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U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-QSB

(MARK ONE)



|x | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ---------------------------------------------------------------------------------

For the quarterly period ended September 30, 2006



| ̈ | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
|- | ---------------------------------------------------------------

For the transition period from __________ to ____________

Commission File Number 000-51978

GRAY PEAKS, INC.

(Exact Name of
Small Business Issuer as Specified in Its Charter)



|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Delaware                                                       |  | 38-3692822                          
|(State or Other Jurisdiction of Incorporation or Organization) |  | (I.R.S. Employer Identification No.)



|                                         |  |           
|---------------------------------------- |  | ----------
|1320 Tower Road, Schaumburg, IL          |  | 60173     
|(Address of Principal Executive Offices) |  | (Zip Code)

847-598-3750

(Issuers Telephone Number)





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(Former Name, Former Address and Former Fiscal Year, If Changed Since Last Report)

Check whether the issuer: (1) has 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 ̈

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)    YES  x    NO ̈

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be filed by Section 12, 13, or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.
    Yes ̈.    No ̈

APPLICABLE ONLY TO CORPORATE ISSUERS.

State the number of shares outstanding of each of the issuers classes of common equity, as of the latest practical date:

Common Stock, $.01 Par Value - shares outstanding 9,032,605 as of November 1, 2006

Transitional Small Business Disclosure Format (check one):

YES ̈NO  x



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##### Table of Contents

FORM 10-QSB

GRAY PEAKS, INC.

CONTENT



|                                                                                                                                                                                            |  |     
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----
|                                                                                                                                                                                            |  | Page
|PART I. FINANCIAL INFORMATION                                                                                                                                                               |  |     
|                                                                                                                                                                                            | 
|Item 1. Financial Statements                                                                                                                                                                |  |     
|                                                                                                                                                                                            | 
|Cautionary Statement Regarding Forward Looking Statements                                                                                                                                   |  | 3   
|                                                                                                                                                                                            | 
|Unaudited Balance Sheets - as of September 30, 2006 and December 30, 2005                                                                                                                   |  | 4   
|                                                                                                                                                                                            | 
|Unaudited Statements of Operations - Three and nine months ended September 30, 2006 and September 30, 2005 and for the period from November 25, 2003 (Inception) through September 30, 2006 |  | 5   
|                                                                                                                                                                                            | 
|Unaudited Statements of Cash Flows - Nine months ended September 30, 2006 and September 30, 2005 and for the period from November 25, 2003 (Inception) through September 30, 2006           |  | 6   
|                                                                                                                                                                                            | 
|Unaudited Statements of Changes in Stockholders Equity (Deficit)  Nine months ended September 30, 2006 and for the period from November 25, 2003 (Inception) through September 30,
2006   |  | 7   
|                                                                                                                                                                                            | 
|Notes to Unaudited Condensed Consolidated Financial Statements                                                                                                                              |  | 8-11
|                                                                                                                                                                                            | 
|Item 2.
Managements Discussion and Analysis                                                                                                                                                |  | 12  
|                                                                                                                                                                                            | 
|Item 3.
Controls and Procedures                                                                                                                                                             |  | 14  
|                                                                                                                                                                                            | 
|PART II.
OTHER INFORMATION                                                                                                                                                                  |  | 15  
|                                                                                                                                                                                            | 
|Item 6.
Exhibits                                                                                                                                                                            |  | 15  
|                                                                                                                                                                                            | 
|Signatures                                                                                                                                                                                  |  | 16  



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CAUTIONARY STATEMENT REGARDING

FORWARD LOOKING STATEMENTS

Certain statements included in this quarterly report on Form 10-QSB which are not statements of historical fact are intended to be, and are hereby identified as,
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The Company cautions readers that forward-looking statements involve known and unknown risks, uncertainties and other factors that may
cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievement expressed or implied by such forward-looking statements. Such factors include, among others, the
following: the Companys inability to secure adequate capital to fund operating losses, working capital requirements, advertising and promotional expenditures and principal and interest payments on debt obligations; factors related to increased
competition from existing and new competitors including new product introduction, price reduction and increased spending on marketing; limitations on the Companys opportunities to enter into and/or renew agreements with international partners,
the failure of the Company or its partners to successfully market, sell and deliver its product in international markets, and risks inherent in doing business on an international level, such as unexpected changes in the regulatory requirements,
political risks, export restrictions, tariffs and other trade barriers and fluctuations in currency exchange rates; the Companys inability to manage its growth and to adapt its administrative, operational and financial control systems to the
needs of the expanded entity and the failure of management to anticipate, respond to and manage changing business conditions; the loss of the services of executive officers and other key employees and the Companys continued ability to attract
and retain highly-skilled and qualified personnel; the costs and other effects of litigation, governmental investigations, legal and administrative cases and proceedings, settlements and investigations; and developments or assertions by or against
the Company relating to intellectual property rights.



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PART 1 FINANCIAL INFORMATION

|Item1. | Financial Statements
|------ | --------------------

Gray Peaks, Inc.

(A Development Stage Enterprise)

(unaudited)

