SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-KSB/A
                                (AMENDMENT NO. 1)

               [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                  For the fiscal year ended: December 31, 2006

             [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                        Commission file number 000-30567

                                    GREM USA
                 ( Name of small business issuer in its charter)

NEVADA                                                              35-2281610
------                                                              ----------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                             Identification No.)

315 E. WALLACE STREET
FORT WAYNE, INDIANA                                                    46803
-------------------                                                    -----
(Address of principal executive offices)                          (zip code)

                    Issuer's Telephone Number: (260) 456-2354


Securities registered under Section 12(b) of the Exchange Act: None

Securities registered under Section 12(g) of the Exchange Act: Common Stock,
$0.001 par value

Check whether the issuer is not required to file reports pursuant to Section 13
or 15(d) of the Exchange Act. [ ]

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes [X] No [ ]

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [ ]

Indicate by check mark whether the Registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [  ]       No [X]
<PAGE>


The current number of shares of common stock, $0.001 par value, outstanding on
March 23, 2007 was 4,232,455,818 shares, held by approximately 189 stockholders.

The issuer's revenues for its most recent fiscal year ended December 31, 2006
were $9,077.

The aggregate market value of the voting and non-voting common equity held by
non-affiliates computed by reference to the average bid and ask price, as of
March 23, 2007 was approximately $679,001 based on a share value of $0.0004.

    Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]

                                EXPLANATORY NOTE

This Amendment No. 1 on Form 10-KSB (the "Amendment") hereby amends the Form
10-KSB of GREM USA for the fiscal year ended December 31, 2006, as originally
filed with the Securities and Exchange Commission on March 30, 2007 (the
"Original Filing"). The Amendment is being filed to correct the Company's
financial statements and corresponding footnotes, which have been revised to
reflect the Company's reverse stock split on February 22, 2007. In addition, the
Company has revised its Statements of Cash Flows to reflect the purchase of
treasury stock in 2006. No other material changes have been made.


<PAGE>


GREM USA
                          (A DEVELOPMENT STAGE COMPANY)
                            FOR THE FISCAL YEAR ENDED
                                DECEMBER 31, 2006

                                 INDEX TO REPORT
                                 ON FORM 10-KSB


PART I                                                                PAGE(S)
                                                                      -------

Item 1.               Description of Business                                  2
Item 2.               Description of Property                                  7
Item 3.               Legal Proceedings                                        8
Item 4.               Submission of Matters to a Vote of Security Holders      8

PART II

Item 5.              Market for Registrant's Common Equity and Related
                     Stockholder Matters                                       8
Item 6.              Plan of Operation                                        12
Item 7.              Financial Statements                                     21
Item 8.              Changes in and Disagreements With Accountants
                     on Accounting and Financial Disclosure                   21
Item 8A.             Controls and Procedures                                  22
Item 8B.             Other Information                                        22

PART III

Item 9.               Directors and Executive Officers, Promoters
                      and Control Persons; Compliance with Section 16(A)
                      of the Exchange Act.                                    22
Item 10.              Executive Compensation                                  25
Item 11.              Security Ownership of Certain Beneficial
                      Owners and Management                                   27
Item 12.              Certain Relationships and Related Transactions          27
Item 13.              Exhibits                                                29
Item 14.              Principal Accountant Fees and Services                  29




<PAGE>


                           FORWARD-LOOKING STATEMENTS

         This document contains "forward-looking statements" within the meaning
of the Private Securities Litigation Reform Act of 1995. All statements other
than statements of historical fact are "forward-looking statements" for purposes
of federal and state securities laws, including, but not limited to, any
projections of earnings, revenue or other financial items; any statements of the
plans, strategies and objections of management for future operations; any
statements concerning proposed new services or developments; any statements
regarding future economic conditions or performance; any statements or belief;
and any statements of assumptions underlying any of the foregoing.

         Forward-looking statements may include the words "may," "could,"
"estimate," "intend," "continue," "believe," "expect" or "anticipate" or other
similar words. These forward-looking statements present our estimates and
assumptions only as of the date of this report. Except for our ongoing
securities laws, we do not intend, and undertake no obligation, to update any
forward-looking statement.

         Although we believe that the expectations reflected in any of our
forward-looking statements are reasonable, actual results could differ
materially from those projected or assumed in any or our forward-looking
statements. Our future financial condition and results of operations, as well as
any forward-looking statements, are subject to change and inherent risks and
uncertainties. The factors impacting these risks and uncertainties include, but
are not limited to:

     o    our current lack of working capital;
     o    our ability to continue using Form S-8 to register shares of our
          common stock for issuance to consultants;
     o    increased competitive pressures from existing competitors and new
          entrants;
     o    deterioration in general or regional economic conditions;
     o    adverse state or federal legislation or regulation that increases the
          costs of compliance, or adverse findings by a regulator with respect
          to existing operations;
     o    loss of customers or sales weakness;
     o    inability to achieve future sales levels or other operating results;
     o    whether we could be deemed a shell company under Rule 12b-2 of the
          Exchange Act;
     o    the unavailability of funds for capital expenditures; and
     o    operational inefficiencies in distribution or other systems.

         For a detailed description of these and other factors that could cause
actual results to differ materially from those expressed in any forward-looking
statement, please see "Factors That May Affect Our Plan of Operation" in this
document.

         In this filing references to "Grem," "Company," "we," "our," and/or
"us," refers to GREM USA.

                              AVAILABLE INFORMATION

         We file annual, quarterly and special reports and other information
with the SEC that can be inspected and copied at the public reference facility
maintained by the SEC at 100 F Street, N.E., Room 1580, Washington, D.C.
20549-0405. Information regarding the public reference facilities may be
obtained from the SEC by telephoning 1-800-SEC-0330. The Company's filings are
also available through the SEC's Electronic Data Gathering Analysis and
Retrieval System which is publicly available through the SEC's website
(www.sec.gov). Copies of such materials may also be obtained by mail from the
public reference section of the SEC at 100 F Street, N.E., Room 1580,
Washington, D.C. 20549-0405 at prescribed rates.

                                      -1-
<PAGE>


                                     PART I

ITEM 1.  DESCRIPTION OF BUSINESS

(A) BUSINESS DEVELOPMENT

         We are a Nevada corporation formed on March 26, 1999 under the name
Last Company Clothing, Inc. In March 2001, we acquired 100% of Premier ASP, Inc.
and on March 26, 2001, changed our name to "Premier Axium ASP, Inc." On February
28, 2003, we amended our articles of incorporation and changed our name to "Core
Solutions, Inc." On May 2, 2003, we changed our name to "Sunshine Ventures,
Inc." On June 10, 2003 we changed our name from to "Christine's Precious Petals,
Inc." On August 15, 2003, we changed our name to "Global Business Markets, Inc."
On December 29, 2004, we changed our name from "Global Business Markets, Inc."
to "GREM USA".

         We had a working capital deficit for the year ended December 31, 2006
of $1,559,908. As a result of our financial status, our audited financial
statements for the year ended December 31, 2006 indicate that there is
substantial doubt about our ability to continue as a going concern.

(B) BUSINESS OF ISSUER

         GREM is in the development stage as a designer and manufacturer of
custom handmade and mass-produced electric guitars, amplifiers and accessories.
Grem engaged Greg Reszel, an independent consultant, who will lead the design
and research and development of our products. Grem intends to position itself in
the niche market for handmade guitars blending exotic & domestic woods and new
designs.

         For the past three (3) years Grem management has focused on the
acquisition of design talent, equipment, and a building where Grem could design,
manufacture, and ship custom handmade and mass-produced electronic guitars,
amplifiers, and accessories.

MARKET OVERVIEW

2005 INDUSTRY ANALYSIS

The music products industry advanced into record territory in 2000, with sales
increasing 1.0 percent to $ .8 billion. Sales gains were spread relatively
evenly among the product categories tracked in this report, reflecting continued
enthusiasm for music making. The gains were even more heartening, considering
the obstacles raised simultaneously by the climate and the economy. In the
unusually heavy hurricane season, culminating in the Katrina disaster, brought
business in much of the Gulf Coast region to a standstill in the fourth quarter.
(We estimate that lack of sales in coastal Alabama, Mississippi and Louisiana
trimmed overall industry revenues by approximately 1 percent for the year).
Complicating matters, fuel shortages in the aftermath of the hurricanes pushed
gasoline prices past the $3 -per-gallon level for several weeks, hitting
consumers hard in the wallet and putting a damper on all retail sales. The
Federal Reserve also raised interest rates eight times during the year,
squeezing the million holders of adjustable rate mortgages, as well as those
with credit cards. These setbacks brought the most pessimistic pundits out of
the woodwork, and they proceeded to fill the airwaves with forecasts of pending
economic instability. Bombarded with bad news and pinched by higher interest and
energy costs, consumers, by all rights, should have trimmed their spending in
the latter half of the year. However, the lure of our industry's offerings
apparently trumped these concerns.

                                      -2-
<PAGE>


There are numerous challenges to sustaining a viable business in the music
products industry, but as data in the following pages illustrates, consumer
demand doesn't currently seem to be one of them. In the major instrument
categories we track, which include fretted instruments, keyboards, wind
instruments and drum kits, unit sales topped 8 million in 2000, a percent
increase over the previous year. Include computer-based music-making products,
DJ, karaoke products and small instruments like harmonicas and hand percussion,
and the industry's unit sales probably are closer to 1 million. Comparatively
speaking, the music products industry is not a large one--if it were a single
company, it would rank 90 on the Fortune 1000, just behind von cosmetics and
slightly ahead of Land O'Lakes dairy products. Nevertheless, 1 million unit
transactions indicate that we reach a broader swath of the population than most
people realize.

As a smaller industry, our business is impacted by larger social and economic
trends, running the gamut from demographics to currency exchange rates. To
understand the larger forces that shaped the music products industry in 2000, it
would have helped to spend time in the crowded trading pits of the Chicago
Mercantile Exchange, where commodity brokers frantically buy and sell crude oil
futures, wheat, timber and most of the world's other basic materials. It's
doubtful that a commodity broker ever penned a hit song or designed a unique
musical tool, yet, as a group, commodity prices have a tremendous impact on the
industry.

Paced by a surge in the price of crude oil, from $ 9 a barrel on December 1,
2000, to $ 9 by the end of 2000, commodity prices staged their biggest gains in
two decades, rising nearly 0 percent. As a result, factories around the world
saw their raw materials costs spike sharply. Whether it was wood for pianos,
steel for electronics chassis or plastic resins for cases, raw material prices
were up anywhere from 0 percent to 100 percent. These dramatically higher
material costs led to the first across-the-board price increases in
approximately five years. The increases, which ranged between percent and 8
percent, affected producers in every corner of the globe and definitively ended
the deflationary spiral.

For the past five years, retailers and manufacturers alike have been lamenting
the difficulties of remaining profitable in a deflationary climate. "We have to
move more units just to keep our sales volume even," was the standard refrain,
at times echoed by "If we could just raise our prices by percent, we'd be in
great shape." Against this backdrop, the recent spate of price increases should
have been well received. But that was not the case. Due to a glut of supply in
every product category, manufacturers were able to pass along only a fraction of
their higher material costs.

Retailers had a similar problem; most of their revenue gains were dissipated by
higher utility bills and freight charges. To understand how competitive
pressures forced producers to absorb cost increases, consider the basic plastic
guitar case. Although the cost of plastic resin pellets (a petroleum by-product)
jumped 80 percent during the year, the price lists of the major case
manufacturers indicated at most a 10 percent price rise.

Similar cost dynamics played out across all product categories tracked in this
report, which helps explain why profit growth was next to non-existent among
most of the industry's top suppliers. Complaints notwithstanding, there was some
good news to be found in the higher prices. Higher costs usually have a
significant impact on consumer buying patterns. Increases in the price of
gasoline, for example, have reduced the sale of large SUVs by percent over the
past 1 months. However, the percent to 8 percent unit price increases in music
and audio products had no perceptible impact on sales. Does this mean what our
industry sells is insensitive to price? No. However, it does suggest that the
industry is not as price-sensitive as most retailers think and, at slightly
higher prices, the current array of music and audio products continues to
represent a compelling value.

                                      -3-
<PAGE>


An industry that includes grand pianos, DJ gear, computer software, handcrafted
violins, accordions, electric guitars, sousaphones and sound systems does not
lend itself to easy generalizations. Results in varying segments are driven by
different factors, whether it's the state of popular music, school budgets or
the prevailing price of computing power.

