash used inoperating
                activities
            
            
            (436,256
            )
            
            
            (309,777
            )Cash
                flows from investing activities:Purchase
                of equipment and other assets
            
            
            (75,494
            )
            
            
            (96,031
            )Net
                cash used ininvesting
                activities
            
            
            (75,494
            )
            
            
            (96,031
            )Cash
                flows from financing activities:Proceeds
                from related party debt (Note 2)
            
            
            60,000
            
            
            
            —Proceeds
                from collection of stocksubscription
                receivable (Note 5)
            
            
            150,500
            
            
            
            —Proceeds
                from sale of common stock (Notes 2 and 5)
            
            
            301,250
            
            
            
            179,926Proceeds
                from sale of call option (Note 5)
            
            
            —
            
            
            
            200,000Net
                cash provided byfinancing
                activities
            
            
            511,750
            
            
            
            379,926Net
                change in cash andcash
                equivalents
            
            
            —
            
            
            
            (25,882
            )Cash
                and cash equivalents:Beginning
                of year
            
            
            —
            
            
            
            25,882End of year
            
            $
            —
            
            
            $
            —Supplemental
                disclosure of cash flow information:Cash
                paid during the year for:Income
                taxes
            
            $
            —
            
            
            $
            —Interest
            
            $
            —
            
            
            $
            —Noncash
                investing and financing transactions:Debt
                converted to accrued payroll (Note 2)
            
            $
            106,408
            
            
            $
            —Accrued
                salaries and interest converted to debt
            
            $
            —
            
            
            $
            106,408






See
      accompanying notes to financial statements




F-6


**LGA
      HOLDINGS, INC.**


**Notes
      to Financial Statements**








**(1)
      Organization and summary of significant accounting
      policies**





***Organization,
      basis of presentation and Liquidity***





LGA
        Holdings, Inc. (“LGA”, “We”, “Us” or “Our”) was incorporated in Colorado on
        April 14, 1998 as Let’s Go Aero, Inc. We develop intellectual property for the
        automotive, recreation vehicle and recreation industries.  We also
        manufacture and distribute various types of specialty trailers and cargo
        carrying enhancements as well as related parts, accessories and services
        for the
        automobile, recreational vehicle and recreational equipment industries. Our
        specialty trailers are manufactured by third party vendors and assembled
        in our
        facilities in Colorado Springs.   We sell our products directly
        to distributors, dealers, and end-user customers.
  ***Going
      Concern***





Inherent
        in our business are various risks and uncertainties, including historical
        operating losses and dependence upon strategic alliances.   The
        accompanying financial statements have been prepared on a going concern basis,
        which contemplates the realization of assets and the satisfaction of liabilities
        in the normal course of business.


We
      have
      experienced negative cash flow from operations since our inception and we have
      expended, and expect to continue to expend, substantial funds to continue our
      research and development and marketing efforts. As a result, we have suffered
      recurring losses through June 30, 2007.   Based on our current
      operating plans, management believes that proceeds from future revenues and
      futures sales of common stock will be sufficient to meet operating needs for
      the
      foreseeable future. The actual funds that we will need to operate during this
      period will be determined by many factors, some of which are beyond our control.
      Lower than anticipated sales of our products or higher than anticipated expenses
      could require us to need additional financing sooner than
      expected.    There is no assurance that we will be
      successful in selling additional shares of common stock to the
      public.  Our business plan projects profits during fiscal
      2008.





***Fair
      Values of Financial Instruments***





Statement
      of Financial Accounting Standards No. 107 (“SFAS 107”), *Disclosures about
      Fair Value of Financial Instruments* requires disclosure of the fair value
      of financial instruments held by the Company. SFAS 107 defines the fair value
      of
      financial instruments as the amount at which the instrument could be exchanged
      in a current transaction between willing parties.  The carrying value of
      financial instruments including cash, receivables, prepaid expenses, and
      accounts payable approximates their fair value at the reporting balance sheet
      date due to the relatively short-term nature of these instruments.  The
      fair market value of long-term debt cannot be determined due to a lack of
      comparability of similar market instruments.





***Use
      of Estimates***





The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States requires management to make estimates
      and assumptions that affect the reported amounts of assets and liabilities
      and
      disclosures of contingent assets and liabilities at the date of the financial
      statements and the reported amounts of revenues and expenses during the period.
      The more significant estimates are used for such items as: recoverability of
      inventory and property and equipment, valuation allowance for doubtful accounts,
      reserves for warranty, and fair valuation of stock options. As better
      information becomes available or as actual amounts are determinable, the
      recorded estimates are revised. Ultimate results could differ from these
      estimates.


F-7


**LGA
      HOLDINGS, INC.**


**Notes
      to Financial Statements**








***Cash
      and Cash Equivalents***





We
      consider all highly liquid securities with original maturities of three months
      or less when acquired to be cash equivalents.  At June 30, 2007, there
      were no cash equivalents.





***Concentrations***





We
      purchase our plastic shells from two suppliers. The purchases represented
      approximately 20% and 50% of cost of sales for the years ended June 30, 2007
      and
      2006, respectively. Although there are a limited number of manufacturers of
      plastic shells, management believes that other suppliers could provide similar
      shells on comparable terms.





***Accounts
      Receivable***





Trade
      receivable consists of amounts due from customers, which are mainly end-users
      and dealers. We generally consider accounts more than 30 days old to be past
      due. We allow for estimated losses on accounts receivable based on prior bad
      debt experience and a review of existing receivables.   Bad debt
      recoveries are charged against the allowance account as realized.  At
      June 30, 2007, we considered accounts receivable to be fully collectible;
      accordingly, no allowance for doubtful accounts is required.





***Inventories***





Inventories
      are stated at the lower of cost, as determined on average cost basis, or
      market.  Raw materials consist of the cost of materials required to
      produce trailers and accessories and to support parts sales and
      service.





***Prepaid
      expenses***





Prepaid
      expenses primarily include the unamortized portion of annual casualty and third
      party liability insurance premiums. These premiums are amortized to expense
      over
      the insurance year.