Balance Sheets

September 30, 2006 and December 31, 2005



|                                                                                                                                 |  |                   |            |   |                  |   |            |  
|-------------------------------------------------------------------------------------------------------------------------------- |  | ----------------- | ---------- | - | ---------------- | - | ---------- | -
|                                                                                                                                 |  | September 30,2006 |            |   | December 31,2005 |  
|Assets                                                                                                                           |  |                   |            |   |                  |   |            |  
|Current Assets                                                                                                                   |  |                   |            |   |                  |   |            |  
|Cash                                                                                                                             |  | $                 | 3,061      |   |                  | $ | 161,605    |  
|Marketable equity securities                                                                                                     |  |                   | 1,151      |   |                  |   | 109,830    |  
|Prepaid expenses and other current assets                                                                                        |  |                   |           |   |                  |   |           |  
|                                                                                                                                 |  |                   |            |   |                  |   |            |  
|Total current assets                                                                                                             |  |                   | 4,212      |   |                  |   | 271,435    |  
|Equipment, net                                                                                                                   |  |                   | 2,493      |   |                  |   | 1,387      |  
|                                                                                                                                 |  |                   |            |   |                  |   |            |  
|Total assets                                                                                                                     |  | $                 | 6,705      |   |                  | $ | 272,822    |  
|                                                                                                                                 |  |                   |            |   |                  |   |            |  
|Liabilities and Stockholders Equity (Deficit)                                                                                   |  |                   |            |   |                  |   |            |  
|Current Liabilities                                                                                                              |  |                   |            |   |                  |   |            |  
|Accounts payable                                                                                                                 |  | $                 | 225,174    |   |                  | $ | 57,053     |  
|Notes payable                                                                                                                    |  |                   |           |   |                  |   | 15,713     |  
|Accrued expenses                                                                                                                 |  |                   | 594,813    |   |                  |   | 322,129    |  
|                                                                                                                                 |  |                   |            |   |                  |   |            |  
|Total current liabilities                                                                                                        |  |                   | 819,987    |   |                  |   | 394,895    |  
|                                                                                                                                 |  |                   |            |   |                  |   |            |  
|Stockholders Equity (Deficit)                                                                                                   |  |                   |            |   |                  |   |            |  
|Common stock, $0.01 par value, 20,000,000 shares authorized; 8,942,605 and 8,905,105 shares issued and outstanding,
respectively |  |                   | 89,426     |   |                  |   | 89,051     |  
|Less note receivable and accrued interest arising from the sale of common stock                                                  |  |                   | (10,842    | ) |                  |   | (10,488    | )
|Additional paid-in capital                                                                                                       |  |                   | 4,543,049  |   |                  |   | 4,495,112  |  
|Deferred stock-based compensation                                                                                                |  |                   |           |   |                  |   | (704,534   | )
|Deficit accumulated during the development stage                                                                                 |  |                   | (5,434,915 | ) |                  |   | (3,991,214 | )
|                                                                                                                                 |  |                   |            |   |                  |   |            |  
|Total stockholders equity (deficit)                                                                                             |  |                   | (813,282   | ) |                  |   | (122,073   | )
|                                                                                                                                 |  |                   |            |   |                  |   |            |  
|Total liabilities and stockholders equity (deficit)                                                                             |  | $                 | 6,705      |   |                  | $ | 272,822    |  
|                                                                                                                                 |  |                   |            |   |                  |   |            |  

See notes to unaudited condensed financial statements.



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Gray Peaks, Inc.

(A Development Stage Enterprise)

(unaudited)

Statement of Operations During the Development Stage

Three and nine months ended September 30, 2006 and September 30, 2005 and for the

period from November 25, 2003 (Inception) through September 30, 2006



|                                                                    |  |                    |           |   |                   |   |           |                                                          |  |   |               |   |  |   |           |   |  |   |            |  
|------------------------------------------------------------------- |  | ------------------ | --------- | - | ----------------- | - | --------- | -------------------------------------------------------- |  | - | ------------- | - |  | - | --------- | - |  | - | ---------- | -
|                                                                    |  | Three months ended |           |   | Nine months ended |   |           | Period
fromNovember 25, 2003(Inception) to Sept 30, 2006 | 
|                                                                    |  | Sept 30, 2006      |           |   | Sept 30, 2005     |   |           | Sept 30, 2006                                            |  |   | Sept 30, 2005 |   | 
|Revenues                                                            |  | $                  |          |   |                   | $ |          |                                                          |  | $ |              |   |  | $ |          |   |  | $ | 3,300      |  
|Development stage, operating expenses:                              |  |                    |           |   |                   |   |           |                                                          |  |   |               |   |  |   |           |   |  |   |            |  
|Selling, general and administrative:                                |  |                    |           |   |                   |   |           |                                                          |  |   |               |   |  |   |           |   |  |   |            |  
|Stock-Based compensation expense                                    |  |                    | 232,670   |   |                   |   | 81,832    |                                                          |  |   | 677,492       |   |  |   | 245,496   |   |  |   | 3,442,929  |  
|Professional Services                                               |  |                    | 202,309   |   |                   |   | 11,493    |                                                          |  |   | 313,398       |   |  |   | 110,398   |   |  |   | 823,107    |  
|Payroll and payroll related expenses                                |  |                    | 124,494   |   |                   |   | 84,564    |                                                          |  |   | 362,485       |   |  |   | 245,210   |   |  |   | 918,194    |  
|Travel and entertainment expenses                                   |  |                    | 26,871    |   |                   |   | 10,070    |                                                          |  |   | 49,955        |   |  |   | 23,182    |   |  |   | 151,376    |  
|Offices expenses                                                    |  |                    | 11,927    |   |                   |   | 7,246     |                                                          |  |   | 28,457        |   |  |   | 27,091    |   |  |   | 94,602     |  
|Other                                                               |  |                    | 4,343     |   |                   |   | 387       |                                                          |  |   | 16,855        |   |  |   | 1,450     |   |  |   | 27,643     |  
|                                                                    |  |                    |           |   |                   |   |           |                                                          |  |   |               |   |  |   |           |   |  |   |            |  
|                                                                    |  |                    | 602,614   |   |                   |   | 195,592   |                                                          |  |   | 1,448,642     |   |  |   | 652,827   |   |  |   | 5,457,851  |  
|                                                                    |  |                    |           |   |                   |   |           |                                                          |  |   |               |   |  |   |           |   |  |   |            |  
|Operating loss                                                      |  |                    | (602,614  | ) |                   |   | (195,592  | )                                                        |  |   | (1,448,642    | ) |  |   | (652,827  | ) |  |   | (5,454,551 | )
|Nonoperating income:                                                |  |                    |           |   |                   |   |           |                                                          |  |   |               |   |  |   |           |   |  |   |            |  
|Realized and unrealized gain (loss) on marketable equity securities |  |                    | 31        |   |                   |   |          |                                                          |  |   | 5,711         |   |  |   |          |   |  |   | 24,742     |  
|Interest Income                                                     |  |                    |          |   |                   |   |          |                                                          |  |   |              |   |  |   | 17        |   |  |   | 960        |  
|Interest Expense                                                    |  |                    |          |   |                   |   | (691      | )                                                        |  |   | (770          | ) |  |   | (2,134    | ) |  |   | (6,066     | )
|                                                                    |  |                    |           |   |                   |   |           |                                                          |  |   |               |   |  |   |           |   |  |   |            |  
|                                                                    |  |                    | 31        |   |                   |   | (691      | )                                                        |  |   | 4,941         |   |  |   | (2,117    | ) |  |   | 19,636     |  
|Net loss accumulated during the development stage                   |  | $                  | (602,583  | ) |                   | $ | (196,283  | )                                                        |  | $ | (1,443,701    | ) |  | $ | (654,944  | ) |  | $ | (5,434,915 | )
|                                                                    |  |                    |           |   |                   |   |           |                                                          |  |   |               |   |  |   |           |   |  |   |            |  
|Net loss per share, basic and diluted                               |  | $                  | (0.07     | ) |                   | $ | (0.02     | )                                                        |  | $ | (0.16         | ) |  | $ | (0.08     | ) |  | $ | (0.63      | )
|                                                                    |  |                    |           |   |                   |   |           |                                                          |  |   |               |   |  |   |           |   |  |   |            |  
|Weighted average shares outstanding, basic and diluted              |  |                    | 8,942,605 |   |                   |   | 8,680,018 |                                                          |  |   | 8,917,880     |   |  |   | 8,607,808 |   |  |   | 8,583,441  |  
|                                                                    |  |                    |           |   |                   |   |           |                                                          |  |   |               |   |  |   |           |   |  |   |            |  

