UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 FORM 10-K/A
 (Amendment No. 2)
 
  ̈ Annual Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934
 
 for the fiscal year ended December 31, 2010
 
  ̈ Transition Report Under Section 13 or 15(D) of the Securities Exchange Act of 1934
 
 for the transition period from _______________ to _______________
 
 Commission File Number:   000-53392
 
 ACCELERATED ACQUISITIONS V, INC.
 (Exact name of small Business Issuer as specified in its charter)
 
 Delaware
26-2517763(State or other jurisdiction of incorporation or
(IRS Employer Identification No.)organization)12720 Hillcrest Road, Suite 1045Dallas, TX
75230(Address of principal executive offices)
(Zip Code)
 
 Issuer's telephone number, including area code: (972) 388-1973
 
 n/a
 
 Former address if changed since last report
 
 Securities registered under Section 12(b) of the Exchange Act:    None
 
 Securities registered under Section 12(g) of the Exchange Act:
 
 Common Stock, par value $0.0001 per share
 
 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  ̈    No   x
 
 Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes  ̈   No   x
 
 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x   No  ̈
 
 Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-K 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-K or any amendment to this Form 10-K.   ̈
 
 Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
 
 Large Accelerated

Filer   ̈

Accelerated

Filer   ̈

Non-Accelerated Filer   ̈  (Do not check if

a smaller reporting company)

Smaller Reporting

Company  þ
 
 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
  ̈ Yes x No
 
 State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter (June 30, 2010)—No sale or bid data was available as of that date.
 
 State the number of shares outstanding of the registrant's $.0001 par value common stock as of the close of business on the latest practicable date (March 22, 2011):  34,391,506
 
 Documents incorporated by reference: None.
  
  Explanatory Note
  Accelerated Acquisitions V, Inc. (the “Company”) is filing this Amendment No. 2 to its Annual Report on Form 10-K for the fiscal year ended December 31, 2010 (the “2010 Form 10-K”), originally filed with the Securities and Exchange Commission (“SEC”) on March 24, 2011 (the “Original Filing”) is being made in response to certain comments received from the staff of the SEC.
  For convenience and ease of reference the Registrant is filing this Form 10-K/A in its entirety with applicable changes.  Unless otherwise stated, all information contained in this amendment is as of March 24, 2011, the filing date of the Original Filing.  Except as stated herein, this Form 10-/A does not reflect events or transactions occurring after such date or modify or update those disclosures in the Original Filing that may have been affected by events or transactions occurring subsequent to such filing date.
  
 
 TABLE OF CONTENTS
 
 PART IITEM 1.
BUSINESS

3ITEM 1A.
RISK FACTORS

6ITEM 1B.
UNRESOLVED STAFF COMMENTS

6ITEM 2.
PROPERTIES

7ITEM 3.
LEGAL PROCEEDINGS

7ITEM 4.
[REMOVED AND RESERVED]

7PART IIITEM 5.
MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

7ITEM 6.
SELECTED FINANCIAL DATA

8ITEM 7.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

8ITEM 7A.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

14ITEM 8.
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

14ITEM 9
CONTROLS AND PROCEDURES

28ITEM 9B.
OTHER INFORMATION

28PART IIIITEM 10.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

28ITEM 11.
EXECUTIVE COMPENSATION

31ITEM 12.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

31ITEM 13.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

32ITEM 14
PRINCIPAL ACCOUNTING FEES AND SERVICES

34PART IVITEM 15.
EXHIBITS, FINANCIAL STATEMENT SCHEDULES

35SIGNATURES

37
  2
 
 FORWARD LOOKING STATEMENTS
 Forward-Looking Statements
 
 This Annual Report on Form 10-K (the “Report”), including ”Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7 contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding future events and the future results of Accelerated Acquisitions, Inc. and its consolidated subsidiaries (the “Company”) that are based on management’s current expectations, estimates, projections and assumptions about the Company’s business. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “sees,” “estimates” and variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements due to numerous factors, including, but not limited to, those discussed in, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7 and elsewhere in this Report as well as those discussed from time to time in the Company’s other Securities and Exchange Commission filings and reports. In addition, such statements could be affected by general industry and market conditions. Such forward-looking statements speak only as of the date of this Report or, in the case of any document incorporated by reference, the date of that document, and we do not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this Report. If we update or correct one or more forward-looking statements, investors and others should not conclude that we will make additional updates or corrections with respect to other forward-looking statements.
 
