**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

 

**Amendment No. 1**

***to***

**FORM 10-Q/A**

 

**(Mark One)**

 

|   | **x** | **QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF** |
|--------|-------|---------------------------------------------------------|

**THE SECURITIES EXCHANGE ACT OF 1934**

 

**For the Quarter Ended September 30, 2009**

 

|   |  o |   | **TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE** |
|--------|---------|--------|--------------------------------------------------------------|

**SECURITIES EXCHANGE ACT OF 1934**

 

**For the transition period from****to** 

 

**Commission File Number 333-143039**

 

**NINE MILE SOFTWARE, INC.**

(Exact name of registrant as specified in its charter)

 

|   | **Nevada** | **20-8006878** |
|--------|------------|----------------|

|   | (State or other jurisdiction of | (I.R.S. Employer Identification No.) |
|--------|---------------------------------|--------------------------------------|

|   | incorporation or organization) |
|--------|--------------------------------|

 

**579 W. Heritage Park Blvd. #220C, Layton, UT 84041**

(Address of principal executive offices)

 

**(888) 660-6568**

(Registrant’s telephone number, including area code)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 xNo o

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post            such files). 

Yes oNo o

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company

 

|   | Large accelerated filer |  o |  | Accelerated filer |  o |   |
|--------|-------------------------|---------|--|-------------------|---------|--------|

|   | Non-accelerated filer |  o |  | Smaller reporting company | x |
|--------|-----------------------|---------|--|---------------------------|---|

(Do not check if a smaller reporting company)

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).                                                                                                                                                                   Yes oNo x

 

**APPLICABLE ONLY TO CORPORATE ISSUERS**

 

Indicate the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date.

 

|   | **Class** | **Outstanding as of February 12, 2010** |
|--------|-----------|-----------------------------------------|

 

|   | Common Stock, $0.001 par value | 2,598,801 |
|--------|--------------------------------|-----------|

 

----

**TABLE OF CONTENTS**

 

| **Heading** | **Page** |
|-------------|----------|

 

|   | **PART I** | **—** | **FINANCIAL INFORMATION** |
|--------|------------|-------------|---------------------------|

 

| Item 1. | Financial Statements | 3 |
|---------|----------------------|---|

 

| Item 6. | Exhibits | 12 |
|---------|----------|----|

 

|   | Signatures | 13 |
|--------|------------|----|

 

 

 

-2-

----

**EXPLANATORY NOTE**

 

This Amendment No. 1 to Nine Mile Software, Inc.’s Quarterly Report on Form 10-Q/A for the fiscal quarter ended September 30, 2009, filed with the SEC on November 19, 2009, is being filed to correct an error under Item 1, Financial Statements. The Edgarized version of the balance sheet as filed contained certain erroneous information that did not reflect the actual balance            sheets. Except with respect to the referenced correction, this Amendment No. 1 does not reflect events occurring after the filing of the original Form 10-Q or modify or update those disclosures affected by subsequent events. 

 

**PART I — FINANCIAL INFORMATION**

 

| **Item 1.** | **Financial Statements** |
|-------------|--------------------------|

 

The accompanying unaudited balance sheet of Nine Mile Software, Inc. at September 30, 2009 and related unaudited statements of operations, stockholders' equity and cash flows for the three and nine months ended September 30, 2009 and 2008 and the period from November 30, 2006 (date of inception) to September 30, 2009, have been prepared by management in conformity with United States            generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 2008 financial statements. Operating results for the period            ended September 30, 2009, are not necessarily indicative of the results that can be expected for the fiscal year ending December 31, 2009 or any other subsequent period.