***Property
      and Equipment***





Property
      and equipment are stated at cost.  Expenditures that extend the useful
      lives of assets are capitalized.  Repairs, maintenance and renewals
      that do not extend the useful lives of the assets are expensed as
      incurred.    Depreciation is provided for financial
      reporting purposes using straight-line method over estimated useful lives
      ranging from 3 to 7 years for machinery, tooling, furniture and
      equipment.





Certain
      tooling used to make our plastic shells is held for use at our subcontractors’
facilities in Denver, Colorado and Middlebury, Indiana.





***Intangible
      Assets***





We
      have
      patents issued and pending to protect our intellectual
      property.  These patents relate to how cargo can be attached and
      carried on a vehicle’s hitch receiver, frame, or body surface.  Patent
      costs are amortized on a straight-line basis and charged to amortization expense
      over the expected useful life of the patent.  Costs of patent
      applications are deferred until the patent is granted.   We will
      begin amortization when the patent is granted.


F-8


**LGA
      HOLDINGS, INC.**


**Notes
      to Financial Statements**








***Impairment
      of Long-Lived Assets***





In
      accordance with Statement of Financial Accounting Standards (SFAS) No. 144,
      Accounting for the Impairment or Disposal of Long-Lived Assets, we evaluate
      our
      long-lived assets, including related intangibles, of identifiable business
      activities for impairment when events or changes in circumstances indicate,
      in
      management's judgment, that the carrying value of such assets may not be
      recoverable. The determination of whether impairment has occurred is based
      on
      management's estimate of undiscounted future cash flows attributable to the
      assets as compared to the carrying value of the assets. If impairment has
      occurred, estimating the fair value for the assets and recording a provision
      for
      loss if the carrying value is greater than fair value determine the amount
      of
      the impairment recognized. For assets identified to be disposed of in the
      future, the carrying value of these assets is compared to the estimated fair
      value less the cost to sell to determine if impairment is required. Until the
      assets are disposed of, an estimate of the fair value is re-determined when
      related events or circumstances change.





When
      determining whether impairment of one of our long-lived assets has occurred,
      we
      must estimate the undiscounted cash flows attributable to the asset or asset
      group. Our estimate of cash flows is based on assumptions that could change
      in
      the future.







Any
      significant variance in any of the above assumptions or factors could materially
      affect our cash flows, which could require us to record an impairment of an
      asset. No impairment charges were recognized during each of the years ended
      June
      30, 2007 and 2006.





***Revenue
      Recognition***





We
      recognize revenue from the sale of trailers and accessories when there is
      persuasive evidence that title and risks of ownership are transferred to the
      customer, which generally is upon shipment or customer pick-up. Accordingly,
      no
      provision for sales allowances or returns is normally required except in unusual
      circumstances.





Revenue
      from sales of parts is recognized when the part has been shipped. Revenues
      related to shipping and deliveries are included as a component of net sales
      and
      the related shipping costs are included as a component of cost of
      sales.





Royalty
      income is recognized based on the terms specified in contractual settlement
      agreements.





***Product
      Warranty***





Our
      products are covered by product warranties for one year after the date of sale.
      At the time of sale, the Company recognizes estimated warranty costs, based
      on
      prior history and expected future claims, by a charge to cost of sales and
      records an accrued liability. The accrued liability is reduced as actual
      warranty costs are paid and is evaluated periodically to validate previous
      estimates and known requirements and adjusted as necessary.  At June
      30, 2007, we have not accrued a reserve for warranty expense as management
      determined the amount to be immaterial with respect to overall operations and
      financial position.





F-9


**LGA
      HOLDINGS, INC.**


**Notes
      to Financial Statements**








***Advertising
      Costs***





All
      advertising costs are expensed as incurred. Advertising expenses were $60,896
      and $13,046 for the years ended June 30, 2007 and 2006,
      respectively.





***Research
      and Development Expenses***





Research
      and development expenses were incurred in fiscal 2007 and 2006 and totaled
      $94,106 and $13,779, respectively.  R&D costs are expensed as
      incurred.





***Income
      Taxes***





We
      account for income taxes under the provisions of Statement of Financial
      Accounting Standards No. 109, *Accounting for Income Taxes* (SFAS No.
      109).  SFAS No. 109 requires recognition of deferred tax liabilities
      and assets for the expected future tax consequences of events that have been
      included in the financial statements or tax returns.  Under this
      method, deferred tax liabilities and assets are determined based on the
      difference between the financial statement and tax bases of assets and
      liabilities using enacted tax rates in effect for the year in which the
      differences are expected to reverse.





***Stock-based
      Compensation***





Effective
      July 1, 2005, the Company adopted SFAS No. 123 (Revised 2004),*Share-Based Payment*, which requires that compensation related to all
      stock-based awards, including stock options, be recognized in the financial
      statements based on their estimated grant-date fair value. We have previously
      recorded stock compensation pursuant to the intrinsic value method under APB
      Opinion No. 25, whereby compensation was recorded related to performance
      share and unrestricted share awards and no compensation was recognized for
      most
      stock option awards. We are using the modified prospective application method
      of
      adopting SFAS No. 123R, whereby the estimated fair value of unvested stock
      awards granted prior to July 1, 2005 will be recognized as compensation expense
      in periods subsequent to June 30, 2005, based on the same valuation method
      used
      in our prior pro forma disclosures. We have estimated expected forfeitures,
      as
      required by SFAS No. 123R, and we are recognizing compensation expense only
      for those awards expected to vest. Compensation expense is amortized over the
      estimated service period, which is the shorter of the award’s time vesting
      period or the derived service period as implied by any accelerated vesting
      provisions when the common stock price reaches specified levels. All
      compensation must be recognized by the time the award vests. The cumulative
      effect of initially adopting SFAS No. 123R was immaterial.