See notes to unaudited condensed financial statements.



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Gray Peaks, Inc.

(A Development Stage Enterprise)

(unaudited)

Statements of Cash Flows

Nine months ended September 30, 2006 and September 30, 2005 and for the

Period from November 25, 2003 (Inception) through September 30, 2006



|                                                                            |  |                   |            |   |                                                               |   |          |   |  |   |            |  
|--------------------------------------------------------------------------- |  | ----------------- | ---------- | - | ------------------------------------------------------------- | - | -------- | - |  | - | ---------- | -
|                                                                            |  | Nine months ended |            |   | Period
fromNovember 25, 2003(Inception) to September 30, 2006 |  
|                                                                            |  | September 30,2006 |            |   | September 30,2005                                             |   |         
|Cash Flows From Operating Activities                                        |  |                   |            |   |                                                               |   |          |   |  |   |            |  
|Net loss accumulated during the development stage                           |  | $                 | (1,443,701 | ) |                                                               | $ | (654,944 | ) |  | $ | (5,434,915 | )
|Adjustments to reconcile net loss to net cash used in operating activities, |  |                   |            |   |                                                               |   |          |   |  |   |            |  
|Gain on sale of equity securities                                           |  |                   | (5,711     | ) |                                                               |   |         |   |  |   | (23,391    | )
|Depreciation expense                                                        |  |                   | 1,208      |   |                                                               |   | 693      |   |  |   | 2,594      |  
|Amortization of deferred stock-based compensation                           |  |                   | 677,492    |   |                                                               |   | 245,496  |   |  |   | 3,442,929  |  
|Changes in assets and liabilities:                                          |  |                   |            |   |                                                               |   |          |   |  |   |            |  
|Decrease in prepaid expenses                                                |  |                   |           |   |                                                               |   | 44,696   |   |  |   |           |  
|Increase (decrease) in marketable securities                                |  |                   | 114,390    |   |                                                               |   |         |   |  |   | 22,240     |  
|Increase (decrease) in accounts payable                                     |  |                   | 168,121    |   |                                                               |   | (20,516  | ) |  |   | 225,174    |  
|Increase in accrued expenses                                                |  |                   | 272,684    |   |                                                               |   | 193,544  |   |  |   | 594,813    |  
|                                                                            |  |                   |            |   |                                                               |   |          |   |  |   |            |  
|Net cash used in operating activities                                       |  |                   | (214,977   | ) |                                                               |   | (191,031 | ) |  |   | (1,170,556 | )
|Cash Flows From Investing Activities                                        |  |                   |            |   |                                                               |   |          |   |  |   |            |  
|Decrease in advances to stockholder                                         |  |                   |           |   |                                                               |   |         |   |  |   |           |  
|Purchase of equipment                                                       |  |                   | (2,314     | ) |                                                               |   |         |   |  |   | (5,087     | )
|Proceeds from notes receivable                                              |  |                   |           |   |                                                               |   | 2,500    |   |  |   | 17,984     |  
|                                                                            |  |                   |            |   |                                                               |   |          |   |  |   |            |  
|Net cash (used in) provided by investing activities                         |  |                   | (2,314     | ) |                                                               |   | 2,500    |   |  |   | 12,897     |  
|Cash Flows From Financing Activities                                        |  |                   |            |   |                                                               |   |          |   |  |   |            |  
|Proceeds from sale of common stock                                          |  |                   | 75,000     |   |                                                               |   | 601,200  |   |  |   | 1,160,720  |  
|Proceeds from borrowings on notes payable                                   |  |                   | 37,437     |   |                                                               |   | 15,344   |   |  |   | 64,150     |  
|Payments on notes payable                                                   |  |                   | (53,150    | ) |                                                               |   |         |   |  |   | (64,150    | )
|                                                                            |  |                   |            |   |                                                               |   |          |   |  |   |            |  
|Net cash provided by financing activities                                   |  |                   | 59,287     |   |                                                               |   | 616,544  |   |  |   | 1,160,720  |  
|                                                                            |  |                   |            |   |                                                               |   |          |   |  |   |            |  
|Net (decrease) increase in cash and cash equivalents                        |  |                   | (158,004   | ) |                                                               |   | 428,013  |   |  |   | 3,061      |  
|Cash and cash equivalents at beginning of period                            |  |                   | 161,605    |   |                                                               |   | 1,198    |   |  |   |           |  
|                                                                            |  |                   |            |   |                                                               |   |          |   |  |   |            |  
|Cash and cash equivalents at end of period                                  |  | $                 | 3,601      |   |                                                               | $ | 429,211  |   |  | $ | 3,061      |  
|                                                                            |  |                   |            |   |                                                               |   |          |   |  |   |            |  
|Supplemental Disclosure of Noncash Financing Activities                     |  |                   |            |   |                                                               |   |          |   |  |   |            |  
|Issuance of common stock for note receivable                                |  | $                 |           |   |                                                               | $ |         |   |  | $ | 26,820     |  
|Interest added to note receivable                                           |  |                   | 354        |   |                                                               |   | 426      |   |  |   | 2,137      |  

See notes to unaudited condensed financial statements.



