U.S.
        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
        Fiscal Year Ended: December 31, 2006
 
 OR
 
 o
        TRANSITION REPORT UNDER
        SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
        ACT OF 1934
 
 For
        the
        transition period from ___ to ________
 
 Commission
        file number: 000-27795
  Smitten
        Press: Local Lore and Legends, Inc.
 (Name
        of
        small business issuer in our charter)
 
 Ontario,
                  Canada
              5900
              98
                  0427526(State
                  or other jurisdiction of incorporation or organization)
              (Primary
                  Standard Industrial Classification Code Number)
              (I.R.S.
                  Employer Identification Number)
 
 2503
        W.
        Gardner Ct., Tampa FL 33611. Telephone 813.831.9348
 
 FORMER
        ADDRESS
 
 3675
        N E
        Skyline Drive, Jensen Beach, FL 34957-3917
 Telephone:
        772-334-7129
 
 Securities
        registered under Section 12(b) of the Act: NONE
 
 Securities
        registered under Section 12(g) of the Act:
 common
        stock
 special
        shares
 
 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 o
  1
 
 Check
        if
        there is no disclosure of delinquent filers in response to Item 405 of
        Regulation SB is not 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. o
 
 Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act) Yes xNo
o
 
 State
        issuer's revenues for its most recent fiscal year: None
 
 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 prices of such common equity, as of a
        specified date within the past 60 days. (See definition of affiliate in Rule
        12b-2 of the Exchange Act.) Not applicable
 
 Note:
        If
        determining whether a person is an affiliate will involve an unreasonable
        effort
        and expense, the issuer may calculate the aggregate market value of the common
        equity held by non-affiliates on the basis of reasonable assumptions, if
        the
        assumptions are stated.
 
 **ISSUERS
        INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE
        YEARS**
 
 Indicate
        by check mark whether the issuer has filed all documents and reports required
        to
        be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
        of securities under a plan confirmed by a court. Yes o No o
 
 **APPLICABLE
        ONLY TO CORPORATE REGISTRANTS**
 
 State
        the
        number of shares outstanding of each of the issuer's classes of common equity,
        as of the latest practicable date: 22,250,000 shares of common stock outstanding
        as of April 10, 2007.
 
 **DOCUMENTS
        INCORPORATED BY REFERENCE**
 
 If
        the
        following documents are incorporated by reference, briefly describe them
        and
        identify the part of the Form 10-KSB (e.g., Part I, Part II, etc.) into which
        the document is incorporated: (1) any annual report to security holders;
        (2) any
        proxy or information statement; and (3) any prospectus filed pursuant to
        Rule
        424(b) or (c) of the Securities Act of 1933 ("Securities Act"). The listed
        documents should be clearly described for identification purposes (e.g.,
        annual
        report to security holders for fiscal year ended December 24,
        1990).
 
 No
        documents are incorporated by reference into this Annual Report on Form
        10-KSB.
 
 Transitional
        Small Business Disclosure Format (check one): Yes [ ]; No x
  2
  TABLE
        OF
        CONTENTS
 Part
                    I
                
                4Item
                    1. Description of Business
                
                4Item
                    2. Description of Property
                
                4Item
                    3. Legal Proceedings
                
                4Item
                    4. Submission of Matters to a Vote of Security Holders
                
                5PART
                    II
                
                5Item
                    5. Market for Common Equity and Related Stockholder
                    Matters
                
                5Item
                    6. Management's Discussion and Analysis or Plan of
                    Operation
                
                7Item
                    7. Financial Statements
                
                9Item
                    8. Changes In and Disagreements With Accountants on Accounting
                    and
                    Financial Disclosure
                
                10Item
                    8A. Controls and Procedures
                
                10PART
                    III
                
                10Item
                    9. Directors, Executive Officers, Promoters and Control Persons;
                    Compliance With Section 16(a) of the Exchange Act
                
                10Item
                    10. Executive Compensation
                
                11Item
                    11. Security Ownership of Certain Beneficial Owners and
                    Management
                
                12Item
                    12. Certain Relationships and Related Transactions
                
                13Item
                    13. Exhibits and Reports on Form 8-K
                
                13Item
                    14. Principal Accountant Fees and Services
                
                13
  3
  **Part
        I**
  **Item
        1. Description of Business.**
  We
        have
        not yet commenced any active operations and, as indicated in our report filed
        on
        Form 10-QSB for the period ended September 30, 2006, given the continued delay
        in
        recovery in New Orleans due to Hurricane Katrina and the death of our founder
        and president Mr. Richard Smitten in September 2006, we have determined that proceeding
        with our initial business plan will not be viable.
 
 We
        are
        now seeking other alternatives to preserve stockholder value, including selling
        controlling interest to a third party who would subsequently merge an operating
        business into the company. As of the date of this report, we have no binding
        agreement, commitment or understanding to do so. Although we have engaged
        in preliminary discussions with third parties concerning such a transaction,
        we are not proceeding with any further discussions until we redomicile
        the company to Nevada and reverse split our issued and outstanding stock
        at
        a not-yet-determined ratio, all of which were approved at a stockholders’
meeting on February 19, 2007. We expect the reincorporation to Nevada to
        occur
        shortly after the filing of this annual report on Form 10-KSB.
 
 Employees
 
 We
        have
        one employee, our President Mr. Michael T. Williams. He currently devotes
        such
        time as is necessary to effect our business plan set forth
        above.
  **Item
        2. Description of Property.**
 
 Our
        executive offices are located at 2503 W. Gardner Ct., Tampa FL 33611. Telephone
        813.831.9348 .
        We pay
        no rent.
  We
        believe that our facilities are adequate to meet our current needs. Our offices
        are in good condition and are sufficient to conduct our operations.
 
 We
        do not
        intend to renovate, improve, or develop properties. We are not subject to
        competitive conditions for property and currently have no property to insure.
        We
        have no policy with respect to investments in real estate or interests in
        real
        estate and no policy with respect to investments in real estate mortgages.
        Further, we have no policy with respect to investments in securities of or
        interests in persons primarily engaged in real estate activities.
  **Item
        3. Legal Proceedings.**
 
 None
  4
  **Item
        4. Submission of Matters to a Vote of Security Holders.**
 
 None
  **PART
        II**
  **Item
        5. Market for Common Equity and Related Stockholder
        Matters.**
 
 Market
        Information
 
 There
        is
        no established public trading market for our securities and a regular trading
        market may not develop, or if developed, may not be sustained. A shareholder
        in
        all likelihood, therefore, will not be able to resell his or her securities
        should he or she desire to do so when eligible for public resales. Furthermore,
        it is unlikely that a lending institution will accept our securities as pledged
        collateral for loans unless a regular trading market develops. Our securities
        became qualified for quotation on the OTCBB in 2006 under the symbol SPLIF,
        but
        are unpriced and have not traded.
 
 Penny
        Stock Considerations
 
 Our
        shares will be "penny stocks" as that term is generally defined in the
        Securities Exchange Act of 1934 to mean equity securities with a price of
        less
        than $5.00. Our shares thus will be subject to rules that impose sales practice
        and disclosure requirements on broker-dealers who engage in certain transactions
        involving a penny stock.
 