***Loss
      Per Share***




SFAS
      128,
*Earnings Per Share*, requires presentation of “basic” and “diluted”
earnings per share on the face of the statements of operations for
      all entities
      with complex capital structures. Basic earnings per share are computed by
      dividing net income by the weighted average number of common shares outstanding
      for the period. Diluted earnings per share reflect the potential dilution that
      could occur if securities or other contracts to issue common stock were
      exercised or converted during the period.  Dilutive securities having
      an anti-dilutive effect on diluted earnings per share are excluded from the
      calculation.  At June 30, 2007, the company has options outstanding
      that could be exercised representing a total of 2,742,595 additional
      shares.  All have been excluded from the weighted average share
      calculation because they would be anti-dilutive.




The
      weighted average number of common shares outstanding was calculated based upon
      post-split shares for all periods presented.


F-10


**LGA
      HOLDINGS, INC.**


**Notes
      to Financial Statements**









***New
      Accounting Pronouncements***





In
      June 2006, the FASB issued FASB Interpretation No. 48, “Accounting for
      Uncertainty in Income Taxes” (“FIN 48”). FIN 48, which is an interpretation of
      SFAS No. 109, “Accounting for Income Taxes,” provides guidance on the
      manner in which tax positions taken or to be taken on tax returns should be
      reflected in an entity’s financial statements prior to their resolution with
      taxing authorities. The Company is required to adopt FIN 48 during the first
      quarter of fiscal 2008. The Company is currently evaluating the requirements
      of
      FIN 48 and has not yet determined the impact, if any; this interpretation may
      have on its financial statements.





In
      September 2006, the FASB issued SFAS No. 157, “Fair Value
      Measurements” (“SFAS 157”). This statement defines fair value, establishes a
      framework for measuring fair value in generally accepted accounting principles
      and expands disclosures about fair value measurements. The provisions of SFAS
      157 apply under other accounting pronouncements that require or permit fair
      value measurements. We are required to adopt SFAS 157 effective for our fiscal
      year 2009. The impact on our financial statements has not been
      determined.





In
      February 2007, the FASB issued SFAS No.159, “The Fair Value Option for
      Financial Assets and Financial Liabilities” (“SFAS 159”). This statement permits
      companies to measure many financial instruments and certain other items at
      fair
      value. We are required to adopt SFAS 159 effective for our fiscal year 2009.
      The
      impact on our financial statements has not been determined.





**(2)
      Related Party Transactions**





During
        the year ended June 30, 2007, the Company signed promissory notes totaling
        $60,000 payable to its President, for working capital
        purposes.   The promissory notes bear interest rates of 8% per
        annum and are due on June 30, 2010.  We incurred interest expense of
        $2,804 on the notes for the year ended June 30, 2007.  At June 30,
        2007, accrued interest related to the promissory notes totaled $2,804 and
        is
        reflected in the accompanying financial statements.
 
 In
        March
        2007, we granted to one of our directors an option to purchase a total of
        100,000 shares of the Company’s common stock.  The option carries an
        exercise price of $1.75 per share and vested at the date of grant.  We
        determined the fair value of the options at $1.65 per share and recorded
        share-based payment $165,000 in accordance with SFAS 123R.  See
        footnote 5.


In
      December 2006, we conducted a private placement offering whereby we sold 215,000
      units to an affiliate at $.70 per unit or $150,000.  Each unit
      comprised of one share of the Company’s common stock and one option to purchase
      the Company’s common stock at $1.00 per share.





In
      September 2006, our Board of Directors approved the reclassification of $106,408
      from notes payable to officers to accrued payroll.  Accrued interest
      related to the notes payable in the amount of $6,478 as of June 30, 3006 was
      forgiven by the officers and recorded as contributed capital and is shown in
      the
      accompanying financial statements.





In
      December 2004, we sold 1,250,000 shares of our restricted common stock, callable
      at $.40 per share through November 2006, to an affiliate for $.20 per share
      or
      $250,000.  In April 2006, the parties involved determined that the
      Company’s share price increased to $1.15, which gave our affiliate the incentive
      to retain the shares.  As a result, we sold the call option on the
      1,250,000 shares for $200,000 to our affiliate.  We recorded the gain
      of $200,000 as contributed capital in the accompanying financial statements,
      as
      the transaction was with a substantial shareholder of the
      Company


F-11


**LGA
      HOLDINGS, INC.**


**Notes
      to Financial Statements**








During
      the year ended June 30, 2006, an affiliate exercised options to purchase 258,886
      restricted shares of common stock at the price of $.695 or
      $179,926.





**(3)
      Balance Sheet Components**





***Inventory***





At
      June
      30, 2007, inventory consisted of:




Raw
                  materials
              
              $
              93,126Finished
                  goods
              
              
              72,725$
              165,851




***Property
      and Equipment***




At
      June
      30, 2007, major classes of property and equipment were:






Leasehold
                  improvements
              
              $
              4,212Furniture
                  and fixtures
              
              
              25,377Equipment
              
              
              92,321Tooling,
                  held offsite
              
              
              154,659276,569Less:
                  accumulated depreciation
              
              
              (140,860
              )$
              135,709




Depreciation
      expense during the years ended June 30, 2007 and 2006 totaled $30,050 and
      $13,558, respectively.





***Intangible
      Assets***




At
      June
      30, 2007, intangible assets consisted of:




WeightedAverageAmortizationTotal
              
              
              PeriodPatents,
                  net of $20,501 in accumulatedamortization
              
              $
              46,557
              
              
              13
                  yearsDeferred
                  patent application costs
              
              
              51,220
              
              
              
              n/a$
              97,777






F-12


**LGA
      HOLDINGS, INC.**


**Notes
      to Financial Statements**









Estimated
      annual amortization expenses are as follows for years ending June
      30:




2008
              
              $
              3,1722009
              
              $
              3,1722010
              
              $
              3,1722011
              
              $
              3,1722012
              
              $
              3,172





Amortization
      expense during the years ended June 30, 2007 and 2006 totaled $1,588 and $2,314,
      respectively.