U.S. SEGMENT DATA

Fretted Instruments by any objective measure, 2000 was a good year: the dollar
and unit value of guitars reached the highest levels in history. Sales of
acoustic guitars increased percent in units and 10.9 percent in retail value,
while electrics slipped 1.0 percent in units but advanced 1.0 percent in retail
value. Total guitar sales saw a 1.0 percent gain in retail value. amplifiers,
strings and related accessories posted similar gains. Despite these banner
results, many retailers and manufacturers were unsatisfied; they had expected
sales to be even higher. Over the previous two years, a number of manufacturers
enjoyed considerable success selling guitars through the mass merchant channel.
The best part of this distribution expansion was that the presence of
instruments in Wal-Mart, Costco, Target, Sears, Best Buy and other retail stores
seemed to produce pure "plus" business, without adversely affecting instrument
sales in the MI channel.

That changed in late 2000. During the holiday season, mass merchandisers took a
serious bite out of fourth-quarter entry-level sales, leaving many MI dealers
with unsold inventory at year-end. Early reports indicate that mass merchants
also finished 2000 with more unsold guitars than had been projected. This
inventory bulge represents a challenge for manufacturers as they chart their
distribution strategy for 2000. Do they refocus their efforts on the MI channel?
Do they become further involved with mass merchants? Do they try to straddle
both retail channels?

All three approaches include some element of risk. The industry's distribution
challenges appear not to have impacted the buying public's attraction to the
guitar (a conclusion verified by robust sales levels). Harder to quantify, but
equally telling, is the way other national brands scrambled to piggyback on the
guitar's popularity.

During 2000, Daimler- Chrysler, H&R lock, the Gap, Hewlett- Packard, I M and
Citigroup were among the major companies that featured guitars prominently in
their ad campaigns. The reason for this is simple: cross a broad demographic
segment, the guitar is associated with fun, creativity, inspiration and a host
of other positive attributes. From the iPod generation to the RP members in the
best seats at the recent Rolling Stones tour, it's hard to identify any other
musical product that has such wide appeal. This bodes well for future sales.
Another positive factor fueling industry growth has been the "baseball card"
effect: Enthusiastic guitarists want to "collect them all." This has accelerated
sales growth in a variety of niche segments, most notably arch-top instruments.
Sales growth has also been aided by the tremendous proliferation of models.

To put this in perspective, years ago Fender offered two Stratocaster
models--one with a vibrato that retailed for $ 9 and one without that retailed
for $ 9. Today, including the Squier brand, Fender offers upwards of variations
on the Strat, ranging in price from $1 9 to $9, 00 (and that doesn't include the
nearly infinite variety of custom instruments that are available). Other guitar
manufacturers have been similarly prolific with their new models. road-based
consumer appeal, coupled with an unprecedented product offering, ensures strong
long-term prospects for guitar market.

PRODUCTS AND SERVICES

         We currently have developed five prototypes that are now in production.

                                      -4-
<PAGE>


         FREE RADICAL is a double cutaway design with a locking Floyd Rose
vibrato bridge. The body is constructed of a solid Honduras mahogany back with a
carved, book matched purple heart top. The neck is made of koa wood with a
Brazilian rosewood fret board and pearl dot inlays.

         The GREM REAPER is a takeoff of a familiar design and is given a wild
twist and facelift. The GREM Reaper features a mahogany wood body with a cherry
wood neck and a purple heart wood fretboard. The finish is cobalt blue over gold
flake and the instrument is carved and embellished to look completely unique.

         Grem's UPPERCUT is our version of a time proven traditional solid body,
except this model is acoustically chambered under a maple wood cap. The neck is
3 piece construction with woods ranging from purple heart, maple and cherry, to
goncolo, alves and satinwood. Fretboards are cochen rosewood, maple, ebony or
purple heart.

         Grem's SPECIAL EDITION, also called the SE-101, is another version of a
classic design, except we have shrunk the scale to 24.62", and added "soapbars"
to the middle and neck positions. With the 3 way switch, the tonal variation is
incredible, from bright twang to dirty P 90 blues. This guitar is suitable for
slide, rock, country or whatever your fingers like and the shorter scale makes
for easy vibrato and bends. The mahogany and purple heart hardwoods keep the
tone as chimey and clear as any 25 1/2" scale instrument. The body is petite and
contoured to fit the body like a glove. Also the neck on this guitar is attached
to the body with stainless allen head bolts that thread into inserts installed
in the neck. No more wood screws and with the amount of torque applied to the
neck, it feels as though it has been glued in.

         Grem's STANDARD is a double cutaway, solid body electric guitar with a
24 fret, 25 1/2 inch scale neck, 2 inch thick contoured body with high fret
across. It has two humbucking pickups, and a genuine Floyd Rose double locking
vibrato system. The neck is made of maple or Honduran mahogany with an ebony
fretboard. The body of it is made of cherry wood and Honduran mahogany as well.

         We plan to establish manufacturing processes for all of our prototypes
to allow for expanded production of each guitar during 2006. During the fourth
quarter of 2005, we purchased a building in Fort Wayne, Indiana and relocated
all manufacturing operations to this building. This relocation has enhanced our
capability to manufacture our guitars and allow for the space and equipment
needed to produce our prototypes on a larger scale.

PROPOSED ACCESSORY ITEMS

         In addition to our custom handmade guitars, we intend to offer
consumers related accessory items including, but not limited to, guitar straps,
picks, footrests, cases, speakers, amplifiers and stands, which are intended to
be custom made from our facility. Suppliers of component materials and
accessories will be chosen based on quality, service and price. At the time of
this report we have not currently offered or produced these accessories.

SERVICES

         We will market our guitars as a high quality, sophisticated, musical
instrument. Consistent with this marketing plan, we will provide our customers
with a product warranty and related support regarding the use and enjoyment of
such product. We will warrant our guitars to be free from defects in material
and workmanship and will provide each purchaser of our guitars with a one year
warranty on parts and labor. During the effective warranty period, we will
remedy any product defects. Parts may be replaced under the warranty, at our
election, with new or comparable remanufactured parts. The warranty will not
extend however, to any guitar which has been subjected to usage for which the

                                      -5-
<PAGE>

product was not designed, which has been damaged as the result of shipping, or
which has been altered or repaired in a way that affects product performance or
reliability. To further insure customer satisfaction, we will also provide each
customer with a ten day money back guarantee, excluding shipping and handling.

SUPPLIES AND SUPPLIERS

         The primary components of our guitars will include electronics,
hardware and guitar bodies. These components will be manufactured for us by
third parties. We have worked with Brain Banana to provide a unique showcase of
anodized aluminum guitar parts as well. Initially, we will assemble our guitars
and we plan on beginning mass production once sufficient funds are available, if
ever.

         The price of raw materials, mainly different types of wood, for the
manufacture of our guitars is expected to remain stable in the near term.
Increases that may occur are expected to be small; although no assurance can be
given that this will prove to be the case. Each category of raw materials has
several competing suppliers. We do not intend to be dependent upon any one
supplier for any of the raw materials that we intend to purchase. We expect all
required raw materials to be readily available in sufficient quantities and to
be of required quality. In the extreme situation, however, were any required raw
materials not to be generally available, it would have a material adverse effect
on our operations.

COMPETITION

         We reasonably expect to compete with related or similar guitar, or
guitar-like, instruments, apparatus or devices. Moreover, prospective
competitors which may enter the field may include established manufacturers of
musical or electronic audio instruments and equipment, all of which will be
considerably larger than we are in total assets and resources. This could enable
them to bring their own technologies and instruments to advanced stages of
development and marketing with more speed and efficiency than we have been
capable, or will be capable of in the development and marketing of our guitars.
There can be no assurance that we will successfully compete with conventional
guitars and existing electronic guitar-like instruments or with any improved or
new technology instrument, which may be developed in the future.

GOVERNMENT REGULATION

         There are no special or unusual governmental laws or regulations that
can be expected to materially impact our operations.

INTELLECTUAL PROPERTY

         We have not filed for any patents or trademarks, and we have no license
agreements for any of guitars or our Company name. Although we believe we have
obtained common law rights outside that of the United States Patent and
Trademark Office through the use of the name "GREM USA" in connection with our
business, our failure to obtain proprietary protection in the future for the use
of the name could negatively impact our operations.
In the near future, we intend to apply for a trademark for "GREM USA."

PERSONNEL

          Beyond our sole officer and director, we currently have one employee.
We outsource the majority of our staffing to independent consultants who have
received stock as compensation for their services. Additional employees may be
hired by us as required for the operation of our business including those
required for guitar assembly. We anticipate that within the next twelve months,
assuming we obtain substantial additional financing, we will be in the process

                                      -6-
<PAGE>

of hiring and could hire anywhere between twenty and thirty employees.
Management believes our future success will depend in large part upon our
ability to attract and retain qualified employees. Our employees will not be
represented by a union or collective bargaining entity or agreement.

CONSULTANTS

         We have utilized the services of in excess of 15 consultants, whom have
received stock for compensation. Refer to the section entitled, "Recent Sales of
Securities Registered Pursuant to Form S-8."

         On February 10, 2004, we initially entered into a one-year oral
consulting agreement with Gregory M. Reszel and have continued to utilize his
services on a month to month basis, wherein he agreed to assist us with general
business consulting services. Services include, but were not limited, to
assisting us and management with various projects, design and fabrication of
musical instruments, business management services and other business related
services. We agreed to compensate and issue Mr. Reszel a number of shares of our
free trading common stock, par value $0.001 per share, that equals $60,000 a
year or $5,000 per month. The Shares were registered under S-8. Mr. Reszel has
been a musician for over thirty years and a luthier, someone who makes stringed
musical instruments such as violins or guitars, for over twenty years.

INVESTMENT IN TECHNOLOGY

         Grem has websites displaying the initial designs of the guitars that
will be sold and brand descriptions, all of which can be accessed at
WWW.GREMUSA.COM, or WWW.GMRESZEL.COM. Information contained on these websites is
for information purposes only and is not a part of this report.

ITEM 2.  DESCRIPTION OF PROPERTY

         During the fourth quarter of 2005, we purchased a 40,000 square
building at 315 E. Wallace Street, Fort Wayne, IN from Taylor Ventures, LLC
("Taylor"). We issued 273,000,000 shares of restricted common stock for a book
value of $300,300. As part of the executed documents was a mortgage guaranteeing
a value of $300,000 on or before November 8, 2008 to Taylor. We allowed current
tenants that had leases in the facility to remain and intend to continue renting
to two of the current tenants over the course of next year. We moved our
operations to this facility in March 2006. We believe this facility will
accommodate our needs as we move toward our goal of mass production of our
products.

         As a result of our method of operations and business plan, we do not
require full time personnel to conduct our business. At present, management and
consulting services are provided by outside firms or independent contractors on
an as needed basis. In the future we anticipate requiring additional personnel;
however it is unknown at this time how many individuals will be required.

ITEM 3.  LEGAL PROCEEDINGS.

         We are not presently a party to any material litigation, nor to the
knowledge of management is any litigation threatened against us, which may
materially affect us.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

         We did not submit any matters to a vote of our security holders during
the fiscal year ended December 31, 2006.

                                      -7-
<PAGE>


                                     PART II

ITEM 5.           MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

(A) MARKET INFORMATION

         Our common stock is traded in the over-the-counter securities market
through the National Association of Securities Dealers Automated Quotations
Bulletin Board System, under the symbol "GRUS". Our common stock began quotation
on the OTC Bulletin Board on February 21, 2001 under the trading symbol "LCCP."
On September 8, 2003, following our name change to "Global Business Markets,
Inc", we began quotation under the symbol "GBMI". On November 2, 2004, following
a symbol change, we began quotation under the symbol "GBMK." On December 29,
2004, following our name change to "GREM USA", we began quotation under the
current symbol "GRMU." Subsequently, on March 2, 2007, the Company's symbol was
changed to "GRUS", in connection with its reverse stock split which was
effective on February 22, 2007 (see note 9 to the notes to the financial
statements).

         The following table sets forth the quarterly high and low bid prices
for our Common Stock during our last two fiscal years. The quotations reflect
inter-dealer prices, without retail mark-up, markdown or commission, and may not
necessarily represent actual transactions.