 Under
        the
        penny stock regulations, a broker-dealer selling a penny stock to anyone
        other
        than an established customer or accredited investor must make a special
        suitability determination regarding the purchaser and must receive the
        purchaser's written consent to the transaction prior to the sale, unless
        the
        broker-dealer is otherwise exempt. Generally, an individual with a net worth
        in
        excess of $1,000,000 or annual income exceeding $100,000 individually or
        $300,000 together with his or her spouse is considered an accredited investor.
        In addition, under the penny stock regulations the broker-dealer is required
        to:
 
 ·
            Deliver,
                prior to any transaction involving a penny stock, a disclosure schedule
                prepared by the Securities and Exchange Commissions relating to the
                penny
                stock market, unless the broker-dealer or the transaction is otherwise
                exempt;  ·
            Disclose
                commissions payable to the broker-dealer and our registered
                representatives and current bid and offer quotations for the
                securities;  ·
            Send
                monthly statements disclosing recent price information pertaining
                to the
                penny stock held in a customer's account, the account's value and
                information regarding the limited market in penny stocks;
                and  ·
            Make
                a special written determination that the penny stock is a suitable
                investment for the purchaser and receive the purchaser's written
                agreement
                to the transaction, prior to conducting any penny stock transaction
                in the
                customer's account. 
 5
 Because
        of these regulations, broker-dealers may encounter difficulties in their
        attempt
        to sell shares of our common stock, which may affect the ability of selling
        shareholders or other holders to sell their shares in the secondary market
        and
        have the effect of reducing the level of trading activity in the secondary
        market. These additional sales practice and disclosure requirements could
        impede
        the sale of our securities, if our securities become publicly traded. In
        addition, the liquidity for our securities may be decreased, with a
        corresponding decrease in the price of our securities. Our shares in all
        probability will be subject to such penny stock rules and our shareholders
        will,
        in all likelihood, find it difficult to sell their securities.
 
 The
        Over-the-Counter Bulletin Board
 
 Our
        securities are not qualified for quotation on the over the counter bulletin
        board, although it is our current intention to seek such a qualification
        when
        the SEC staff has indicated they have no further comments on this annual
        report.
        We may not be successful in securing such a qualification.
 
 The
        over-the-counter bulletin board is separate and distinct from the Nasdaq
        stock
        market. Nasdaq has no business relationship with issuers of securities quoted
        on
        the over-the-counter bulletin board. The SEC’s order handling rules, which apply
        to Nasdaq-listed securities don’t apply to securities quoted on the bulletin
        board.
 
 Although
        the Nasdaq stock market has rigorous listing standards to ensure the high
        quality of its issuers, and can delist issuers for not meeting those standards,
        the over-the-counter bulletin board has no listing standards. Rather, it
        is the
        market maker, who chooses to quote a security on the system, files the
        application and is obligated to comply with keeping information about the
        issuer
        in its files. The NASD cannot deny an application by a market maker to quote
        the
        stock of a company. The only requirement for inclusion in the bulletin board
        is
        that the issuer be current in its reporting requirements with the SEC.
 
 Investors
        may have greater difficulty in getting orders filled because it is anticipated
        that if our stock trades on a public market, it initially will trade on the
        over-the-counter bulleting board rather than on Nasdaq. Investors’ orders may be
        filled at a price much different than expected when an order is placed. Trading
        activity in general is not conducted as efficiently and effectively as with
        Nasdaq-listed securities.
 
 Investors
        must contact a broker dealer to trade bulletin board securities. Investors
        do
        not have direct access to the bulletin board service. For bulletin board
        securities, there only has to be one market maker.
 
 Bulletin
        board transactions are conducted almost entirely manually. Because there
        are no
        automated systems for negotiating trades on the bulletin board, they are
        conducted via telephone. In times of heavy market volume, the limitations
        of
        this process may result in a significant increase in the time it takes to
        execute investor orders. Therefore, when investors place market orders -
        an
        order to buy or sell a specific number of shares at the current market price
        -
        it is possible for the price of a stock to go up or down significantly during
        the lapse of time between placing a market order and getting execution.
  6
 
 Because
        bulletin board stocks are usually not followed by analysts, there may be
        lower
        trading volume than for Nasdaq-listed securities.
 
 Reports
        to Shareholders
 
 We
        are
        subject to the information and reporting requirements of the Securities Exchange
        Act of 1934 and file periodic reports, proxy statements and other information
        with the Securities and Exchange Commission.
 
 Holders
 
 The
        number of recorded holders of the Company's common stock as of December
        31,
 2006
        is
        approximately 42.
  **Item
        6. Management's Discussion and Analysis or Plan of
        Operation.**
 
 SPECIAL
        INFORMATION REGARDING FORWARD LOOKING STATEMENTS
 
 Some
        of
        the statements in this Form 10-KSB are “forward-looking statements.” These
        forward-looking statements involve certain known and unknown risks,
        uncertainties and other factors which may cause our actual results, performance
        or achievements to be materially different from any future results, performance
        or achievements expressed or implied by these forward-looking statements.
        These
        factors include, among others, the factors set forth above under “Risk Factors.”
The words “believe,” “expect,” “anticipate,” “intend,” “plan,” and similar
        expressions identify forward-looking statements. We caution you not to place
        undue reliance on these forward-looking statements. We undertake no obligation
        to update and revise any forward-looking statements or to publicly announce
        the
        result of any revisions to any of the forward-looking statements in this
        document to reflect any future or developments.
 
 The
        safe
        harbors of forward-looking statements provided by Section 21E of the Exchange
        Act are unavailable to issuers of penny stock. As we issued securities at
        a
        price below $5.00 per share, our shares are considered penny stock and such
        safe
        harbors set forth under the Reform Act are unavailable to us.
 
 Plan
        of Operations
 
 We
        have
        not yet commenced any active operations and, as indicated in our report filed
        on
        Form 10-QSB for the period ended September 30, 2006, given the continued delay
        in
        recovery in New Orleans due to Hurricane Katrina and the death of our founder
        and president Mr. Richard Smitten in September 2006, we have determined that proceeding
        with our initial business plan will not be viable.
 7
 
 We
        are
        now seeking other alternatives to preserve stockholder value, including selling
        controlling interest to a third party who would subsequently merge an operating
        business into the company. As of the date of this report, we have no binding
        agreement, commitment or understanding to do so. Although we have engaged
        in preliminary discussions with third parties concerning such a transaction,
        we are not proceeding with any further discussions until we redomicile
        the company to Nevada and reverse split our issued and outstanding stock
        at
        a not-yet-determined ratio, all of which were approved at a stockholders’
meeting on February 19, 2007. We expect the reincorporation to Nevada to
        occur
        shortly after the filing of the annual report on Form 10-KSB.
 
 Liquidity
        and Capital Resources
 
 As
        reflected in the accompanying financial statements, the Company has a net
        loss
        and net cash used in operations of $162,106 and $19,941, respectively, in
        2006
        and a deficit accumulated during development stage of $513,682 and stockholders
        deficiency of $396,682 at December 31, 2006 and is a development stage company
        with no revenues. The ability of the Company to continue as a going concern
        is
        dependent on the Company’s ability to further implement its business plan, raise
        capital, and generate revenues. The Company plans to locate an operating
        company
        to merge with or sell controlling interest to a third party who would
        subsequently merge an operating business into the company. The ability of
        the
        Company to continue as a going concern is dependent on the Company's ability
        to
        further implement its business plan. In addition, as of December 31, 2006,
        we
        had $2,632 of current cash available, which is not sufficient to meet our
        needs
        as described below.
 
