U.S. SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-KSB

                 ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                   For the Fiscal Year Ended December 31, 2007


                       Commission File Number: 0001027484


                             TILDEN ASSOCIATES, INC.
                 ----------------------------------------------
                 (Name of small business issuer in Its Charter)



             DELAWARE                                        11-3343019
--------------------------------------------------------------------------------
   (State or other jurisdiction                           (I.R.S. Employer
 of incorporation or organization)                      Identification Number)


                             300 Hempstead Turnpike
                         West Hempstead, New York 11552
               ---------------------------------------------------
               (address of principal executive offices) (Zip Code)


       Registrant's Telephone Number, including area code: (516) 746-7911

    Securities registered pursuant to Section 12(b) of the Exchange Act: NONE

      Securities registered pursuant to Section 12(g) of the Exchange Act:
                              Title of Each Class:
                    Common Stock (par value $.0005 per share)

Check whether the issuer (1) filed all reports required to be filed by Section
13 or Section 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that 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 disclosure of delinquent filers in response to Item 405 of Regulation
S-B is not contained in this form, and no disclosure will be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB [ ]

State issuer's revenues for its most recent fiscal year was $1,546,495.

The aggregate market value of the Common Stock held by non-affiliates of the
Registrant was approximately $658,224 based upon the $0.08 average bid price of
these shares on the NASDAQ Stock Market on April 8, 2008.

As of April 8, 2008, there were 11,385,903 outstanding shares of Common Stock,
$.0005 par value per share.

<PAGE>

PART I

ITEM 1.  DESCRIPTION OF BUSINESS

         Tilden Associates, Inc. (the "Company") is a Delaware Corporation. Its
principal business is to sell automotive franchises and to administer and
support full service automotive repair centers carrying its trademarks. The
Company's operations are based at 300 Hempstead Turnpike, West Hempstead, New
York 11552.

         S.G. Tilden Incorporated was founded by the late Sidney G. Tilden in
1923. Prior to 1966, S.G. Tilden Incorporated operated Company run brake shops.
In 1966 S.G. Tilden Incorporated sold its individual shops to its then shop
managers who became franchisees of S.G. Tilden Management Corp. In 1995 Tilden
Associates Inc. acquired the business of S.G. Tilden Management Corp. S.G.
Tilden Management Corp., at the time of the sale, had nine (9) operating
franchises. One franchise closed within six (6) months of transfer and another
was bought back as a company store in 1998. The royalty income from those nine
(9) operating franchises was excluded from the sale. The seven (7) remaining
franchises of S.G. Tilden Management Corp. work, in many other respects, with
the other franchises and Tilden Associates, Inc. and its franchises, including
performing training services and joint marketing of related activities. Prior to
May of 1998, exclusive of the aforesaid seven (7) franchises, which the Company
received no royalties from, the Company had established franchises in Verona,
New Jersey, Baldwin, New York and Boynton Beach in Palm Beach County, Florida.
The company also opened two (2) locations in Texas, as well as one (1) in
California.

         In June of 1998 the Company entered into an agreement with Esther Muram
to purchase B&E Auto Center, Inc. and several other associated corporations
collectively known as the "Brake World Franchise System" ("Brake World"). In
acquiring Brake World, the company acquired twenty-one (21) franchises, all of
which were operating in the State of Florida. Such franchises performed brake
servicing as their primary business with additional auto services on a very
limited basis. Approximately six (6) of those franchises, at the time of the
transaction, were engaged in litigation with Brake World, primarily relating to
the non-payment of royalties. Three (3) of those litigations remain ongoing. One
of the litigations was resolved early on, which ultimately resulted in the
closure of a franchise.

         In addition, in 1998 the Company, at various times, operated two (2)
Company stores, one (1) of which was opened as a Company store with the
intention of being operated as a Company store until sold. One Company store was
the franchise purchased by the Company from one of the original nine (9)
franchisees of S.G. Tilden Management Corp. This store, which was initially
acquired by the Company from the franchisee, was subsequently sold to a new
franchisee. At the end of the calendar year 1998, the Company had thirty-eight
(38) franchise and Company owned stores in operation, including one (1) Company
store, the seven (7) stores acquired from S.G. Tilden Management Corp., and the
twenty-one (21) stores acquired from Brake World of which only fifteen (15)
stores are considered franchises in good standing, and six (6) franchises which
are involved in litigation described herein.

         In January of 1999, the Company purchased from American Brake Service,
Inc., thirteen (13) additional stores. In 1999 the Company's one (1) remaining
Company store was sold to a franchisee. An additional store was bought from a
franchisee in 1999, operated as a Company store for a brief period of time, and
then sold to a new franchisee. There was also an additional store opened and
then sold to a franchisee during 1999.

         In 2007, the Company sold five (5) new franchises but wrote-off six (6)
franchises due to abandonment by franchisees. By the end of 2007, the Company
had forty eight (48) franchises operating under its name, including: the seven
(7) from S.G. Tilden Incorporated, from which the Company received no royalties,
eleven (11) remaining franchises in good standing acquired from Brake World now
being operated under Tilden Brake World, Inc., the six (6) remaining franchises
acquired from America Brake service, Inc., now being operated under Tilden ABS,
Inc., three (3) company-owned stores that were sold to franchisees, and
twenty-one (21) additional new franchisees, making a total of forty eight
franchises and Company stores plus additional disputed franchises in litigation.
All franchises do all forms of auto repairs, although the Brake World franchises
and the American Brake service franchises initially focused primarily on brake
and brake related repairs. The Company recognizes royalty fee income on existing
franchises operating under its name (except for the seven (7) from S.G. Tilden
Incorporated), which was approximately 43% of its total revenues in 2007.

         In addition to the Company's primary business, which is selling
franchises and collecting royalties there from, the Company also has a wholly
owned subsidiary, Tilden Equipment Corp., which sells shop equipment for auto
repair shops. To date, Tilden Equipment Corp. sales have been limited to the
Company's franchise locations and Company stores. The Company hopes, in the
future, to market the equipment to third parties.

                                       1
<PAGE>

         In addition, the Company owns a number of realty corporations, which
corporations are obligated on leases for one or more of the Company's franchise
locations.

                     REGULATORY REQUIREMENTS FOR FRANCHISING
                     ---------------------------------------

         Franchising is both regulated by the Federal Trade Commission and many
of the states. The Company believes it is in compliance with all the rules of
the Federal Trade Commission and is registered in the following states to sell
franchises: California, Florida, Indiana, Minnesota, New York, Rhode Island, and
Virginia. There are approximately Thirty-five (35) States, which have no
registration requirements.

         The Company generally competes in the sale of franchises with other
companies of similar size and similar resources. The larger automotive
franchises typically already exist in the areas where the Company seeks to sell
its franchises and are therefore not competing for franchise location sales in
these areas.

         The Company's individual franchisees compete with other franchise
operators, large company run stores and individual operators, both brake
specialists and parties performing general automotive repairs. The Company
believes that its franchise operators are able to compete, both financially and
in providing service, with its competitors.

ITEM 2.  DESCRIPTION OF PROPERTY

         The Company's offices are located at 300 Hempstead Turnpike, West
Hempstead, New York 11552. The Company has a 60-month lease, which commenced on
October 1, 2003. The space is approximately 1,600 square feet. The space is
sufficient for the Company's needs for the foreseeable future

         In addition, the Company leases real estate in the Continental United
States and sub leases these locations to its franchises. As of December 31,
2007, the Company and subsidiaries leased to its franchises a total of eleven
(11) sites.

ITEM 3.  LEGAL PROCEEDINGS

         In July 2006, the Company and its directors were named as defendants in
a lawsuit instituted in the Chancery Court of the State of Delaware in and for
New Castle County. The action alleged that the exercise price of stock options
were in violation of the Company's stock option plan for the years 2001 through
2005, in that the options exercise price on the date of the grant were below the
requirements of the plans. The lawsuit was settled during the third quarter 2006
for $20,000. As part of the settlement without conceding the accuracy or
correctness of the plaintiffs' allegations, the Company has decided to rescind
the stock options issued for the years 2001 through 2005 without prejudice to
its right to issue stock options in the future.