 PART I
 
 ITEM 1.
BUSINESS.
 
 From inception (April 29, 2008), Accelerated Acquisitions V, Inc. was organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. Our principal business objectives were to achieve long-term growth potential through a combination with a business rather than immediate, short-term earnings.
 
 On April 29, 2008, the Registrant sold 5,000,000 shares of Common Stock to Accelerated Venture Partners, LLC for an aggregate investment of $4,000.00.  These shares were issued immediately following the incorporation of the Company and were “founder’s shares”.  There were no written or oral agreements between the parties relevant to the purchase of the founder’s shares and the purchaser became the sole shareholder of the Company (which at the time was a “shell” corporation.  The Registrant sold these shares of Common Stock under the exemption from registration provided by Section 4(2) of the Securities Act.
 
 On March 22, 2010 Richard K. Aland agreed to acquire 23,907,138 shares of the Company’s common stock par value $0.0001 for a price of $0.0001 per share and Donald Kelly agreed to acquire 4,218,907 shares of the common stock par value $0.0001 for a price of $0.0001 per share.  This transaction was consummated on April 2, 2010.
 
 At the same time, Accelerated Venture Partners, LLC (“AVP”) agreed to tender 1,979,760 of its 5,000,000 shares of the Company’s common stock par value $0.0001 for cancellation. Accelerated Venture Partners, LLC tendered the shares as a part of a negotiated transaction where it agreed to transfer control of the Company to Messrs Aland and Kelly.  The agreed consideration for the transaction was that AVP would retain 9.69% of the post-transaction shares issued and outstanding.  It was also agreed at the time that the Company would enter into a Consulting Services Agreement with AVP (see below).  The entire transaction was the subject of an oral agreement between the parties which designated the applicable share amounts and share price and was one integrated transaction.  There was no specific consideration allocated to any of its elements; i.e. there was no specific consideration for the tender of shares apart from the overall consideration paid by Messrs. Aland and Kelly for their concurrent purchase of their interest in the Company.  By letter dated March 25, 2010, AVP tendered 1,979,760 shares of its stock to the Company for cancellation.  A copy of this letter is attached as Exhibit 10.3.
  3
 
 Messrs. Aland and Kelly subsequently made gifts of 136,000 and 110,000 shares, respectively, to an aggregate of ten donees.  All gifted shares were donated prior to April 2, 2010.  All gifts were to members of the respective donor’s family as a part of the donor’s ongoing estate planning.  The relationships are the following:  Robert and Ronald Aland are brothers of Richard Aland; Lauren Morr and Erin Spalsbury are daughters of Richard Aland.  Ethel Fleisher is the mother of Richard Aland.  Chad Kelly and Jessica Kelly are children of Don Kelly; Dominic and Wyatt Kelly are grandchildren of Don Kelly; Nina Kelly is the mother of Jessica and Chad Kelly and is Don Kelly’s ex-wife).  Following these transactions (and the exercise of the AVP Option), Mr. Aland owned 69.12%% and Mr. Kelly owned 11.95% of the Company’s 34,391,506 issued and outstanding shares of common stock par value $0.0001.  The interest of Accelerated Venture Partners, LLC (including shares issued on the exercise of the AVP Option) was reduced to approximately 18.19% of the total issued and outstanding shares.  Simultaneously with the share purchase, Timothy Neher resigned from the Company’s Board of Directors and Messrs. Aland and Kelly were simultaneously appointed to the Company’s Board of Directors.  Such action represented a change of control of the Company.
 
 The Company intends to file a Certificate of Amendment to its Certificate of Incorporation with the Secretary of State of Delaware in order to change its name to “DEMAND POOLING, INC”.
 
