ex10_1.htm


    

     

     

    September
23, 2008

    


    Board of
Directors

    Language
Access Network, Inc.

    10 SOUTH
HIGH STREET

    CANAL
WINCHESTER OH 43110

    


    This
letter is to outline our proposal for assisting your company in completing its
audit for the year ended December 31, 2008. As officers of a soon to be public
company, I am sure that you can see how it is important to have available the
expertise of accounting professionals who are knowledgeable in SEC reporting,
Sarbanes-Oxley compliance, and Generally Accepted Accounting Principles. In my
20 years of auditing public companies I have found that most small companies can
not afford to hire a full time Chief Financial Officer. It is advantageous for
them to engage a consultant to partially fill the C.F.O. role on a part-time
basis. This need has become even more acute in light of the Sarbanes-Oxley
legislation which requires that management of public companies to be ever more
vigilant, and even personally liable for the representations made in the
financial statements. Sarbanes-Oxley also requires the auditor to remain more
arms-length and independent than ever. For instance, auditors may no longer
draft a company’s financial statements, post adjustments, or draft SEC
filings.  This is where we can help.  The services we can
provide to your company are as follows:

    


    
      	
              1.  

            	
              Review
      the accounting prepared by your bookkeeper, and adjust for additional
      accruals, omissions, or more complicated items, such as Black-Scholes
      expense and the disclosures particular to your industry, prepare a
      workpaper package for the auditors  and consolidate the parent
      with the subsidiary;

            


    

    
      	
              2.  

            	
              Prepare
      financial statements in accordance with generally accepted accounting
      principles in the US for inclusion in the company’s SEC filings and to be
      audited by the company’s independent
  accountants;

            


    

    
      	
              3.  

            	
              Draft
      management’s discussion and analysis for inclusion in the Form
      10KSB.

            


    

    


    Our fee
to complete the services described above the year ended December 31, 2008 will
be $40,000. The fee will be payable in cash or shares of common stock of the
Company.  The Company agrees to file an S-8 Registration Statement to
register the shares for sale. Our ability to complete the project on a timely
and thorough manner depends upon the cooperation we receive from you and
accounting staff.

    


    Additional
services we offer include:

    


    
      	
              1.  

            	
              Preparation
      of and consultation regarding other SEC filings, registration statements,
      proxies, and other disclosures.

            


    

    
      	
              2.  

            	
              Tax
      return preparation.

            


    

    
      	
              3.  

            	
              Filings
      for listing on stock exchanges such as the NASDAQ or
  AMEX.

            


    

    
      	
              4.  

            	
              Consultation
      on the formation of compensation and audit committees and rule 404 as
      required under Sarbanes-Oxley.

            


    

    
      	
              5.  

            	
              Introduction
      to market makers and potential funding
sources.

            


    

    
      	
              6.  

            	
              Introduction
      to auditing firms.

            


    

    


    We have
spoken with several potential auditing firms with which we have a good
relationship.  They are aware of our relationship with your company,
and our role in completing audit and review engagements. Their proposal for the
audit will come in a separate letter.

    


    If this
proposal is acceptable to you please sign below.  We look forward to
receiving some accounting from your book keeper this week.

    


    Sincerely,


    

    R. Gordon
Jones

    


    


    Accepted:

    


    


    Director