 

 

 

 

 

 

**NINE MILE SOFTWARE, INC.**

 

**FINANCIAL STATEMENTS**

 

**September 30, 2009 and December 31, 2008**

 

 

 

-3-

----

 

| **NINE MILE SOFTWARE, INC.**                                               |
|----------------------------------------------------------------------------|
| (A Development Stage Company)                                              |
| Balance Sheets                                                             |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |
| ASSETS                                                                     |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   | September 30, |   | December 31, |
|                                                                       |   |   |   |   | 2009 |   | 2008 |
|                                                                       |   |   |   |   |   | (unaudited) |   |   | (unaudited) |
|                                                                       |   |   |   |   |   |   |   |   | (restated) |
| CURRENT ASSETS                                                             |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       | Cash |   |   |   | $ | 214,362 |   | $ | 405,553 |
|                                                                       | Prepaid expenses |   |   | 5,000 |   |   | - |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       |   | Total Current Assets |   |   | 219,362 |   |   | 405,553 |
|                                                                       |   |   |   |   |   |   |   |   |   |
| OTHER ASSETS                                                               |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       | Copyrights, net |   |   |   | 1,101 |   |   | 1,190 |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       |   | Total Other Assets |   |   | 1,101 |   |   | 1,190 |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       |   | TOTAL ASSETS |   | $ | 220,463 |   | $ | 406,743 |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |
| LIABILITIES AND STOCKHOLDERS' EQUITY                                       |
|                                                                       |   |   |   |   |   |   |   |   |   |
| CURRENT LIABILITIES                                                        |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       | Accounts payable |   | $ | 2,040 |   | $ | 9,787 |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       |   | Total Current Liabilities |   | 2,040 |   |   | 9,787 |
|                                                                       |   |   |   |   |   |   |   |   |   |
| STOCKHOLDERS' EQUITY                                                       |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       | Common stock; 50,000,000 shares authorized, at |   |   |   |   |   |
|                                                                       | $0.001 par value, 2,598,801 and 2,596,288 |   |   |   |   |   |
|                                                                       | shares issued and outstanding, respectively |   | 2,599 |   |   | 2,596 |
|                                                                       | Additional paid-in capital |   |   | 624,583 |   |   | 591,177 |
|                                                                       | Deficit accumulated during the development stage |   | (408,759) |   |   | (196,817) |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       |   | Total Stockholders' Equity |   | 218,423 |   |   | 396,956 |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       |   | TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 220,463 |   | $ | 406,743 |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |
|                                                                       |   |   |   |   |   |   |   |   |   |
| The accompanying notes are an integral part of these financial statements. |
|                                                                       |

 

 

-4-

----

 

| **NINE MILE SOFTWARE, INC.**  |
|-------------------------------|
| (A Development Stage Company) |
| Statements of Operations      |
| (unaudited)                   |
|                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                          |   |   | For the Three |   | For the Three |   | For the Nine |   | For the Nine |   | on November 30, |
|                          |   |   | Months Ended |   | Months Ended |   | Months Ended |   | Months Ended |   | 2006 Through |
|                          |   |   | September 30, |   | September 30, |   | September 30, |   | September 30, |   | September 30, |
|                          |   |   | 2009 |   | 2008 |   | 2009 |   | 2008 |   | 2009 |
|                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| REVENUES                      | $ | - |   | $ | - |   | $ | - |   | $ | - |   | $ | - |
| COST OF SALES                 |   | - |   |   | - |   |   | - |   |   | - |   |   | - |
| GROSS MARGIN                  |   | - |   |   | - |   |   | - |   |   | - |   |   | - |
|                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| OPERATING EXPENSES            |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                          | Research and development |   | 698 |   |   | - |   |   | 5,464 |   |   | - |   |   | 58,641 |
|                          | General and administrative |   | 76,668 |   |   | 27,161 |   |   | 210,490 |   |   | 109,532 |   |   | 361,439 |
|                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                          |   | Total Operating Expenses |   | 77,366 |   |   | 27,161 |   |   | 215,954 |   |   | 109,532 |   |   | 420,080 |
|                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| LOSS FROM OPERATIONS          |   | (77,366) |   |   | (27,161) |   |   | (215,954) |   |   | (109,532) |   |   | (420,080) |
|                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| OTHER INCOME                  |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                          | Interest income |   | 1,663 |   |   | 3,217 |   |   | 4,012 |   |   | 6,447 |   |   | 11,321 |
|                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                          |   | Total Other Income |   | 1,663 |   |   | 3,217 |   |   | 4,012 |   |   | 6,447 |   |   | 11,321 |
|                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| LOSS BEFORE INCOME TAXES      |   | (75,703) |   |   | (23,944) |   |   | (211,942) |   |   | (103,085) |   |   | (408,759) |
| PROVISION FOR INCOME TAXES    |   | - |   |   | - |   |   | - |   |   | - |   |   | - |
|                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| NET LOSS                      | $ | (75,703) |   | $ | (23,944) |   | $ | (211,942) |   | $ | (103,085) |   | $ | (408,759) |
|                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| BASIC LOSS PER COMMON SHARE   | $ | (0.03) |   | $ | (0.01) |   | $ | (0.08) |   | $ | (0.05) |   |   |   |
|                          |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| WEIGHTED AVERAGE NUMBER       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| OF COMMON SHARES OUTSTANDING  |   | 2,597,199 |   |   | 2,146,266 |   |   | 2,596,592 |   |   | 2,146,266 |   |   |   |