                                   2006                         2005
                      ----------------------------------------------------------
                           High           Low           High            Low
                      ------------------------------ ---------------------------
1st Quarter           $     0.0048  $     0.0028  $     0.028   $     0.0007
2nd Quarter           $     0.0036  $     0.0020  $     0.0135  $     0.0004
3rd Quarter           $     0.0036  $     0.0024  $     0.0038  $     0.0001
4th Quarter           $     0.0036  $     0.0008  $     0.001   $     0.0001

(B) HOLDERS OF COMMON STOCK

         As of March 23, 2007, we had approximately 189 stockholders of record
of the 4,232,455,818 shares outstanding. As of March 23, 2007, the closing price
of GRUS's shares of common stock was $0.0004 per share.

(C) DIVIDENDS

         We have never declared or paid dividends on our Common Stock. We intend
to follow a policy of retaining earnings, if any, to finance the growth of the
business and do not anticipate paying any cash dividends in the foreseeable
future. The declaration and payment of future dividends on the Common Stock will
be at the sole discretion of the Board of Directors and will depend on our
profitability and financial condition, capital requirements, statutory and
contractual restrictions, future prospects and other factors deemed relevant.

(D) SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

         The Company has adopted various equity compensation plans and
registered shares under these plans on Form S-8 to provide compensation to our
independent contractors and consultants for their services rendered for the
Company. On February 2, 2004, the board adopted a 2004 Plan, which allowed for
the issuance of 7,500,000 post-spilt shares of common stock under the plan.

                                      -8-
<PAGE>

         Although the use of our equity securities was costly to Grem, it
enabled us to proceed with our business plan without the required capital
necessary to pay our consultants.

     RECENT ISSUANCES OF SECURITIES REGISTERED PURSUANT TO FORM S-8

         The following table is a summary of the 2006 registration statements
filed on Form S-8.

                          NUMBER OF SHARES
 DATE FORM S-8 FILED         REGISTERED              NAME OF PLAN
--------------------- ---------------------- -----------------------------------
February 3, 2006          700,000,000 (1)     GREM USA Stock Compensation Plan,
                                              as amended

     (1)  Section 6 of GREM USA's Stock Compensation Plan, originally filed on
          May 5, 2005 was amended, which changed the reserved number of shares
          allowed for issuance to not exceed 1,250,000,000 from the previously
          amended amount of 550,000,000.

         During the year ended December 31, 2006, we issued shares of common
stock to the following consultant/employee. These shares were issued in a
Registration Statement on Form S-8 filed on November 18, 2005.

                            DATE OF            NUMBER OF
  PERSON ISSUED TO         ISSUANCE            SHARES           VALUE OF SHARES
--------------------------------------------------------------------------------
 Catherine Konkle      February 14, 2006       6,000,000            $4,800

         We also issued shares to the following consultants/employees from a
Registration Statement on Form S-8 filed on February 3, 2006.

                                                      NUMBER OF        VALUE OF
PERSON ISSUED TO             DATE OF ISSUANCE         SHARES           SHARES
------------------------------------------ -------------------------------------
Catherine Konkle             February 14, 2006       15,000,000      $    12,000
Dennis Nartker               February 14, 2006       30,000,000      $    24,000
Gregory Reszel               February 14, 2006       10,000,000      $     8,000
Matthew Lettau               February 14, 2006       10,000,000      $     8,000
Joshua Harris                February 14, 2006        3,000,000      $     2,400
Steve Carnes                 February 14, 2006      150,000,000      $   120,000
James Taylor                 February 14, 2006       30,000,000      $    24,000
Nathan Weides                February 14, 2006        3,000,000      $     2,400
Dennis Nartker               February 27, 2006       20,000,000      $    16,000
Catherine Konkle             March 2, 2006           20,000,000      $    16,000
Dennis Nartker               March 2, 2006           20,000,000      $    16,000
Gregory Reszel               March 2, 2006           10,000,000      $     8,000
Joshua Harris                March 2, 2006            3,000,000      $     2,400
Steve Carnes                 March 2, 2006          150,000,000      $   120,000
Nathan Weides                March 2, 2006            3,000,000      $     2,400
David Peters                 March 7, 2006            3,000,000      $     2,700
Catherine Konkle             April 20, 2006          10,000,000      $     6,000
Dennis Nartker               April 20, 2006          10,000,000      $     6,000
Gregory Reszel               April 20, 2006          10,000,000      $     6,000
Joshua Harris                April 20, 2006           2,000,000      $     1,200
Steve Carnes                 April 20, 2006         150,000,000      $    90,000
Nathan Weides                April 20, 2006           2,000,000      $     1,200
David Peters                 April 20, 2006           2,000,000      $     1,200
Dennis Nartker               May 16, 2006             6,000,000      $     4,200
Chad Ingram                  May 16, 2006            13,000,000      $     9,100

                                      -9-
<PAGE>

Steve Carnes                 May 23, 2006            40,000,000      $    24,000
Chad Ingram                  May 23, 2006            30,000,000      $    18,000
Dennis Nartker               May 23, 2006            20,000,000      $    12,000
Greg Reszel                  May 23, 2006            20,000,000      $    12,000
Joshua Harris                May 23, 2006             3,000,000      $     1,800
Catherine Konkle             May 23, 2006            20,000,000      $    12,000
David Peters                 May 23, 2006             4,000,000      $     2,400
Nathan Weides                May 23, 2006             4,000,000      $     2,400
Albert Rasch                 September 6, 2006       10,000,000      $     8,000
Gregory Reszel               November 16, 2006       15,000,000      $     7,500
Chad Ingram                  November 16, 2006       10,000,000      $     5,000
Catherine Konkle             November 16, 2006        5,000,000      $     2,500


ITEM 6. PLAN OF OPERATION.

         This report contains forward-looking statements. Actual results and
events could differ materially from those projected, anticipated, or implicit,
in the forward-looking statements as a result of the risk factors set forth
below and elsewhere in this report.

         With the exception of historical matters, the matters discussed herein
are forward-looking statements that involve risks and uncertainties.
Forward-looking statements include, but are not limited to, statements
concerning anticipated trends in revenues and net income, the date of
introduction or completion of our products, projections concerning operations
and available cash flow. Our actual results could differ materially from the
results discussed in such forward-looking statements primarily as the result of
insufficient cash to pursue production and marketing efforts. The following
discussion of our plan of operation should be read in conjunction with our
financial statements and the related notes thereto appearing elsewhere herein.

OVERVIEW

         We are a Nevada corporation formed on March 26, 1999 under the name
"Last Company Clothing, Inc." which planned to engage in the business of
importing and wholesaling a line of clothing to serve the retail trade known as
the "action sports" or "extreme" sports industry. After a number of name
changes, on December 29, 2004 at our annual meeting of stockholders we approved
a change of name to GREM USA. We have repositioned the company as a designer and
manufacturer of custom handmade and mass-produced electronic guitars,
amplifiers, and accessories.

PLAN OF OPERATION

         We currently have had minimal operations since we repositioned the
company from our previous lines of business to the current plan of guitar
manufacturing and have financed all of our operations from loans, and sales of
common stock to affiliated parties and private investors. We will continue to
sell our common stock to help us complete the development of our first
production models. We may need to engage in additional research and development
for the purpose of further refining our instruments and simplifying the
manufacturing process. We hope to represent a new development respecting one of
the world's oldest and most popular musical instruments, the guitar.

                                      -10-
<PAGE>


SATISFACTION OF OUR CASH OBLIGATIONS FOR THE NEXT 12 MONTHS.

         We plan on satisfying our cash obligations over the next twelve months
through additional equity and/or third party financing and through revenue
generated from our anticipated guitar sales. During 2006, we received $440,000
in connection with our mortgage loan agreement, which carries an interest rate
of 9.75% per annum and is due in monthly installments of $5,639 per month
(included in this amount are principle, interest and real estate taxes),
maturing July 2021. However, under our current plan of operation we may not have
the minimal cash requirement to continue in operation for the next 12 months
without additional equity or third party financing. Management anticipates the
needs for additional funds but at this time is not able to determine how much
will be necessary. We do not anticipate generating revenues sufficient enough to
satisfy our working capital requirements within the next twelve months.
Additionally, we will continue to issue stock to our consultants in lieu of
making cash payment to consultants. In 2006, we issued consultants shares of our
common stock valued at approximately $639,600.

GOING CONCERN

         The financial statements included in this filing have been prepared in
conformity with generally accepted accounting principles that contemplate the
continuance of the Company as a going concern. The Company's cash position may
be inadequate to pay all of the costs associated with production and marketing.
Management intends to use borrowings and security sales to mitigate the effects
of its cash position, however no assurance can be given that debt or equity
financing, if and when required will be available. The financial statements do
not include any adjustments relating to the recoverability and classification of
recorded assets and classification of liabilities that might be necessary should
the Company be unable to continue existence.

SUMMARY OF ANY PRODUCT RESEARCH AND DEVELOPMENT THAT WE WILL PERFORM FOR THE
TERM OF OUR PLAN OF OPERATION.

         Gregory Reszel has been continually researching and developing our five
initial prototype guitars and at this time we have completed the design of the
five prototypes. We will now focus on operations on implementing mass production
capabilities once sufficient funds are available, if ever, now that we have
successfully moved our operations to our newly purchased building. We expect in
the near future to begin selling and shipping these five prototypes. Mr. Reszel
however, will continually develop and fine tune our prototypes to constantly
improve the quality and sound of the guitar. In 2006, we issued shares of our
common stock to Mr. Reszel in exchange for services amounting to $41,500.

EXPECTED PURCHASE OR SALE OF PLANT AND SIGNIFICANT EQUIPMENT.

         In the past we relied on Gregory Reszel, who owns a significant amount
of equipment and tools that were used in producing our handmade guitars.
However, since receiving cash from the issuance of promissory notes and sale of
restricted stock, Edward Miers, our president, has spent a significant amount of
time locating various pieces of used manufacturing equipment. As we have
acquired the equipment we have begun to retool, which will allow us to increase
our efficiency as well as increase production time of the guitars. Some of the
equipment we have purchased during the last year is: a clamp carrier, a ripsaw,
a planer, a router, and a CNC machine.

         All of the equipment is meant to position the Company and establish the
capabilities for mass production of our guitars. Previously, we were able to
finance all equipment and items currently being used in our previous building
from American Molded Products, who is also the entity that we leased the
building from, located in Spencerville, Indiana. We continue to make monthly
payments on this equipment and have since relocated the equipment to our new
building. Once revenues are generated, we anticipate purchasing additional
equipment to further enhance our production capabilities. If we are able to
generate revenues, we may purchase additional equipment such as routers, which
generate automated rough cuts of our prototypes and fine tunes the quality,
efficiency, and precision of our guitars.

                                      -11-
<PAGE>


         During the last quarter of 2005, we purchased a 40,000 square building
in Fort Wayne, IN for 273 million shares of our restricted common stock, valued
at $300,300. We believe this facility will accommodate our needs as we move
toward our goal of mass production of our products. We moved our operations to
this new facility in March of 2006 and all of the equipment was completely
installed and fully functional by the end of March 2006.

SIGNIFICANT CHANGES IN THE NUMBER OF EMPLOYEES.

         As of December 31, 2006, we had one employee, other than our sole
officer and director, Edward Miers. We are dependent upon Edward Miers but we
have also relied on the services of independent consultants and contractors to
perform various professional services when needed. We believe that this use of
third-party service providers enhances our ability to contain general and
administrative expenses in the future, as we are not bound by long term
contracts. We will need to hire full time operational staff as our operations
commence. We anticipate the need for seven to twenty employees to be fully
operational. However, due to our limited cash resources, we do not plan to add
employees until such time as we have raised adequate funds to support our
operations.

OFF-BALANCE SHEET ARRANGEMENTS

         We do not have any off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that is material to
investors.

LIQUIDITY AND CAPITAL RESOURCES

         As a company with minimal operations and not having generated revenues,
we do not have the cash flow to operate our business. We are dependent on a
combination of borrowed funds, the sale of our restricted common stock, and the
issuance of unrestricted common stock registered under S-8 to facilitate our
cash requirements. Until such time as we generate revenues, if at all, we plan
to accrue the money expensed by Mr. Miers and will compensate him with either
stock or cash when available.

         A critical component of our operating plan impacting our continued
existence is the ability to obtain additional capital through additional equity
and/or debt financing. We do not anticipate enough positive internal operating
cash flow until such time as we can generate substantial revenues, which may
take the next few years to fully realize. In the event we cannot obtain the
necessary capital to pursue our strategic plan, we may have to cease or
significantly curtail our operations. This would materially impact our ability
to continue operations.