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

         None

                                       2
<PAGE>

PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

         The Company's common stock is traded on the "Pink Sheets" under the
symbol "TLDN". The following constitutes the high and low sales prices for the
common stock as reported by NASDAQ for each of the quarters of 2007 and 2006.
The quotations shown below reflect inter-dealer prices, without retail mark-up,
markdown or commission and may not represent actual transactions.

              2007                        HIGH            LOW
         -----------------------       ----------     ----------
         FIRST QUARTER                 $      .11     $      .06
         Common Stock

         SECOND QUARTER
         Common Stock                  $      .07     $      .05

         THIRD QUARTER
         Common Stock                  $      .06     $      .05

         FOURTH QUARTER
         Common Stock                  $      .10     $      .06

             2006                         HIGH            LOW
         -----------------------       ----------     ----------
         FIRST QUARTER                 $      .18     $      .08
         Common Stock

         SECOND QUARTER
         Common Stock                  $      .11     $      .07

         THIRD QUARTER
         Common Stock                  $      .08     $      .04

         FOURTH QUARTER
         Common Stock                  $      .07     $      .04

         The Company has not declared cash dividends on its Common Stock and
does not intend to do so in the foreseeable future. If the Company generates
earnings, management's policy is to retain such earnings for further business
development. It plans to maintain this policy as long as necessary to provide
funds for the Company's operations. Any future dividend payments will depend
upon the Company's earnings, financial requirements and other relevant factors,
including approval of such dividends by the Board of Directors.

         As of April 8, 2008, there were approximately 70 shareholders of record
of the Company's common stock, excluding shares held in street name.


                                       3
<PAGE>

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

         The following discussion and analysis of financial condition and
results of operations should be read in conjunction with the Company's
consolidated financial statements and notes thereto included elsewhere herein.
The statements disclosed herein include forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. The Company's actual
results could differ materially from those projected in the forward-looking
statements as a result of certain risks and uncertainties, including, but not
limited to, the Company's need for additional financing, competition in the
franchise industry for retail automobile and truck repair service, and other
risks detailed from time to time in the Company's filings with the Securities
and Exchange Commission.

RESULTS OF OPERATIONS
---------------------

Fiscal 2007 Compared to Fiscal 2006
-----------------------------------

         Revenue decreased to $1,546,495 in the year 2007 from $2,117,520 in the
year 2006, representing a 27% decrease. The decrease in revenue during the year
was attributed to market area sales, initial franchise acquisition fees, sales
of equipment purchased for resale, rental income, sales from the operation of
company owned stores of $225,000, $172,500, $89,612, $65,246 and $66,732,
respectively. These decreases were primarily offset by increases in royalty fees
and the sale of company owned locations of $32,936 and $23,000, respectively.
The decrease market area sales, reflects that no new market areas were sold in
2007 compared to five in 2006. The decrease in initial franchise acquisition
fees is attributable to the sale of five new franchises in 2007 compared to
twelve in 2006. The decrease in equipment purchased for resale was a result of a
decrease in sales to new franchises in 2007 as compared to 2006. The decrease in
rental revenue was attributable to the decrease in franchises obligated to the
Company under sub-lease agreements in 2007 as a result of an abandoned franchise
in 2007. The decrease in sales from the operation of company owned stores was
attributable to the sale of its Texas store in 2007 and less stores under the
control of the Company in 2007 as compared to 2006. The Company attributes the
overall decrease in new franchise sales activity including market area and
equipment sales to the inability of prospective franchisees to obtain financing
as a result of the tightening of the credit markets. The increase in royalty
fees was primarily attributable to the Company's increased collections efforts
in 2007. The increase in the sale of company owned locations was due to the
Company's ability to record an $80,000 sale of a location in 2007 as compared
with sales of company owned locations totaling $57,000 in 2006.

         Operating costs decreased to $768,065 in 2007 from $1,006,501 in 2006,
a 24% decrease. The decrease was attributed to lower costs associated with rent
paid for real estate sublet, broker fees, costs of equipment purchased for
resale and costs of operation of company owned stores of $74,680, $62,443,
$51,565 and $39,493, respectively. There were no significant offsetting
increases in operating costs as the Company curtailed costs to coincide with the
decrease in revenues. The decrease in rent paid for sublease was attributable to
a decrease in franchise locations on which the Company was liable at abandoned
locations, which were temporarily under the Company's control during 2006. The
decrease in broker fees was attributable to the decrease in market area and new
franchise sales, on which the Company often pays broker fees, in 2007. The
decrease in the costs of equipment purchased for resale is a result of the
decrease in equipment and software sold to new franchisees in 2007. The decrease
in costs of operation of company owned stores was a result of the Company's
commitment to operate its Texas store as a fully operational location from
August 2006 until sold in 2007 during the first quarter.

         Selling, general and administrative expenses decreased to $922,879 in
the year 2007 from $1,262,442 in the year 2006, a 27% decrease. The decrease was
primarily due to decreases in bad debt expense, travel and entertainment and
settlement expense of $324,573, $36,366 and $20,000, respectively. These
decreases were offset by increases in professional fees and salaries and wages
of $33,479 and $11,984, respectively. The decrease in bad debt expense was
attributable to a decrease in the number of franchises requiring reserve for bad
debt during the period and there no write-offs of notes receivable in 2007 as
compared to two in 2006. The decrease in travel and entertainment relates to
fewer franchises requiring training and consulting at their respective
locations. The decrease in settlement costs reflected the Company's settlement
of a lawsuit for $20,000 in 2006 (see part I, legal proceedings). The increase
in professional fees is attributable to the increased costs of complying with
its regulatory reporting requirements in 2007. The increase in salaries and
wages was attributable to increases in the salaries of the Company's employees
in 2007.

                                       4
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

Working capital at December 31, 2007 was $407,829, compared to working capital
of $433,180 at December 31, 2006. The ratio of current assets to current
liabilities was 1.65:1 at December 31, 2007 and 1.93:1 at December 31, 2006.
Cash flows provided by operations for the year 2007 was $104,995, compared to
cash flow provided by operations for the year 2006 of $254,312.

Cash and accounts and notes receivable decreased to $813,143 at December 31,
2007 from $847,253 at December 31, 2006, while accounts payable and accrued
expenses increased to $338,115 at December 31, 2007 from $197,231 at December
31, 2006.

The Company's current business plan and objective is to continue expanding the
number of franchises in its system through sales of new franchises, as well as
through acquisitions of other franchises similar to the acquisitions they have
done in the past.

The Company has not paid any dividends in the past and does not contemplate
paying any in the foreseeable future.

Some of the Company's subsidiaries lease properties on which franchisees are
located. The franchisees typically pay rent to these subsidiaries and, in some
cases, may pay rent directly to the lessor.

The Company has $407,829 in working capital. The Company believes that its
working capital and cash generated by operations will be sufficient to implement
its business plan.

The Company has secured a $250,000 line of credit effective August 1, 2006 (see
Notes to Condensed Consolidated Financial Statements, note-Notes Payable). As of
December 31, 2007, the Company has not utilized any of the available credit
line.

In addition, several franchisees are significantly in arrears in the payment of
royalties. Management, however, has addressed these arrearages and resolutions
are negotiated with the franchisees on an individual-by-individual basis.

Report of Audit Committee

The following report of the Audit Committee does not constitute soliciting
material and should not be deemed filed or incorporated by reference into any
other Company filing under the Securities Act or the Exchange Act, except to the
extent the Company specifically incorporates this report by reference therein.

The Audit Committee Charter was adopted by the Board and reflects the standards
set forth in SEC regulations and the rules of the NASD.

The Audit Committee's primary duties and responsibilities are:

Serve as an independent objective party to monitor the Company's financial
reporting process and internal control system. Review and appraise the audit
efforts of the Company's independent accountants.