**(4)
      Unearned Revenue**





In
      May
      2002, we licensed certain intellectual property to Advanced Accessory Systems,
      LLC, (AAS) for five years.  We received an upfront payment against
      future royalties of $300,000, which we deferred.   For accounting
      purposes, we reflect the payment in royalty income, pro-rata, over the life
      of
      the licenses.  In fiscal years 2007 and 2006, respectively, we
      recognized $55,000 and $60,000 in royalty revenue related to this
      license.  The balance of unearned revenue was $-0- as of June 30,
      2007.





**(5)
      Shareholders’ Deficit**





***Features
      of Preferred Stock***





Our
      preferred stock may be issued from time-to-time in one or more
      series.  Our Board of Directors is authorized to (1) divide the
      preferred stock into series; (2) establish the number of preferred shares in
      a
      series; and (3) fix and determine the relative rights and preferences of any
      series of our preferred stock.





***Sale
      of Common Stock***





In
      fiscal
      year 2007, we commenced a private placement offering of 240,000 of our common
      shares priced at $1.25 per share.  As of June 30, 2007, we sold 65,000
      shares of common stock at the price of $1.25 per share or
      $81,250.   No commissions were paid in connection with this
      transaction.





In
      January 2007, a former employee exercised options to purchase 100,000 shares
      of
      the Company’s common stock for proceeds of $70,000.





In
      June
      2006, we conducted a private placement offering whereby we sold 215,000 units
      to
      two unaffiliated investors at $.70 per unit or $150,500.  Each unit
      comprised of one share of our common stock and one option to purchase the
      Company’s common stock at $1.00 per share.  No commissions were paid
      in connection with this transaction.





***Stock
      Options***





A
      summary
      of changes in the number of stock options outstanding for the years ended June
      30, 2007 and 2006 is as follows:


F-13


**LGA
      HOLDINGS, INC.**


**Notes
      to Financial Statements**










Weighted
              
              WeightedAverage
              
              AverageExercise
              
              Remaining
              
              AggregatePrice
              
              Contractual
              
              IntrinsicShares
              
              Per
                  Share
              
              Life
              
              ValueOutstanding
                  at June 30, 2005
              3,276,008
              
              $0.67
              
              6.39
                  yearsGranted
              215,000
              
              $1.00
              
              5.08
                  yearsExercised
              (258,886)
              
              $0.70
              
              N/ACancelled/Expired
              (679,575)
              
              $0.70
              
              N/AOutstanding
                  at June 30, 2006
              2,552,547
              
              $0.70
              
              6.28
                  yearsGranted
              395,000
              
              $1.34
              
              6.6Exercised
              (100,000)
              
              $0.70
              
              N/ACancelled/Expired
              (104,952)
              
              $0.70
              
              N/AOutstanding
                  at June 30, 2007
              2,742,595
              
              $0.79
              
              5.8
                  years
              
              $  333,250Exercisable
                  at June 30, 2007
              2,742,595
              
              $0.79
              
              5.8
                  years
              
              $  333,250




The
      weighted-average grant-date fair value of options granted during the years
      ended
      June 30, 2007 and 2006 were $1.64 and $-0-, respectively.  The total
      intrinsic value of options exercised during the years ended June 30, 2007 and
      2006 were $-0- and $-0-, respectively.





In
      March
      2007, the Company granted to a director options to purchase an aggregate of
      100,000 shares of the Company’s common stock at an exercise price of $1.75 per
      share. The options vested on the date of grant and expire on March 31, 2017.
      The
      quoted market price of the stock on the date of grant was $1.65 per share.
      The
      Company valued the option at $1.65 per share, or $165,000, in accordance with
      SFAS 123(R). The expense of $165,000 was recorded as share-based payments
      in the accompanying financial statements.





In
      January 2007, the Company granted an employee options to purchase an aggregate
      of 5,000 shares of the Company’s common stock at an exercise price of $1.50 per
      share. The options vested on the date of grant and expire on January 15, 2012.
      The quoted market price of the stock on the date of grant was $1.41 per share.
      The Company valued the option at $1.41 per share, or $7,050, in accordance
      with
      SFAS 123(R). The expense of $7,050 was recorded as share-based payments in
      the accompanying financial statements.





In
      March
      2007, the Company granted two consultants options to purchase an aggregate
      of
      75,000 shares of the Company’s common stock at an exercise price of $1.75 per
      share. The options vested on the date of grant and expire on March 31, 2017.
      The
      quoted market price of the stock on the date of grant was $1.65 per share.
      The
      Company valued the option at $1.65 per share, or $123,750, in accordance with
      SFAS 123(R). The expense of $123,750 was recorded as share-based payments
      in the accompanying financial statements.





The
      fair
      value for these options was estimated at the date of grant using the
      Black-Scholes option-pricing model with the following
      assumptions:


F-14


**LGA
      HOLDINGS, INC.**


**Notes
      to Financial Statements**











Risk-free
                interest rate
            
            4.74%Dividend
                yield
            
            0.00%Volatility
                factor
            
            286.850%Weighted
                average expected life
            
            5
                to 10 years




Total
      compensation cost for share-based payment arrangements at June 30, 2007 and
      2006:




2007
              
              
              2006Stock
                  options, related party
              
              $
              165,000
              
              
              $
              —Stock
                  options, other
              
              
              130,800
              
              
              
              —Total
                  compensation cost
              
              
              295,800
              
              
              
              —Income
                  tax
              
              
              —
              
              
              
              —Net
                  compensation cost
              
              $
              295,800
              
              
              $
              —
  At
        June
        30, 2007, all compensation costs have been recognized, as all options granted
        were fully vested on the grant date.


**(6)
      Commitments**





We
      lease
      our office space under a non-cancelable operating lease through May
      2008.  Future minimum lease payments for the year ending June 30 2008
      is $48,952.





We
      recorded rent expense in the amount of $57,291 and $48,167 for the years ended
      June 30, 2007 and 2006, respectively.