 All
        our
        costs, which we will incur irrespective of our activities to implement our
        current business plan, including bank service fees and those costs associated
        with on-going SEC reporting requirements, estimated to be less than $2,000
        per
        quarter for 10-QSB quarterly filings and $7,500 per 10-KSB annual filing
        as well
        approximately $5,000 with the Schedule 14A filing, will be funded as a loan
        from
        Mr. Williams, our current director and president, to the extent that funds
        are
        available to do so. Prior management has advanced $200 and paid $43,103 of
        our
        operating expenses as of December 31, 2006. The obligation to repay these
        funds
        is not reflected in any written note, bears no interest and is due upon demand.
        Management is not obligated to provide these or any other funds. If we fail
        to
        meet these requirements, we will be unable to secure a qualification for
        quotation of our securities on the over the counter bulletin board, or if
        we
        have secured a qualification, may lose the qualification and our securities
        would no longer trade on the over the counter bulletin board. Further, if
        we
        fail to meet these obligations and as a consequence we fail to satisfy our
        SEC
        reporting obligations, investors will now own stock in a company that does
        not
        provide the disclosure available in quarterly and annual reports filed with
        the
        SEC and investors may have increased difficulty in selling their stock as
        we
        will be non-reporting.
  8
 
 Accordingly,
        our accountants have indicated in their Report of Independent Registered
        Public
        Accounting Firm for the year ended December 31, 2006 that there is substantial
        doubt about our ability to continue as a going concern over the next twelve
        months from December 31, 2006. Our poor financial condition could inhibit
        our
        ability to achieve our business plan.
  **Item
        7. Financial Statements.**
 9
 **Smitten
          Press: Local Lore and Legends, Inc.**
 **(A
          Development Stage Company)**
 
 **Financial
          Statements**
 
 **December
          31, 2006**
  
  Smitten
          Press: Local Lore and Legends, Inc.
 (A
          Development Stage Company)
  Contents
  Page(s)Report
                    of Independent Registered Public Accounting Firm
                
                
                F-1Balance
                    Sheet
                
                
                F-2Statements
                    of Operations
                
                
                F-3Statement
                    of Changes in Stockholders’ Deficiency
                
                
                F-4Statements
                    of Cash Flows
                
                
                F-5Notes
                    to Financial Statements
                
                
                F-6
                      - F-10
  
  Report
          of Independent Registered Public Accounting Firm
 
 To
          the
          Board of Directors of:
 Smitten
          Press: Local Lore and Legends, Inc.
 
 We
          have
          audited the accompanying balance sheet of Smitten Press: Local Lore and
          Legends,
          Inc. (a development stage company) as of December 31, 2006 and the related
          statements of operations, changes in stockholders’ deficiency and cash flows for
          the years ended December 31, 2006 and 2005 and for the period from June
          1, 2003
          (inception of development stage) to December 31, 2006. These financial
          statements are the responsibility of the Company’s management. Our
          responsibility is to express an opinion on these financial statements based
          on
          our audits.
 
 We
          conducted our audits in accordance with standards of the Public Company
          Accounting Oversight Board (United States). Those standards require that
          we plan
          and perform the 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 Smitten Press: Local Lore
          and
          Legends, Inc. (a development stage company) as of December 31, 2006, and
          the
          results of its operations, changes in stockholders’ deficiency and cash flows
          for the years ended December 31, 2006 and 2005 and for the period from
          June 1,
          2003 (inception of development stage) to December 31, 2006, in conformity
          with
          accounting principles generally accepted in the United States of
          America.
 
 The
          accompanying financial statements have been prepared assuming that the
          Company
          will continue as a going concern. As discussed in Note 6, in the accompanying
          financial statements, the Company has a net loss and net cash used in operations
          of $162,106 and $19,941, respectively, in 2006 and a deficit accumulated
          during
          development stage of $513,682 and stockholders deficiency of $396,182 at
          December 31, 2006 and is a development stage company with no revenues.
          These
          matters raise substantial doubt about its ability to continue as a going
          concern. Management’s Plan in regards to these matters is also described in Note
          6. The financial statements do not include any adjustments that might result
          from the outcome of this uncertainty.
  SALBERG
          & COMPANY, P.A.
 Boca
          Raton, Florida
 April
          9,
          2007
  F-1
 **Smitten
            Press: Local Lore and Legends, Inc.**
 **(A
            Development Stage Company)**
 **Balance
            Sheet**
 **December
            31, 2006**
 **ASSETS****Current
                        Assets**Cash
                    
                    $
                    2,632**Total
                        Assets**
                    
                    **$**
                    **2,632****LIABILITIES
                        AND STOCKHOLDERS' DEFICIENCY****Current
                        Liabilities**Account
                        payable
                    
                    $
                    38,011Due
                        to former officer
                    
                    
                    43,303Accrued
                        Compensation- Officers
                    
                    
                    317,500**Total
                        Current Liabilities**
                    
                    
                    **398,814****Total
                        Liabilities**
                    
                    
                    **398,814****Commitments
                        and Contingencies (Note 2)****Stockholders'
                        Deficiency**Special
                        shares, no par value, unlimited sharesauthorized,
                        none issued and outstanding
                    
                    
                    **-**Common
                        stock, no par value, unlimited sharesauthorized,
                        22,250,000 issued and outstanding
                    
                    
                    102,520Additional
                        paid-in capital
                    
                    
                    117,500Accumulated
                        deficit
                    
                    
                    (102,520
                    )Deficit
                        accumulated during development Stage
                    
                    
                    (513,682
                    )**Total
                        Stockholders' Deficiency**
                    
                    
                    **(396,182**
                    **)****Total
                        Liabilities and Stockholders' Deficiency**
                    
                    **$**
                    **2,632**
 **See
              accompanying notes to financial statements**
 
 F-2
  **Smitten
              Press: Local Lore and Legends, Inc.**
 **(A
              Development Stage Company)**
 **Statements
              of Operations**
 **Year
                        Ended December 31,**
                    
                    **Period
                              from**
                            **June
                              1, 2003 (inception**
                            **of
                              development stage) to December
                              31,****2006**
                    
                    **2005**
                    
                    **2006****Revenues**
                    
                    $
                    -
                    
                    $
                    -
                    
                    $
                    -**Operating
                        Expenses**Legal
                    
                    
                    39,173
                    
                    
                    7,500
                    
                    
                    49,173General
                        and administrative
                    
                    
                    25,433
                    
                    
                    17,865
                    
                    
                    47,009Compensation
                        - officer
                    
                    
                    97,500
                    
                    
                    220,000
                    
                    
                    417,500**Total
                        Operating Expenses**
                    
                    
                    162,106
                    
                    
                    245,365
                    
                    
                    513,682**Net
                        Income/(Loss)**
                    
                    **$**
                    **(162,106**
                    **)**
                    **$**
                    **(245,365**
                    **)**
                    **$**
                    **(513,682**
                    **)****Net
                        Loss per share - Basic and diluted**
                    
                    **$**
                    **(0.01**
                    **)**
                    **$**
                    **(0.01**
                    **)**
                    **$**
                    **(0.02**
                    **)****Weighted
                        Average Shares Outstanding****-
                        Basic and diluted**
                    
                    
                    22,250,000
                    
                    
                    22,250,000
                    
                    
                    22,250,000
 **See
              accompanying notes to financial statements**
  F-3
  **Smitten
                Press: Local Lore and Legends, Inc.**
 **(A
                Development Stage Company)**
 **Statement
                of Changes in Stockholders' Deficiency**
  **Years
                ended December 31, 2006 and 2005 and**
 **period
                from June 1, 2003 (inception of development Stage) to**
 **December
                31, 2006**
  **Common
                          Stock**
                      