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Gray Peaks, Inc.

(A Development Stage Enterprise)

Statements of Changes in Stockholders Equity (Deficit)

Nine months ended September 30, 2006 and

Period from November 25, 2003 (Inception) through September 30, 2006



|                                                                     |  |              |  |                 |        |  |                          |         |   |                                 |   |           |                                                |  |   |                                     |   |  |   |            |   |  |   |            |  
|-------------------------------------------------------------------- |  | ------------ |  | --------------- | ------ |  | ------------------------ | ------- | - | ------------------------------- | - | --------- | ---------------------------------------------- |  | - | ----------------------------------- | - |  | - | ---------- | - |  | - | ---------- | -
|                                                                     |  | Common Stock |  | NotesReceivable |        |  | AdditionalPaid-InCapital |         |   | DeferredStock-BasedCompensation |   |           | (Deficit)AccumulatedDuring
theDevelopmentStage |  |   | TotalStockholders Equity (Deficit) |  
|                                                                     |  | Shares       |  | Amount          |        |  |                          |         |  
|Balance, November 25, 2003                                           |  |             |  | $               |       |  | $                        |        |   |                                 | $ |          |                                                |  | $ |                                    |   |  | $ |           |   |  | $ |           |  
|Issuance of common stock on November 25, 2003, for cash              |  | 5,702,164    |  |                 | 57,022 |  |                          |        |   |                                 |   | 1,978     |                                                |  |   |                                    |   |  |   |           |   |  |   | 59,000     |  
|Issuance of common stock on November 25, 2003, for a note receivable |  | 1,425,541    |  |                 | 14,255 |  |                          | (14,750 | ) |                                 |   | 495       |                                                |  |   |                                    |   |  |   |           |   |  |   |           |  
|Interest on notes receivable                                         |  |             |  |                 |       |  |                          | (75     | ) |                                 |   | 75        |                                                |  |   |                                    |   |  |   |           |   |  |   |           |  
|Net loss                                                             |  |             |  |                 |       |  |                          |        |   |                                 |   |          |                                                |  |   |                                    |   |  |   | (12,883    | ) |  |   | (12,883    | )
|                                                                     |  |              |  |                 |        |  |                          |         |   |                                 |   |           |                                                |  |   |                                     |   |  |   |            |   |  |   |            |  
|Balance, December 31, 2003                                           |  | 7,127,705    |  | $               | 71,277 |  | $                        | (14,825 | ) |                                 | $ | 2,548     |                                                |  | $ |                                    |   |  | $ | (12,883    | ) |  | $ | 46,117     |  
|Issuance of common stock on February 4, 2004, for notes receivable   |  | 1,207,000    |  |                 | 12,070 |  |                          | (12,070 | ) |                                 |   | 2,160,530 |                                                |  |   |                                    |   |  |   |           |   |  |   | 2,160,530  |  
|Issuance of common stock on April 28, 2004, for cash                 |  | 236,400      |  |                 | 2,364  |  |                          |         |   |                                 |   | 423,156   |                                                |  |   |                                    |   |  |   |           |   |  |   | 425,520    |  
|Interest on notes receivable                                         |  |             |  |                 |       |  |                          | (1,039  | ) |                                 |   | 1,039     |                                                |  |   |                                    |   |  |   |           |   |  |   |           |  
|Payments on notes receivable                                         |  |             |  |                 |       |  |                          | 15,484  |   |                                 |   |          |                                                |  |   |                                    |   |  |   |           |   |  |   | 15,484     |  
|Deferred Stock-based compensation                                    |  |             |  |                 |       |  |                          |        |   |                                 |   | 1,211,380 |                                                |  |   | (1,211,380                          | ) |  |   |           |   |  |   |           |  
|Stock-based compensation                                             |  |             |  |                 |       |  |                          |        |   |                                 |   |          |                                                |  |   | 277,578                             |   |  |   |           |   |  |   | 277,578    |  
|Net loss                                                             |  |             |  |                 |       |  |                          |        |   |                                 |   |          |                                                |  |   |                                    |   |  |   | (3,084,805 | ) |  |   | (3,084,805 | )
|                                                                     |  |              |  |                 |        |  |                          |         |   |                                 |   |           |                                                |  |   |                                     |   |  |   |            |   |  |   |            |  
|Balance, December 31, 2004                                           |  | 8,571,105    |  | $               | 85,711 |  | $                        | (12,450 | ) |                                 | $ | 3,798,653 |                                                |  | $ | (933,802                            | ) |  | $ | (3,097,688 | ) |  | $ | (159,576   | )
|Issuance of common stock on September 1, 2005, for cash              |  | 334,000      |  |                 | 3,340  |  |                          |        |   |                                 |   | 597,860   |                                                |  |   |                                    |   |  |   |           |   |  |   | 601,200    |  
|Interest on notes receivable                                         |  |             |  |                 |       |  |                          | (538    | ) |                                 |   | 538       |                                                |  |   |                                    |   |  |   |           |   |  |   |           |  
|Payments on notes receivable                                         |  |             |  |                 |       |  |                          | 2,500   |   |                                 |   |          |                                                |  |   |                                    |   |  |   |           |   |  |   | 2,500      |  
|Deferred Stock-based compensation                                    |  |             |  |                 |       |  |                          |        |   |                                 |   | 98,061    |                                                |  |   | (98,061                             | ) |  |   |           |   |  |   |           |  
|Stock-based compensation                                             |  |             |  |                 |       |  |                          |        |   |                                 |   |          |                                                |  |   | 327,329                             |   |  |   |           |   |  |   | 327,329    |  
|Net loss                                                             |  |             |  |                 |       |  |                          |        |   |                                 |   |          |                                                |  |   |                                    |   |  |   | (893,526   | ) |  |   | (893,526   | )
|                                                                     |  |              |  |                 |        |  |                          |         |   |                                 |   |           |                                                |  |   |                                     |   |  |   |            |   |  |   |            |  
|Balance, December 31, 2005                                           |  | 8,905,105    |  | $               | 89,051 |  | $                        | (10,488 | ) |                                 | $ | 4,495,112 |                                                |  | $ | (704,534                            | ) |  | $ | (3,991,214 | ) |  | $ | (122,073   | )
|Issuance of common stock on June 30, 2006, for cash                  |  | 37,500       |  |                 | 375    |  |                          |        |   |                                 |   | 74,625    |                                                |  |   |                                    |   |  |   |           |   |  |   | 75,000     |  
|Effect of adoption of SFAS 123(R)                                    |  |             |  |                 |       |  |                          |        |   |                                 |   | (704,534  | )                                              |  |   | 704,534                             |   |  |   |           |   |  |   |           |  
|Interest on notes receivable                                         |  |             |  |                 |       |  |                          | (354    | ) |                                 |   | 354       |                                                |  |   |                                    |   |  |   |           |   |  |   |           |  
|Stock-based compensation                                             |  |             |  |                 |       |  |                          |        |   |                                 |   | 677,492   |                                                |  |   |                                    |   |  |   |           |   |  |   | 677,492    |  
|Net loss                                                             |  |             |  |                 |       |  |                          |        |   |                                 |   |          |                                                |  |   |                                    |   |  |   | (1,443,701 | ) |  |   | (1,443,701 | )
|                                                                     |  |              |  |                 |        |  |                          |         |   |                                 |   |           |                                                |  |   |                                     |   |  |   |            |   |  |   |            |  
|Balance, September 30, 2006 (unaudited)                              |  | 8,942,605    |  | $               | 89,426 |  | $                        | (10,842 | ) |                                 | $ | 4,543,049 |                                                |  | $ |                                    |   |  | $ | (5,434,915 | ) |  | $ | (813,282   | )
|                                                                     |  |              |  |                 |        |  |                          |         |   |                                 |   |           |                                                |  |   |                                     |   |  |   |            |   |  |   |            |  