**(7)
      Income Taxes**




A
      reconciliation of U.S. statutory federal income tax rate to the effective rate
      follows for the years ended June 30, 2007 and 2006:




June
                  30,2007
              
              
              2006U.S.
                  statutory federal rate
              
              
              34.00
              %
              
              
              30.49
              %State
                  income tax rate
              
              
              3.06
              %
              
              
              3.22
              %Deferred
                  income
              
              
              0.00
              %
              
              
              -7.09
              %Net
                  operating loss for which no taxbenefit
                  is currently available
              
              
              -37.06
              %
              
              
              -26.62
              %0.00
              %
              
              
              0.00
              %


At
      June
      30, 2007, deferred tax assets consisted of net tax asset of $259,809 due to
      net
      operating loss carryforward for federal income tax purposes of approximately
      $1,552,930, which was fully allowed for in the valuation allowance of
      $259,809.  The valuation allowance offsets the net deferred tax asset
      for which there is no assurance of recovery.  The change in the
      valuation allowance for the year ended June 30, 2007 was
      $190,201.  The net operating loss carryforward will expire through
      2027.


F-15


**LGA
      HOLDINGS, INC.**


**Notes
      to Financial Statements**





The
      valuation allowance is evaluated at the end of each year, considering positive
      and negative evidence about whether the deferred tax asset will be
      realized.  At that time, the allowance will either be increased or
      reduced; reduction could result in the complete elimination of the allowance
      if
      positive evidence indicates that the value of the deferred tax assets is no
      longer impaired and the allowance is no longer required.





**(8)  Embezzlement**





The
      Company suffered an embezzlement of $72,801 during the year ended June 30,
      2006
      and an additional $44,764 for the period from July 2006 through September 28,
      2006, the day the embezzlement was discovered.  We have implemented
      internal control procedures which we believe will prevent any future
      losses.





**(9)  Adjustment
      for Immaterial Uncorrected Financial Statement Differences**





During
      the year ended June 30, 2007, we evaluated and quantified accumulated immaterial
      uncorrected financial statement differences through June 20, 2006, in accordance
      with SAB 108, as follows:





**Financial
                Statements Effect****Amount
                of Over (Under) Statement of:****Total
                Assets**
            
            
            **Total
                Liabilities**
            
            
            **Loss
                Before Taxes**
            
            
            **Net
                Loss**
            
            
            **Net
                Loss Per Share**Inventory
            
            $
            (7,658
            )
            
            $
            -
            
            
            $
            7,658
            
            
            $
            7,658
            
            
            $
            0.00Accrued
                interest
            
            
            -
            
            
            
            12,062
            
            
            
            (12,062
            )
            
            
            (12,062
            )
            
            $
            (0.00
            )(7,658
            )
            
            
            12,062
            
            
            
            (4,404
            )
            
            
            (4,404
            )
            
            $
            (0.00
            )Net
                UnadjustedAudit
                Differences—June 30, 2006
            
            
            (7,658
            )
            
            
            12,062
            
            
            
            (4,404
            )
            
            
            (4,404
            )
            
            $
            (0.00
            )Net
                Audit Differences
            
            $
            (7,658
            )
            
            $
            12,062
            
            
            $
            (4,404
            )
            
            $
            (4,404
            )
            
            $
            (0.00
            )




During
      the year ended June 30, 2006, basic accounting errors were made and were left
      uncorrected as they were considered immaterial to our overall financial
      statements.  The overstatement of interest expense is corrected in the
      current year as an adjustment to the opening balance of retained earnings in
      the
      accompanying condensed financial statement.  The difference in
      inventory was subsequently adjusted through our physical inventory count during
      the year ended June 30, 2007.





**(10)  Subsequent
      Events- Financing**





In
      September 2007, an affiliate loaned the Company $88,056 in the form of an
      unsecured note carrying 8% annual interest maturing December 15,
      2007.





In
      July
      2007, we sold an additional 100,000 shares of common stock to two unaffiliated
      investors at $1.25 per share, as part of the private placement discussed in
      Note
      5.  Total cash proceeds received were $125,000.  No
      commissions were paid in connection with this transaction.





In
      July
      2007, a director loaned the Company $36,000 in the form of an unsecured demand
      note carrying 8% annual interest.







F-16






Item
        8.  Changes In and Disagreements With Accountants on Accounting and
        Financial Disclosure.
 
 Not
        Applicable
 
 Item
        8A.  Controls and Procedures.
 
 Prior
        to
        September, 2006, LGA’s internal disclosure controls and procedures (as defined
        in Rule 13a-15(e) or Rule 15d-15(e) under the Exchange Act) and internal
        control
        over financial reporting(as defined in Rule 13a-15(f) or Rule 15d-15(f) under
        the Exchange Act) were not effective.  As part of the audit of the
        June 30, 2006, financial statements, the auditors discovered indications
        of
        embezzlement by the Company’s bookkeeper.  The embezzled amount was
        approximately $134,000 and occurred between June, 2005, and October,
        2006.
 
 Internal
        control over financial reporting (as defined in Rule 13a-15(f) or Rule 15d-15(f)
        under the Exchange Act) should be adequate and effective 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 and include those policies and procedures
        that:
 
 (1)
        Pertain to the maintenance of records that in reasonable detail accurately
        and
        fairly reflect the transactions and dispositions of the assets of the
        issuer;
 
 (2)
        Provide reasonable assurance that transactions are recorded as necessary
        to
        permit preparation of financial statements in accordance with generally accepted
        accounting principles, and that receipts and expenditures of the issuer are
        being made only in accordance with authorizations of management and directors
        of
        the issuer; and
 
 (3)
        Provide reasonable assurance regarding prevention or timely detection of
        unauthorized acquisition, use or disposition of the issuer's assets that
        could
        have a material effect on the financial statements.
 
 LGA
        did
        not have formal internal control over financial reporting (as defined in
        Rule
        13a-15(e) or Rule 15d-15(e) under the Exchange Act) as of June 30, 2006,
        and
        through September, 2006, when the embezzlement was discovered.  The
        weaknesses in internal controls and procedures that were exploited by the
        Company’s bookkeeper were (1) a lack of segregation of duties over cash
        management (including credit cards) and (2) insufficient supervision by
        management over accounting functions.
 