 

|                                                                      |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|---------------------------------------------------------------------------|--------|--------|--------|--------|--------|--------|--------|--------|--------|--------|--------|--------|--------|--------|--------|--------|
|                                                                      |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                      |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                      |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| The accompanying notes are an integral part of these financial statements |
|                                                                      |

 

-5-

----

 

| **NINE MILE SOFTWARE, INC.**                                                       |
|------------------------------------------------------------------------------------|
| (A Development Stage Company)                                                      |
| Statements of Stockholders' Equity                                                 |
| (unaudited)                                                                        |
|                                                                               |   |   |   |   |   |   |   |   | Deficit |   |   |
|                                                                               |   |   |   |   |   |   |   |   | Accumulated |   |   |
|                                                                               |   |   |   |   |   | Additional |   | During the |   | Total |
|                                                                               | Common Stock |   | Paid-In |   | Development |   | Stockholders' |
|                                                                               | Shares |   | Amount |   | Capital |   | Stage |   | Equity |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Balance, November 30, 2006                                                         | - |   | $ | - |   | $ | - |   | $ | - |   | $ | - |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Shares issued for cash                                                             |   |   |   |   |   |   |   |   |   |   |   |   |   |
| at $0.025 per share                                                                | 360,000 |   |   | 360 |   |   | 8,640 |   |   | - |   |   | 9,000 |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Shares issued for cash                                                             |   |   |   |   |   |   |   |   |   |   |   |   |   |
| at $0.025 per share                                                                | 1,462,000 |   |   | 1,462 |   |   | 35,088 |   |   | - |   |   | 36,550 |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Net loss from inception                                                            |   |   |   |   |   |   |   |   |   |   |   |   |   |
| through December 31, 2006                                                          | - |   |   | - |   |   | - |   |   | (1,002) |   |   | (1,002) |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Balance, December 31, 2006                                                         | 1,822,000 |   |   | 1,822 |   |   | 43,728 |   |   | (1,002) |   |   | 44,548 |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Shares issued for cash                                                             |   |   |   |   |   |   |   |   |   |   |   |   |   |
| at $0.50 per share                                                                 | 60,000 |   |   | 60 |   |   | 29,940 |   |   | - |   |   | 30,000 |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Value of common stock                                                              |   |   |   |   |   |   |   |   |   |   |   |   |   |
| options issued                                                                     | - |   |   | - |   |   | 160 |   |   | - |   |   | 160 |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Net loss for the year                                                              |   |   |   |   |   |   |   |   |   |   |   |   |   |
| ended December 31, 2007                                                            | - |   |   | - |   |   | - |   |   | (26,360) |   |   | (26,360) |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Balance, December 31, 2007                                                         | 1,882,000 |   |   | 1,882 |   |   | 73,828 |   |   | (27,362) |   |   | 48,348 |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Shares issued for cash                                                             |   |   |   |   |   |   |   |   |   |   |   |   |   |
| at $0.70 per share                                                                 | 714,288 |   |   | 714 |   |   | 499,277 |   |   | - |   |   | 499,991 |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Fair value of options granted                                                      | - |   |   | - |   |   | 18,072 |   |   | - |   |   | 18,072 |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Net loss for the year                                                              |   |   |   |   |   |   |   |   |   |   |   |   |   |
| ended December 31, 2008                                                            | - |   |   | - |   |   | - |   |   | (169,455) |   |   | (169,455) |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Balance, December 31, 2008                                                         | 2,596,288 |   |   | 2,596 |   |   | 591,177 |   |   | (196,817) |   |   | 396,956 |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Fair value of options granted                                                      | - |   |   | - |   |   | 32,529 |   |   | - |   |   | 32,529 |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Shares issued for services                                                         |   |   |   |   |   |   |   |   |   |   |   |   |   |
| at $0.35 per share                                                                 | 2,513 |   |   | 3 |   |   | 877 |   |   | - |   |   | 880 |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Net loss for the nine months                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |
| ended September 30, 2009                                                           | - |   |   | - |   |   | - |   |   | (211,942) |   |   | (211,942) |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Balance, September 30, 2009                                                        | 2,598,801 |   | $ | 2,599 |   | $ | 624,583 |   | $ | (408,759) |   | $ | 218,423 |
|                                                                               |   |   |   |   |   |   |   |   |   |   |   |   |   |
|  