 On April 15, 2010, the Company entered into a Licensing Agreement (“Licensing Agreement”) with Demand Pooling Global Services, LLC (“Licensor”) pursuant to which the Company was granted a, non-transferrable license for certain territories (an exclusive license for North America and a non-exclusive license for all markets outside of North America) for certain intellectual property developed by Licensor, principally comprising a business concept and related technology which has, as its core product, the aggregation of demand for high-ticket capital equipment and selected commodities to facilitate cooperative purchases of similar products by a significant number of large end-users (the “Technology”).  The Technology would also permit and facilitate pooled financing for such purchases in a manner which permits greater financial flexibility for the end-users.  Finally, the Technology permits and facilitates the disposal of older equipment and commodities by end-users in order to improve the cost recovery on disposal of surplus or dated equipment and commodities.  The License also provides for the use of a datacenter through a third-party provider.
 
 The only relationship between the Company and Licensor is that of a licensee/licensor relationship.  Licensor is the developer of the software and the Company both markets and operates the platform.  The license is an exclusive North American license and a non-exclusive worldwide license, permitting the licensor to offer the platform to other marketing firms for operation of pools outside of North America.  The two senior-most managers of both firms are the same, Richard Aland and Don Kelly.
 
 The Company establishes certain rules for each pool.  These rules relate primarily to the timing of the pool – when it is opened to buyer participation, when buyer participation ends and supplier bidding commences and the time deadline when the suppliers must submit bids.  Typically, the latter occurs at 1:59:59 PM Central time after which time, suppliers can no longer submit bids.  One second later (timed according to the U.S. Atomic Clock), access reverts to the buyers for capturing their respective bids from the supplier.  No timing is imposed upon the buyers for evaluating their bids and making a determination of whether to award a contract to one or more suppliers or to reject the bids.  Some may award immediately and some may take several months to make a determination, but each buyer evaluates its own bids and accepts or rejects them as they have in the past.
 
 The Company provides no examples of invitations for bids (“IFBs”), purchase agreements or other documentation since every state or local government must reserve the right to employ its own documents which are uploaded onto the Company’s platform.  Suppliers must download and acknowledge receipt of those documents before they are allowed to progress to pricing.
  4
 
 The Company imposes no geographic constraints or limitations and the only bidding process that is addressed by the platform is the traditional ‘ competitive sealed bid ’ process which state and local governments either require or with which they are most familiar.
 
 The Company does not plan to offer opportunities for a reverse auction mechanism or for Dutch auctions, or otherwise.
 
 The Company does not conduct an auction process but rather a very different and distinct process referred to as a “competitive sealed bid” process.  Under the competitive sealed bid process, buyers seek pricing from suppliers that are submitted in sealed envelopes, or in our case electronically, and opened mechanically or electronically by each buyer at Bid Opening.  There is no chance, as would be the case for an auction, for suppliers to submit one or more improved bids.  The sealed pricing is the best and final bid and no other pricing can be considered.
 
 The Company does not trade commodities, a process, which as previously explained, is very different from the Company’s process of providing a platform where state and local governments can post their IFB’s seeking bid pricing for their purchases.  In fact, the Company, does not buy, sell, inventory or trade any product.
 
 SLG’s do not hire us, contract with us or pay us a fee.  They simply use our platform to post their requirements through an IFB pursuant to the traditional sealed bid process and we have not been able to identify any entity which is unable to employ our platform.
 
 Except for the rights granted under the License Agreement, Licensor retains all rights, title and interest to the Technology and any improvements thereto—although the License includes the Company’s right to utilize such improvements.
 
 The term of the License commences the date of execution of the Licensing Agreement (“Execution Date”) and continues for a term of twenty (20) years, ending on the twentieth anniversary of the Execution Date.  In addition to other requirements, the continuation of the license is conditioned on the Company generating net revenues in excess of expenses in the normal course of operations or the funding by the Company of a minimum of $10,000,000 for "qualifying research, development and commercialization expenses" in accordance with the following schedule:
 
 (a)
a minimum of US$1,000,000 during the period commencing upon the Execution Date and ending on the first anniversary of the Execution Date; or
 
 (b)
a minimum of US$4,000,000 during the period commencing upon the Execution Date and ending on the second anniversary of the Execution Date; or
 
 (c)
a minimum of US$10,000,000 during the period commencing upon the Execution Date and ending on the third anniversary of the Execution Date
 
 The Licensing Agreement calls for royalties payable by the Company to the Licensor of ten percent (10%) of all gross revenues resulting from the use of the Technology by the Company and twenty-five percent (25%) of all royalties and fees received from third party sublicensees.
 