Provide an open avenue of communication among the independent accountants,
financial and senior management and the Board

The duties and responsibilities of a member of the Audit Committee are in
addition to his or her duties as a member of the Board.

The Audit Committee has implemented procedures to ensure that during the course
of each fiscal year it devotes the attention that it deems necessary or
appropriate to each of the matters assigned to it under its charter. The Audit
Committee met two times during the 2007 fiscal year.

                                       5
<PAGE>

In overseeing the preparation of the Company's financial statements, the Audit
Committee met with both management and the Company's outside auditors to review
and discuss all financial statements prior to their issuance and to discuss
significant accounting issues. Management advised the Audit Committee that all
financial statements were prepared in accordance with generally accepted
accounting principals, and the Audit Committee discussed the statements with
both management and the outside auditors. The Audit Committee's review included
discussion with the outside auditors of matters required to be discussed
pursuant to Statements on Auditing Standards No. 61 and 90 (Communication with
Audit Committees).

With respect to the Company's outside auditors, the Audit Committee among other
things, discussed with Michael T. Studer CPA, PC matters relating to its
independence, including the written disclosures made to the Audit Committee as
required by the Independence Standards Board Standard No. 1 (Independence
Discussions with Audit Committee).

On the basis of these reviews and discussions, the Audit Committee recommended
to the Board that the Board approve the inclusion of the Company's audited
financial statements in the Company's Annual Report on Form 10-KSB for the year
ended December 31, 2007.

ITEM 7.  FINANCIAL STATEMENTS

         The response to this item follows Item 13, and is hereby incorporated
herein.

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

         None

ITEM 8a. CONTROLS AND PROCEDURES

Within the ninety-day period preceding the filing of this report, our management
and Audit Committee evaluated the effectiveness of the design and operation of
its disclosure controls and procedures (the "Disclosure Controls") as of the end
of the period covered by this Form 10-KSB and (ii) any changes in internal
controls over financial reporting that occurred during the last quarter of our
fiscal year. This evaluation ("Controls Evaluation") was done under the
supervision and with the participation of management, including the Chief
Executive Officer ("CEO") and Chief Financial Officer ("CFO"), as well as the
Audit Committee and out Independent Accountants.

Limitations on the Effectiveness of Controls

A control system, no matter how well conceived and operated, can provide only
reasonable, not absolute, assurance that the objectives of the control system
are met. Further, the design of a control system must reflect the fact that
there are resource constraints, and the benefits of controls must be considered
relative to their costs. Because of the inherent limitations in all control
systems, no evaluation of controls can provide absolute assurance that all
control issues and instances of fraud, if any, have been detected. Because of
the inherent limitations in a cost effective control system, misstatements due
to error or fraud may occur and not be detected. We will conduct periodic
evaluations of our internal controls to enhance, where necessary, our procedures
and controls.

Conclusions

Based upon the Controls Evaluation, the CEO and CFO have concluded that the
Disclosure Controls are effective in reaching a reasonable level of assurance
that management is timely alerted to material information relating to the
Company during the period when its periodic reports are being prepared. In
accord with the U.S. Securities and Exchange Commission's requirements, the CEO
and CFO conducted an evaluation of the Company's internal control over financial
reporting (the "Internal Controls") to determine whether there have been any
changes in Internal Controls that occurred during the quarter which have
materially affected or which are reasonable likely to materially affect Internal
Controls. Based on this evaluation, there have been no such changes in Internal
Controls during the last quarter of the period covered by this report.

                                       6
<PAGE>

ITEM 8A(T). MANAGEMENT'S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL
            REPORTING.

         Our management is responsible for establishing and maintaining adequate
internal control over financial reporting for the company in accordance with as
defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal
control over financial reporting is designed to provide reasonable assurance
regarding the (i) effectiveness and efficiency of operations, (ii) reliability
of financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles, and (iii)
compliance with applicable laws and regulations. Our internal controls framework
is based on the criteria set forth in the Internal Control - Integrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission (COSO).

         Because of its inherent limitations, internal control over financial
reporting may not prevent or detect misstatements. Also, projections of any
evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may deteriorate.

         Management's assessment of the effectiveness of the small business
issuer's internal control over financial reporting is as of the year ended
December 31, 2007. We believe that internal control over financial reporting is
effective. We have not identified any, current material weaknesses considering
the nature and extent of our current operations and any risks or errors in
financial reporting under current operations.

         This annual report does not include an attestation report of the
Company's registered public accounting firm regarding internal control over
financial reporting. Management's report was not subject to attestation by the
Company's registered public accounting firm pursuant to temporary rules of the
Securities and Exchange Commission that permits us to provide only management's
report in this annual report.


PART III

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

         The Company's Certificate of Incorporation provides for no less than
three (3) Directors. Each Director shall hold office until the next annual
meeting of shareholders and until his successor has been elected and qualified.
At the present time there are a total of three (3) Directors. The Board of
Directors is empowered to fill vacancies on the Board. The Company's Directors
and Executive

Officers are listed below:
<TABLE>
<CAPTION>

                                  POSITIONS
NAME                   AGE        W/ COMPANY                               DIRECTOR SINCE
-------------------------------------------------------------------------------------------
<S>                    <C>        <C>                                          <C>
Robert Baskind         66         Chairman of the Board, Chief                 1996
                                  Executive Officer

Arthur Singer          40         Director                                     1996

Jason Baskind          36         Director of Franchise Development            2003

</TABLE>

                                       7
<PAGE>

DIRECTORS

         Robert Baskind is a founding stockholder and was employed as a
registered representative by On-Site Trading, Inc., a registered Broker Dealer
and a member of the National Association of Security Dealers, Inc. Prior thereto
and since 1992, Mr. Baskind was employed with Trading Places, Inc., a franchise
sales organization and business broker. Mr. Baskind has many years of experience
as a franchiser and business Broker specializing in business automotive services
and was entrepreneurially involved in many of these entities.

         Arthur Singer is a graduate of the State University at Albany. He has
devoted his entire career to Sales and Marketing. From 1990, Mr. Singer has
worked for Carrington Laboratories, Inc. He has a documented track record of
success in field sales and sales management. As Regional Sales Manager of this
publicly held bio-pharmaceutical company, his duties included training and
development of new sales representatives for the launching of new products, in
the development of educational programs and in the development of goals,
strategies and budgets for that company's sales force. Mr. Singer's experience
included working on the distribution of products and working with buying groups.
During his employment with Carrington, Mr. Singer had, on more than one
occasion, been selected "Sales Person of the Year", and on one occasion was
selected as "Regional Manager of the Year" for the entire United States.

         Jason Baskind joined the Company as Director of Franchise Development.
Prior to joining the Company, he was working as an equities trader at On-Site
Trading, Inc. He graduated from the University of Miami with a B.A. in
Management. His previous experience includes working for Breslin Realty, which
is a large real estate developer on Long Island in New York, as a site selector.

Section 16(a) Beneficial Ownership Reporting Compliance

         Section 16(a) of the Exchange Act requires the Company's officers and
directors, and persons who own more than ten percent of a registered class of
the Company's equity securities, to file reports of ownership and changes in
ownership with the Securities and Exchange Commission. Officers, directors and
greater than ten percent shareholders are required by regulation to furnish the
Company with copies of all Section 16(a) forms they file.

         Based solely on its review of the copies of such forms received by it,
or written representations from certain reporting persons that Form 5's were
required and filed for those persons, the Company believes that, during the
period from January 1, 2007 through December 31, 2007, all filing requirements
applicable to its officers, directors, and greater than ten percent beneficial
owners were complied with.

ITEM 10. EXECUTIVE COMPENSATION

         The following table sets forth information with respect to the
compensation of executive officers of the Company for services provided to the
Company and its subsidiaries in 2007, 2006, 2005, 2004. No other executive
officers received salary in excess of $100,000 in any such year.