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

 

 

-6-

----

 

| **NINE MILE SOFTWARE, INC.**  |
|-------------------------------|
| (A Development Stage Company) |
| Statements of Cash Flows      |
| (unaudited)                   |
|                          |   |   |   |   |   |   |   |   |   | From Inception |
|                          |   |   |   |   |   | on November 30, |
|                          |   |   |   | For the Nine Months Ended |   | 2006 Through |
|                          |   |   |   | September 30, |   | September 30, |
|                          |   |   |   | 2009 |   | 2008 |   | 2009 |
|                          |   |   |   |   |   |   |   |   |   |
| OPERATING ACTIVITIES          |   |   |   |   |   |   |   |   |
|                          |   |   |   |   |   |   |   |   |   |   |   |
|                          | Net loss | $ | (211,942) |   | $ | (103,085) |   | $ | (408,759) |
|                          |   |   |   |   |   |   |   |   |   |   |   |
|                          | Adjustments to reconcile net loss to net cash |   |   |   |   |   |   |   |
|                          | used by operating activities: |   |   |   |   |   |   |   |   |
|                          |   | Fair value of options granted |   | 32,529 |   |   | - |   |   | 50,601 |
|                          |   | Amortization expense |   | 89 |   |   | - |   |   | 89 |
|                          |   | Common stock issued for services |   | 880 |   |   | - |   |   | 880 |
|                          | Changes in operating assets and liabilities: |   |   |   |   |   |   |   |   |
|                          |   | Change in prepaid expenses |   | (5,000) |   |   | - |   |   | (5,000) |
|                          |   | Change in accounts payable |   | (7,747) |   |   | (1,719) |   |   | 2,040 |
|                          |   |   |   |   |   |   |   |   |   |   |   |
|                          |   |   | Net Cash Used in |   |   |   |   |   |   |   |   |
|                          |   |   | Operating Activities |   | (191,191) |   |   | (104,804) |   |   | (360,149) |
|                          |   |   |   |   |   |   |   |   |   |   |   |
| INVESTING ACTIVITIES          |   |   |   |   |   |   |   |   |
|                          |   |   |   |   |   |   |   |   |   |   |   |
|                          |   | Copyright costs incurred |   | - |   |   | - |   |   | (1,190) |
|                          |   |   |   |   |   |   |   |   |   |   |   |
|                          |   |   | Net Cash Used in |   |   |   |   |   |   |   |   |
|                          |   |   | Investing Activities |   | - |   |   | - |   |   | (1,190) |
|                          |   |   |   |   |   |   |   |   |   |   |   |
| FINANCING ACTIVITIES          |   |   |   |   |   |   |   |   |
|                          |   |   |   |   |   |   |   |   |   |   |   |
|                          |   | Proceeds from common stock issued |   | - |   |   | 499,991 |   |   | 575,701 |
|                          |   |   |   |   |   |   |   |   |   |   |   |
|                          |   |   | Net Cash Provided by |   |   |   |   |   |   |   |   |
|                          |   |   | Financing Activities |   | - |   |   | 499,991 |   |   | 575,701 |
|                          |   |   |   |   |   |   |   |   |   |   |   |
|                          |   | NET INCREASE (DECREASE) IN CASH |   | (191,191) |   |   | 395,187 |   |   | 214,362 |
|                          |   |   |   |   |   |   |   |   |   |   |   |
|                          |   | CASH AT BEGINNING OF PERIOD |   | 405,553 |   |   | 49,158 |   |   | - |
|                          |   |   |   |   |   |   |   |   |   |   |   |
|                          |   | CASH AT END OF PERIOD | $ | 214,362 |   | $ | 444,345 |   | $ | 214,362 |
|                          |   |   |   |   |   |   |   |   |   |   |   |
| SUPPLEMENTAL DISCLOSURES OF   |   |   |   |   |   |   |   |   |
|                          | CASH FLOW INFORMATION |   |   |   |   |   |   |   |   |
|                          |   |   |   |   |   |   |   |   |   |   |   |
|                          | CASH PAID FOR: |   |   |   |   |   |   |   |   |
|                          |   |   |   |   |   |   |   |   |   |   |   |
|                          |   | Interest | $ | - |   | $ | - |   | $  | - |
|                               |  |  Income Taxes |  |  | $ | -  |  | $ | -  |  | $ | -   |
|                               |  |  |  |  |  |  |  |  |  |  |  |  |