See notes to unaudited condensed financial statements.



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GRAY PEAKS, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

Note 1. Nature of Business and Significant Accounting Policies

Nature of business: The Company was formed on November 25, 2003 (Inception), under the laws of the State of Delaware. The business of the Company has been to provide sales execution solutions and related services
that help businesses improve their sales effectiveness, increase marketing efficiency, and increase revenues. The Company does this through customer relationship management solutions for companies of various sizes. However, the Company is actively
considering producing a wireless fleet intelligence solution product. This solution would allow fleets to track and monitor their assets and also provide vehicle and driver communications that would allow for real-time tracking of driver
performance. The Company is currently in the development stage and expects to commence active operations during 2007.

Basis of presentation: The
accompanying September 30, 2006 financial statements are unaudited but in the opinion of management contain all the adjustments (consisting of those of a normal recurring nature) considered necessary to present fairly the financial position and
the results of operations and cash flow for the periods presented in conformity with generally accepted accounting principles for interim financial information.

Operating results for the three and nine months ended September 30, 2006, are not necessarily indicative of the results that may be expected in future years. These Condensed Financial Statements should be read in conjunction with the
audited financial statements for the fiscal year ended December 31, 2005 as presented in our Annual Report on Form 10-KSB.

Significant accounting policies are as follows:

Earnings per share (EPS): Basic earnings (loss) per share is computed by dividing net
earnings (loss) by the weighted average number of common shares outstanding for the period. Diluted earnings per share is computed using the weighted-average number of common shares outstanding plus the number of additional common shares that would
have been outstanding if dilutive common shares had been issued. For the three and nine months ending September 30, 2006, for the three and nine months ending September 30, 2005 and for the period from Inception to September 30, 2006,
the Companys basic and fully diluted earnings per share are the same since the conversion of the Companys stock options would be antidilutive. The Companys potential dilutive shares were 783,788 and 670,139 for the three and nine
months ended September 30, 2006 and 2005, respectively.

Note 2. Share-Based Compensation

Effective January 1, 2006, we adopted Financial Accounting Standards Board (FASB) Statement No. 123 (revised), Share-Based Payment
(SFAS 123R). Among its provisions, SFAS 123R requires us to recognize compensation expense for equity awards over the vesting period based on their grant-date fair value. Prior to the adoption of SFAS 123R, we utilized the
intrinsic-value based method of accounting under APB Opinion No. 25, Accounting for Stock Issued to Employees and related interpretations, and adopted the disclosure requirements of SFAS No. 123, Accounting for
Stock-Based Compensation (SFAS 123). Under intrinsic-value based method of accounting, compensation expense for stock options granted to our employees was measured as the excess of the fair value of the Companys common stock
at the grant date over the amount the employee must pay for the stock.

We adopted SFAS 123R in the first quarter of 2006 using the modified prospective
approach. Under this transition method, the measurement and our method of amortization of costs for share-based payments granted prior to, but not vested as of January 1, 2006, would be based on the same estimate of the grant-date fair value
and the same amortization method that was previously used in our SFAS 123 pro forma disclosure. Results for prior periods have not been restated as provided for under the modified prospective approach. For equity awards



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##### Table of Contents

granted after the date of adoption, we will amortize share-based compensation expense on a straight-line basis over the vesting term.

Compensation expense is recognized only for share-based payments expected to vest. We estimate forfeitures at the date of grant based on our historical experience and
future expectations. Prior to the adoption of SFAS 123R, the effect of forfeitures on the pro forma expense amounts was recognized based on estimated forfeitures.

The charge associated with share-based compensation expense recognized in Statement of Operations in the three and nine months ended September 30, 2006 was $232,670 and $677,492, respectively.