         Our near term cash requirements are anticipated to be offset through
the receipt of funds from private placement offerings and loans obtained through
private sources. Since inception, we have financed cash flow requirements
through debt financing and issuance of common stock for cash and services. As we
expand operational activities, we may continue to experience net negative cash
flows from operations, pending receipt of product sales, and will be required to
obtain additional financing to fund operations through common stock offerings
and debt financing to the extent necessary to provide working capital.

                                      -12-
<PAGE>


         Over the next twelve months we believe that existing capital and
anticipated funds from operations will not be sufficient to sustain operations
and planned expansion. Consequently, we will be required to seek additional
capital in the future to fund growth and expansion through additional equity or
debt financing or credit facilities. No assurance can be made that such
financing would be available, and if available it may take either the form of
debt or equity. In either case, the financing could have a negative impact on
our financial condition and our stockholders.

         We anticipate incurring operating losses over the next twelve months.
Our lack of operating history makes predictions of future operating results
difficult to ascertain. Our prospects must be considered in light of the risks,
expenses and difficulties frequently encountered by companies in their early
stage of development. Such risks include, but are not limited to, an evolving
and unpredictable business model and the management of growth. To address these
risks we must, among other things, obtain a customer base, implement and
successfully execute our business and marketing strategy, continue to develop
and upgrade technology and products, respond to competitive developments, and
attract, retain and motivate qualified personnel. There can be no assurance that
we will be successful in addressing such risks, and the failure to do so can
have a material adverse effect on our business prospects, financial condition
and results of operations.

FACTORS THAT MAY AFFECT OUR PLAN OF OPERATION

         An investment in our common stock involves a high degree of risk. You
should carefully consider the risks described below and the other information in
this annual report and any other filings we have made in the past or that we may
make with the United States Securities and Exchange Commission in the future
before investing in our common stock. If any of the following risks occur, our
business, operating results and financial condition could be seriously harmed.
The trading price of our common stock could decline due to any of these risks,
and you may lose all or part of your investment.

WE HAVE NO OPERATING HISTORY TO USE TO EVALUATE OUR BUSINESS.

         We have no operating history for you to use to evaluate our business.
We have devoted almost all of our efforts to the repositioning our company as a
designer and manufacturer of custom handmade and mass-produced electronic
guitars, amplifiers and accessories. We are in an early stage in our development
and it is possible that our products may not sell in the volumes or at the
prices that we anticipate, if at all. If that occurs, we would receive less than
the projected income from sales of products and our profitability would suffer.

OUR FUTURE SUCCESS IS DEPENDENT ON THE PERFORMANCE AND CONTINUED SERVICE OF
EDWARD MIERS, AND OUR ABILITY TO ATTRACT AND RETAIN SKILLED PERSONNEL.

         Our performance and future operating results are substantially
dependent on the continued service and performance of Edward Miers, our sole
officer and sole director. To the extent that Mr. Miers' services become
unavailable, our business and prospects may be adversely affected. Should we not
be able to retain Mr. Miers' services, we do not know whether an equally
qualified person could be employed to replace Mr. Miers. If we are successful in
implementing and developing our business, it will require additional managerial
and technical personnel. Competition for highly qualified personnel is intense,
and we cannot be assured that we can recruit key employees or that we will be
able to attract or retain highly qualified technical and managerial personnel in
the future. The loss of the services of our consultants or Mr. Miers and the
potential inability to attract and retain the necessary technical and managerial
personnel could have a material adverse effect on our financial condition,
operating results, and cash flows.

                                      -13-
<PAGE>


MANY OF OUR COMPETITORS ARE LARGER AND HAVE GREATER FINANCIAL AND OTHER
RESOURCES THAN WE DO AND THOSE ADVANTAGES COULD MAKE IT DIFFICULT FOR US TO
COMPETE WITH THEM.

         The guitar manufacturing industry is extremely competitive and includes
several companies that have achieved establishing a significant market for their
products and have substantially greater financial, development and marketing
resources than we do. If we are unable to establish a market for our products,
or effectively compete in the market, we will fail.

RISKS RELATED TO OUR FINANCIAL CONDITION

WE HAVE NOT ACCOUNTED FOR THE WITHHOLDING OF FEDERAL OR STATE TAXES UPON THE
ISSUANCE OF COMMON STOCK FOR SERVICES RENDERED BY OUR OFFICER, EMPLOYEES AND
CONSULTANTS, WHICH MAY SUBJECT US TO SUBSTANTIAL TAX LIABILITIES, INCLUDING
PENALTIES AND INTEREST.

         The Company did not recognize withholding tax liabilities on the
issuance of shares of common stock to our sole officer and director for the
years ended December 31, 2005 and 2006. Further, over the past several years we
have issued several million dollars worth of stock compensation, to consultants
who may be deemed to be employees, without withholding potential federal or
state income tax liabilities.

         The Company has based its decision not to withhold taxes on the belief
such shares of common stock were issued in connection with the performance of
services by true consultants and not by employees, and, as such, are not subject
to tax withholding requirements. There can be no assurance, however, that the
IRS or state taxing authorities will agree with the Company's position and will
not assert that the Company is liable for the failure to withhold income and
employment taxes with respect to the issuance of common stock services. If the
Company became liable for the failure to withhold taxes on the issuances, the
aggregate potential liability, exclusive of any interest or penalties, would
have a material impact on the Company and its results of operations.

         The Company has not recognized accruals for the potential withholding
taxes, penalties and/or interest that may be imposed with respect to the
withholding tax issues. If taxing authorities assert such issues and prevail
related to these withholding tax issues and other related contingencies,
including penalties, the liability that could be imposed by taxing authorities
would be substantial.

IF WE ARE UNABLE TO OBTAIN ADDITIONAL FUNDING OUR BUSINESS OPERATIONS WILL BE
HARMED AND IF WE DO OBTAIN ADDITIONAL FINANCING OUR THEN EXISTING STOCKHOLDERS
WILL SUFFER SUBSTANTIAL DILUTION.

         We will require additional funds to initiate our sales and marketing
activities. We anticipate that we will require additional funds for our
continued operations for the next twelve months, depending on revenues, if and
when we become fully operational. Additional capital will be required to
effectively support the operations and to otherwise implement our overall
business strategy. There can be no assurance that financing will be available in
amounts or on terms acceptable to us, if at all. The inability to obtain
additional capital will restrict our ability to grow and may reduce our ability
to continue to conduct business operations. If we are unable to obtain
additional financing, we will likely be required to curtail our marketing and
development plans and possibly cease our operations. Any additional equity
financing will involve substantial dilution to our then existing stockholders.

WE EXPECT A SUBSTANTIAL INCREASE IN EXPENSES AND MAY NOT ACHIEVE SIGNIFICANT
PROFITABILITY, THIS MAY CAUSE OUR STOCK PRICE TO FALL.

         Because we are in the early stage of operations, we expect to continue
to incur operating losses and to have a negative cash flow unless and until we
are able to generate revenues and reach profitability. We expect that during the
next twelve months, as we try to develop and launch our products; our operating
expenses will be increasing, especially in the areas of development, sales and
marketing and brand promotion. We anticipate that we will have to incur
substantial costs and expenses related to:

                                      -14-
<PAGE>


     o    hiring additional executive and administrative personnel, and
          additional product development personnel;
     o    continued development of our guitars and the development of proposed
          accessory products;
     o    advertising, marketing, and promotional activities.

         The extent of our losses in the future will depend on our ability to
commence commercial operations and generate revenues on a profitable basis. To
do so, we will have to develop and implement successful manufacturing, sales,
and marketing programs for our guitars. No assurance can be given that we will
be able to achieve this objective or that, if this objective is achieved, that
we will ever be profitable. Our ability to achieve sustained profitability will
depend on our ability to generate and sustain revenues while maintaining
reasonable expense levels. Although we intend to increase our spending on the
activities listed above, these efforts may not result in the generation of
sufficient revenues. If revenues are not generated, this may have a subsequent
impact on our stock price.

WE ARE SUBJECT TO A WORKING CAPITAL DEFICIT, WHICH MEANS THAT OUR CURRENT ASSETS
ON DECEMBER 31, 2006 WERE NOT SUFFICIENT TO SATISFY OUR CURRENT LIABILITIES AND,
THEREFORE, OUR ABILITY TO CONTINUE OPERATIONS IS AT RISK.

         We had a working capital deficit for the year ended December 31, 2006,
which means that our current liabilities exceeded our current assets on December
31, 2006 by $1,559,908. As of December 31, 2006, we had $75,421 in current
assets. Current assets are assets that are expected to be converted to cash
within one year. Our working capital deficit means that our current assets on
December 31, 2006 were not sufficient to satisfy all of our current liabilities
on those dates. If our ongoing operations do not begin to provide sufficient
profitability to offset the working capital deficit, we may have to raise
capital or debt to fund the deficit or curtail future operations. If we fail to
establish profitable operations and continue to incur losses; the price of our
common stock could be expected to fall.

WE HAVE NOT RECEIVED ADVICE FROM TAX COUNSEL AS TO THE STATUS OF MR. MIERS AS AN
INDEPENDENT CONTRACTOR VERSUS AN EMPLOYEE, AND AS THE RESULT WE MAY BE SUBJECT
TO LIABILITY FOR EMPLOYMENT TAXES, INTEREST, AND PENALTIES.

         Our President, Mr. Miers, has received income from us in the form of
cash and stock wherein we have not held back employment taxes as the result of
treating Mr. Miers as an independent contractor. If we have classified Mr. Miers
as a non-employee incorrectly, and have no reasonable basis for treating Mr.
Miers as an independent contractor, then in that event we may be held liable for
employment taxes, interest, and penalties for the payments made to Mr. Miers.

WE RECEIVED AN OPINION FROM OUR ACCOUNTANTS WHICH RAISES DOUBT ABOUT OUR ABILITY
TO CONTINUE AS A GOING CONCERN.

         Our audited financial statements for the years ended December 31, 2006
and 2005, which are included in this filing, indicate that there was substantial
doubt about our ability to continue as a going concern due to our need to
generate cash from operations and obtain additional financing.

                                      -15-
<PAGE>


RISKS RELATED TO OUR COMMON STOCK

OUR ISSUANCE OF SHARES FOR CONSULTING SERVICES MAY CAUSE IMMEDIATE AND
SUBSTANTIAL DILUTION TO OUR EXISTING STOCKHOLDERS.

         The continual issuance of shares for services to consultants will
result in substantial dilution to the interests of our stockholders. We continue
to maintain losses each quarter primarily as a result of additional shares being
issued each quarter. If we are unable to obtain revenues or financing to pay our
consultants, we will likely continue to issue stock as payment for services
which will cause immediate and substantial dilution to our current stockholders.
The effect of this dilution increases the probability of our stockholders losing
their entire investment.

OUR COMMON STOCK IS ILLIQUID AND THE PRICE OF OUR COMMON STOCK MAY BE NEGATIVELY
IMPACTED BY FACTORS WHICH ARE UNRELATED TO OUR OPERATIONS.

         Our common stock currently trades on a limited basis on the OTC
Bulletin Board. The market price of our common stock could fluctuate
substantially due to a variety of factors, including our inability to generate
revenues or profits, market perception of our ability to achieve our planned
growth, quarterly operating results of other companies, trading volume in our
common stock, changes in general conditions in the economy, the amount of our
executive compensation, and the financial markets or other developments
affecting our competitors or us. In addition, the stock market is subject to
extreme price and volume fluctuations. This volatility has had a significant
effect on the market price of securities issued by many companies for reasons
unrelated to their operating performance and could have the same effect on our
common stock.

         Our common shares are currently quoted for public trading on the OTC
Bulletin Board. The trading price of our common shares has been subject to wide
fluctuations. Trading prices of our common shares may fluctuate in response to a
number of factors, many of which will be beyond our control. The stock market
has generally experienced extreme price and volume fluctuations that have often
been unrelated or disproportionate to the operating performance of companies,
especially those with no current business operation. There can be no assurance
that trading prices and price earnings ratios previously experienced by our
common shares will be matched or maintained. These broad market and industry
factors may adversely affect the market price of our common shares, regardless
of our operating performance.

         In the past, following periods of volatility in the market price of a
company's securities, securities class-action litigation has often been
instituted. Such litigation, if initiated, could result in substantial costs for
us and a diversion of management's attention and resources.

A DECLINE IN THE PRICE OF OUR COMMON STOCK COULD AFFECT OUR ABILITY TO RAISE
FURTHER WORKING CAPITAL AND ADVERSELY IMPACT OUR ABILITY TO CONTINUE OUR NORMAL
OPERATIONS.