 The license is terminated upon the occurrence of events of default specified in the License Agreement.
  5
 
 The Company played no role in the development of the Technology.  The business concept behind the Technology was developed primarily by Richard Aland, the Company founder, although he played no role in the actual development of the Technology.    Since the Technology has never been specifically applied commercially, the Company is unable to estimate the commercial value of the Technology.  Licensor was created for the purpose of developing and implementing the software application necessary for implementation of Mr. Aland’s vision of how state and local governments could effectively generate large-scale savings on the purchase of capital assets and certain commodities (motor fuel and water treatment chemicals).   Licensor has been in business since August, 2005 and during the time since its commencement of operations through 2009, it developed the software application.  Notwithstanding, Licensor found that it lacked the capabilities to effectively and successfully market the concept.  Licensor therefore determined to focus solely on software development with a strategy to sell or license the software and to provide support for the software. To the best of the Company’s knowledge, Licensor has never been, is not currently and has no plans in the future to engage in the demand aggregation pools business.  DPGS is strictly a software development company which developed the electronic application or platform which is licensed to the Company. Further, the Company believes that Licensor has no intent to engage in a business similar to the Company in the United States (which the Company believes would be in violation of the terms of the License). The Company believes that Licensor has not generated any revenues to date.
 
 The Company investigated a variety of software applications as possible alternatives to the licensed software, but did not find any alternative software which it viewed as being as sophisticated, scalable and flexible as the software application licensed from Licensor.
 
 The Company’s application platform is fully functional in its current state and it is currently conducting its first non-beta pooled purchase of products for state and local governments.  The subject product is motor fuel and the next product pools will be for water treatment chemicals and police and other vehicles.  The Company is currently ascertaining the optimal timing for the launch of pooled purchases for these products. The Company launched its Fall Motor Fuel Pool in October 2010.  All bids have been submitted and buyers are in the process of evaluating the bids.  The Winter 2011 Motor Fuel Pool was launched during the last week in December 2010 with bids due in early March 2011.
 
 The “business concept” which the Company is currently marketing to state and local governments is a streamlined  ”demand aggregation,” or “cooperative purchasing” methodology for acquiring high-valued capital assets and selected commodities (motor fuel and water treatment chemicals), that comprise a significant component of most state and local government budgets as a means for producing improved pricing (volume-discount pricing) versus the pricing that would be achievable by individual entities in the volumes each would typically buy.  The “Technology” supporting the business concept is the actual electronic platform that facilitates buyers seeking bid requests in a single time window and in a single location, provided they have access to the Internet and can login to the Company’s website.  The Company’s initial target market is considered highly fragmented, consisting of approximately 87,000 state and local governments that do not have any natural way of leveraging their collective buying power.  These state and local governments have common purchase needs, are non-competitive with one another and tend to employ the same sealed bid process for obtaining competitive bids.
 
 In order to market the benefits of demand aggregation (cooperative purchasing) to its initial target market customers, and potentially to others, and to streamline the cooperative buying process, the Company has licensed a web-based, fully-functional electronic platform technology, developed in its entirety by the Licensor, to automate various aspects of the business concept.  The Company does not intend to be in the software development business or to commit the resources to creation, development or maintenance of software, but prefers to focus its attention and resources upon marketing its services to users that may benefit from those services.
 
 On April 29, 2010, the Company entered into a Consulting Services Agreement (“Consulting Services Agreement”) with AVP, a company controlled by Timothy J. Neher.  A copy of the Consulting Services Agreement is attached hereto as Exhibit 10.2.  The Consulting Services Agreement required that AVP provide the Company with certain advisory services that included reviewing the Company’s business plan, identifying and introducing prospective financial and business partners, and providing general business advice regarding the Company’s operations and business strategy in consideration of (a) an option granted by the company to AVP to purchase 3,235,971 shares of the company’s Common Stock at a price of $0.0001 per share (the “AVP Option”) (which was immediately exercised by the holder, subject to a repurchase option (“Repurchase Option”) granted to the Company to repurchase the shares at a price of $0.0001 per share upon the occurrence of certain events of default as more fully detailed in the Consulting Services Agreement and (b) certain cash compensation based on the achievement of certain specific milestones.
 