 

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

 

 

 

-7-

----

**NINE MILE SOFTWARE, INC.**

(A Development Stage Company)

Notes to the Financial Statements

 

NOTE 1 - CONDENSED FINANCIAL STATEMENTS

 

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at September 30, 2009 and for all periods presented have been made.

 

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's December            31, 2008 financial statements as restated. See Note 6. The results of operations for the period ended September 30, 2009 and 2008 are not necessarily indicative of the operating results for the full years.

 

NOTE 2 - GOING CONCERN

 

The Company’s financial statements are prepared using generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has had no revenues and has generated losses from operations.

 

In order to continue as a going concern and achieve a profitable level of operations, the Company will need, among other things, additional capital resourcesand to develop a consistent source of revenues. Management’s plans include of investing in and developing all types of businesses related to the computer software industry.

 

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the preceding paragraph and eventually attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES

 

Use of Estimates

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

 

 

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**NINE MILE SOFTWARE, INC.**

(A Development Stage Company)

Notes to the Financial Statements

 

NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

Recent Accounting Pronouncements

In May 2009, the FASB issued SFAS 165 (ASC 855-10) entitled “Subsequent Events”. Companies are now required to disclose the date through which subsequent events have been evaluated by management. Public entities (as defined) must conduct the evaluation as of the date the financial statements are issued, and provide disclosure that such date was used for this            evaluation. SFAS 165 (ASC 855-10) provides that financial statements are considered “issued” when they are widely distributed for general use and reliance in a form and format that complies with GAAP. SFAS 165 (ASC 855-10) is effective for interim and annual periods ending after June 15, 2009 and must be applied prospectively. The adoption of SFAS 165 (ASC 855-10) during the quarter ended September 30, 2009 did not have a significant effect on the Company’s            financial statements as of that date or for the quarter or year-to-date period then ended. In connection with preparing the accompanying unaudited financial statements as of September 30, 2009 and for the quarter and nine month period ended September 30, 2009, management evaluated subsequent events through the date that such financial statements were issued (filed with the SEC).

 

In June 2009, the FASB issued SFAS 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles. (“SFAS 168” pr ASC 105-10) SFAS 168 (ASC 105-10) establishes the Codification as the sole source of authoritative accounting principles recognized by the FASB to be applied by all nongovernmental entities in the preparation            of financial statements in conformity with GAAP. SFAS 168 (ASC 105-10) was prospectively effective for financial statements issued for fiscal years ending on or after September 15, 2009 and interim periods within those fiscal years. The adoption of SFAS 168 (ASC 105-10) on July 1, 2009 did not impact the Company’s results of operations or financial condition. The Codification did not change GAAP, however, it did change the way GAAP is organized and presented. As a result,            these changes impact how companies reference GAAP in their financial statements and in their significant accounting policies. The Company implemented the Codification in this Report by providing references to the Codification topics alongside references to the corresponding standards. 