Summary Compensation Table

                        YEAR        COMPENSATION      OPTIONS GRANTED
                  ---------------------------------------------------

Robert Baskind          2007          $144,000               -
                        2006          $147,000               -
                        2005          $110,000               -
                        2004          $100,000               -

Employment Agreements:

         An employment agreement for the year 2007 existed for the following
officer and key employee:

         Robert Baskind: An agreement in the amount of $110,000. Due to the low
level of working capital maintained during 2002 and 2001, the Company was unable
to fulfill its obligation to pay the officer his entire salary in accordance
with the terms of the contract. As of December 31, 2002, the Company was liable
for unpaid salary. It has been specifically agreed when and if the Company shall
have sufficient earnings and cash flow, in the opinion of management, deferred
amounts shall be paid. All unpaid salary was accrued and included in accrued
expenses on the balance sheet at December 31, 2002. During 2001, the president
agreed to forego his prior salary. Accordingly, the $35,000 of previously
accrued salaries was reversed and the benefit included in the statement of
operations. Additionally, during 2001, the president agreed to receive $67,758
as his total salary for the year. He is entitled to five percent (5)% increases

                                       8
<PAGE>

on a yearly basis. The agreement, which employs Mr. Baskind as the president of
the Company, expires in 2010. In February of 2003, Mr. Baskind received 214,000
shares of the Company's common stock registered on Form S-8 in satisfaction of
partial salary, other compensation and expenses owed to him by the Company. The
market value of those shares when issued was $19,260.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

                             PRINCIPAL STOCKHOLDERS

         The following table sets forth, as of December 31, 2007: (i) the name
and address of each person who owns of record or who is known by the Board of
Directors to be beneficial owner of more than five percent (5%) of the Company's
outstanding common stock, (ii) each of the Company's Directors, and (iii) all of
the Company's Executive Officers and Directors as a group.

NAME AND                                  BENEFICIAL           PERCENT OF COMMON
ADDRESS                                   OWNERSHIP            STOCK OUTSTANDING
--------------------------------------------------------------------------------

Robert Baskind                             2,707,000 (1)            24.0%
300 Hempstead Turnpike
West Hempstead, NY 11552

Arthur Singer                                451,100 (2)             4.0%
300 Hempstead Turnpike
West Hempstead, NY 11552

Jason Baskind                              2,707,000 (3)            24.0%
300 Hempstead Turnpike
West Hempstead, NY 11552

Officers and Directors as a                5,865,100                52.0%
group (3 Persons)
--------------------------------------------------------------------------------

(1)  Ownership includes 2,331,500 shares of the Company's common stock and
     375,000 shares of the Company's common stock imputed to him from his son
     Jason Baskind.

(2)  Ownership includes 451,100 shares of the Company's common stock.

(3)  Ownership includes 375,000 shares of the Company's common stock and
     2,331,500 shares of the Company's common stock imputed to him from his
     father Robert Baskind.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         None

ITEM 13. EXHIBITS, LIST AND REPORTS ON FORM 8-K

         (a) Exhibits

3.1      Certificate of Incorporation of the Registrant (1)

3.2      By-laws of the Registrant (1)

4.1      Tilden Associates, Inc. incentive plan (1)

4.2      Tilden Associates, Inc. 1998 stock option plan (1)

4.3      Tilden Associates, Inc. 2001 stock option plan

10.1     Consulting agreement with Tilden Huntington, Inc. (1)

10.2     Employment agreement with the President Robert Baskind. (1)

10.3     Deferred compensation letter for president Robert Baskind (1)

                                       9
<PAGE>

10.4     Waiver of deferred compensation by president Robert Baskind (2)

21.1     Subsidiaries (2)

23.1     Consent of independent accountants

31.1     Certification pursuant to Rule 13a-14 or 15d-14 of the Securities
         Exchange Act of 1934, as adopted pursuant to Section 302 of the
         Sarbanes-Oxley Act of 2002.

32.1     Certification pursuant to 18 U.S.C. Section 1350 Adopted Pursuant to
         Section 906 of the Sarbanes-Oxley Act of 2002.

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

(1)  Incorporated by reference to the Company's annual report on Form 10KSB for
     the fiscal year ended December 31, 2000.

(2)  Incorporated by reference to the Company's annual report on Form 10KSB for
     the fiscal year ended December 31, 2001.

Item 14.    CONTROLS AND PROCEDURES

         Under the supervision and with the participation of our management,
including our principal executive officer and principal financial officer, we
have evaluated the effectiveness of the design and operation of our disclosure
controls and procedures within 90 days of the filing date of this Annual Report
on Form 10-KSB. Based on that evaluation, our principal executive officer and
principal financial officer have concluded that these controls and procedures
are effective. There were no significant changes in our internal controls or in
other factors that could significantly affect these controls subsequent to the
date of their evaluation.

         Disclosure controls and procedures are our controls and other
procedures that are designed to ensure that information required to be disclosed
by us in the reports that we file or submit under the Securities Exchange Act of
1934 is accumulated and communicated to our management, including our principal
executive officer and principal financial officer, as appropriate, to allow
timely decisions regarding required disclosure.


                                       10
<PAGE>

                    TILDEN ASSOCIATES, INC. AND SUBSIDIARIES

                              FINANCIAL STATEMENTS
                          AND SUPPLEMENTAL INFORMATION

                           DECEMBER 31, 2007 AND 2006

                                Table of Contents

                                                                 Page

Report of Independent Registered Public Accounting Firm          F - 2

Consolidated Balance Sheets                                      F - 3

Consolidated Statements of Operations                            F - 4

Consolidated Statements of Cash Flows                            F - 5

Consolidated Statements of Stockholders' Equity                  F - 6

Notes to Consolidated Financial Statements                       F - 7 -  F - 14


SUPPLEMENTAL INFORMATION :

         Report of Independent Registered Public Accounting
         Firm on Supplemental Information                        F - 15

         Consolidated Statements of Selling, General
         and Administrative Expenses                             F - 16




                                      F-1
<PAGE>

             Report of Independent Registered Public Accounting Firm


To the Board of Directors and Stockholders of
Tilden Associates, Inc.

I have audited the accompanying consolidated balance sheets of Tilden
Associates, Inc. and subsidiaries (the Company) as of December 31, 2007 and 2006
and the related consolidated statements of operations, stockholders' equity, and
cash flows for the years then ended. These financial statements are the
responsibility of the Company's management. My responsibility is to express an
opinion on these financial statements based on my audits.

I conducted my audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that I plan
and perform the audit 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. I believe that my audits provide a reasonable
basis for my opinion.

In my opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of Tilden Associates,
Inc. and subsidiaries as of December 31, 2007 and 2006 and the results of their
operations and cash flows for the years then ended in conformity with accounting
principles generally accepted in the United States.


                                   /s/ Michael T. Studer CPA P.C.
                                   -----------------------------------

Freeport, New York
April 11, 2008



                                       F-2
<PAGE>
<TABLE>
<CAPTION>

                    TILDEN ASSOCIATES, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS



                                                                                       December 31,
                                                                               ----------------------------
                                                                                   2007            2006
                                                                               ------------    ------------
<S>                                                                            <C>             <C>
                                     ASSETS

Cash and cash equivalents                                                      $    526,293    $    570,064
Accounts and notes receivable - net of allowance for doubtful accounts of
      $367,910 and $427,239 at December 31, 2007 and 2006, respectively             286,850         277,189
Inventory                                                                             4,300              --
Escrow receivable                                                                   200,000              --
Prepaid expenses and other current assets                                             6,679          20,037
Loan Receivable - Oilmatic                                                            7,222          32,500
                                                                               ------------    ------------
      Total current assets                                                        1,031,344         899,790

Property and equipment, net of accumulated depreciation
      of $28,261 and $21,695, respectively                                           48,341          54,907
                                                                               ------------    ------------