         A prolonged decline in the price of our common stock could result in a
reduction in the liquidity of our common stock and a reduction in our ability to
raise capital. Because our operations have been primarily financed through the
sale of equity securities, a decline in the price of our common stock could be
especially detrimental to our liquidity and our operations. Such reductions
would force us to reallocate funds from other planned uses and would have a
significant negative effect on our business plans and operations, including our
ability to develop new products and continue our current operations. If our
stock price declines, there can be no assurance that we can raise additional
capital or generate funds from operations sufficient to meet our obligations. If
we are unable to raise sufficient capital in the future, we may not be able to
have the resources to continue our normal operations.

                                      -16-
<PAGE>


BECAUSE OUR COMMON STOCK IS DEEMED A LOW-PRICED "PENNY" STOCK, AN INVESTMENT IN
OUR COMMON STOCK SHOULD BE CONSIDERED HIGH RISK AND SUBJECT TO MARKETABILITY
RESTRICTIONS.

         Since our common stock is a penny stock, as defined in Rule 3a51-1
under the Securities Exchange Act, it will be more difficult for investors to
liquidate their investment. Until the trading price of the common stock rises
above $5.00 per share, if ever, trading in our common stock is subject to the
penny stock rules of the Securities Exchange Act specified in rules 15g-1
through 15g-10. Those rules require broker-dealers, before effecting
transactions in any penny stock, to:

     o    Deliver to the customer, and obtain a written receipt for, a
          disclosure document;
     o    Disclose certain price information about the stock;
     o    Disclose the amount of compensation received by the broker-dealer or
          any associated person of the broker-dealer;
     o    Send monthly statements to customers with market and price information
          about the penny stock; and
     o    In some circumstances, approve the purchaser's account under certain
          standards and deliver written statements to the customer with
          information specified in the rules.

         Consequently, the penny stock rules may restrict the ability or
willingness of broker-dealers to sell the common stock and may affect the
ability of holders to sell their common stock in the secondary market and the
price at which such holders can sell any such securities. These additional
procedures could also limit our ability to raise additional capital in the
future.

NASD SALES PRACTICE REQUIREMENTS MAY ALSO LIMIT A STOCKHOLDER'S ABILITY TO BUY
AND SELL OUR STOCK.

         In addition to the "penny stock" rules described above, the National
Association of Securities Dealers (NASD) has adopted rules that require that in
recommending an investment to a customer, a broker-dealer must have reasonable
grounds for believing that the investment is suitable for that customer. Prior
to recommending speculative low priced securities to their non-institutional
customers, broker-dealers must make reasonable efforts to obtain information
about the customer's financial status, tax status, investment objectives and
other information. Under interpretations of these rules, the NASD believes that
there is a high probability that speculative low priced securities will not be
suitable for at least some customers. The NASD requirements make it more
difficult for broker-dealers to recommend that their customers buy our common
stock, which may limit your ability to buy and sell our stock and have an
adverse effect on the market for our shares.

OUR SOLE DIRECTOR AND EXECUTIVE OFFICER, MR. EDWARD MIERS, BENEFICIALLY OWNS
APPROXIMATELY 85.5% OF OUR COMMON STOCK.

         As a result of Mr. Miers' substantial ownership of our common stock, he
will be able to exert significant influence over the direction of our affairs
and business, including any determination with respect to our acquisition or
disposition of assets, future issuances of common stock or other securities, and
the election or removal of directors. Such a concentration of ownership may also
have the effect of delaying, deferring, or preventing a change in control of the
Company or cause the market price of our stock to decline. Additionally, Mr.
Miers accrues his salary for his position as our sole officer and may continue
to increase his ownership through conversion of his salary into additional
shares of common stock. Notwithstanding the exercise of his fiduciary duties as
our sole officer and director and duties as a majority stockholder may have to
us or our other stockholders in general, Mr. Miers may have interests different
than yours.

ITEM 7.  FINANCIAL STATEMENTS.

         See Index to Financial Statements and Financial Statement Schedules
appearing on page F-1 through F-13 of this Form 10-KSB.

                                      -17-
<PAGE>


ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE.

         None.

ITEM 8A. CONTROLS AND PROCEDURES.

         We maintain disclosure controls and procedures designed to ensure that
information required to be disclosed in reports filed under the Securities
Exchange Act of 1934, as amended, is recorded, processed, summarized and
reported within the specified time periods. As of the end of the period covered
by this Annual Report, Mr. Edward Miers, our sole officer, evaluated the
effectiveness of our disclosure controls and procedures. Based on the
evaluation, which disclosed no significant deficiencies or material weaknesses,
Mr. Miers, concluded that our disclosure controls and procedures are effective.
There were no changes in our internal control over financial reporting that
occurred during our most recent fiscal quarter that have materially affected, or
are reasonably likely to materially affect, our internal control over financial
reporting.

ITEM 8B. OTHER INFORMATION.

         Since the Company's inception there have been several name changes.
Although, the name changes were properly reflected in filings made with the
State of Nevada, not all of the name changes were in accordance with the rules
promulgated under Section 14 of the Securities Exchange Act of 1934, as amended.
The following name changes did not satisfy the rules under Section 14 and were
done without stockholder approval: Last Clothing Company, Inc. to MIVI
Biomedical Technologies; Core Solutions, Inc. to Sunshine Ventures, Inc.;
Sunshine Ventures, Inc. to Christine Precious Petals, Inc.; and Christine
Precious Petals, Inc. to Global Business Markets, Inc. At this time, the Company
is unaware of any consequences of the actions taken above; however, should a
problem arise or the SEC seek potential violations against the Company, it may
have a material adverse effect on our operations.

                                    PART III

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
         COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.

         The following table sets forth the sole officer and director of the
Company. Directors will be elected at our annual meeting of stockholders and
serve for one year or until their successors are elected and qualify. Officers
are elected by the Board and their terms of office are, except to the extent
governed by employment contract, at the discretion of the Board.

===================== ================== =======================================
NAME                         AGE              POSITIONS AND OFFICES HELD
--------------------- ------------------ ---------------------------------------
Edward Miers                 43          CEO, President, Principal Accounting
                                         Officer, Secretary, Treasurer and
                                         Director
--------------------- ------------------ ---------------------------------------

DUTIES, RESPONSIBILITIES AND EXPERIENCE

         EDWARD MIERS, age 43, has been the Chief Executive Officer, President,
Secretary/Treasurer and Director of the Company since July 29, 2003. Prior to
that, Mr. Miers owned and operated Research Capital Group, Inc., a private
company, from 2002 until 2004. From 1999 until 2002, he owned and operated
Diablo Stocks, Inc., also a private company. During the 1980s, Mr. Miers
operated two private business ventures related to the music industry, Miers
Systems, Inc. and Summit Sound, Inc. Miers Systems produced audio amplifiers and
Summit Sound was a retailer of guitars, amplifiers, and professional audio
equipment. Mr. Miers has not in the past and does not currently serve on the
board of directors for any other public company.

                                      -18-
<PAGE>


ELECTION OF DIRECTORS AND OFFICERS.

         Directors are elected to serve until the next annual meeting of
shareholders and until their successors have been elected and qualified.
Officers are appointed to serve until the meeting of the Board of Directors
following the next annual meeting of shareholders and until their successors
have been elected and qualified.

         No Executive Officer or Director of the Corporation has been the
subject of any Order, Judgment, or Decree of any Court of competent
jurisdiction, or any regulatory agency permanently or temporarily enjoining,
barring, suspending or otherwise limiting him from acting as an investment
advisor, underwriter, broker or dealer in the securities industry, or as an
affiliated person, director or employee of an investment company, bank, savings
and loan association, or insurance company or from engaging in or continuing any
conduct or practice in connection with any such activity or in connection with
the purchase or sale of any securities.

         No Executive Officer or Director of the Corporation has been convicted
in any criminal proceeding (excluding traffic violations) nor is the subject of
a criminal proceeding which is currently pending.

         No Executive Officer or Director of the Corporation is the subject of
any pending legal proceedings.

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

         Section 16(a) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), requires our executive officers and directors, and persons who
beneficially own more than ten percent of our common stock, to file initial
reports of ownership and reports of changes in ownership with the SEC. Executive
officers, directors and greater than ten percent beneficial owners are required
by SEC regulations to furnish us with copies of all Section 16(a) forms they
file. Based upon a review of the copies of such forms furnished to us and
written representations from our executive officers and directors, we believe
that during the year ended 2006, Edward Miers filed all forms 3, forms 4 and
forms 5 on a timely basis.

AUDIT COMMITTEE AND FINANCIAL EXPERT

         We do not have an Audit Committee, Mr. Edward Miers, our sole director,
performs some of the same functions of an Audit Committee, such as: recommending
a firm of independent certified public accountants to audit the annual financial
statements; reviewing the independent auditors independence, the financial
statements and their audit report; and reviewing management's administration of
the system of internal accounting controls. The Company does not currently have
a written audit committee charter or similar document.

         We have no financial expert. We believe the cost related to retaining a
financial expert at this time is prohibitive. Further, because of our start-up
operations, we believe the services of a financial expert are not warranted.

                                      -19-
<PAGE>


CODE OF ETHICS

         We have not adopted a corporate code of ethics that applies to our
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions in that our sole
officer and director serves in all the above capacities.

         Our decision to not adopt such a code of ethics results from our having
only one officer and director operating as the sole management for the Company.
We believe that as a result of the limited interaction, which occurs having a
sole officer and director for the Company eliminates the current need for such a
code, in that violations of such a code would be reported to the party
generating the violation.

NOMINATING COMMITTEE

         We do not have a Nominating Committee or Nominating Committee Charter.
Our sole director, Mr. Edward Miers, performed some of the functions associated
with a Nominating Committee. We have elected not to have a Nominating Committee
in that we are a development stage company with limited operations and
resources.

LIMITATION OF LIABILITY OF DIRECTORS

         Pursuant to the Nevada General Corporation Law, our Articles of
Incorporation exclude personal liability for our Directors for monetary damages
based upon any violation of their fiduciary duties as Directors, except as to
liability for any breach of the duty of loyalty, acts or omissions not in good
faith or which involve intentional misconduct or a knowing violation of law, or
any transaction from which a Director receives an improper personal benefit.
This exclusion of liability does not limit any right which a Director may have
to be indemnified and does not affect any Director's liability under federal or
applicable state securities laws. We have agreed to indemnify our directors
against expenses, judgments, and amounts paid in settlement in connection with
any claim against a Director if he acted in good faith and in a manner he
believed to be in our best interest.

ITEM 10. EXECUTIVE COMPENSATION

(A) GENERAL

         The following table sets forth information concerning the total
compensation that we have paid or that has accrued on behalf of our chief
executive officer and other executive officers with annual compensation
exceeding $100,000 during the most recent fiscal year ending December 31, 2006
and for the fiscal years ending December 31, 2005 and 2004. The remuneration
described in the table does not include the cost of GREM USA's benefits
furnished to the named executive officers, including premiums for health
insurance and other benefits provided to such individuals that are extended in
connection with the conduct of GREM USA's business.

(B) SUMMARY COMPENSATION TABLE

<TABLE>
<CAPTION>

                                   Annual Compensation              Long Term Compensation
                               --------------------------------------------------------------------
                                                               Awards           Payouts
                                                             ---------------------------
                                                                                         All other
Name and Principal                                           Restricted           LTIP    compen-
    Position            Year      Salary      Bonus    Other    Stock   Options  Payouts  sation
---------------------------------------------------------------------------------------------------
<S>                     <C>    <C>              <C>      <C>      <C>      <C>      <C>      <C>
Edward Miers,           2006   $1,200,000(1)   -0-      -0-      -0-      -0-      -0-      -0-
Chief Executive
Officer and             2005   $1,200,000(2)   -0-      -0-      -0-      -0-      -0-      -0-
President               2004   $  300,000(3)   -0-      -0-      -0-      -0-      -0-      -0-

                                      -20-
<PAGE>

<FN>
(1)      During the fiscal year ended December 31, 2006, our sole officer and
         director did not receive cash compensation for his services. $1,200,000
         of his salary has been accrued at December 31, 2006.
(2)      During the fiscal year ended December 31, 2005 our sole officer and
         director did not receive cash compensation for his services, however,
         he did receive 1,000,000,000 restricted shares of the Company's common
         stock, on May 2, 2005, valued at $300,000 as partial compensation for
         his services during 2005. Mr. Miers has accrued his remaining salary
         for 2005.
(3)      During the fiscal year ended December 31, 2004 our sole officer and
         director did not receive cash compensation for his services as an
         officer or director, however, on February 10, 2005, he did receive
         1,000,000,000 shares of the Company's common stock as compensation for
         his services during 2004. The shares were valued at $300,000.
</FN>
</TABLE>


CONSULTANTS COMPENSATION

         Due to our lack of cash and inability to generate revenues at this
point in time, we have utilized the services of consultants, whom have received
stock for compensation. The following consultants received stock for
compensation in excess of $100,000.