 

With the exception of the pronouncements noted above, no other accounting standards or interpretations issued or recently adopted are expected to have a material impact on the Company’s financial position, operations or cash flows.

 

 

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**NINE MILE SOFTWARE, INC.**

(A Development Stage Company)

Notes to the Financial Statements          

 

NOTE 4- STOCK PURCHASE OPTIONS

 

On May 1, 2007, the Company sold and issued a total of 610,000 stock purchase options exercisable for the purchase of our common stock at $0.025 per share for $160. The Company issued an additional 40,000 stock purchase options during 2008. The options were issued to directors, executive officers and other individuals expected to become employees. The options are            not exercisable for a period of one year and are subject to a vesting schedule. Fifty percent of the options will vest when the Company first realizes a quarterly profit from operations or when it has sold an aggregate of 80 of its stock trading programs. The balance of the options will vest when the Company first records $1.0 million in total revenues. The options will expire if not exercised within 60 months of issuance, on May 1, 2013.

 

The Company accounts for stock purchase options in accordance with Accounting Standards Codification (“ASC”) Topic 718. The Company estimates the fair value of each stock award at the grant date by using the Black-Scholes option pricing model. The following weighted average assumptions used for grants in the year ended December 31, 2007: dividend yield            of zero percent; expected volatility of 100.%; risk-free interest rates of 5.35% and expected life of 5.0 years. The Company recognized no expense for the fair value of the options granted during 2007 because management has determined the performance conditions are currently improbable of occurring.

 

On July 31, 2008, the Company issued a total of 300,000 stock purchase options exercisable for the purchase of our common stock at $0.75 per share from the 400,000 stock purchase options under the 2008 plan. The options were issued to directors, executive officers and other individuals expected to become employees. The options vest over 3 years. The options will            expire if not exercised within 60 months of issuance, on July 31, 2013.

 

Under ASC Topic 718, the Company estimates the fair value of each stock award at the grant date by using the Black-Scholes option pricing model. The following weighted average assumptions used for grants in the nine months ended September 30, 2009 and the year ended December 31, 2008: dividend yield of zero percent; expected volatility of 100%; risk-free interest            rates of 3.35% and expected life of 3.0. For the nine months ended September 30, 2009 and 2008,the Company recognized $32,529 and $0 of expense for the fair value of the options granted during 2009 and 2008, respectively.

 

As of September 30, 2009, there was $529,079 of total unrecognized cost related to non-vested stock purchase options with a weighted average recognition period of 3.31 years.

 

A summary of the status of the Company’s stock option plans as of September 30, 2009 and December 31, 2008 and the changes during the period are presented below:

 

|                                   | 2009    | 2008    |
|----------------------------------------|---------|---------|
|                                   | Shares  | Shares  |
| Unexercised options, beginning of year | 950,000 | 610,000 |
| Stock options issued during the year   | -       | 340,000 |
| Stock options expired                  | -       | -       |
| Stock options exercised                | -       | -       |
| Unexercised options, end of year       | 950,000 | 950,000 |

 

  NOTE 5 – STOCK COMPENSATION

 

On August 28, 2009 the Company issued 2,513 shares of common stock at $0.35/share to its Chief Technology Officer as compensation. The Company recognized $880 as compensation expense. 