Intangible assets, net                                                              323,067         566,484
Deposit on purchase of property                                                       3,000              --
Security deposits                                                                    59,685         122,485
Accounts and notes receivable, net of current portion                                69,399              --
                                                                               ------------    ------------
      Total other assets                                                            455,151         688,969
                                                                               ------------    ------------
      Total assets                                                             $  1,534,836    $  1,643,666
                                                                               ============    ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Accounts payable and accrued expenses                                          $    338,115    $    197,231
Deposits on franchise acquisitions                                                  231,717         210,217
Income taxes payable                                                                 34,983          40,462
Notes payable, current portion                                                       18,700          18,700
                                                                               ------------    ------------
      Total current liabilities                                                     623,515         466,610

Security deposits                                                                   126,358         120,358
                                                                               ------------    ------------
      Total liabilities                                                             749,873         586,968
                                                                               ------------    ------------

STOCKHOLDERS' EQUITY
Common stock, $.0005 par value; 30,000,000 shares authorized;
      11,425,903 shares issued at December 31, 2007 and 2006,
      respectively                                                                    5,713           5,713
Additional paid-in capital                                                        1,639,966       1,639,966
Retained earnings (accumulated deficit)                                            (840,716)       (568,981)
                                                                               ------------    ------------
                                                                                    804,963       1,076,698
Less: treasury stock - 40,000 shares, stated at cost                                (20,000)        (20,000)
                                                                               ------------    ------------
      Total stockholders' equity                                                    784,963       1,056,698
                                                                               ------------    ------------
      Total liabilities and stockholders' equity                               $  1,534,836    $  1,643,666
                                                                               ============    ============
</TABLE>

                 See notes to consolidated financial statements.

                                       F-3
<PAGE>
<TABLE>
<CAPTION>

                    TILDEN ASSOCIATES, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                                              Year Ended December 31,
                                                           ----------------------------
                                                               2007            2006
                                                           ------------    ------------
<S>                                                        <C>             <C>
REVENUES
Initial franchise acquisition fees                         $    130,000    $    302,500
Royalty fees                                                    668,392         635,456
Market Area Sales                                                    --         225,000
Sales from operation of Company owned store                     115,784         182,516
Sale of equipment purchased for resale, net of refunds           27,218         116,830
Sales of Company owned locations                                 80,000          57,000
Rental income                                                   504,464         569,710
Miscellaneous income                                             20,637          28,508
                                                           ------------    ------------
      Total revenues                                          1,546,495       2,117,520
                                                           ------------    ------------
COST OF OPERATIONS
Brokers Fees                                                     61,300         123,743
Franchise development fees                                       35,581          45,836
Purchase of equipment for resale                                 25,826          77,391
Costs of operation of Company owned store                       145,368         184,861
Rent from realty corporations                                   499,990         574,670
                                                           ------------    ------------
      Total cost of operations                                  768,065       1,006,501
                                                           ------------    ------------
Gross profit                                                    778,430       1,111,019
Selling, general and administrative expenses                    922,879       1,262,442
                                                           ------------    ------------

Loss from operations                                           (144,449)       (151,423)
                                                           ------------    ------------

OTHER INCOME (EXPENSES)
Interest income                                                  24,514          19,430
Interest expense                                                 (6,078)             --
Loss on impairment of franchise and market area rights         (256,464)             --
Loss on abandoned franchises                                    (20,301)             --
Gain on sale of building                                        131,043              --
                                                           ------------    ------------
      Total other income (expenses)                            (127,286)         19,430
                                                           ------------    ------------

Income (loss) before provision for income taxes                (271,735)       (131,993)
Provision for income taxes                                           --              --
                                                           ------------    ------------
Net loss                                                   $   (271,735)   $   (131,993)
                                                           ============    ============
Per Share Data
Basic earnings (loss) per share                            $      (0.02)   $      (0.01)
                                                           ============    ============
Diluted earnings (loss) per share                          $      (0.02)   $      (0.01)
                                                           ============    ============
Weighted average number number of common
  Shares outstanding-basic & diluted                         11,385,903      11,385,903
                                                           ============    ============
</TABLE>

                 See notes to consolidated financial statements.

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

                    TILDEN ASSOCIATES, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                            December 31,
                                                                     ----------------------------
                                                                         2007            2006
                                                                     ------------    ------------
<S>                                                                  <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss)                                                           $   (271,735)   $   (131,993)
Adjustments to reconcile net income to net cash
provided by operating activities:
      Loss on impairment of franchise and market area rights              256,464              --
      Provision for bad debt                                              209,783         534,356
      Depreciation and amortization expense                                 8,085           4,310
      Disposition of fixed assets                                              --           3,901
Changes in operating assets and liabilities
      Accounts and notes receivable                                      (288,843)       (301,885)
      Inventory                                                            (4,300)             --
      Other receivable                                                     25,278          32,500
      Prepaid expenses and other current assets                            13,358          26,478
      Security deposit receivable                                          (6,000)         (1,633)
      Accounts payable and accrued expenses                               140,884         101,243
      Deposit on franchise acquisitions                                    21,500         (50,283)
      Income taxes payable                                                 (5,479)            319
      Security deposits payable                                             6,000          36,999
                                                                     ------------    ------------
Net cash  provided by (used for) operating activities                     104,995         254,312
                                                                     ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES
      Purchase of equipment                                                    --         (55,430)
      Renewal of trademark                                                (14,566)             --
      Deposit on building sold                                             65,800         (68,800)
      Escrow held on building sale                                       (200,000)             --
                                                                     ------------    ------------
Net cash provided by (used for) investing activities                     (148,766)       (124,230)
                                                                     ------------    ------------

CASH FLOWS FROM FINANCING ACTIVITIES
      Payment of notes payable                                                 --          (4,655)
                                                                     ------------    ------------
Net cash (used for) financing activities                                       --          (4,655)
                                                                     ------------    ------------

Net(decrease)  increase in cash and cash equivalents                      (43,771)        125,427
Cash and cash equivalents - beginning                                     570,064         444,637
                                                                     ------------    ------------
Cash and cash equivalents - ending                                   $    526,293    $    570,064
                                                                     ============    ============

</TABLE>

                 See notes to consolidated financial statements.

                                       F-5
<PAGE>
<TABLE>
<CAPTION>

                    TILDEN ASSOCIATES, INC. AND SUBSIDIARIES
                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                 FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006

                                     Common stock         Additional                          Treasury stock
                              -------------------------    Paid In       Accumulated    -------------------------   Stockholders'
                                 Shares        Amount      Capital         Deficit         Shares        Amount        Equity
                              --------------------------------------------------------------------------------------------------
<S>                            <C>          <C>           <C>           <C>                <C>        <C>            <C>
Balance, December 31, 2005     11,425,903   $     5,713   $ 1,639,966   $  (436,988)       (40,000)   $   (20,000)   $ 1,188,691

Net loss for the year
   ended Decemeber 31, 2006            --            --            --      (131,993)            --             --       (131,993)

                              --------------------------------------------------------------------------------------------------
Balance, December 31, 2006     11,425,903         5,713     1,639,966      (568,981)       (40,000)       (20,000)     1,056,698
                              --------------------------------------------------------------------------------------------------

Net loss for the year
   ended Decemeber 31, 2007            --            --            --      (271,735)            --             --       (271,735)

                              --------------------------------------------------------------------------------------------------
Balance, December 31, 2007     11,425,903   $     5,713   $ 1,639,966   $  (840,716)       (40,000)   $   (20,000)   $   784,963
                              ==================================================================================================
</TABLE>

                 See notes to consolidated financial statements.

                                       F-6
<PAGE>

                     TILDEN ASSOCIATES, INC and SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - Summary of Significant Accounting Policies

Business Activity

         The company was incorporated in the state of Delaware in June 1995 and
is in the business of selling automotive franchises and administering and
supporting full service automotive repair centers under the name "TILDEN FOR
BRAKES CAR CARE CENTERS". The majority of franchises are currently located in
New York, Florida and Colorado with twelve states being represented and
expansion plans for several additional states.