The following table shows the effect on net income for three and nine months ended September 30, 2005 had compensation expense been recognized based upon the
estimated fair value on the grant date of awards, in accordance with SFAS 123, as amended by SFAS No. 148 Accounting for Stock-Based Compensation  Transition and Disclosure:



|                                                                                                                                            |  |                                 |           |   |                                |   |           |                                                           |  |   |            |  
|------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------------------------- | --------- | - | ------------------------------ | - | --------- | --------------------------------------------------------- |  | - | ---------- | -
|                                                                                                                                            |  | Three MonthsEndedSept. 30, 2005 |           |   | Nine MonthsEndedSept. 30, 2005 |   |           | Period from Inception(November 25, 2003) toSept. 30, 2005 | 
|Net loss, as reported                                                                                                                       |  | $                               | (196,283  | ) |                                | $ | (654,944  | )                                                         |  | $ | (3,752,632 | )
|Add: Stock based employee compensation expense included in reported net loss, net of related tax effects                                    |  |                                 | 82,000    |   |                                |   | 246,000   |                                                           |  |   | 523,000    |  
|Deduct: Total stock-based employee compensation expense determined under fair value based method for all awards, net of related tax
effects |  |                                 | (150,000  | ) |                                |   | (451,000  | )                                                         |  |   | (728,000   | )
|                                                                                                                                            |  |                                 |           |   |                                |   |           |                                                           |  |   |            |  
|Pro forma net loss                                                                                                                          |  | $                               | (264,283  | ) |                                | $ | (859,944  | )                                                         |  | $ | (3,957,632 | )
|                                                                                                                                            |  |                                 |           |   |                                |   |           |                                                           |  |   |            |  
|Net loss per share, basic and diluted                                                                                                       |  | $                               | (0.03     | ) |                                | $ | (0.10     | )                                                         |  | $ | (0.47      | )
|                                                                                                                                            |  |                                 |           |   |                                |   |           |                                                           |  |   |            |  
|Weighted average shares outstanding, basic and diluted                                                                                      |  |                                 | 8,680,018 |   |                                |   | 8,607,808 |                                                           |  |   | 8,404,603  |  
|                                                                                                                                            |  |                                 |           |   |                                |   |           |                                                           |  |   |            |  

As of September 30, 2006, there was approximately $2,445,448 of total unrecognized compensation cost related
to nonvested share-based compensation arrangements granted under the incentive plans. That cost is expected to be recognized over a weighted-average period of 2.6 years.

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option-pricing model. The table below outlines the weighted average assumptions for options granted during the three and
nine months ended September 30, 2006 and 2005:



|                                        |  |       |      |   |      |   |      |       |  |   |      |   |  |   |      |  
|--------------------------------------- |  | ----- | ---- | - | ---- | - | ---- | ----- |  | - | ---- | - |  | - | ---- | -
|                                        |  | 2006  |      |   | 2005 |  
|                                        |  | Three |      |   | Nine |   |      | Three |  |   | Nine |  
|Risk-free interest rate                 |  |       | 5.0  | % |      |   | 4.4  | %     |  |   | 4.1  | % |  |   | 4.1  | %
|Expected term (in years)                |  |       | 10.0 |   |      |   | 10.0 |       |  |   | 10.0 |   |  |   | 10.0 |  
|Expected volatility                     |  |       | 100  | % |      |   | 100  | %     |  |   | 100  | % |  |   | 100  | %
|Expected dividend yield                 |  |       | 0.0  | % |      |   | 0.0  | %     |  |   | 0.0  | % |  |   | 0.0  | %
|Estimated fair value per option granted |  | $     | 1.82 |   |      | $ | 1.66 |       |  | $ | 1.63 |   |  | $ | 1.63 |  

The expected term of the options represents the estimated period of time until exercise. Since the Company does
not have any history of cancellation of any options, the full term for the option grants has been used. The expected volatility is assumed to 100%, since there has been no activity in the Companys securities. The risk-free interest rate is
based on the 10 year U.S. Treasury note.

On January 6, 2006, the Company issued 707,628 options to purchase shares of common stock to 8 people at a
price of $1.80 and $1.98 per share. The Company will expense this share-based compensation over the vesting period of the options, which is four years.

On
July 5, 2006, the Company issued 90,000 options to purchase shares of common stock to 2 people at a price of $2.00 per share. The Company will expense this share-based compensation over the vesting period of the options, which is four years.

Stock Options:

The following table summarizes the Companys option activity during the period ending September 30, 2006:



|                                  |  |           |  |                               |        |                                                 |     |                          |   |          
|--------------------------------- |  | --------- |  | ----------------------------- | ------ | ----------------------------------------------- | --- | ------------------------ | - | ---------
|                                  |  | Shares    |  | WeightedAverageExercise Price |        | WeightedAverageRemainingContractualTerm (years) |     | AggregateInstrinsicValue
|Outstanding at December 31, 2005  |  | 1,405,000 |  | $                             | 0.9671 |                                                 |     |                          |   |          
|Granted at fair value             |  | 797,628   |  | $                             | 1.8542 |                                                 |     |                          |   |          
|Exercised                         |  |          |  | $                             |       |                                                 |     |                          |   |          
|Cancelled                         |  |          |  | $                             |       |                                                 |     |                          |   |          
|                                  |  |           |  |                               |        |                                                 |     |                          |   |          
|Outstanding at September 30, 2006 |  | 2,202,628 |  | $                             | 1.2883 |                                                 | 8.3 |                          | $ | 1,567,576
|                                  |  |           |  |                               |        |                                                 |     |                          |   |          
|Exercisable at September 30, 2006 |  | 875,850   |  | $                             | 0.9046 |                                                 | 7.9 |                          | $ | 959,385  

The aggregate intrinsic value in the table above is before taxes and based on a
stock price of $2.00 per share.



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Note 3. Marketable Equity Securities

During the three and nine months ended September 30, 2006, the Company sold marketable equity securities that resulted in a realized gain of $0 and $6,044, respectively. The Company did not have realized gains or
losses for the three and nine months ended September 30, 2005.

Note 4. Related Party Transactions

On January 6, 2004, the Company entered into a consulting agreement with a stockholder to provide transfer agent and other consulting services for a period of three
years. The Company is to pay $5,000 each year due in quarterly installments beginning on March 31, 2004.

During the year ended December 31,
2005, the Company received funds, in the form of a note payable, from a company owned by the majority shareholder in order to fund its ongoing operations totaling $135,311. As of December 31, 2005, the Company had repaid all but $15,713 of
these funds. During the nine months ending September 30, 2006, the Company repaid all of the remaining balance of these funds.

Note 5. Commitments

The Company has entered into Employment Agreements with certain key employees. With respect to the Companys Employment Agreements with the
Co-Chief Executive Officers, the Company will be required to make a lump sum payment totaling $5,000,000 to the Co-Chief Executive Officers in the event of termination of their respective Employment Agreements by the Company without cause (or
constructive termination by the Company without cause), or due to the death or disability of either of them. With respect to the Companys Employment Agreement with the Companys President, the Company will be required to make a lump sum
payment totaling $1,000,000 in the event of termination of such Employment Agreement by the Company without cause (or constructive termination by the Company without cause) or due to the death or disability of the President.