                      **Additional**
                        **Paid-in**
                      
                      **Accumulated****Shares**
                      
                      **Amount**
                      
                      **Capital**
                      
                      **Deficit**
                      
                      **Total**Balance
                          at June 1, 2003 (inception of development Stage)
                      
                      
                      12,000,000
                      
                      
                      102,520
                      
                      
                      -
                      
                      
                      (102,520
                      )
                      
                      **-**Stock
                          issued for book rights
                      
                      
                      10,250,000
                      
                      
                      **-**
                      
                      
                      -
                      
                      
                      **-**
                      
                      
                      **-**Balance,
                          December 31, 2003
                      
                      
                      22,250,000
                      
                      
                      102,520
                      
                      
                      -
                      
                      
                      (102,520
                      )
                      
                      -Contributed
                          officer services
                      
                      
                      -
                      
                      
                      -
                      
                      
                      100,000
                      
                      
                      -
                      
                      
                      100,000-Contributed
                          legal services
                      
                      
                      -
                      
                      
                      -
                      
                      
                      2,500
                      
                      
                      -
                      
                      
                      2,500Net
                          loss, 2004
                      
                      
                      -
                      
                      
                      -
                      
                      
                      -
                      
                      
                      (106,211
                      )
                      
                      (106,211
                      )Balance,
                          December 31, 2004
                      
                      
                      22,250,000
                      
                      $
                      102,520
                      
                      $
                      102,500
                      
                      $
                      (208,731
                      )
                      $
                      (3,711
                      )Contributed
                          legal services
                      
                      
                      -
                      
                      
                      -
                      
                      
                      7,500
                      
                      
                      -
                      
                      
                      7,500Net
                          loss, 2005
                      
                      
                      -
                      
                      
                      -
                      
                      
                      -
                      
                      
                      (245,365
                      )
                      
                      (245,365
                      )Balance,
                          December 31, 2005
                      
                      
                      22,250,000
                      
                      $
                      102,520
                      
                      $
                      110,000
                      
                      $
                      (454,096
                      )
                      $
                      (241,576
                      )Contributed
                          legal services
                      
                      
                      
                      
                      
                      
                      
                      
                      7,500
                      
                      
                      
                      
                      
                      7,500Net
                          loss, 2006
                      
                      
                      -
                      
                      
                      -
                      
                      
                      -
                      
                      
                      (162,106
                      )
                      
                      (162,106
                      )Balance,
                          December 31, 2006
                      
                      
                      22,250,000
                      
                      $
                      102,520
                      
                      $
                      117,500
                      
                      $
                      (616,202
                      )
                      $
                      (396,182
                      )
 **See
                accompanying notes to financial statements**
  F-4
  **Smitten
            Press: Local Lre and Legends, Inc.**
 **(A
            Development Stage Company)**
 **Statements
            of Cash Flows**
  **Year
                      Ended December 31,**
                  
                  **For
                          the period from**
                        **June
                          1, 2003**
                        **(Inception)
                          to December 31,****2006**
                  
                  **2005**
                  
                  **2006****Cash
                      Flows from Operating Activities:**Net
                      loss
                  
                  $
                  (162,106
                  )
                  $
                  (245,365
                  )
                  $
                  (513,682
                  )Adjustment
                      to reconcile net loss to net cash used inoperating
                      activities:Contributed
                      consulting services
                  
                  
                  -
                  
                  
                  -
                  
                  
                  100,000Contributed
                      Legal Services
                  
                  
                  7,500
                  
                  
                  7,500
                  
                  
                  17,500Changes
                      in operating assets and liabilities:Increase
                      (decrease) in:Accrued
                      Compensation - Officer
                  
                  
                  97,500
                  
                  
                  220,000
                  
                  
                  317,500Accounts
                      payable
                  
                  
                  37,165
                  
                  
                  (2,787
                  )
                  
                  38,011**Net
                      Cash Used in Operating Activities**
                  
                  
                  (19,941
                  )
                  
                  (20,652
                  )
                  
                  (40,671
                  )**Cash
                      Flows from Financing Activities:**Proceeds
                      from related party loans and advances
                  
                  
                  22,573
                  
                  
                  20,630
                  
                  
                  43,303**Net
                      Cash Provided by Financing Activities**
                  
                  
                  22,573
                  
                  
                  20,630
                  
                  
                  43,303Net
                      Increase (Decrease) in Cash and Cash Equivalents
                  
                  
                  2,632
                  
                  
                  (22
                  )
                  
                  2,632Cash
                      and Cash Equivalents at Beginning of Period
                  
                  
                  -
                  
                  
                  22
                  
                  
                  -**Cash
                      and Cash Equivalents at End of Period**
                  
                  **$**
                  **2,632**
                  ****
                  **$**
                  **-**
                  ****
                  **$**
                  **2,632**Supplemental
                      Disclosure of Cash Flow InformationCash
                      Paid for:Interest
                  
                  $
                  -
                  
                  $
                  -
                  
                  $
                  -Taxes
                  
                  $
                  -
                  
                  $
                  -
                  
                  $
                  -
  **See
            accompanying notes to the financial statements**
  F-5
   **Smitten
            Press: Local Lore and Legends, Inc.**
 **(A
            Development Stage Company)**
 **Notes
            to Financial Statements**
 **December
            31, 2006**
  **Note
          1 Nature of Business and Summary of Significant Accounting
          Policies**
 
 **(A)
          Description of Business**
 
 Smitten
          Press: Local Lore and Legends, Inc. (the “Company”) was incorporated under the
          laws of the Canada in January
          15, 1990 under the name Creemore Star Printing, Inc. The name was changed
          to
          Smitten Press: Local Lore and Legends, Inc. on July 15, 2003. The Company
          was
          inactive until June 1, 2003 when it entered the development stage. The
          Company
          offers magazines and books for sale. Given
          the continued delay in recovery in New Orleans due to Hurricane Katrina
          and the
          death of the Company’s founder and president Mr. Richard Smitten in September
          2006. the Company has determined that proceeding with its initial business
          plan
          will not be viable. It is now seeking other alternatives to preserve stockholder
          value, including selling controlling interest to a third party who would
          subsequently merge an operating business into the company. As of the date
          of
          this report, the Company has no binding agreement, commitment or understanding
          to do so.
 Activities
          during the development stage include development of a business plan, obtaining
          and developing necessary rights to sell our products and developing a
          website.
 
 **(B)
          Basis of Presentation and Foreign Currency**
 
 The
          accompanying financial statements are presented under accounting principles
          generally accepted in the United States of America and in United States
          dollars.
 
 Gains
          and
          losses resulting from foreign currency transactions are recognized in operations
          of the period incurred.
 
 **(C)
          Use of Estimates**
 
 In
          preparing financial statements, management is required to make estimates
          and
          assumptions that effect the reported amounts of assets and liabilities
          and
          disclosure of contingent assets and liabilities at the date of the financial
          statements and revenues and expenses during the periods presented. Actual
          results may differ from these estimates.
  Significant
          estimates in 2006 and 2005 include an estimate of the deferred tax asset
          valuation allowance and valuation of contributed services.
 
 **(D)
          Cash Equivalents**
 
 For
          the
          purpose of the cash flow statement, the Company considers all highly liquid
          investments with original maturities of three months or less at the time
          of
          purchase to be cash equivalents.
 