Principles of Consolidation

         The consolidated financial statements include all wholly owned
subsidiaries. All inter-company profits and transactions have been eliminated in
consolidation.

Use of Estimates

         The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from the estimates.

Revenue Recognition

         The Company recognizes revenue in several ways: Initial fees from sale
of franchises, market area sales to market developer partners, royalties (as a
percentage of gross revenues) from franchisees, equipment sales, rental of
premises to franchisees and the operation of Company owned automotive repair
centers which are developed for potential sale to franchisees.

         Franchise fee revenue for initial franchise fees and from market area
sales to market developer partners is recognized upon the execution of a
franchise agreement and when all material services or conditions relating to the
sale have been successfully completed by the Company. Market developer partners
receive a percentage of royalty fees for development and management of their
market and are responsible for substantially all training and other services
required in opening new franchises in their regions.

         Equipment sales are recorded upon delivery and installation of
equipment to franchisees.

Cash and Cash Equivalents

         Cash and cash equivalents include cash in banks and short-term
investments with original maturities of less than three months.

Advertising Costs

         The Company's franchise agreement requires that franchisees remit
advertising fees to a cooperative advertising fund managed by the Company.
Corporate advertising is expensed as incurred.

Income Taxes

         The Company provides for income taxes under the provisions of Statement
of Financial Accounting Standards No. 109 "Accounting for Income Taxes" ("SFAS
No. 109"). SFAS No. 109 requires that an asset and liability based approach be
used in accounting for income taxes.

         Deferred income tax assets and liabilities are recorded to reflect the
tax consequences on future years of the temporary differences of revenue and
expense items for financial statement and income tax purpose. Valuation
allowances are provided against assets, which are not likely to be realized.

                                      F-7
<PAGE>

Leases

         Leases that transfer substantially all of the risks and benefits of
ownership are treated as capital leases. Capital leases are included in property
and equipment and are depreciated over their estimated useful lives using the
straight-line method.

Carrying Values of Long-Lived Assets

         The Company evaluates the carrying values of its long-lived assets to
be held and used in the business by reviewing undiscounted cash flows by
operating unit. Such evaluations are performed whenever events and circumstances
indicate that the carrying amount of an asset may not be recoverable. If the sum
of the projected undiscounted cash flows over the remaining lives of the related
assets does not exceed the carrying values of the assets, the carrying values
are adjusted for the differences between the fair values and the carrying
values.

Intangible Assets

         Intangible assets are stated at cost less accumulated amortization.
Intangible assets with an indefinite useful economic life, such as franchise and
market area rights, were amortized through 2001 on a straight-line basis using
an estimated economic life of 40 years. Effective January 1, 2002, in accordance
with SFAS No. 142, the Company ceased amortizing intangible assets with an
indefinite useful economic life. Other intangible assets are amortized over
their expected period of benefit on a straight-line basis.

         Presently, the Company owns the trademarks "Tilden for Brakes Car Care
Centers", "Brakeworld", The Brake Shop" and "American Brake Service".

Goodwill

         Goodwill represents the amount paid in consideration for an acquisition
in excess of the net tangible assets acquired. Goodwill is tested for impairment
annually or under certain circumstances, and written off when determined to be
impaired. In accordance with SFAS No. 142, the Company did not amortize goodwill
for new acquisitions made after June 30, 2001. For acquisitions prior to that
date, the Company continued to amortize goodwill through the end of 2001. The
Company conducts tests for impairment and goodwill that is determined to have
become impaired is written off.

Accounts and Notes Receivable

         Accounts and notes receivable are primarily recorded for royalty
income, rental income, and franchise and market area sales. In instances where
the Company provides financing to franchisees and provides payment arrangements
which allow for payments to be received over a period greater than one year,
non-current receivables are recorded at the present value of estimated future
cash flows.

         In most instances, financing of franchisees is secured by notes
receivable and collateralized by shop equipment and franchise rights (see Note
2).

Property and Equipment

         Property and equipment are stated at cost less accumulated
depreciation. Depreciation is provided on the straight-line method over the
estimated useful lives of the assets, generally 39 years for buildings and
building improvements, and 3 to 7 years for furniture and equipment. When
property is sold or retired, the cost and accumulated depreciation are
eliminated from the accounts and gains or losses are recorded in the statement
of operations. Expenditures for repairs and maintenance are expensed as
incurred.

Stock-based Compensation

         Effective January 1, 2006, the Company adopted SFAS No. 123(R) for
stock-based compensation. SFAS No. 123(R) requires that the fair value of equity
instruments (such as stock options) exchanged for services be recognized as an
expense in the financial statements as the related services are performed. Prior
to 2006, the Company followed APB Opinion No. 25 in accounting for stock-based
compensation. APB Opinion No. 25 only required the recognition of compensation
costs for stock options when the market price of the Company's common stock at
the date of grant exceeded the exercise price of the option.

                                       F-8
<PAGE>

Earnings Per Share

         Earnings per share ("EPS") has been calculated in accordance with SFAS
No. 128, which requires the presentation of both basic net income per share and
net income per common share assuming dilution. Basic earnings per share is
computed by dividing income available to common stockholders by the weighted
average number of shares outstanding for the year. Diluted earnings per share
reflects the potential dilution that could occur upon the exercise of common
stock options resulting in the issuance of common stock to stockholders who
would then share in the earnings of the Company. SFAS No. 128 precludes the
inclusion of any potential common shares in the computation of any diluted
per-share amounts when a loss from continuing operations exists.

Reclassifications

         Certain amounts in the 2006 financial statements were reclassified to
conform to the 2007 presentation.

Business Segment Information


         The Company operates in a single business segment: selling automotive
franchises and administering and supporting full service automotive repair
centers primarily under the name "TILDEN FOR BRAKES CAR CARE CENTERS",
principally through franchised and company-operated shops located in North
America. Sales to any single customer were less than five percent of total
revenues in each of the periods presented.

New accounting pronouncements

In September 2006, the FASB issued SFAS No. 157, "Fair Value Measures" ("SFAS
157") which defines fair value, establishes a framework for measuring fair value
in accordance with generally accepted accounting principles, and provides for
additional fair value disclosures. SFAS 157 is effective for fiscal years
beginning after November 15, 2007 and interim periods. The Company does not
believe SFAS 157 will have a material effect on its financial statements.

NOTE 2 - Accounts and Notes Receivable

         Accounts and notes receivable consisted of the following:
<TABLE>
<CAPTION>

                                                                      December 31     December 31
                                                                         2007            2006
                                                                     ------------    ------------
<S>                                                                  <C>             <C>
              Trade receivables from franchisees                     $    627,913    $    663,341
              Installment loans due between August 31, 2005
              and June 30, 2009 with varying interest rates
              between 6.0% and 8.0%                                        96,247          41,087
                                                                     ------------    ------------
                                                                          724,159         704,428
              Less allowance for doubtful accounts                       (367,910)       (427,239)
                                                                     ------------    ------------
                                                                          356,249         277,189
              Less current portion                                       (286,850)       (277,189)
                                                                     ------------    ------------
              Non-current accounts and notes receivable              $     69,399    $         --
                                                                     ============    ============
</TABLE>

                                       F-9
<PAGE>

NOTE 3 - Property and Equipment

         Property and equipment consisted of the following:
<TABLE>
<CAPTION>

                                                                          December 31,    December 31,
                                                                              2007            2006
                                                                          ------------    ------------
<S>                                                                       <C>             <C>
              Machinery and shop equipment                                $     59,286    $     59,286
              Signage                                                            5,623           5,623
              Furniture                                                         11,693          11,693
              Leasehold Improvements                                                --              --
                                                                          ------------    ------------
                                                                                76,602          76,602
              Less accumulated depreciation                                    (28,261)        (21,695)
                                                                          ------------    ------------
              Property and equipment, net
                  of accumulated depreciation                             $     48,341    $     54,907
                                                                          ============    ============
</TABLE>

         Depreciation expense for the years ended December 31, 2007 and 2006 was
$6,566 and $2,792, respectively.