Note 6. New Accounting Pronouncements

In June 2006, the FASB issued
Interpretation No. 48 (FIN 48), Accounting for Uncertainty in Income Taxes  an interpretation of SFAS 109, Accounting for Income Taxes. FIN 48 prescribes a recognition threshold and measurement attribute for
the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. FIN 48 developed a two-step process to evaluate a tax position and also provides guidance on derecognition, classification, interest
and penalties, accounting in interim periods, disclosure, and transition. This interpretation is effective for fiscal years beginning after December 15, 2006. Management has not yet determined the impact that adoption will have on the
Companys financial statements.

In September 2006, the FASB issued SFAS 157, Fair Value Measurements. SFAS 157 defines fair value, establishes a
framework for measuring fair value and expands disclosures about fair value measurements. The requirements of SFAS 157 are effective for the Companys fiscal year ending December 31, 2008. The Company does not believe the adoption of SFAS
157 will have a material effect on its financial statements.



|Item 2. | Managements Discussion and Analysis
|------- | ------------------------------------

Plan of operation:

Our plans are to move to full operations by the second quarter of 2007. We anticipate having the capital resources available to support the Company and
expect to run the business on a breakeven basis by the second half of 2007. As the year progresses, we will determine what capital resources will be required to continue to



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fund our growth. It is anticipated that future capital will be required to support sustainable growth in revenue, and we will have alternative financing
sources. If there is a need for short-term financing the Company may, as it has done in the past, obtain this short-term financing from a company owned by the majority stockholder of the Company, or other sources if they are available.

During the past six months we have been evaluating other market opportunities for recurring, monthly subscription revenues. We have identified several market sectors
which could benefit substantially from services that can also improve worker productivity, customer service, improve asset utilization, increase security and increase corporate return on investment. Specifically, we are considering how to leverage
our management teams expertise in wireless communications, transportation and sales execution by expanding into the wireless transportation application service business. We believe transportation fleets and enterprises are concerned with the
productivity of mobile workers and utilization of their fixed and mobile assets as well as the security of each. Providing wireless fleet transportation services in the form of mobile workforce solutions, vehicle and driver communications, and asset
tracking and monitoring, could provide a strong and sustaining value proposition.

It has been suggested there could be a $6 billion global commercial
telematics market by 2008. Our research indicates there is likely to be significant growth in wireless services provided to transportation fleets with less than 1000 vehicles, remote assets, and mobile workforces. There is currently no critical mass
in this global market sector and current competitors seem to lack sufficient capital to become a global leader in this market. While some individual companies have leadership positions on their own continents, the lack of a strong
technology/telematics platform and of mobile applications have been obstacles to success outside their home market. The Company is evaluating how to enter this market, including how to best fund the acquisition of the relevant technology. If the
Company does decided to enter this market, there can be no guarantee that it will be successful or that it can achieve any particular level of profitability.

RESULTS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2006 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2005

Revenues

The Company did not report any revenues during the three months ended September 30, 2006 or September 30, 2005.

Selling, general and administrative expenses

Selling, general and
administrative expenses consist mainly of stock based compensation expense, payroll and payroll related expenses and professional fees. For the three months ended September 30, 2006 the selling, general and administrative expenses totaled
$602,614, an increase of $407,022 versus the three months ended September 30, 2005. This increase was mainly the result of higher stock based compensation, as a result of, as previously mentioned, the Companys adoption of FAS 123(R), and
higher professional fees as a result of the company exploring repositioning strategy.

Operating loss

The operating loss for the three months ended September 30, 2006 was $602,614, compared to an operating loss of $195,592 for the three months ended
September 30, 2005. The increase in the operating loss was as a direct result of the increase in selling, general and administrative expenses, which was mainly the result of higher stock based compensation, and higher professional fees as
previously mentioned since the Company did not have any revenues in the periods reported.

Unrealized loss on marketable equity securities

During the three months ending September 30, 2006, the Company reported an unrealized gain on marketable equity securities that it held of $31,
this compares to no unrealized gain or loss on marketable equity securities in the three months ended September 30, 2005.



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Interest expense

For
the three months ending September 30, 2006, the Company did not have any interest expense, compared to $691 for the three months ended September 30, 2005. This expense relates to a loan from one of the Companys founders and, in 2005,
interest on outstanding balances on a credit card that is used by the Companys Chairman of the Board for business travel and entertainment expenses.

RESULTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2006 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2005

Revenues

The Company did not report any revenues during the nine months ended September 30, 2006 or September 30, 2005.

Selling, general and administrative expenses

Selling, general and
administrative expenses consist mainly of stock based compensation expense, payroll and payroll related expenses and professional fees. For the nine months ended September 30, 2006 the selling, general and administrative expenses totaled
$1,488,642, an increase of $795,815 versus the nine months ended September 30, 2005. This increase was mainly the result of higher stock based compensation, as a result of, as previously mentioned, the Companys adoption of FAS 123(R), and
higher professional fees as a result of the company exploring repositioning strategy.

Operating loss

The operating loss for the nine months ended September 30, 2006 was $1,488,642, compared to an operating loss of $652,827 for the nine months ended
September 30, 2005. The increase in the operating loss was as a direct result of the increase in selling, general and administrative expenses, which was mainly the result of higher stock based compensation, and higher professional fees as
previously mentioned since the Company did not have any revenues in the periods reported.

Gain on sale of short-term investments

During the nine months ending September 30, 2006, the Company reported a one-time gain on the sale of short-term investments of $6,044, this compares to no reported
gain or loss on the sale of short-term investments in the nine months ended September 30, 2005.

Unrealized loss on marketable equity securities

During the nine months ending September 30, 2006, the Company reported an unrealized loss on marketable equity securities that it held of $333,
this compares to no unrealized gain or loss on marketable equity securities in the nine months ended September 30, 2005.

Interest expense

For the nine months ending September 30, 2006, the Company had $770 of interest expense, compared to $2,134 for the nine months ended
September 30, 2005. This expense relates to a loan from one of the Companys founders and, in 2005, interest on outstanding balances on a credit card that is used by the Companys Chairman of the Board for business travel and
entertainment expenses.