 **(E)
          Website Development Costs**
 
 In
          accordance with EITF Issue No. 00-2, the Company accounts for its website
          in
          accordance with Statement of Position No. 98-1 “Accounting for the Costs of
          Computer Software Developed or Obtained for Internal Use” (“SOP
          98-1”).
  F-6
 **Smitten
            Press: Local Lore and Legends, Inc.**
 **(A
            Development Stage Company)**
 **Notes
            to Financial Statements**
 **December
            31, 2006**
 SOP
          98-1
          requires the expensing of all costs of the preliminary project stage and
          the
          training and application maintenance stage and the capitalization of all
          internal or external direct costs incurred during the application development
          stage. The Company amortizes the capitalized cost of software developed
          or
          obtained for internal use over an estimated life of three years.
 
 **(F)
          Stock-Based Compensation**
 
 On
          January 1, 2006, the Company implemented Statement of Financial Accounting
          Standard 123 (revised 2004) (“SFAS 123(R)”), “Share-Based Payment” which
          replaced SFAS 123 “Accounting for Stock-Based Compensation” and superseded APB
          Opinion No. 25, “Accounting for Stock Issued to Employees.” In
          March
          2005, the SEC issued Staff Accounting Bulletin No. 107 (SAB 107) regarding
          its
          interpretation of SFAS 123R. SFAS
          123(R) and related interpretations requires the fair value of all stock-based
          employee compensation awarded to employees to be recorded as an expense
          over the
          related requisite service period. The statement also requires the recognition
          of
          compensation expense for the fair value of any unvested stock option awards
          outstanding at the date of adoption. The Company values any employee or
          non-employee stock based compensation at fair value using the Black Scholes
          Pricing Model. In adopting SFAS 123(R), the Company used the modified
          prospective application (“MPA”). MPA requires the Company to account for all new
          stock based compensation to employees using fair value, and for any portion
          of
          awards prior to January 1, 2006 for which the requisite service has not
          been
          rendered and the options remain outstanding as of January 1, 2006, the
          Company
          should recognize the compensation cost for that portion of the award that
          the
          requisite service was rendered on or after January 1, 2006. The fair value
          for
          these awards is determined based on the grant-date. There was no accounting
          effect of implementing SFAS 123R at January 1, 2006.
  Prior
          to
          January 1, 2006 the Company accounted for stock options issued to employees
          in
          accordance with the provisions of Accounting Principles Board (“APB”) Opinion
          No. 25, “Accounting for Stock Issued to Employees,” and related interpretations.
          As such, compensation cost is measured on the date of grant as the excess
          of the
          current market price of the underlying stock over the exercise price. Such
          compensation amounts are amortized over the respective vesting periods
          of the
          option grant. The Company adopted the disclosure provisions of SFAS No.
          123
“Accounting for Stock-Based Compensation,” and SFAS No. 148 “Accounting for
          Stock Based Compensation - Transition and Disclosure,” which permits entities to
          provide pro forma net income (loss) and pro forma earnings (loss) per share
          disclosures for employee stock option grants as if the fair-valued based
          method
          defined in SFAS No. 123 had been applied. The Company accounted for stock
          options or warrants issued to non-employees for goods or services in accordance
          with the fair value method of SFAS 123. Under this method, the Company
          records
          an expense equal to the fair value of the options or warrants issued. The
          fair
          value was computed using an options pricing model.
 
 **(G)
          Promoter Contribution and Contributed Services**
 
 The
          Company accounts for assets provided to the Company by promoters in exchange
          for
          capital stock at the promoter’s original cost basis. The value of services
          provided to the Company by its outside attorney was $7,500 in each 2006
          and
          2005, which was recorded as contributed legal services. In 2004, the Company
          recorded $100,000 of contributed consulting services and $2,500 of contributed
          legal services.
  F-7
 **Smitten
              Press: Local Lore and Legends, Inc.**
 **(A
              Development Stage Company)**
 **Notes
              to Financial Statements**
 **December
              31, 2006**
  **(H)
          Revenue Recognition**
 
 The
          Company intends on recognizing revenues in accordance with the guidance
          in the
          Securities and Exchange Commission Staff Accounting Bulletin 104. Revenue
          will
          be recognized when persuasive evidence of an arrangement exists, as services
          are
          provided or when product is delivered, and when collection of the fixed
          or
          determinable selling price is reasonable assured.
 
 **(I)
          Income Taxes**
 
 The
          Company accounts for income taxes under the Financial Accounting Standards
          No.
          109 “Accounting for Income Taxes” (“Statement 109”). Under Statement 109,
          deferred tax assets and liabilities are recognized for the future tax
          consequences attributable to differences between the financial statement
          carrying amounts of existing assets and liabilities and their respective
          tax
          bases. Deferred tax assets and liabilities are measured using enacted tax
          rates
          expected to apply to taxable income in the years in which those temporary
          differences are expected to be recovered or settled. Under Statement 109,
          the
          effect on deferred tax assets and liabilities of a change in tax rates
          is
          recognized in income in the period, which includes the enactment
          date.
 
 **(J)
          Comprehensive Income (Loss)**
 
 Comprehensive
          income (loss) includes net loss as currently reported by the Company adjusted
          for other comprehensive income, net of comprehensive losses. Other comprehensive
          income for the Company consists of unrealized gains and losses related
          to the
          Company's foreign currency cumulative translation adjustment. The comprehensive
          loss for the periods presented in the accompanying financials statements
          was not
          material.
 
 **(K)
          Fair Value of Financial Instruments**
 
 Statement
          of Financial Accounting Standards No. 107, “Disclosures about Fair Value of
          Financial Instruments,” requires disclosures of information about the fair value
          of certain financial instruments for which it is practicable to estimate
          the
          value. For purpose of this disclosure, the fair value of a financial instrument
          is the amount at which the instrument could be exchanged in a current
          transaction between willing parties, other than in a forced sale or
          liquidation.
 
 At
          December 31, 2006 the fair value of current liabilities approximated book
          value.
 
 **(L)
          New Accounting Pronouncements**
  In
          May
          2005, the FASB issued SFAS No. 154, “Accounting Changes and Error Corrections”
(“SFAS 154”). This statement replaces APB Opinion No. 20 “Accounting Changes”
and FASB Statement No. 3 “Reporting Accounting Changes in Interim Financial
          Statements”. SFAS 154 applies to all voluntary changes in accounting principle
          and to changes required by an accounting pronouncement in the unusual instance
          that the pronouncement does not include specific transition provisions.
          SFAS 154
          requires retrospective application to prior periods' financial statements
          of
          changes in accounting principle, unless it is impracticable to determine
          either
          the period specific effects or the cumulative effect of the change. When
          it is
          impracticable to determine the period specific effects of an accounting
          change
          on one or more individual prior periods presented, this SFAS requires that
          the
          new accounting principle be applied to the balances of assets and liabilities
          as
          of the beginning of the earliest period for which retrospective application
          is
          practicable and that a corresponding adjustment be made to the opening
          balance
          of equity or net assets for that period rather than being reported in an
          income
          statement. When it is impracticable to determine the cumulative effect
          of
          applying a change in accounting principle to all prior periods, this SFAS
          requires that the new accounting principle be applied as if it were adopted
          prospectively from the earliest date practicable. The Company adopted this
          SFAS
          as of January 1, 2006. There is no current impact on the Company’s financial
          statements with the adoption of this FASB.
  F-8
 **Smitten
            Press: Local Lore and Legends, Inc.**
 **(A
            Development Stage Company)**
 **Notes
            to Financial Statements**
 **December
            31, 2006**
 In
          February 2006, the FASB issued SFAS No. 155, "Accounting for Certain Hybrid
          Financial Instruments-an amendment of FASB Statements No. 133 and 140",
          to
          simplify and make more consistent the accounting for certain financial
          instruments. SFAS No. 155 amends SFAS No. 133, "Accounting for Derivative
          Instruments and Hedging Activities", to permit fair value re-measurement
          for any
          hybrid financial instrument with an embedded derivative that otherwise
          would
          require bifurcation, provided that the whole instrument is accounted for
          on a
          fair value basis. SFAS No. 155 amends SFAS No. 140, "Accounting for the
          Impairment or Disposal of Long-Lived Assets", to allow a qualifying
          special-purpose entity to hold a derivative financial instrument that pertains
          to a beneficial interest other than another derivative financial instrument.
          SFAS No. 155 applies to all financial instruments acquired or issued after
          the
          beginning of an entity's first fiscal year that begins after September
          15, 2006,
          with earlier application allowed. This standard is not expected to have
          a
          significant effect on the Company's future reported financial position
          or
          results of operations.
 