NOTE 4 - Intangible Assets

     Intangible assets consisted of the following:
<TABLE>
<CAPTION>

                                                                          December 31,    December 31,
                                                                              2007            2006
                                                                          ------------    ------------
<S>                                                                       <C>             <C>
              Trademarks                                                  $     42,749    $     28,183
              Franchise and market area rights                                 408,945         746,657
                                                                          ------------    ------------
                                                                               451,694         774,840
              Less accumulated amortization                                   (128,627)       (208,356)
                                                                          ------------    ------------
              Intangible assets, net
                  of accumulated amortization                             $    323,067    $    566,484
                                                                          ============    ============
</TABLE>

         In May 2007, the Company renewed one of its trademarks at a cost of
$14,566. During the year ended December 31, 2007, the Company reflected a loss
on the impairment of franchise and market area rights in the amount of $256,464.
The impaired rights had an original cost of $337,712 and accumulated
amortization of $81,248. Prior to 2007, the Company had been testing the
carrying value of the rights by considering the values of franchise networks
purchased in the aggregate rather than identifying individual franchise rights
requiring write-down. Of the intangible assets listed above, only trademarks
have been amortized for the year ended December 31, 2007 in the amount of
$1,519.

NOTE 5 - Notes Payable

         Notes payable consisted of the following:
<TABLE>
<CAPTION>

                                                                          December 31,    December 31,
                                                                              2007            2006
                                                                          ------------    ------------
<S>                                                                       <C>             <C>
              Notes payable bearing interest up to 25%
              maturing between March 2006 and July of 2007                $     18,700    $     18,700
                                                                          ------------    ------------
                                                                                18,700          18,700
              Less current portion                                             (18,700)        (18,700)
                                                                          ------------    ------------
              Notes payable, net of current portion                       $         --    $         --
                                                                          ============    ============
</TABLE>

         In August, 2006, the Company secured a revolving line of credit. The
line is secured by the assets of the Company. During the fiscal year ended
December 31, 2007, the Company utilized the line to help finance the purchase of
a building, which it later sold within the year. The Company used part of the
proceeds on the sale to pay down the line in full.

                                      F-10
<PAGE>

NOTE 6 - Income Taxes

         Tilden Associates Inc. and its subsidiaries have elected to file
consolidated income tax returns for Federal and New York State taxes. Tax
expense is allocated to each subsidiary based on the proportion of its taxable
income to the total consolidated taxable income.

         Consolidated income tax expense consisted of the following:

                                                         December 31
                                                 ---------------------------
                                                     2007           2006
                                                 ------------   ------------
              Current
                  Federal                        $         --   $         --
                  State                                    --             --
                                                 ------------   ------------
              Total current provision                      --             --

              Deferred
                  Federal                                  --             --
                  State                                    --             --
                                                 ------------   ------------
              Total deferred provision                     --             --
                                                 ------------   ------------
              Total income tax expense           $         --   $         --
                                                 ============   ============

         Deferred income taxes arise from temporary differences resulting from
income and expense items reported in different periods for financial accounting
and tax purposes. The sources of deferred income taxes and their tax effects are
the result of nondeductible bad debt reserves and net operating loss
carryforwards. The benefit resulting from deferred taxes has been fully
reserved.

         The actual income tax expense differed from amounts computed by
applying the U.S. Federal tax rate of 35% to pretax loss as a result of the
nonrecognition of net operating loss carryforwards and the increase in the
related valuation allowance.

         Net operating loss carryovers at December 31, 2007 were approximately
$285,000 and will expire in 2023

NOTE 7 - Commitments and Contingencies

Leases

         The Company, through various subsidiaries, sub-lets properties to
several franchisees. Additionally, several franchisees sub-let property from
affiliates of the Company's President (See Note 9). Franchisees typically pay
rent on these properties to the subsidiaries. In some circumstances, franchisees
may pay rent directly to the lessors of the operating leases.

         The future minimum lease payments under these operating leases for the
year ended December 31, are as follows:

              2008                               $    313,622
              2009                                    302,447
              2010                                    248,381
              2011                                    233,921
              2012                                    200,851
              2013 and thereafter                     861,046
                                                 ------------
                                                 $  2,160,268
                                                 ============

                                      F-11
<PAGE>

         The company leases an office in New York under an agreement that
commenced in October 2003 and expires in September 2008. Total gross rent
expense for the years ended December 31 2007 and 2006 was $18,796 and $20,077,
respectively.

         The future minimum annual rental payments are as follows:

              2008                                     15,300
                                                 ------------
                                                 $     15,300
                                                 ============

Employment Agreements

         The President of the Company, Mr. Robert Baskind, has an employment
contract that renews annually on the first day of each year and which entitled
him to a salary of $155,000 during 2007. In accordance with the terms of the
employment contract, he is entitled to five percent increases on a yearly basis.
The employment agreement, as amended, expires in 2010. Additionally, Mr.
Baskind's agreement provides for other customary provisions.

NOTE 8 - Concentration of Credit Risk

         Financial instruments that potentially subject the Company to credit
risk include cash and accounts and notes receivable. At December 31 2007 two
accounts exceeded federally insured limits by approximately $272,000 and at
December 31, 2006 two accounts exceeded the federally insured limits by
approximately $347,000. Also, at December 31 2007 and December 31, 2006, the
Company had accounts and notes receivable from franchisees of approximately
$356,300 and $277,200, respectively, net of an allowance for doubtful accounts
of approximately $367,900 and $427,200, respectively. Notes receivable, derived
principally from sales of franchises and market areas, are collateralized by the
franchise agreements to which they relate. Presently, a majority of the
Company's franchises are within the states of New York, Florida and Colorado.

NOTE 9 - Related Party Transactions

Franchise Facilities

         The Company rents certain Franchise locations owned or leased by the
Company's president and affiliates, which are sublet to Franchisees. For the
years ended December 31, 2007 and 2006, rent paid to the Company's president and
affiliates for real estate sublet was $67,706 and $69,102 respectively.
Management believes that the lease payments made by the Company to these
officers, directors, and affiliates are at fair market value and are
approximately equal to the rent charged to the Franchises occupying each
facility

NOTE 10 - Stock Options

Tilden Associates, Inc. Stock Option Plans

         From May 1998 to December 2005, the Company adopted several Tilden
Associates, Inc. Stock Option Plans ("the Plans") on an annual basis. The
Company may issue incentive options for a term of no greater than ten years and
non-incentive stock options for a term of no greater than eleven years. The
incentive stock options may be issued with an exercise price of no less than
100% of the fair market value of the stock at the time of the grant. However, in
the case of employees holding greater than 10% of the Company's common stock,
the option price shall not be less than 110% of the fair market value of the
stock at the time of the grant and the term of the option may not exceed five
years. The non-incentive stock options may be issued with an exercise price of
no less than 50% of the fair market value of the stock at the time of the grant.
Additionally, options may be granted to any eligible person for shares of common
stock of any value provided that the aggregate fair market value of the stock
with respect to which incentive stock options are exercisable for the first time
during any calendar year, shall not exceed $100,000.

                                      F-12
<PAGE>

         Additionally, the option price shall be paid in full at the time of
exercise in cash or, with the approval of the Board of Directors, in shares of
common stock. Further, if prior to the expiration of the option the employee
ceases to be employed by the Company, the options granted will terminate 90 days
after termination of the employee's employment with the Company.

         From 1998 to 2005, the Company granted stock options to purchase a
total of 7,038,300 shares of the Company's common stock at exercise prices
ranging from $0.01 per share to $3.00 per share. Through December 31, 2005,
32,500 options were exercised, 938,800 options expired or were forfeited, and
6,067,000 options remained outstanding at December 31, 2005.

         On July 18, 2006, a derivative action was filed challenging the
issuance of stock options by the Company to members of management and the Board
of Directors between 2001 and 2005. In August of 2006, the Company rescinded the
stock options issued in the years 2001 to 2005. On September 11, 2006, the
action was settled.