 Management
        is responsible for establishing and maintaining adequate internal control
        over
        financial reporting.  Internal controls over financial reporting were
        implemented in late 2006 and the Company’s principal executive officer and
        principal financial officer have concluded that they are now
        effective.
 
 The
        Company’s principal executive officer and principal financial officer have
        concluded that disclosure controls and procedures are minimal, but also
        effective due to the Company’s small size and the regular communications among
        its seven full-time employees.
 
 Item
        8B.      Other Information.
 
 None
   *-
            15
            -*
  **Part
        III**
 
 Item
        9.
        Directors, Executive Officers, Promoters and Control Persons; Compliance
        With
        Section 16(a) of the Exchange Act.
 
 Directors
        serve terms of 1 year or until his or her successor has been elected and
        qualified.
 
 Name
              Age
              Position
              Director
                  SinceMarty
                  Williams*
              47
              Chief
                  Executive Officer,
              June
                  2004President
                  DirectorSara
                  Williams*
              38
              Secretary,
                  Treasurer,
              June
                  2004DirectorEric
                  Nickerson
              56
              Director
              June
                  1990Matthew
                  Drabczyk
              48
              Vice
                  President Engineering,
              May
                  2006Director
 __________
 
 *
        Marty
        Williams and Sara Williams are husband and wife.
 
 MARTY
        WILLIAMS, Chief Executive Officer, President, Director. Mr. Williams was
        appointed to his positions upon the acquisition of Aero by LGA effective
        June
        30, 2004. Mr. Williams has been Chief Executive Officer, President and a
        Director of Aero since its inception in 1998. At Aero he is responsible for
        establishing and maintaining the corporate mission and culture. He is
        responsible for product creation, strategic planning, and the entrepreneurial
        spirit. He also directs and coordinates Aero's financing to provide funding
        for
        new and continuing operations. Mr. Williams' professional experience includes
        many different areas in the securities industry where he applied his knowledge
        of small business operations, finance, strategic development and business
        modeling. As an independent broker at Schneider Securities, Inc., Denver,
        Colorado, from 1988 to 1991 and again from 1993 to 1999, Marty was principally
        involved in development of private placement offerings for early stage companies
        and the subsequent sales of those offerings. From 1991 to 1993 he was a stock
        broker with RAF Financial, Denver, Colorado. He has a Bachelor of Science
        in
        Business Administration, University of South Dakota.
 
 SARA
        WILLIAMS, Secretary, Treasurer, Director. Ms. Williams was appointed to her
        positions upon the acquisition of Aero by LGA effective June 30, 2004. Ms.
        Williams has been Treasurer and a Director of Aero since its inception in
        1998.
        She has been Secretary of Aero since June 30, 2004. At Aero Ms. Williams
        manages
        daily business flow, business development, product inquiries, marketing,
        promotions, account management, dealer relations, sales and customer service,
        order fulfillment, shipping and accounting. Mrs. Williams' professional
        experience includes many areas in sales, advertising, software development,
        operations, and product development. She has been involved in direct sales,
        account management and start-up business management in the areas of print
        advertising, new business development, customer relations, and marketing.
        At
        Sunset Publishing Corporation, Menlo Park, California, as a Direct Sales
        Representative from 1993 to 1995 and 1996 to 1998, Mrs. Williams was responsible
        for generating sales of new advertising programs and account management.
        While
        working for Saligent, Inc., Colorado Spring, Colorado for a short period
        in
        1995, Mrs. Williams was occupied with inside sales management, program
        development, supervision and training. She has a Bachelor of Arts in Political
        Science, The Colorado College.
 
 ERIC
        J.
        NICKERSON has served as a Director of LGA since June of 1990 and as a Director
        of Aero since April 2001.  Mr. Nickerson joined the Company in the
        position of Controller in November, 2006.  Mr. Nickerson was a member
        of the faculty of the United States Military Academy at West Point, New York
        from 1989 to 1993. In June 1993, Mr. Nickerson retired as a United States
        Air
        Force officer. Currently, Mr. Nickerson is a private investor and directs
        personal accounts in an investing partnership, Third Century II. Third Century
        II is a major shareholder in LGA.
 
 MATTHEW
        DRABCZYK has served as Vice President and Director of LGA since May,
        2006.  Mr. Drabczyk has been President of Restaurant Interiors, Inc.
        for more than five years where he is responsible for sales, engineering and
        accounting.  Restaurant Interiors constructs and installs commercial
        dining facilities.
 
 Legal
        Proceedings
 
 None.
 
 *-
              16
              -*
 
 
 
 Audit
        Committee
 
 LGA
        does
        not have an audit committee and neither LGA nor Aero have a financial expert
        on
        their respective Boards of Directors or as an employee. LGA's Board of Directors
        acts as its audit committee. LGA is a company with annual revenue of less
        than
        $500,000 and its accounting is relatively simple. Therefore, the Company's
        management did not believe having a financial expert offered shareholders
        much
        benefit considering the costs that would have been involved.  See Item
        8A, above.  None of the Board of Directors is independent as defined
        in Rule 10A-3 of the Exchange Act.
 
 Section
        16(a) Beneficial Ownership Reporting Compliance
 
 The
        following table sets forth information determined by LGA with respect to
        the
        indicated person's requirements to file Forms 3, 4 and 5 for LGA's most recent
        fiscal year.
 
 Name
              Number
                  of
                Late
                  Reports
              Number
                  of Transactions
                That
                  Were Not Reported
              Known
                  Failures to FileEric
                  Nickerson
              1
              1
              1Third
                  Century II
              1
              1
              1
 
 Code
        of
        Ethics
 
 LGA
        has
        not adopted a code of ethics that applies to its principal executive officer,
        principal financial officer, principal accounting officer or controller,
        or
        persons performing similar functions. The Company has only 7 full time employees
        and limited revenues. Its two principal officers, majority shareholders and
        half
        of the Board of directors are husband and wife. Mr. & Mrs. Williams do not
        believe that the Company presently needs written standards that are reasonably
        designed to deter wrongdoing and to promote:
 
 (1)  Honest
        and ethical conduct, including the ethical handling of actual or apparent
        conflicts of interest between personal and professional
        relationships;
 
 (2)  Full,
        fair, accurate, timely, and understandable disclosure in reports and documents
        that a small business issuer files with, or submits to,  the
        Commission and in other public communications made by the small business
        issuer;
 
 (3)  Compliance
        with applicable governmental laws, rules and regulations;
 
 (4)  The
        prompt internal reporting of violations of the code to an  appropriate
        person or persons identified in the code; and
 
 (5)  Accountability
        for adherence to the code.
 