 On February 22, 2011, the Company received a letter from AVP giving notice of its termination of the Consulting Services Agreement (“Termination Letter”).  A copy of the Termination Letter is attached hereto as Exhibit 99.1.   The Company believes that AVP failed to perform the agreed services under the Consulting Services Agreement.  Since AVP did not meet the milestones required in the Consulting Services Agreement, the Company does not believe that it is obligated to pay any amounts to AVP under the terms of the Consulting Services Agreement.  The Company further believes that it is entitled to immediately exercise the Repurchase Option with respect to the 3,235,971 shares of Company Common Stock which was issued to AVP under the Consulting Services Agreement at a price of $0.0001 per share and intends to do so.  The Company’s management believes that the termination of the Consulting Services Agreement will have no impact whatsoever on its plan of operation, principally because AVP was not actively involved in the Company’s operations prior to such termination.
 
 On May 3, 2010, the Company filed a Form 8-K Report with the United States Securities and Exchange Commission which, among other things, included a change in the Company’s Shell Company Status as of April 15, 2010—the date the company entered into the License.
 
 On July 2, 2010, the company completed a private offering of its common shares under the provisions of the Delaware securities laws and under a Regulation D exemption with respect to the federal securities laws. We sold a total of 9,250 common shares at a price of $2.00 per share to a total of thirty-five investors. We raised a total of $18,500 in this offering.
 
 Employees
 
 As of December 31, 2010, the Company employed four full-time and six part-time contract employees.
 
 ITEM 1A.  RISK FACTORS
 
 Smaller reporting companies are not required to provide the information required by this item.
 
 ITEM 1B.  UNRESOLVED STAFF COMMENTS
 
 None.
  6
 
 ITEM 2.  PROPERTIES.
 
 The Company maintains its designated office at 12720 Hillcrest Road, Suite 1045, Dallas, Texas 75230.  These offices, comprising 2,950 sq. ft., are leased by Demand Pooling Global Services, LLC from St. Paul Properties for a monthly rental of $3,900 which expires March 1, 2012.  The Company uses an undesignated portion of such space free of rent.  At some time in the future, Demand Pooling, LLC may begin charging rent to the Company for the portion of the space which it uses.
 
 ITEM 3.     LEGAL PROCEEDINGS
 
 As of December 31, 2010, the Company was not a party to any pending or threatened legal proceedings.
 
 ITEM 4.     [REMOVED AND RESERVED]
 
 PART II.
 
 ITEM 5.     MARKET FOR REGISTRANT’S COMMON EQUITY; RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES
 
 Market for Registrant’s Common Equity
 
 The Company became subject to Securities Exchange Act Reporting Requirements in April 2008. There has never been any market for or trading in our stock. There can be no assurance that a highly-liquid market for our securities will ever develop.
 
 Options and Warrants
 
 In April 2009, an option was granted by the company to Accelerated Venture Partners, LLC to purchase 3,235,971 shares of the company’s common stock at a price of $0.0001 per share (which was immediately exercised by the holder) subject to a repurchase option granted to the Company to repurchase the shares at a price of $0.0001 per share in the event the Company fails to complete funding as detailed in the agreement subject to the following milestones:
 
 ●
Milestone 1– Company’s right of repurchase will lapse with respect to 70% of the shares upon securing $5 million in available cash from funding;
 
 ●
Milestone 2- Company’s right of repurchase will lapse with respect to 20% of the Shares upon securing $10 million in available cash (inclusive of any amounts attributable to Milestone 1);
 
 ●
Milestone 3- Company’s right of repurchase will lapse with respect to the remaining 10% of the Shares upon securing $15 million in available cash (inclusive of any amounts attributable to Milestones 1 or 2);
 
 Other than the aforementioned option, none of the shares of our common stock are subject to outstanding options or warrants.
 
 Shareholder Advances
 
 At December 31, 2010, four shareholders of the Company had advanced to the Company an aggregate amount of $139,100.  These advances are payable on demand and non-interest bearing.
  7
 
 Note Receivable
 
 The Company has advanced $7,627 to Demand Pooling Global Services, LLC, which is payable on demand and non-interest bearing.
 