 

 

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**NINE MILE SOFTWARE, INC.**

(A Development Stage Company)

Notes to the Financial Statements

 

NOTE 6 – RESTATED FINANCIAL STATEMENTS

 

The Company has restated its financial statements for the year ended December 31, 2008 to reflect an adjustment in the volatility used to compute the value of options granted. The adjustment resulted in an increase in additional paid in capital and accumulated deficit of $17,167. The adjustment had no effect on the statement of operations of the Company for the 3            months and 9 months ended September 30, 2008. A comparison of the Company’s balance sheet before and after the adjustment is as follows:

 

| **BALANCE SHEETS**                   |
|--------------------------------------|
| ASSETS                               |
|                                 |   |   |   |   |   |   |   |   |   |
|                                 |   |   |   |   | December 31, |   | December 31, |
|                                 |   |   |   |   | 2008 |   | 2008 |
|                                 |   |   |   |   |   | (original) |   |   | (restated) |
| CURRENT ASSETS                       |   |   |   |   |   |   |   |
|                                 | Cash |   |   |   | $ | 405,553 |   | $ | 405,553 |
|                                 |   | Total Current Assets |   |   | 405,553 |   |   | 405,553 |
| OTHER ASSETS                         |   |   |   |   |   |   |   |
|                                 | Copyrights, net |   |   |   | 1,190 |   |   | 1,190 |
|                                 |   | Total Other Assets |   |   | 1,190 |   |   | 1,190 |
|                                 |   |   |   |   |   |   |   |   |   |
|                                 |   | TOTAL ASSETS |   | $ | 406,743 |   | $ | 406,743 |
|                                 |   |   |   |   |   |   |   |   |   |
| LIABILITIES AND STOCKHOLDERS' EQUITY |
|                                 |   |   |   |   |   |   |   |   |   |
| CURRENT LIABILITIES                  |   |   |   |   |   |   |
|                                 | Accounts payable |   | $ | 9,787 |   | $ | 9,787 |
|                                 |   | Total Current Liabilities |   | 9.787 |   |   | 9,787 |
|                                 |   |   |   |   |   |   |   |   |   |
| STOCKHOLDERS' EQUITY                 |   |   |   |   |   |   |
|                                 | Common stock; 50,000,000 shares authorized, at |   |   |   |   |   |
|                                 | $0.001 par value, 2,596,288 and 2,596,288 |   |   |   |   |   |
|                                 | shares issued and outstanding, respectively |   | 2,596 |   |   | 2,596 |
|                                 | Additional paid-in capital |   |   | 574,010 |   |   | 591,177 |
|                                 | Deficit accumulated during the development stage |   | (179,650) |   |   | (196,817) |
|                                 |   | Total Stockholders' Equity |   | 396,956 |   |   | 396,956 |
|                                 |   | TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 406,743 |   | $ | 406,743 |
|                                 |   |   |   |   |   |   |   |   |   |
|                                      |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

 

NOTE 7 – SUBSEQUENT EVENTS

 

The Company has evaluated subsequent events through November 18, 2009, the date of original issuance, and through February 16, 2010, the date of reissuance.  The Company has concluded that no recognized or non-recognized subsequent events have occurred since the quarter ended September 30, 2009.

 

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

 

|   | Exhibit 31.1 | Certification of C.E.O. Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|--------|--------------|------------------------------------------------------------------------------------|

 

|   | Exhibit 31.2 | Certification of Principal Accounting Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|--------|--------------|----------------------------------------------------------------------------------------------------------|

 

|   | Exhibit 32.1 | Certification of C.E.O. Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|--------|--------------|-----------------------------------------------------------------------------------------------------------------------------------|

 

|   | Exhibit 32.2 | Certification of Principal Accounting Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|--------|--------------|---------------------------------------------------------------------------------------------------------------------------------------------------------|

 

 

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**SIGNATURES**

 

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

 

|   | **NINE MILE SOFTWARE, INC.** |
|--------|------------------------------|

 

 

| Date: February 16, 2010 | By:/S/ | DAMONDERU                                          |
|-------------------------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | ***Damon Deru*** |
|--------|------------------|

C.E.O. and Director

 

 

| Date: February 16, 2010 | By:/S/ | MICHAEL CHRISTENSEN__________ |
|-------------------------|--------|-------------------------------|

|   | ***Michael Christensen*** |
|--------|---------------------------|

Secretary and Director

|   | (Principal Accounting Officer) |
|--------|--------------------------------|

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