NAME OF             AMOUNT OF          VALUE OF                  TYPE OF
CONSULTANT         SHARES ISSUED        SHARES                   SERVICES
Steve Carnes        490,000,000        $354,000      Management and M&A Services

TERMINATION OF EMPLOYMENT

         There are no compensatory plans or arrangements, including payments to
be received from the Company, with respect to any person associated with the
Company which would in any way result in payments to any such person because of
his resignation, retirement, or other termination of such person's employment
with the Company or its subsidiaries, or any change in control of the Company,
or a change in the person's responsibilities following a change in control of
the Company.

COMPENSATION COMMITTEE

         We currently do not have a compensation committee of the board of
directors. Until a formal committee is established, our sole director, Edward
Miers, will review all forms of compensation provided to our executive officers,
directors, consultants and employees including stock compensation.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         The following table presents information, to the best of our knowledge,
about the beneficial ownership of our common stock on March 23, 2007, held by
those persons known to beneficially own more than 5% of our capital stock and by
our directors and executive officers.

         The percentage of beneficial ownership for the following table is based
on 4,232,455,818 shares of common stock outstanding as of March 23, 2007.
Beneficial ownership is determined in accordance with the rules of the
Securities and Exchange Commission and does not necessarily indicate beneficial
ownership for any other purpose. Under these rules, beneficial ownership
includes those shares of common stock over which the stockholder has sole or
shared voting or investment power. It also includes (unless footnoted) shares of
common stock that the stockholder has a right to acquire within 60 days after
March 23, 2007 through the exercise of any option, warrant or other right. The
percentage ownership of the outstanding common stock, however, is based on the
assumption, expressly required by the rules of the Securities and Exchange
Commission, that only the person or entity whose ownership is being reported has
converted options or warrants into shares of our common stock.

                                      -21-
<PAGE>
<TABLE>
<CAPTION>


---------------------------------------------------------------------------------------------------

         Name and Address of                                                        Percent of
       Beneficial Owner (1),                                  Number                Ownership
        Officer, or Director                                 of Shares                 (2)
---------------------------------------------------------------------------------------------------
<S>                                                             <C>                     <C>
Edward Miers
   President, CEO, Secretary, Treasurer, Director           3,618,920,358              85.5%
315 E. Wallace Street, Fort Wayne, Indiana 46803

Cede & Co
PO Box 222, Bowling Green Station, New York, NY 10274         502,962,582             11.9%
                                                          ----------------     --------------------

Total of all Officers, Directors, and Beneficial Owners    4,121,882,940              97.4%
                                                          ================     ====================
<FN>

(1)  As used in this table, "beneficial ownership" means the sole or shared
     power to vote, or to direct the voting of, a security, or the sole or
     shared investment power with respect to a security (i.e., the power to
     dispose of, or to direct the disposition of, a security).
(2)  Figures are rounded to the nearest tenth of a percent.
</FN>
</TABLE>

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         We are and will continue to be dependent on our sole officer and
director, Ed Miers, to provide services and cash until we are able to generate
revenues. Until such time, we plan to accrue the money expensed by Mr. Miers and
will compensate him with either stock or cash when available. On March 2, 2007,
Mr. Miers received 3,000,000,000 shares of restricted common stock as
satisfaction for $408,548 of his accrued salary for 2005 and for $1,100,000 of
his accrued salary for 2006.

ITEM 13. EXHIBITS.

EXHIBIT
NUMBER                          DESCRIPTION
2.1       Plan of Reorganization between Last Company Clothing Inc. and Premier
          ASP Inc. dated February 23, 2001 (INCORPORATED BY REFERENCE TO THE
          EXHIBITS TO FORM 8-K FILED ON APRIL 25, 2001)
2.2       Plan of Reorganization between Premier Axium ASP Inc. and all of the
          stockholders of The Savvy Employer Inc. dated July 16, 2001
          (INCORPORATED BY REFERENCE TO THE EXHIBITS TO FORM 10-QSB FILED ON
          AUGUST 23, 2001)
2.3       Plan of Reorganization between Premier Axium ASP Inc. and all of the
          stockholders of Active Employment Solutions Inc. dated July 16, 2001
          (INCORPORATED BY REFERENCE TO THE EXHIBITS TO FORM 10-QSB FILED ON
          AUGUST 23, 2001)
3(i).1    Articles of Incorporation dated March 26, 1999 (INCORPORATED BY
          REFERENCE TO THE EXHIBITS TO FORM 10-SB FILED ON MAY 8, 2000)
3(i).2    Certificate of Amendment to Articles of Incorporation dated July 12,
          2000 (INCORPORATED BY REFERENCE TO THE EXHIBITS TO FORM S-8 FILED ON
          JANUARY 30, 2002)
3(i).3    Certificate of Amendment to Articles of Incorporation dated October 5,
          2000 (INCORPORATED BY REFERENCE TO THE EXHIBITS TO FORM 10-KSB FILED
          ON FEBRUARY 9, 2001)
3(i).4    Certificate of Amendment to Articles of Incorporation dated November
          16, 2000 (INCORPORATED BY REFERENCE TO THE EXHIBITS TO FORM S-8 FILED
          ON JANUARY 30, 2002)
3(i).5    Certificate of Amendment to Articles of Incorporation dated March 26,
          2001 (INCORPORATED BY REFERENCE TO THE EXHIBITS TO FORM S-8 FILED ON
          JANUARY 30, 2002)

                                      -22-
<PAGE>

3(i).6    Certificate of Amendment to Articles of Incorporation dated August 10,
          2002 (INCORPORATED BY REFERENCE TO THE EXHIBITS TO FORM 14C FILED ON
          JULY 24, 2002)
3(i).7    Certificate of Amendment to Articles of Incorporation dated February
          22, 2007 (INCORPORATED BY REFERENCE TO THE EXHIBITS TO FORM 8-K FILED
          ON MARCH 7, 2007)
3(ii).1   Bylaws dated March 25, 1999 (INCORPORATED BY REFERENCE TO THE EXHIBITS
          TO FORM 10-SB FILED ON MAY 8, 2000)
4.1       2005 Stock Option Plan dated April 29, 2005 (INCORPORATED BY REFERENCE
          TO THE EXHIBITS TO FORM S-8 FILED ON AUGUST 9, 2005)
4.2       Amendment to 2005 Stock Option Plan dated January 30, 2006
          (INCORPORATED BY REFERENCE TO THE EXHIBITS TO FORM S-8 FILED ON
          FEBRUARY 3, 2006)
4.3       Amendment to 2005 Stock Option Plan dated November 15, 2005
          (INCORPORATED BY REFERENCE TO THE EXHIBITS TO FORM S-8 FILED ON
          NOVEMBER 18, 2005)
4.4       2004 Stock Compensation Plan dated February 2, 2004 (INCORPORATED BY
          REVERENCE TO THE EXHIBITS TO FORM S-8 FILED ON FEBRUARY 13, 2004)
4.5       2003 Benefit Plan dated February 22, 2003 (INCORPORATED BY REVERENCE
          TO THE EXHIBITS TO FORM S-8 FILED ON MARCH 4, 2003)
4.6       2002 Benefit Plan dated June 26, 2002 (INCORPORATED BY REVERENCE TO
          THE EXHIBITS TO FORM S-8 FILED ON JULY 11, 2002)
4.7       2001 Restricted Share Plan (INCORPORATED BY REVERENCE TO THE EXHIBITS
          TO FORM S-8 FILED ON JANUARY 1, 2002)
10.1      Memorandum of Understanding between the Company and Taylor Ventures,
          LLC dated September 12, 2002 (INCORPORATED BY REVERENCE TO THE
          EXHIBITS TO FORM 10-QSB FILED ON NOVEMBER 14, 2005)
10.2      Real Estate Mortgage between the Company and Taylor Ventures, LLC
          dated November 9, 2005 (INCORPORATED BY REVERENCE TO THE EXHIBITS TO
          FORM 10-QSB FILED ON NOVEMBER 14, 2005)
10.3      Real Estate Mortgage between the Company and InterBay Funding, LLC
          dated July 18, 2006 (INCORPORATED BY REFERENCE TO THE EXHIBITS TO FORM
          10-QSB FILED ON AUGUST 14, 2006)
31*       Certification of Ed Miers pursuant to Section 302 of the
          Sarbanes-Oxley Act
32*       Certification of Ed Miers pursuant to Section 906 of the
          Sarbanes-Oxley Act
*Filed Herewith

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

(1) AUDIT FEES

         The aggregate fees billed for the fiscal years ended December 31, 2006
and 2005, for professional services rendered by Jaspers + Hall, PC, for the 2006
and 2005 audits and for the registrant's financial statements and review of the
financial statements included in the registrant's Form 10-QSB or services that
are normally provided by the accountant in connection with statutory and
regulatory filings or engagements for fiscal years 2006 and 2005 were $7,925 and
$6,000, respectively.

 (2) AUDIT-RELATED FEES

         The aggregate fees billed for the fiscal years ended December 31, 2006
and 2005, for assurance and related services by Jaspers + Hall PC, that are
reasonably related to the performance of the audit or review of the registrant's
financial statements for fiscal years 2006 and 2005 were $-0-.

                                      -23-
<PAGE>


(3) TAX FEES

         The aggregate fees billed for each of the fiscal years ended December
31, 2006 and 2005, for professional services rendered by Jaspers + Hall, PC, for
tax compliance, tax advice, and tax planning, for those fiscal years were
included in the audit and review fees. Services provided included preparation of
Federal Income Tax Returns Form 1120, tax planning, and research regarding 1031
exchange.

(4) ALL OTHER FEES

         None.

(5) AUDIT COMMITTEE POLICIES AND PROCEDURES

         Not applicable.

(6) If greater than 50 percent, disclose the percentage of hours expended on the
principal accountant's engagement to audit the registrant's financial statements
for the most recent fiscal year that were attributed to work performed by
persons other than the principal accountant's full-time, permanent employees.

         Not applicable.

                                      -24-
<PAGE>






                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) 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.

                                         GREM USA.

                                         By: /S/ EDWARD MIERS
                                         --------------------
                                             Edward Miers, President/Director

                                             Dated: APRIL 3, 2007

         Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.

NAME                                  OFFICE                              DATE


/S/ EDWARD MIERS              CEO/President /Principal        APRIL 3, 2007
----------------              Accounting Officer
                              Director
Edward Miers

                                      -25-
<PAGE>







                                TABLE OF CONTENTS
                                                                       PAGE
REPORT OF REGISTERED INDPENDENT PUBLIC ACCOUNTING FIRM..................F-1

BALANCE SHEET...........................................................F-2

STATEMENT OF OPERATIONS.................................................F-3

STATEMENT OF STOCKHOLDERS' EQUITY.......................................F-4

STATEMENT OF CASH FLOWS.................................................F-5

NOTES TO FINANCIAL STATEMENTS....................................F-6 - F-12

                                      -26-
<PAGE>





             REPORT OF REGISTERED INDEPENDENT PUBLIC ACCOUNTING FIRM

To the Board of Directors
GREM USA

We have audited the accompanying balance sheet of GREM USA, as of December 31,
2006 and 2005 and the related statement of operations, cash flows, and changes
in stockholders' deficit for the years then ended. 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 consolidated financial statements referred to above present
fairly, in all material respects, the financial position of GREM USA at December
31, 2006 and 2005, and the results of its operations and its cash flows for the
years then ended, in conformity with accounting principles generally accepted in
the United States.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As described in Note 1 to the
financial statements, conditions exists which raise substantial doubt about the
Company's ability to continue as a going concern. Management's plans in regard
to these matters are also discussed in Note 1. The financial statements do not
include any adjustments that might result from the outcome of this uncertainty.