 Mr.
&
        Mrs. Williams believe that they act ethically with respect to the above
        categories despite the lack of a written code of ethics.
 
 Item
        10.
        Executive Compensation.
 
 The
        following table sets forth information with respect to all officers of LGA
        and
        Aero who received $100,000 or more of annual compensation for all services
        rendered in all capacities in the three most recent fiscal years and for
        the CEO
        regardless of compensation.
 
 *-
              17
              -*
 
 
 
 Summary
        Compensation Table
  Name
                  and Principal Position
              Year
              Salary
              Bonus
              Stock
                  Awards
              Option
                  Awards
              Nonequity
                  Incentive Plan Compensation
              Nonqualified
                  Deferred Compensation Earnings
              All
                  Other Compensation
              TotalMarty
                  Williams
                CEO,
                  President, Director
              2007
              48,000
              0
              0
              0
              0
              0
              0
              48,0002006
              48,000
              0
              0
              0
              0
              0
              0
              48,000Matthew
                  Drabczyk, Vice President Engineering, Director
              2007
              0
              0
              0
              165,000
              0
              0
              0
              165,0002006
              0
              0
              0
              0
              0
              0
              0
              0
 
 The
        following table contains information regarding equity awards outstanding
        at the
        end of the last completed fiscal year held by the named executive
        officers.
 
 Outstanding
        Equity Awards at fiscal Year End
 
 Name
              Number
                  of Securities Underlying Unexercised Options (#)
                  Exercisable
              Number
                  of Securities Underlying Unexercised Options (#)
                  Unexercisable
              Equity
                  Incentive Plan Awards:  Number of Securities Underlying
                  Unexercised Unearned Options (#)
              Option
                  Exercise Price ($)
              Option
                Expiration
                Date
              Number
                  of Shares or Units of Stock That Have Not Vested (#)
              Market
                  Value of Shares of Units of Stock That Have Not Vested ($)
              Equity
                  Incentive Plan Awards:  Number of Unearned Shares, Units or
                  Other Rights That Have Not Vested (#)
              Equity
                  Incentive Plan Awards:  Market or Payout Value of Unearned
                  Shares, Units or Other Rights That Have Not Vested ($)Marty
                  Williams
              500,000
              0
              0
              0.70
              2010
              0
              0
              0
              0Sara
                  Williams
              500,000
              0
              0
              0.70
              2010
              0
              0
              0
              0Matthew
                  Drabczyk
              250,000
              0
              0
              0.70
              2015
              0
              0
              0
              0Matthew
                  Drabczyk
              100,000
              0
              0
              1.75
              2017
              0
              0
              0
              0Third
                  Century II
              215,000
              0
              0
              1.00
              2012
              0
              0
              0
              0
 
 
 *-
              18
              -*
 
 
 Director
        Compensation
 
 Directors
        as a group are currently not compensated as such for their
        services.  The following table provides information regarding
        compensation received by persons who are directors.
 
 Name
              Fees
                  Earned or Paid in Cash ($)
              Stock
                  Awards ($)
              Option
                  Awards ($)
              Non-equity
                  Incentive Plan Compensation ($)
              Nonqualified
                  Deferred Compensation Earnings ($)
              All
                  Other Compensation ($)
              Total
                  ($)Matthew
                  Drabczyk
              $0
              
              165,000
              
              
              
              165,000
 
 Item
        11.
        Security Ownership of Certain Beneficial Owners and Management and Related
        Stockholder Matters.
 
 The
        following table contains information as of September 24, 2007, summarizing
        the
        beneficial ownership of LGA common stock by (1) each person known to LGA
        to be
        the beneficial owner of more than 5% of its issued and outstanding common
        stock,
        (2) LGA's executive officers and directors individually, and (3) all LGA's
        executive officers and directors as a group. Except as stated in the footnotes
        to the table, each of these persons exercises sole voting and investment
        power
        over the shares of common stock listed for that person.
 
 Name
                  and Address
              Position
              Number
                  of LGA
                Common
                  Shares
                Held
              Percentage
                  of
                Outstanding
                Share
                  HeldMarty
                  Williams (1), (2)
              President,
                  Chief
              2,854,999
              28.2%5565
                  Teakwood Terrace
              Executive
                  Officer,Colorado
                  Springs, CO 80918
              DirectorSara
                  Williams 1, (3)
              Secretary,5565
                  Teakwood Terrace
              Treasurer,
              2,854,999
              28.2%Colorado
                  Springs, CO 80918
              DirectorEric
                  J. Nickerson (4)1711
                  Chateau Ct.
              Director
              3,813,560
              40.9%Fallston,
                  MD 21047Matthew
                  Drabczyk (5)
              Vice
                  PresidentRestaurant
                  Interiors
              Engineering,5530
                  Joliet St.
              Director
              608,886
              6.4%Denver,
                  CO 80239All
                  Officers and Directors
                as  a
                  Group (3 persons) (6)
              NA
              7,277,445
              68.2%Floyd
                  Murray13020
                  Caraway Dr.
              NA
              2,069,069
              22%Sun
                  City West, AZ 85375Third
                  Century II1711
                  Chateau Ct. (7)
              NA
              3,659,403
              39.3%Falston,
                  MD 21047
   *-
            19
            -*
 
 Notes
        to
        Table:
 
 (1)  Sara
        Williams and Marty Williams are husband and wife.
 
 (2)  Includes
        1,854,999 shares owned as joint tenant with Sara Williams, options to acquire
        500,000 shares and options to acquire 500,000 shares owned by Sara
        Williams.
 