         No stock options were granted during the years ended December 31, 2007
or 2006, respectively. At December 31, 2007, there are no stock options
outstanding.

NOTE 11 -  Other Receivable

         On May 5, 2004, Oilmatic Franchising Corp., a wholly owned subsidiary
of the Company (Oilmatic), was formed for the purpose of selling franchises for
the system developed by Oilmatic International, LLC. (International). Through
December 31 2005, the Company advanced $79,258 to Oilmatic in connection with
its formation and the acquisition of the exclusive franchise rights for certain
locations from International. In November 2005, Oilmatic agreed to terminate its
franchise rights and International agreed to pay the Company $65,000 payable in
eighteen equal monthly installments of $3,611 commencing January, 2006. As of
December 31, 2007 and 2006 the balance receivable on the agreement was $7,222
and $32,500, respectively.

NOTE 12 - Franchises and Market Area Activities

Franchises

         During the years ended December 31 2007 and 2006, the Company sold five
and twelve new franchises, respectively. As of December 31 2007 and 2006, the
Company had 48 and 49 active franchised locations. Throughout each year several
franchises are returned to the Company's control either through foreclosures or
abandonment.

Market Areas

         During the years ended December 31 2007 and 2006 the Company sold zero
and five rights to develop new market areas, respectively.

NOTE 13 - Company Owned Store

         In August 2006, the Company took possession of an abandoned location in
Fort Worth Texas. The Company committed to operating the location until it could
find a buyer. The Texas location generated revenue and loss from operations of
approximately $116,000 and $30,000, respectively, in 2007 and $183,000 and
$2,000, respectively, in 2006. The store was sold during the first quarter,
2007.


NOTE 14 - Retirement Plan

         In November, 2006, the Company adopted a qualified deferred arrangement
401(k) plan where employees may contribute up to the Internal Revenue Service
deferred compensation limit for 401(k) plans, which was $15,500 in 2007. The
plan allows the Company to make optional non-elective contributions into the
plan for full-time employees up to 6% of employee's wages. Company contributions
to the plan (which are expensed when incurred) for the years ended December 31,
2007 and 2006 were $0 and $22,594, respectively.

                                      F-13
<PAGE>

NOTE 15- Sale of Building

         In March 2007, the Company purchased a building in West Babylon, New
York for approximately $819,000. The purchase was financed by cash on hand at
the time of the purchase and by the utilization of a line of credit established
by the Company in 2006. Included in the cost of the building was the purchase of
lease rights, from the franchisee who previously occupied the space, in the
amount of $125,000. Also in March 2007, the Company sold the West Babylon
building for approximately $950,000 resulting in a profit of approximately
$131,000. The contract of sale required that the Company keep $200,000 in escrow
until the building is evacuated and the equipment maintained by the franchisee
is removed. Subsequent to December 31, 2007 the premises were emptied out and
the Company had the funds held in escrow released to them.

NOTE 16-Subsequent Events

On March 27, 2008, the Company entered into an Agreement and Plan of Merger and
Reorganization with Extreme Mobile Coatings, Inc. ("Extreme"), Extreme
Acquisition Company, Inc.("Extreme Acquisition") and TFB Acquisition Company,
LLC ("TFB"), which contemplates the Company's acquisition of Extreme, by way of
a merger of Extreme Acquisition, a wholly owned subsidiary of the Company, with
and into Extreme. Under the terms of the merger agreement, the existing
shareholders of Extreme will be issued 9,355,000 unregistered shares of the
Company's common stock after giving effect to a proposed 1 for17 reverse split
of the Company's common stock and Extreme will become a wholly owned subsidiary
of the Company. The shares will represent approximately 94% of the Company's
outstanding common stock after completion of the merger. Extreme is in the
business of (1) offering franchises to operate a mobile business which provides
painting or coatings on various surfaces using a patented system and (2)
operating a mobile coating business in Kentucky. The agreement also contemplates
that at the time of the merger into Extreme, the assets owned by the Company in
connection with conducting its existing business (the "Automotive Assets") will
be sold to TFB, a newly formed company controlled by Robert Baskind, Chairman
and President of the Company. The purchase price for the Automotive Assets will
consist of (1) the assumption of substantially all of the Company's liabilities,
(2) the release of the Company by Mr. Baskind from all existing and future
claims, liabilities and obligations under his employment agreement with the
Company and (3) the surrender of 75,000 shares of the Company's common stock
after giving effect to the reverse stock split, for cancellation. As a result of
the merger and the disposition of the Company's existing business to TFB, the
business of Extreme will represent the Company's sole line of business after the
closing of transactions contemplated by the merger. In connection with the
consummation of the transactions contemplated by the merger agreement, the
directors and officers of the Company, will be replaced by designees of Extreme.
The closing of the transactions contemplated by the merger agreement is
scheduled to take place within five days after the date when each of the
conditions precedent to closing set forth in the merger agreement have been
fulfilled, including, among others, approval of such transactions by the
stockholders of the Company. No assurance can be given that the stockholders of
the Company will approve the transactions or that the transactions will be
consummated.

                                      F-14
<PAGE>

             Report of Independent Registered Public Accounting Firm
                      On Supplemental Financial Information

To the Board of Directors and Stockholders of
Tilden Associates, Inc.

My report on the audit of the basic consolidated financial statements of Tilden
Associates, Inc. and subsidiaries for the years 2007 and 2006 appears on page
F-1. The audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole.

The supplementary information presented in the schedule of selling, general and
administrative expenses that appears on page F-17, is presented for the purposes
of additional analysis and is not a required part of the basic financial
statements. Such information has been subjected to the auditing procedures
applied in the audits of the basic financial statements for the years 2007 and
2006 and, in my opinion, is fairly stated in all material respects in relation
to the basic financial statements taken as a whole.


                                       /s/ Michael T. Studer CPA P.C.
                                       ----------------------------------
Freeport, New York
April 11, 2008



                                      F-15
<PAGE>

           TILDEN ASSOCIATES, INC. AND SUBSIDIARIES
       CONSOLIDATED STATEMENTS OF SELLING,
             GENERAL AND ADMINISTRATIVE EXPENSES


                                                   Year Ended December 31,
                                                 ----------------------------
                                                     2007            2006
                                                 ------------    ------------
Salaries and wages                               $    206,853    $    194,869
Officer's salary                                      144,352         147,404
Payroll and other taxes                                23,740          21,520

Bad debt expense                                      209,783         534,356
Professional fees                                     138,040         104,561
Consulting                                             29,940          30,808

Rent                                                   18,796          20,077
Office expense                                         26,277          18,528
Telephone expense                                      12,172           8,671

Fees and licenses                                      12,273          19,229
Amortization expense                                    1,519           1,519
Depreciation expense                                    6,566           2,792

Travel and entertainment                               26,286          62,652
Trade shows                                             7,595          14,075
Training                                               10,000           6,200
Automobile expense                                     15,820          11,093

Settlement costs                                           --          20,000
Advertising                                             5,767              --
Insurance                                              13,919           7,416
Miscellaneous expense                                  13,181          36,672
                                                 ------------    ------------

                                                 $    922,879    $  1,262,442
                                                 ============    ============

                                      F-16
<PAGE>

                    TILDEN ASSOCIATES, INC. AND SUBSIDIARIES

                                   SIGNATURES

         In accordance with section 13 or 15(d) of the Exchange Act, the
Registrant caused this report to be signed by the undersigned, thereunto duly
authorized.


Date: April 14, 2008                   TILDEN ASSOCIATES, INC.

                                       By: /s/ ROBERT BASKIND
                                           ------------------------------------
                                           Robert Baskind
                                           President and
                                           Chief Executive Officer


In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the Registrant and in the capacities and on the
dates indicated.

Signatures                            Titles                           Date

By: /s/ ROBERT BASKIND       Chairman of the Board, President     April 14, 2008
    ---------------------    Chief Executive Officer
    Robert Baskind           (Principal Executive and
                             Financial Officer)