 In
          March
          2006, the Financial Accounting Standards Board issued Statement of Financial
          Accounting Standards ("SFAS") No. 156, "Accounting for Servicing of Financial
          Assets - an amendment of FASB No. 140" (SFAS 156"). SFAS 156 requires an
          entity
          to recognize a servicing asset or liability each time it undertakes an
          obligation to service a financial asset by entering into a servicing contract
          in
          specified situations, such servicing assets or liabilities would be initially
          measured at fair value, if practicable and subsequently measured at amortized
          value or fair value based upon an election of the reporting entity. SFAS
          156
          also specifies certain financial statement presentation and disclosures
          in
          connection with servicing assets and liabilities. SFAS 156 is effective
          for
          fiscal years beginning after September 15, 2006 and may be adopted earlier
          but
          only if the adoption is in the first quarter of the fiscal year. The Company
          does not expect the adoption of SFAS No. 156 to have a material impact
          on its
          financial condition or results of its consolidated operations.
  F-9
 **Smitten
            Press: Local Lore and Legends, Inc.**
 **(A
            Development Stage Company)**
 **Notes
            to Financial Statements**
 **December
            31, 2006**
 In
          September 2006, the Financial Accounting Standards Board issued Statement
          of
          Financial Accounting Standards ("SFAS") No. 157, "Fair Value Measurements."
          SFAS
          No. 157 clarifies the principle that fair value should be based on the
          assumptions market participants would use when pricing an asset or liability
          and
          establishes a fair value hierarchy that prioritizes the information used
          to
          develop those assumptions. Under the standard, fair value measurements
          would be
          separately disclosed by level within the fair hierarchy. SFAS No. 157 is
          effective for financial statements issued for fiscal years beginning after
          November 15, 2007 and interim periods within those fiscal years, with early
          adoption permitted. The Company does not expect the adoption of SFAS No.
          157 to
          have a material impact on its financial condition or results of its
          operations.
 
 In
          September 2006, the Securities and Exchange Commission issued Staff Accounting
          Bulletin ("SAB") No. 108, "Considering the Effects of Prior Year Misstatements
          When Quantifying Current Year Misstatements. "SAB No. 108 requires analysis
          of
          misstatements using both an income statement (rollover) approach and a
          balance
          sheet (iron curtain) approach in assessing materiality and provides a one-time
          cumulative effect transition adjustment. SAB No. 108 is effective for out
          2006
          annual financial statements. We are currently assessing the potential impact
          that the adoption of SAB No. 108 will have on our financial statements.
          The
          adoption of SAB No. 108 is not expected to have a material impact on the
          financial statements.
 
 In
          July
          2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation
          No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes, which is
          an
          interpretation of SFAS No. 109, Accounting for Income Taxes. FIN 48 clarifies
          the accounting for income taxes by prescribing the minimum recognition
          threshold
          a tax position is required to meet before being recognized in the financial
          statements. FIN 48 also provides guidance on de-recognition, measurement,
          classification, interest and penalties, accounting in interim periods,
          disclosure and transition. In addition, FIN 48 clearly scopes out income
          taxes
          from Financial Accounting Standards Board Statement No. 5, Accounting for
          Contingencies. FIN 48 is effective for fiscal years beginning after December
          15,
          2006. The Company anticipates adopting FIN 48 in the fiscal year starting
          January 1, 2007 and cannot reasonably estimate the impact of this interpretation
          at this time.
 
 
 **Note
          2 Commitments and Contingencies**
 
 In
          exchange for a total of 10,250,000 of the Company’s common shares, in 2003 the
          Company entered into a Literary Marketing Rights Agreement with Richard
          Smitten.
          Under the agreement, Richard Smitten grants the Company a perpetual exclusive
          right to market local lore and legend magazines written or developed by
          or
          through Richard Smitten. As Mr. Smitten is considered a promoter to the
          Company,
          the intangible rights and inventory were recorded on the Company’s records at
          their original cost basis to Richard Smitten of zero as determined under
          U.S.
          Generally Accepted Accounting Principles.
  F-10
 **Smitten
            Press: Local Lore and Legends, Inc.**
 **(A
            Development Stage Company)**
 **Notes
            to Financial Statements**
 **December
            31, 2006**
 **Note
          3 Stockholders’ Deficiency**
 
 In
          January 1990, the Company issued 12,000,000 common shares in return for
          printing
          equipment and goodwill. The assets were valued at $120,000 based on a
          contemporaneous offering price of $0.001 per common share and subsequently
          impaired and expensed.
 
 In
          June
          2003, the Company issued 10,250,000 shares to R. L. Smitten for perpetual
          exclusive rights to market local lore and legend magazines. There was no
          net
          accounting effect of this transaction. (See Note 2)
 
 During
          2004, compensation in the amount of $100,000 was recorded to additional
          paid-in
          capital for services provided by the officer.
 
 During
          2004, legal expenses in the amount of $2,500 were recorded to additional
          paid-in
          capital for legal services provided.
 
 During
          2005, legal expenses in the amount of $7,500 were recorded to additional
          paid-in
          capital for legal services provided.
 
 During
          2006, legal expenses in the amount of $7,500 were recorded to additional
          paid-in
          capital for legal services provided.
 
 
 **Note
          4 Income Taxes**
 
 There
          was
          no income tax expense for the years ended December 31, 2006 and 2005 due
          to the
          Company’s net losses. The Company has established a 100% valuation allowance
          against any deferred tax assets which primarily relate to the Company’s net
          operating loss carryforwards.
 
 The
          Company’s tax expense differs from the “expected” tax expense for Federal income
          tax purposes for the years ended December 31, 2006 and 2005, (computed
          by
          applying an estimated Corporate tax rate of 40% to loss before taxes),
          as
          follows:
 
 Years
                    Ended December 31,2006
                
                2005Computed
                    “expected” tax benefit
                
                $
                (64,842
                )
                $
                (98,146
                )Contributed
                    services
                
                
                3,000
                
                
                3,000Change
                    in deferred tax asset valuation allowance
                
                
                61,842
                
                
                95,146$
                -
                
                $
                -
 
 The
          effects of temporary differences that gave rise to significant portions
          of
          deferred tax assets and liabilities at December 31, 2006 are as
          follows:
  F-11
 **Smitten
            Press: Local Lore and Legends, Inc.**
 **(A
            Development Stage Company)**
 **Notes
            to Financial Statements**
 **December
            31, 2006**
 Deferred
                    tax assets:Net
                    operating loss carryforward
                
                $
                199,481Total
                    gross deferred tax assets
                
                
                199,481Less
                    valuation allowance
                
                
                (199,481
                )Net
                    deferred tax assets
                
                $
                -
 
 The
          valuation allowance at December 31, 2005 was $137,639. The net change in
          valuation allowance during the year ended December 31, 2006 was an increase
          of
          $61,842. The Company has net operating losses of approximately $499,000
          at
          December 31, 2006 available to offset future net income through 2026.
 