 (3)  Includes
        1,854,999 shares owned as joint tenant with Marty Williams, options to acquire
        500,000 shares and options to acquire 500,000 shares owned by Marty
        Williams.
 
 (4)
        Includes 3,659,403 shares deemed owned by Third Century II. Mr. Nickerson
        is
        Senior Partner of the investment company Third Century II. Mr. Nickerson
        disclaims beneficial ownership of all of the shares and options owned by
        Third
        Century II.
 
 (5)  Includes
        options to acquire 350,000 shares.
 
 (6)  The
        Directors are Marty Williams, Sara Williams, Eric J. Nickerson and Matthew
        Drabczyk and includes the shares deemed directly or indirectly beneficially
        owned by each of them.
 
 (7)  Includes
        options to acquire 215,000 shares.
 
 Note:
        Beneficial ownership is determined in accordance with the rules of the
        Securities and Exchange Commission and generally includes voting or investment
        power with respect to securities. Shares subject to options, warrants and
        convertible notes currently exercisable or convertible, or exercisable or
        convertible within 60 days are deemed outstanding for computing the percentage
        of the person or entity holding such securities, but are not outstanding
        for
        computing the percentage of any other person or entity. Except as indicated
        by
        footnote, and subject to community property laws where applicable, the persons
        named in the table above have sole voting and investment power with respect
        to
        all shares shown as beneficially owned by them.
 
 Item
        12.
        Certain Relationships and Related Transactions.
 
 Please
        refer to Note 2 to the Financial Statements and Management’s Discussion and
        Analysis of Financial Condition and Results of Operations.
 
 During
        the year ended June 30, 2007, Mr. Williams, the Company’s Chief Executive
        Officer, President and an Officer, loaned the Company $60,000 at 8% interest
        with principal and interest due June 30, 2010.
 
 In
        September 2006, the Company reclassified $106,408 from a note payable to
        Marty
        and Sara Williams to accrued payroll.  This was a reversal of an
        earlier transaction in order to avoid having to restate earlier financial
        statements that incorrectly described the transaction.  The accrued
        interest of $6,478 was forgiven by the Williams and deemed a contribution
        to the
        Company’s capital.
 
 The
        grant
        of 100,000 options described in note 2 to the financial statements was to
        Matt
        Drabczyk.
 
 The
        sale
        of 215,000 units described in note 2 to the financial statements was to Third
        Century II.  This transaction was part of a private placement that was
        available to other investors on the same terms.  Mr. Nickerson,
        Controller and a Director of the Company, is Senior Partner of Third Century
        II.  The sale of the call option described in note 2 to the financial
        statements was to Third Century II.
 
 
 Item
        13.
        Exhibits.
 
 31.1   -
        A Rule 13a-14(a)/15d-14(a) Certifications
  
 33.1   -
        A Certification Pursuant To 18 U.S.C. Section. 1350
  
 *-
              20
              -*
  
 
 Item
        14.
        Principal Accountant Fees and Services.
 
 Audit
        Fees
 
 The
        aggregate fees billed in each of the last two fiscal years for professional
        services rendered by the principal accountant for the audit of LGA's and
        Aero's
        annual financial statements and review of financial statements included in
        the
        registrant's Form 10-QSB or services that are normally provided by the
        accountant in connection with statutory and regulatory filings or engagements
        for those fiscal years were $16,269 for 2006 and $37,900 for
        2007.  This amount is a substantial increase over 2006 and is a result
        of costs involved in the embezzlement.
 
 Audit-Related
        Fees
 
 The
        aggregate fees billed in each of the last two fiscal years for assurance
        and
        related services by the principal accountant that are reasonably related
        to the
        performance of the audit or review of the registrant's financial statements
        and
        are not reported under Item 9(e)(1) of Schedule 14A were $-0- for 2006 and
        $-0-
        for 2007.
 
 Tax
        Fees
 
 The
        aggregate fees billed in each of the last two fiscal years for professional
        services rendered by the principal accountant for tax compliance, tax advice,
        and tax planning were $-0- for 2006 and $-0- for 2007.
 
 All
        Other
        Fees
 
 The
        aggregate fees billed in each of the last two fiscal years for products and
        services provided by the principal accountant, other than the services reported
        in Items 9(e)(1) through 9(e)(3) of Schedule 14A were $-0-for 2006 and $-0-
        for
        2007.
 
 Audit
        Committee Policies
 
 Neither
        LGA nor Aero has an audit committee. Such authority is exercised by the full
        Boards of Directors of each company.  The board has delegated hiring
        authority to the Company President.  All directors are intimately
        involved with the day-to-day operations of the Company, which include its
        financial operations.  Therefore, all Directors are aware of and
        involved with the engagement of the auditor. Neither Board currently has
        any
        pre-approval policies and procedures described in paragraph (c)(7)(i) of
        Rule
        2-01 of Regulation S-X; or (ii) approved any services described in each of
        Items
        9(e)(2) through 9(e)(4) of Schedule 14A that were subject to approval by
        the
        audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation
        S-X.
 
 
 
 *-
              21
              -*
  
 **SIGNATURES**
 
 In
        accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused
        this report to be signed on its behalf by the undersigned, thereunto duly
        authorized.
 
 LGA
        Holdings, Inc.
 (Registrant)
 By:
        /s/ Marty Williams
 Marty
        Williams, Chief Executive Officer, President
 Date
        September 28, 2007
 
 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.
 
 By:  /s/
        Marty Williams
 Marty
        Williams, Chief Executive Office, Director
 Date
        September 28, 2007
 
 By:
        /s/ Sara Williams
 Sara
        Williams, Treasurer (principal financial officer), Director
 Date
        September 28, 2007
 
 By:  /s/
        Eric Nickerson
 Eric
        Nickerson, Director
 Date
        September 28, 2007
 
 By:  /s/
        Matthew Drabczyk
 Matthew
        Drabczyk, Director
 Date
        September 28, 2007
 
 
 
 *-
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