Liquidity and Capital Resources

Historically, since its inception, the Company has incurred cash operating losses relating to expenses to start and organize the Company. The Company has funded these operating losses, in large part, through the sale of common stock or the
issuance of notes payable.



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##### Table of Contents

Net cash used by operations was $214,977 for the nine months ended September 30, 2006 compared to $191,031 used by
operations for the nine months ended September 30, 2005.

The Company did not have any Accounts Receivable as of September 30, 2006 or
September 30, 2005.

There were capital expenditures of $2,314 during the nine months ended September 30, 2006 compared to $0 during the nine
months ended September 30, 2005.

If the Company is unable to raise adequate financing, the Company may be required to modify its current strategic
growth plans.

Substantially all of the operations of the Company from inception on November 25, 2003 through September 30, 2006, related to
organizing the Company.

During 2004, the Company raised $425,520 through additional funding sources as it began to package its suite of services and
marketing collateral materials. The Company also began to invest in sales and product support for the services it will deliver.

On July 27, 2005, the
Companys SB-2 filing became effective with the Security and Exchange Commission (SEC).

In September 2005, the Company raised an
additional $601,200 from the sale of 334,000 shares of its common stock to an investor.

On June 30, 2006, the Company raised an additional $75,000
from the sale of 37,500 shares of its common stock to an investor.

Management is currently planning final purchases of computer equipment and software to
run its service infrastructure. The capital expenditures associated with these plans are estimated to be $50,000.

If there is a need for short-term
financing, the Company may, as it has done in the past, obtain this short-term financing from a company owned by the majority stockholder of the Company, or other sources if they are available.

Management believes existing cash, marketable securities, proceeds from the potential sale of additional common stock discussed above, and cash flows from operations
will be sufficient to meet operating requirements for the next 12 months. In the event additional financing becomes necessary, management may choose to raise those funds through other forms of financing as appropriate.

Inflation

Although the Company cannot accurately determine the
precise effect of inflation, the Company has experienced increased costs of product, supplies, salaries and benefits, and increased selling, general and administrative expenses. Historically, the Company has absorbed increased costs and expenses
without increasing selling prices.



|Item 3. | Controls and Procedures
|------- | -----------------------

Disclosure Controls and Procedures

As of the end of the period covered by this report, the Company carried out an evaluation, under the
supervision and with the participation of the Companys management, including the Companys Chief Executive Officers and the Companys Principal Accounting Officer, of the effectiveness of the design and operation of the
Companys disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange



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##### Table of Contents

Act of 1934, as amended). Based on this evaluation, the Companys Chief Executive Officers and the Companys Principal Accounting Officer concluded
that the Companys disclosure controls and procedures were effective, in timely alerting them to material information relating to the Company required to be included in the Companys periodic filings with the Securities and Exchange
Commission. It should be noted that in designing and evaluating the disclosure controls and procedures, management recognized that any control and procedures, no matter how well designed and operated, can provide only reasonable assurance of
achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. The Company has designed its disclosure controls and procedures
to reach a level of reasonable assurance of achieving desired control objectives and, based on the evaluation described above, the Companys Chief Executive Officer and Principal Accounting Officer concluded that the Companys disclosure
controls and procedures were effective at reaching that level of reasonable assurance.

Changes in Internal Control over
Financial Reporting

There was no change in the Companys internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under
the Securities and Exchange Act of 1934, as amended) during the Companys most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Companys internal control over financial
reporting.



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##### Table of Contents

PART IIOTHER INFORMATION



|Item 6. | Exhibits
|------- | --------



|     |  |                                                                               
|---- |  | ------------------------------------------------------------------------------
|3.1  |  | Certificate of Incorporation of Shiwana, Inc., as amended**                   
|     | 
|3.2  |  | Bylaws*                                                                       
|     | 
|10.1 |  | Material Contracts  2004 Stock Option Plan No. 1*                            
|     | 
|10.2 |  | Material Contracts  Option Agreements*                                       
|     | 
|10.3 |  | Material Contracts  Consulting Agreements*                                   
|     | 
|10.4 |  | Material Contracts  Employment Agreements*                                   
|     | 
|31.1 |  | Certificate of Tim R. Sensenig, Co-Chief Executive Officer                    
|     | 
|31.2 |  | Certificate of Bary Bertiger, Co-Chief Executive Officer                      
|     | 
|31.3 |  | Certificate of Bernard Asher, President, Chief Financial Officer and Treasurer
|     | 
|32.1 |  | Certificate of Tim R. Sensenig, Co-Chief Executive Officer                    
|     | 
|32.2 |  | Certificate of Bary Bertiger, Co-Chief Executive Officer                      
|     | 
|32.3 |  | Certificate of Bernard Asher, President, Chief Financial Officer and Treasurer



|* | Incorporated by reference from registrants registration statement Form SB-2, Registration Statement No. 333-118255.
|- | --------------------------------------------------------------------------------------------------------------------



|** | Incorporated by reference from registrants registration statement Form SB-2, Registration Statement No. 333-118255 and Exhibit 3.11 of registrants report on Form
10-QSB for the quarter ended September 30, 2005.
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



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##### Table of Contents

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be
signed on its behalf by the undersigned thereunto duly authorized.



|                        |  |  |  |                  |  |                            |  | 
|----------------------- |  |  |  | ---------------- |  | -------------------------- |  | 
|                        |  |  |  | Gray Peaks, Inc.
|                        |  | 
|Date: November 20, 2006 |  |  |  | /s/ Tim Sensenig
|                        |  |  |  |                  |  | Tim R. Sensenig           
|                        |  |  |  |                  |  | Co-Chief Executive Officer

|                        |  |  |  |                                                 
|----------------------- |  |  |  | ------------------------------------------------
|                        |  | 
|Date: November 20, 2006 |  |  |  | /s/ Bary Bertiger                               
|                        |  |  |  | Bary Bertiger                                   
|                        |  |  |  | Co-Chief Executive Officer                      
|                        |  | 
|Date: November 20, 2006 |  |  |  | /s/ Bernard Asher                               
|                        |  |  |  | Bernard Asher                                   
|                        |  |  |  | President, Chief Financial Officer and Treasurer



16