 The
          utilization of the net operating loss carryforwards is dependent upon the
          ability of the Company to generate sufficient taxable income during the
          carryforward period. In addition, utilization of these carryforwards may
          be
          limited due to ownership changes as defined in the Internal Revenue Code.
 
 **Note
          5 Related Parties**
 
 Office
          space is provided on a month-to-month basis by our CEO for no charge, however,
          for all periods presented, the value was De Minimis.
 
 A
          promoter contributed certain rights and inventory to the Company for 10,250,000
          common shares in 2003. (See Notes 2 and 3)
 
 During
          each of the years ended December 31, 2005 and December 31, 2004, the Company
          received proceeds totaling $100 from the Company’s sole officer. These loans are
          non-interest bearing and due on demand.
 
 At
          December 31,2006 and 2005, accrued compensation officers was $ 317,500
          and $
          220,000 respectively. In 2006, $7,500 of this amount is due to the company’s new
          officer.
 
 For
          the
          years ended December 31, 2006 and 2005the principal officer advanced cash
          to the
          company of $ 22,573 and $ 20,630 respectively for general and administrative
          expenses.
 
 **Note
          6 Going Concern**
 
 As
          reflected in the accompanying financial statements, the Company has a net
          loss
          and net cash used in operations of $162,106 and $19,941, respectively,
          in 2006
          and a deficit accumulated during development stage of $513,682 and stockholders
          deficiency of $396,182 at December 31, 2006 and is a development stage
          company
          with no revenues. The ability of the Company to continue as a going concern
          is
          dependent on the Company’s ability to further implement its business plan, raise
          capital, and generate revenues. The Company plans to locate an operating
          company
          to merge with or sell a controlling interest to a third party who would
          subsequently merge an operating business into the Company. Management believes
          that the actions presently being taken provide the opportunity for the
          Company
          to continue as a going concern. The financial statements do not include
          any
          adjustments that might be necessary if the Company is unable to continue
          as a
          going concern.
  F-12
 **Smitten
            Press: Local Lore and Legends, Inc.**
 **(A
            Development Stage Company)**
 **Notes
            to Financial Statements**
 **December
            31, 2006**
 **Note
          7 Subsequent events**
 
 In
          February 2007, the board adopted the resolution to change the number of
          authorized common shares of the corporation from an unlimited number to
          50,000,000 and the number of preferred shares of the corporation from an
          unlimited number to 10,000,000. Such amendments shall be effective on such
          date
          as may be determined by the Board of Directors of the Corporation in conjunction
          with the planned redomicile of the Company to Nevada from Canada.
  F-13
 **Item
        8. Changes In and Disagreements With Accountants on Accounting and Financial
        Disclosure.**
 
 None
  **Item
        8A. Controls and Procedures**
 
 The
        Corporation maintains controls and other procedures that are designed to
        ensure
        that information required to be disclosed by the issuer in the reports that
        it
        files or submits under the Act (15 U.S.C. 78a *et
        seq.* )
        is
        recorded, processed, summarized and reported, within the time periods specified
        in the Commission's rules and forms. Disclosure controls and procedures include,
        without limitation, controls and procedures designed to ensure that information
        required to be disclosed by an issuer in the reports that it files or submits
        under the Act is accumulated and communicated to the issuer's management,
        including its principal executive and principal financial officers, or persons
        performing similar functions, as appropriate to allow timely decisions regarding
        required disclosure. There were no changes in the Corporation's internal
        control
        over financial reporting that occurred during the Corporation's most recent
        fiscal quarter that have materially affected, or are reasonably likely to
        materially affect, the Corporation's internal control over financial
        reporting.
  **PART
        III**
  **Item
        9. Directors, Executive Officers, Promoters and Control Persons; Compliance
        With
        Section 16(a) of the Exchange Act.**
 
 The
        board
        of directors elects our executive officers annually. A majority vote of the
        directors who are in office is required to fill vacancies. Each director
        shall
        be elected for the term of one year, and until his successor is elected and
        qualified, or until his earlier resignation or removal. Our director and
        executive officer is as follows:
 Name
                
                Age
                
                PositionMichael
                    T. Williams
                
                58
                
                President/DirectorStorey
                    Badger
                
                29
                
                Director
 Mr.
        Williams was elected President and Director in December 2006, subsequent
        to the
        death of our founder Mr. Richard Smitten in October 2006. Mr. Williams has
        been
        since prior to 2000 the principal of Williams Law Group, P.A., a Tampa Florida
        law firm. He is a member of the Florida and DC Bar.
  10
  Mr.
        Badger was elected a director in August 2005. From March 2005 to date, he has
        been
        president of K Inc., a specialty fashions marketer. From October 2000 to
        March
        2005 he was a skiing coach. From May 2000 to October 2000, he was not employed.
        Prior to May 2000 he was a student and he received a BA degree from University
        of Western Ontario in May 2000.
 
 Our
        bylaws provide that the board of directors shall consist of a minimum of
        one
        member until changed by amendment to the applicable section of the bylaws,
        adopted by the majority of the voting power of the corporation. There is
        currently only one director.
 
 Family
        Relationships
 
 There
        are
        no family relationships among our officer, director, or persons nominated
        for or
        anticipated to assume such positions.
 Section
          16(a) of the Securities Exchange Act of 1934, as amended
 
 Section
          16(a) of the Securities Exchange Act of 1934, as amended, requires the
          Company's
          directors and executive officers, and persons who beneficially own more
          than 10%
          of a registered class of the Company's equity securities, to file reports
          of
          beneficial ownership and changes in beneficial ownership of the Company's
          securities with the SEC on Forms 3 (Initial Statement of Beneficial Ownership),
          4 (Statement of Changes of Beneficial Ownership of Securities) and 5 (Annual
          Statement of Beneficial Ownership of Securities). Directors, executive
          officers
          and beneficial owners of more than 10% of the Company's Common Stock are
          required by SEC regulations to furnish the Company with copies of all Section
          16(a) forms that they file. Except as otherwise set forth herein, based
          solely
          on review of the copies of such forms furnished to the Company, or written
          representations that no reports were required, the Company believes that
          directors, executive officers and greater than 10% beneficial owners complied
          with all Section 16(a) filing requirements applicable to them.
  **Item
        10. Executive Compensation.**
 
 We
        accrued but did not pay compensation to our officer and director during the
        fiscal year ending December 31, 2006. For the period ending December 31,
        2006,
        we recorded $90,000 to our prior officer and $7,500 to our current officer
        in
        compensation which has not been paid.
 