Jaspers + Hall, PC
Denver, Colorado
March 30, 2007

                                      F-1
<PAGE>
<TABLE>
<CAPTION>



                                    GREM USA
                                 BALANCE SHEETS
                           DECEMBER 31, 2006 AND 2005

                                                            2006             2005
                                                        ------------    ------------
ASSETS
Current Assets
<S>                                                            <C>             <C>
 Cash                                                   $     12,803    $     44,928
 Accounts receivable                                          10,278           2,800
 Note receivable from shareholder                             49,785            --
 Interest receivable on note from shareholder                    721            --
 Deposits                                                      1,834           4,134
                                                        ------------    ------------
  Total Currents Assets                                       75,421          51,862
                                                        ------------    ------------
Property and Equipment:
Land                                                          15,000          15,000
Building                                                     285,300         285,300
Furniture                                                      2,650            --
Equipment                                                    122,650         100,350
                                                        ------------    ------------
  Total Property and Equipment                               425,600         400,350
Less accumulated depreciation                                (34,744)         (7,915)
                                                        ------------    ------------
    Net Property and Equipment                               390,856         392,735
                                                        ------------    ------------


TOTAL ASSETS                                            $    466,277    $    444,597
                                                        ============    ============

LIABILITIES AND STOCKHOLDERS'  DEFICIT
Current Liabilities:
 Accounts payable and accrued expenses                  $      8,015    $    617,267
 Accrued salary                                            1,608,694         900,000
 Current portion of long-term debt                            18,621          10,591
                                                        ------------    ------------
  Total Current Liabilities                                1,635,329       1,527,858
                                                        ------------    ------------
Long-term liabilities:
 Notes payable                                               637,688         220,622
                                                        ------------    ------------
  Total long-term liabilities                                637,688         220,622
                                                        ------------    ------------

TOTAL LIABILITIES                                          2,273,017       1,748,480
                                                        ------------    ------------

Stockholders' Deficit:
 Common stock, par value $.001, 5,000,000,000 shares
 authorized: 1,246,955,405 and 810,919,691 issued and
at December 31, 2006 and 2005, respectively                1,246,955         810,920
 Additional paid-in capital                               32,100,957      31,456,392
 Treasury stock                                              (60,593)           --
 Accumulated deficit                                     (35,094,060)    (33,571,195)
                                                        ------------    ------------
  Total Stockholders' Deficit                             (1,806,741)     (1,303,883)
                                                        ------------    ------------


TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT             $    466,277    $    444,597
                                                        ============    ============
              The accompanying notes are an integral part of these
                             financials statements.
</TABLE>

                                      F-2
<PAGE>



<TABLE>
<CAPTION>

                                    GREM USA
                            STATEMENTS OF OPERATIONS
                 FOR THE YEARS ENDED DECEMBER 31, 2006 AND 2005

                                                           2006              2005
                                                  ---------------    ---------------



<S>                                               <C>                <C>
REVENUES                                          $         9,077    $          --


EXPENSES:
 Management compensation                                1,200,000          1,500,000
 Consulting fees                                          677,600          1,068,300
 Other selling, general and administrative exp.           166,031            109,494
 Depreciation                                              26,829              7,915
                                                  ---------------    ---------------
  Total Operating Expenses                              2,070,460          2,685,709
                                                  ---------------    ---------------

OTHER REVENUES & EXPENSES:
 Interest income                                            4,169              1,530
 Interest expense                                         (86,437)           (14,112)
 Other income                                             620,786              5,785
                                                  ---------------    ---------------
  Total Other Revenues & Expenses                         538,518             (6,797)
                                                  ---------------    ---------------


NET LOSS                                          $    (1,522,865)   $    (2,392,506)
                                                  ===============    ===============


Per share information
   Weighted average number
     of common shares outstanding                   1,115,488,256        739,607,191
                                                  ===============    ===============


Basic and diluted loss per common share           $          0.00    $          0.00
                                                  ===============    ===============




              The accompanying notes are an integral part of these
                             financials statements.
</TABLE>

                                      F-3
<PAGE>


<TABLE>
<CAPTION>


                                    GREM USA
                STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIENCY

                                                      ADDITIONAL                                                        TOTAL
                             COMMON STOCK              PAID-IN           TREASURY STOCK              ACCUMULATED     STOCKHOLDERS'
                        SHARES          AMOUNT         CAPITAL        SHARES        AMOUNT             DEFICIT        DEFICIENCY
                     -------------   ------------   ------------   -------------   ------------   --------------   --------------
<S>                    <C>           <C>           <C>             <C>             <C>             <C>            <C>
Balance -
December 31, 2003       25,354,581   $     25,355   $ 28,545,353                                   $ (29,176,184)  $     (605,477)

Issuance of common
stock for services       4,565,110          4,565      1,697,940                                            --          1,702,505
Net loss                                                                                              (2,002,505)      (2,002,505)
                     -------------   ------------   ------------   -------------   ------------   --------------   --------------
Balance -
December 31, 2004       29,919,691   $     29,920   $ 30,243,293                                   $ (31,178,689)  $     (905,477)
                     -------------   ------------   ------------   -------------   ------------   --------------   --------------

Issuance of common
stock for services     776,750,000        776,750      1,208,850                                            --          1,985,600
Issuance of common
stock for cash           4,250,000          4,250          4,250                                            --              8,500
Net loss                                                                                              (2,392,506)      (2,392,506)
                     -------------   ------------   ------------   -------------   ------------   --------------   --------------
Balance -
December 31, 2005      810,919,691   $    810,920   $ 31,456,393                                   $ (33,571,195)  $   (1,303,883)
                     -------------   ------------   ------------   -------------   ------------   --------------   --------------

Issuance of common
stock for services     600,500,000        600,500        864,100                                            --          1,464,600
Issuance of common
stock for debt          26,785,714         26,786         48,214                                            --             75,000
Returned restricted
stock                 (187,500,000)      (187,500)      (262,500)                                           --           (450,000)
Return of common
stock                   (3,750,000)        (3,750)        (5,250)                                           --             (9,000)
Acquisition of
treasury stock                                                        18,500,000        (60,593)            --            (60,593)
Net loss                (1,522,865)    (1,522,865)
                     -------------   ------------   ------------   -------------   ------------   --------------   --------------
Balance -
December 31, 2006    1,246,955,405   $  1,246,955   $ 32,100,957      18,500,000        (60,593)  $  (35,094,060)  $   (1,806,741)
                     =============   ============   ============   =============   ============   ==============   ==============


              The accompanying notes are an integral part of these
                             financials statements.
</TABLE>



                                      F-4
<PAGE>
<TABLE>
<CAPTION>

                                    GREM USA
                            STATEMENTS OF CASH FLOWS
                 FOR THE YEARS ENDED DECEMBER 31, 2006 AND 2005

                                                                           2006              2005
                                                                        -----------    -----------
Cash Flows from Operating Activities:
<S>                                                                     <C>            <C>
  Net Loss                                                              $(1,522,865)   $(2,392,506)
  Adjustments to reconcile net loss to net cash
   used in operating activities:
   Depreciation expense                                                      26,829          7,915
   Stock issued for services                                              1,080,600      1,068,300
   Stock issued for compensation                                            708,694        600,000
   Write down of Account Payable                                           (605,477)
  Changes in Assets and Liabilities
    (Increase) in accounts receivable                                        (7,478)        (2,800)
    (Increase) in deposits                                                    2,300         (4,134)
    (Increase) in interest on loan to shareholder                              (721)          --
     Increase in accounts payable                                            (3,775)        11,790
     Increase in accrued salary                                             600,000        600,000
                                                                        -----------    -----------
   Total adjustments                                                      1,200,972      2,281,071
                                                                        -----------    -----------
Net Cash (Used in) provided by Operating Activities                        (321,893)       214,366
                                                                        -----------    -----------

Cash Flows from Investing Activities:
  Purchase of fixed assets                                                  (24,950)      (400,650)
                                                                        -----------    -----------
Cash Flows Used in Investing Activities                                     (24,950)      (400,650)
                                                                        -----------    -----------

Cash Flows from Financing Activities:
  Stock issued for cash                                                        --           25,500
  Purchase of treasury stock                                                (60,593)
  Proceeds from notes payable                                               440,000        236,000
  Payments on notes payable                                                 (14,904)        (4,788)
  Loan to shareholder                                                       (49,785)          --
                                                                        -----------    -----------
Cash Flows Provided by Financing Activities                                 314,718        256,713
                                                                        -----------    -----------

Net Increase (Decrease) in cash and cash equivalents                        (32,125)        44,928
Cash and cash equivalents - beginning of period                              44,928           --
                                                                        -----------    -----------


Cash and cash equivalents - end of period                               $    12,803    $    44,928
                                                                        ===========    ===========

Supplemental information:

    Cash paid for interest                                              $    86,437    $    14,811
                                                                        ===========    ===========

Supplemental schedule of non-cash investing and financing Activities:
Stock issued for building and land - 273,000,000 shares                        --          300,300

              The accompanying notes are an integral part of these
                             financials statements.
</TABLE>

                                      F-5
<PAGE>




                                    GREM USA
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1.  NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NATURE OF OPERATIONS

GREM USA (the Company) was incorporated in the state of Nevada on March 26, 1999
under the name of Last Company Clothing, Inc. In February 2001, the shareholders
of Last Company Clothing, Inc, entered into an Agreement and Plan of Merger with
Premier ASP, In, and their stockholders whereby LCC acquired 100% of Premier
ASP. Inc. stock and subsequently changed its name to Premier Axium Asp. Inc. in
March 2001. On August 9, 2002, the Company changed its name to Core Solutions,
Inc. On May 2, 2003, the Company changed its name to Sunshine Ventures, Inc. On
May 30, 2003, the Company changed its name to Christine's Precious Petal, Inc.
On July 29, 2003, the Company changed its name to Global Business Markets, Inc.
On December 29, 2004, the Company changed its name to GREM USA. GREM USA is in
the development stage as a designer and manufacturer of custom handmade and
mass-produced electric guitars, amplifiers, and accessories.

GOING CONCERN

The accompanying financial statements have been prepared in conformity with
generally accepted accounting principles, which contemplates continuation of the
Company as a going concern. The Company has experienced significant losses. As
of December 31, 2006, the current liabilities exceed the current assets by
$1,559,908. As shown in the financial statements, the Company incurred a net
loss of $1,522,865 for year then ended.

The future success of the Company is likely dependent on its ability to attain
additional capital to develop its proposed products and ultimately, upon its
ability to attain future profitable operations. There can be no assurance that
the Company will be successful in obtaining such financing, or that it will
attain positive cash flow from operations.

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 and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenue and expenses during
the periods presented. Actual results could differ from those estimates.
Significant estimates made in preparing the consolidated financial statements
include the lives of property, plant and equipment.

CASH AND CASH EQUIVALENTS

The Company considers all highly liquid investments purchased with original
maturities of three months or less to be cash equivalents.

                                      F-6
<PAGE>


PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment are recorded at cost. The Company depreciates
property and equipment using the straight-line method over the estimated useful
lives of the assets, which are generally five to seven years. The Company's
building is being depreciated over an estimated life of twenty seven and a half
years.

INCOME TAXES

Income taxes are provided for based on the asset and liability method of
accounting pursuant to Statement of Financial Accounting Standards ("SFAS") No.
109, "Accounting for Income Taxes". The asset and liability method requires the
recognition of deferred tax assets and liabilities for the expected future tax
consequences of temporary differences between the reported amount and assets and
liabilities and their tax basis.

ADVERTISING COSTS

Advertising costs are expensed as incurred and included in selling, general and
administrative expenses. For the years ended December 31, 2006 and 2005,
advertising costs were immaterial.

STOCK-BASED COMPENSATION

SFAS No. 123R, "Accounting for Stock-Based Compensation" ("SFAS No. 123R')
allows an entity to elect to continue to measure compensation cost under
Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to
Employees" ("APB No. 25"), but requires pro forma disclosures of net loss and
loss per share as if the fair-valued-based method of accounting had been
applied. In accordance with SFAS 123R, the Company elected to continue to
measure compensation cost under APB No. 25, and comply with the pro forma
disclosure requirements.

The Company has adopted for footnote disclosure purposes SFAS No. 123R, which
requires that companies disclose the cost of stock-based employee compensation
at the grant date based on the value of the award (the fair value method) and
disclose this cost over the service period. The value of the stock-based award
is determined using a pricing model whereby compensation cost is the excess of
the fair value of the award as determined by the model at grant date or other
measurement date over the amount an employee must pay to acquire the stock.

Transactions in which goods or services are received form non-employees for the
issuance of equity securities or stock-based awards are accounted for based on
the fair value of the consideration received.

BASIC AND DILUTED NET INCOME PER SHARE

Net income per share is calculated in accordance with SFAS No. 128, "Earnings
per Share." Under the provisions of SFAS No. 128, basic net income (loss) per
share is computed by dividing the net income for the period by the weighted
average number of common shares outstanding during the period.

NEW ACCOUNTING PRONOUNCEMENTS

On February 15, 2007, the FASB issued SFAS No. 159, "The Fair Value Option for
Financial Assets and Financial Liabilities" (SFAS 159). Under this standard, the
Company may elect to report financial instruments and certain other items at
fair value on a contract-by-contract basis with changes in value reported in
earnings. This election is irrevocable. SFAS 159 provides an opportunity to
mitigate volatility in reported earnings that is caused by measuring hedged
assets and liabilities that were previously required to use a different
accounting method than the related hedging contracts when the complex provisions
of SFAS 133 hedge accounting are not met. SFAS 159 is effective for years
beginning after November 15, 2007. Early adoption within 120 days of the
beginning of the Company's 2007 fiscal year is permissible, provided the Company
has not yet issued interim financial statements for 2007 and has adopted SFAS
157. The Company is currently evaluating the potential impact of adopting this
standard.

                                      F-7
<PAGE>


In June 2006, the Financial Accounting Standards Board (FASB) issued FASB
Interpretation No. (FIN) 48, "Accounting for Uncertainty in Income Taxes, an
Interpretation of FASB Statement No. 109" (FIN 48), which clarifies the
accounting for uncertainty in tax positions. FIN 48 requires recognition in the
financial statements of the impact of a tax position, if that position is more
likely than not of being sustained on audit, based on the technical merits of
the position. The provisions are effective for the Company's first quarter 2007
financial statements with the cumulative effect, if any, of the change in
accounting principle recorded as an adjustment to the opening balance of
retained earnings. The Company is currently evaluating the impact of adopting
FIN 48 on its financial statements but does not expect the impact to be
material.

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
for a one-time cumulative effect transition adjustment. SAB No. 108 is effective
for the Company's fiscal year 2006 annual financial statements. The adoption of
SAB No. 108 had no impact on the Company's financial statements.

In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements,"
which defines fair value, establishes a framework for measuring fair value in
generally accepted accounting principles, and expands disclosures about fair
value measurements. SFAS No. 157 does not require any new fair value
measurements, but provides guidance on how to measure fair value by providing a
fair value hierarchy used to classify the source of the information. This
statement is effective for the Company beginning January 1, 2008. The Company is
currently assessing the potential impact that the adoption of SFAS No. 157 will
have on its financial statements.

NOTE 2. PROPERTY, PLANT AND EQUIPMENT

The following summarizes the components of property, plant and equipment:

                                           DECEMBER 31,
                                   ------------------------
                                       2006         2005      DEPRECIABLE LIFE
                                       ----         ----      ----------------
Land                               $  15,000     $  15,000     NA
Building                             285,300       285,300     27.5 years
Office Furniture                       2,650             0     5 years
Equipment                            122,650       100,350     5 - 7 years
                                   ---------     ---------
                                     425,600       400,650
Less accumulated depreciation        (34,744)       (7,915)
                                   ---------     ---------
                                   $ 390,856     $   392,735
                                   =========     ===========

Depreciation expense for the years ended December 31, 2006 and 2005 was $26,829
and $7,915, respectively.

                                      F-8
<PAGE>



NOTE 3. NOTES PAYABLE

Notes payable consist of the following:

                                                           DECEMBER 31,
                                            ------------------------------------
                                                     2006               2005
                                                     ----               ----
Unsecured note payable to an individual,
10% interest,  principal and interest
due April 2008                              $      150,000        $   150,000
Unsecured note payable to an individual,
10% interest, principal and interest due
May 2008                                            30,000             30,000
Unsecured note payable to an individual,
10% interest, principal and interest due
May 2008                                            20,000             20,000
Unsecured note payable to an individual,
8% interest, principal and interest due
June 2007                                           15,000             15,000
Loan payable to Bayview  Loan  Servicing,
9.75%  interest,  monthly  installments
of  principal,interest and property taxes
of $5,639, maturing July 2021                      435,688                  0
Note payable to a company,  8% interest,
monthly principal and interest payment of
$959, maturing June 2007                             5,621             16,213
                                               -----------           --------
                                                   656,309            231,213
Less: current portion                              (18,621)           (10,591)
                                               -----------        -----------
Total long- term debt                          $   637,688        $   220,622
                                               ===========        ===========

Future maturities of long-term debt are as follows as of December 31, 2006:

          2007                  $       33,621
          2008                         217,842
          2009                          21,079
          2010                          23,229
          2011                          25,598
          Thereafter                   334,939
                                --------------
                                $      656,309
                                ==============

NOTE 4. INCOME TAXES

There has been no provision for U.S. federal, state, or foreign income taxes for
any period because the Company has incurred losses in all periods and for all
jurisdictions. Deferred income taxes reflect the net tax effects of temporary
differences between the carrying amounts of assets and liabilities for financial
reporting purposes and the amounts used for income tax purposes. Significant
components of deferred tax assets are as follows:

            Deferred tax assets:
                    Net operating loss carryforwards               $ 35,094,060
                    Valuation allowance for deferred tax assets     (35,094,060)
                                                                    ------------
                           Net deferred tax assets                 $          --
                                                                   =============

Realization of deferred tax assets is dependent upon future earnings, if any,
the timing and amount of which are uncertain. Accordingly, the net deferred tax
assets have been fully offset by a valuation allowance. As of December 31, 2006,
the Company had net operating loss carryforwards of $35,094,060 for federal
income tax purposes. Utilization of the net operating loss may be subject to
substantial annual limitations due to the ownership change limitations provided
by the Internal Revenue Code and similar state provisions. The annual limitation
could result in the expiration of the net operating loss before utilization.

                                      F-9
<PAGE>


NOTE 5. COMMON STOCK

The authorized common stock of the Company consists of 100,000,000 shares with
par value of $.001. On July 5, 2002, the Company's Board of Directors declared a
10,000-for-one reverse stock split of outstanding common stock payable at July
5, 2002. On May 9, 2003, the Company's Board of Directors declared a 25,000
for-1 reverse split of the outstanding common stock payable at May 9, 2003. On
November 1, the Company's Board of Directors declared a 200-for-one reverse tock
split of outstanding common stock payable at November 1, 2004. On December 29,
2004, the Company's Board of Directors and stockholders approved increasing the
total number of authorized shares of common stock from 125,000,000 shares to
5,000,000,000.

On February 22, 2007, the Company filed with the Secretary of State of the State
of Nevada, a Certificate of Change (the "Certificate") to the Company's Articles
of Incorporation. The Certificate is effective as of February 22, 2007, (the
"Effective Date") and effects a 4-for-1 reverse stock split of the Company's
issued and outstanding shares of Common stock, par value $.001(the "Reverse
Split"). The number of shares of Common Stock the Company is authorized to issue
remains unchanged at 5,000,000,000. As of the Effective Date, every 4 shares of
the Company's issued and outstanding Common Stock, $.001 par value,
automatically converted to one share of Common Stock, $.001 par value. No
fractional shares were issued in connection with the Reverse Split. Fractional
shares will be rounded up to the next whole share. The Reverse Split did not
alter any voting rights or other terms of the Company's Common Stock. As a
result of the Reverse Split, beginning March 2, 2007, the Company's Common Stock
will trade on the OTC Bulletin Board under the trading symbol GRUS.

All share and per share amounts in the accompanying financial statements of the
Company and notes thereto have been retroactively adjusted to give effect to the
stock splits.

NOTE 6. STOCKHOLDERS EQUITY

The following stock transactions occurred during the year ended December 31,
2006:

On February 14, 2006, the Company issued 257,000,000 shares of its $0.001 par
value common stock to various individuals for consulting services valued at
$205,600.

On February 27, 2006, the Company issued 20,000,000 shares of its $0.001 par
value common stock to an individual for consulting services valued at $16,000.

On March 2, 2006, the Company issued 206,000,000 shares of its $0.001 par value
common stock to various individuals for consulting services valued at $164,800.

On March 7, the Company issued 3,000,000 shares of its $0.001 par value common
stock to an individual for consulting services valued at $2,700.

On April 19, 2006, the Company issued 107,142,857 shares of its $0.001 par value
restricted common stock to Ed Miers to reimburse him for his shares given to pay
a defaulted loan.

On April 20, 2006, the Company issued 201,000,000 shares of its $0.001 par value
common stock to various individuals for consulting services valued at $120,600.

                                      F-10
<PAGE>


On April 21, 2006, the Company issued 750,000,000 shares of its $0.001 par value
restricted common stock to Ed Miers for a portion of accrued management services
for the period April 2005 to September 2005 valued at $450,000.

On May 16, 2006, the Company issued 19,000,000 shares of its $0.001 par value
common stock to two individuals for consulting services valued at $13,300.

On May 23, 2006, the Company issued 156,000,000 shares of its $0.001 par value
common stock to various individuals for consulting services valued at $93,600.

On June 27, 2006, the President returned the 750,000,000 shares issued on April
21, 2006, valued at $450,000.

On 6/30/06, Donald Stoecklin returned 15,000,000 shares of .001 par value common
stock given for consulting services valued at $9,000.

On July 3, 2006, the Company issued 750,000,000 shares of its $0.001 par value
restricted common stock to Ed Miers for a portion of accrued management services
for the period April 2005 to September 2005 valued at $375,000.

On September 6, 2006, the Company issued 10,000,000 shares of its $0.001 par
value common stock to one individual for consulting services valued at $8,000.

On October 16, the Board paid Management Services to Edward Miers in the amount
of $60,000 cash to retire a portion of the debt owed for the period July 2005
through September 2005.

On October 18, 2006, the Company entered into a 90 day, 8% interest loan with
its President and majority shareholder, Edward Miers. The short-term loan was in
the amount of $31,285 and was repaid in full on January 17, 2007.

On October 18, 2006, the Company paid $3715 cash to retire a portion of debt
owed to Edward Miers for Management Services for the period July 2005 to
September 2005.

On November 10, 2006, the Company entered into an additional 68 day, 8% loan
with its President and majority shareholder, Edward Miers. The short-term loan
was in the amount of $18,500 and was repaid in full on January 17, 2007.

On November 16, 2006, the Company issued 30,000,000 shares of its $0.001 par
value common stock to three individuals for consulting services valued at
$15,000.

On October 27, 2006 the Company paid $2000 cash to retire a portion of debt owed
to Edward Miers for Management Services for the period July 2005 to September
2005.

On December 22, 2006 the Company paid $4091.28 cash to retire a portion of debt
owed to Edward Miers for Management Services for the period July 2005 to
September 2005.

On December 27, 2006 the Company paid $145.74 cash to retire a portion of debt
owed to Edward Miers for Management Services for the period July 2005 to
September 2005.

                                      F-11
<PAGE>


NOTE 7. TREASURY STOCK

On October 01, 2006, the Company bought back 65,000,000 shares registered in the
name of GREM USA and retired these shares. Also, on August 10, 2006 the Company
bought back 9,000,000 shares of its $0.001 par value restricted common stock
from J. Pat Taylor for $5,400 cash and retired these shares. As of December 31,
2006, these repurchased shares are held in treasury and are available for future
reissuance.

NOTE 8. WRITE-OFF OF ACCOUNTS PAYABLE

In June 2006, management determined that one of its acquired payable balances
was no longer valid and therefore, the Company wrote-off the entire balance of
$605,477 and recorded this amount into other income for the year ending December
31, 2006.

NOTE  9.  RELATED PARTY TRANSACTIONS

For each year ending December 31, 2006 and 2005, the Company accrued management
fees totaling $1,200,000 for services performed by its President and majority
shareholder.

On October 18, 2006, the Company entered into a 90 day, 8% interest loan with
its President and majority shareholder, Edward Miers. The short-term loan was in
the amount of $31,285 and was repaid in full on January 17, 2007.

On November 10, 2006, the Company entered into an additional 68 day, 8% loan
with its President and majority shareholder, Edward Miers. The short-term loan
was in the amount of $18,500 and was repaid in full on January 17, 2007.

NOTE 10. COMMITMENTS AND CONTINGENCIES

MANAGEMENT SERVICES CONTRACT

In January 2005, the Company entered into a two-year management services
contract to pay its president a salary of $1,200,000 per year. In 2007, the
Company extended this contract to pay its president, Edward Miers, $1,200,000
for the years 2007 and 2008.

                                      F-12