 We
        do not
        have an audit or compensation committee comprised of independent directors.
        Indeed, we do not have any audit or compensation committee. These functions
        are
        performed by the board of directors as a whole. Mr. Williams is not an
        independent director. Thus, there is a potential conflict in that the board
        member who is management will participate in discussions concerning management
        compensation, including his conducting his own annual review and determining
        his
        own bonus and performance goals, and audit issues that may affect management
        decisions.
  11
 
 Board
        Compensation
 
 Our
        directors do not receive cash compensation for his services as director.
  **Item
        11. Security Ownership of Certain Beneficial Owners and
        Management.**
 
 The
        following table sets forth the ownership, as of the date of this annual report,
        of our common stock by each person known by us to be the beneficial owner
        of
        more than 5% of our outstanding common stock, our directors, and our executive
        officers and directors as a group. Given Hurricane Katrina and the relocation
        of
        our offices, we are examining the feasibility of testing our business plan
        in
        New Orleans or some other location. Based upon our conclusions and in order
        to
        protect shareholder value, we may seek acquisitions, or a private sale of
        management’s stock, most likely in a transaction involving an NASD broker, which
        could result in a change of control. To the best of our knowledge, the persons
        named have sole voting and investment power with respect to such shares,
        except
        as otherwise noted.
  **Name**
              
              **Number
                  of Voting**
                **Securities**
              
              **Type
                  of**
                **Ownership**
              
              **Percentage
                  of**
                **Outstanding
                  Shares**
                **of
                  Common Stock**Estate
                  of Richard Smitten, by Kelly Smitten, Executrix and Beneficiary,
                  and Kelly
                  Smitten individually 3675 N E Skyline Drive, Jensen Beach, FL
                  34957-3917
                (1)
              
              
              15,275,000
              
              
              Direct
              
              
              68.65
              %
 
 Notes:
  (1)
              The
                  estate of Richard Smitten owns 15,270,000 Common Shares and the
                  beneficiary of the estate who is expected to receive these shares
                  is Kelly
                  Smitten, his daughter. In addition, Kelly Smitten personally owns
                  5,000
                  Common Shares.
 
 The
        current directors and officers of the Company own or control, directly or
        indirectly, no outstanding shares of Common Stock as of December 31, 2006.
 
 This
        table is based upon information derived from our stock records. Unless otherwise
        indicated in the footnotes to this table and subject to community property
        laws
        where applicable, we believe that each of the stockholders named in this
        table
        has sole or shared voting and investment power with respect to the shares
        indicated as beneficially owned. Applicable percentages are based upon
        22,250,000 shares of common stock outstanding as of December 31,
        2006.
  12
  **Item
        12. Certain Relationships and Related Transactions.**
 
 We
        have
        the exclusive rights to market local lore and legend mini-books written or
        developed by or through Mr. Smitten. In June 2003, we issued Mr. Smitten
        an
        aggregate of 10,250,000 shares of common stock for these rights based upon
        the
        amount of time, effort and funds he indicated he had expended in developing
        these rights, which he indicated he valued in excess of $10,250. As our stock
        had no par value, we valued these shares at a di minimus value of $.001 per
        share. Under GAAP, however, due to the related party nature of the transaction,
        we did not record any asset value for these rights.
 
 For
        the
        years ended December 31, 2006 and 2005, Mr. Smitten advanced cash to the
        company
        of $ 22,563 and $20,630 respectively for general and administrative expenses. The
        obligation to repay these funds is not reflected in any written note, bears
        no
        interest and is due upon demand.
 
 For
        the
        year ended December 31, 2006, our current president contributed $7,500 in
        legal
        services, as he had in the prior year before becoming an officer following
        the
        death of our prior president.
 
 Office
        space is provided on a month-to-month basis by our CEO for no charge.
 
 Other
        than the above transactions, we have not entered into any material transactions
        with any director, executive officer, and nominee for director, beneficial
        owner
        of five percent or more of our common stock, or family members of such persons.
        Also, other than the above transactions, we have not had any transactions
        with
        any promoter.
  **Item
        13. Exhibits and Reports on Form 8-K.**
 
 (a)
        List
        of documents filed as part of this Report:
 
 None
 
 (b)
        Exhibits:
 
 The
        following exhibits listed are filed as part of this Report:
 
 31.1
        Rule
        13a-14(a)/15d-14(a) Certification of Chief Executive Officer and Chief Financial
        Officer, Richard Smitten
  32.1
        Section 1350 Certification, Richard Smitten
  **Item
        14. Principal Accountant Fees and Services**
 The
          following table sets forth fees billed to us by our auditors during the
          fiscal
          years ended December 31, 2006 and December 31, 2005 for: (i) services rendered
          for the audit of our annual financial statements and the review of our
          quarterly
          financial statements, (ii) services by our auditor that are reasonably
          related
          to the performance of the audit or review of our financial statements and that
          are not reported as Audit Fees, (iii) services rendered in connection with
          tax
          compliance, tax advice and tax planning, and (iv) all other fees for services
          rendered
  13
  (i)
        Audit
        Fees—
  2005
        =
        $11,500
  2006
        =
        $20,000
 
 (ii)
        Audit Related Fees
 
 None
 
 (iii)
        Tax
        Fees
 
 None
 
 (iv)
        All
        Other Fees
 
 None
 AUDIT
          FEES. Consists of fees billed for professional services rendered for the
          audit
          of our financial statements and review of the interim financial statements
          included in quarterly reports and services that are normally provided in
          connection with statutory and regulatory filings or engagements.
  AUDIT-RELATED
          FEES. Consists of fees billed for assurance and related services that are
          reasonably related to the performance of the audit or review of our financial
          statements and are not reported under "Audit Fees." There were no Audit-Related
          services provided in fiscal 2005 or 2004.
  TAX
          FEES.
          Consists of fees billed for professional services for tax compliance, tax
          advice
          and tax planning.
  ALL
          OTHER
          FEES. Consists of fees for products and services other than the services
          reported above.
 POLICY
        ON
        AUDIT COMMITTEE PRE-APPROVAL OF AUDIT AND PERMISSIBLE NON-AUDIT SERVICES
        OF
        INDEPENDENT AUDITORS
  The
          Company currently does not have a designated Audit Committee, and accordingly,
          the Company's Board of Directors' policy is to pre-approve all audit and
          permissible non-audit services provided by the independent auditors. These
          services may include audit services, audit-related services, and tax services
          and other services. Pre-approval is generally provided for up to one year
          and
          any pre-approval is detailed as to the particular service or category of
          services and is generally subject to a specific budget. The independent
          auditors
          and management are required to periodically report to the Company's Board
          of
          Directors regarding the extent of services provided by the independent
          auditors
          in accordance with this pre-approval, and the fees for the services performed
          to
          date. The Board of Directors may also pre-approve particular services on
          a
          case-by-case basis.
  14
  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.
 Title
                
                Name
                
                Date
                
                SignaturePrincipal
                      Executive
                      Officer
                        Williams
                
                Michael
                    T. Williams
                
                April
                    11, 2006
                
                /s/
                    Michael T. WilliamsPrincipal
                    Accounting
                    Williams
                      Officer
                
                Michael
                    T. Williams
                
                April
                    11, 2006
                
                /s/
                    Michael T. WilliamsPrincipal
                    Financial
                    Officer
                      Williams
                
                Michael
                    T. Williams
                
                April
                    11, 2006
                
                /s/
                    Michael T. Williams
  Pursuant
          to the requirements of the Securities Act of 1933, this Registration Statement
          has been signed by the following persons in the capacities and on the date
          indicated.
  SIGNATURE
                
                NAME
                
                TITLE
                
                DATE/s/
                    Michael T. Williams
                
                Michael
                    T. Williams
                
                Director
                
                April
                    11, 2006
  15