 Status of Outstanding Common Stock
 
 As of December 31, 2010, we had a total of 34,391,506 shares of our common stock outstanding.  Of these shares, 27,880,045 are held by “affiliates” of the Company and the remaining shares are either registered or may be transferred subject to the requirements of Rule 144.  We have not agreed to register any additional outstanding shares of our common stock under the Securities Act.
 
 Holders
 
 We have issued an aggregate of 34,391,506 shares of our common stock to approximately 40 record holders.
 
 Dividends
 
 We have not paid any dividends to date, and have no plans to do so in the immediate future.
 
 Recent Sales of Unregistered Securities
 
 None.
 
 Purchases of Equity Securities
 
 The Company has never purchased nor does it own any equity securities of any other issuer.
 
 ITEM 6.     SELECTED FINANCIAL DATA
 
 Year Ended
 
 12/31/10


12/31/09Revenues

$
-


$
-Net Income (Loss)

$
(86,700
)

$
(6,792
)Net Income (Loss) Per Share, Basic and Diluted

$
(0.00
)

$
(0.00Weighted Average No. Shares, Basic and Diluted


26,893,740



5,000,000Stockholders’ Equity (Deficit)

$
(74,248
)

$
(6,048
)Total Assets

$
-


$
-Total Liabilities

$
152,300


$
6,164
 
 ITEM 7.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION
 
 The following discussion of our financial condition and results of operation for the years ended December 31, 2010 and 2009 should be read in conjunction with the financial statements and the notes to those statements that are included elsewhere in this report. Our discussion includes forward-looking statements based upon current expectations that involve risks and uncertainties, such as our plans, objectives, expectations and intentions. Actual results and the timing of events could differ materially from those anticipated in these forward-looking statements as a result of a number of factors, including those set forth under the “Risk Factors,” “Cautionary Notice Regarding Forward-Looking Statements” and “Our Business” sections in this Form 8-K.  We use words such as “anticipate,” “estimate,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “believe,” “intend,” “may,” “will,” “should,” “could,” and similar expressions to identify forward-looking statements.
 
 8
 
 Plan of Operation
 
 From inception (April 29, 2008), Accelerated Acquisitions V, Inc. was organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation.
 
 On April 29, 2008, the Registrant sold 5,000,000 shares of Common Stock to Accelerated Venture Partners, LLC for an aggregate investment of $4,000.00.  These shares were issued immediately following the incorporation of the Company and were “founder’s shares”.  There were no written or oral agreements between the parties relevant to the purchase of the founder’s shares and the purchaser became the sole shareholder of the Company (which at the time was a “shell” corporation.  The Registrant sold these shares of Common Stock under the exemption from registration provided by Section 4(2) of the Securities Act.
 
 On March 22, 2010 Richard K. Aland (“Purchaser”) agreed to acquire 23,907,138 shares of the Company’s common stock par value $0.0001 for a price of $0.0001 per share and Donald Kelly agreed to acquire 4,218,907 shares of the common stock par value $0.0001 for a price of $0.0001 per share at the same time, Accelerated Venture Partners, LLC agreed to tender 1,979,760 of its 5,000,000 shares of the Company’s common stock par value $0.0001 for cancellation.  The entire transaction was consummated on April 2, 2010.
 
 The transaction was the subject of an oral agreement between the parties which designated the applicable share amounts and share price and was one integrated transaction.  There was no specific consideration allocated to any of its elements; i.e. there was no specific consideration for the tender of shares apart from the overall consideration paid by Messrs. Aland and Kelly for their concurrent purchase of their interest in the Company.  By letter dated March 25, 2010, AVP tendered 1,979,760 shares of its stock to the Company for cancellation.  A copy of this letter is attached as Exhibit 10.3.
 
 Messrs. Aland and Kelly subsequently made gifts of 136,000 and 110,000 shares, respectively, to an aggregate of ten donees.  All gifted shares were donated prior to April 2, 2010.  All gifts were to members of the respective donor’s family as a part of the donor’s ongoing estate planning.  The relationships are the following:  Robert and Ronald Aland are brothers of Richard Aland; Lauren Morr and Erin Spalsbury are daughters of Richard Aland.  Ethel Fleisher is the mother of Richard Aland.  Chad Kelly and Jessica Kelly are children of Don Kelly; Dominic and Wyatt Kelly are grandchildren of Don Kelly; Nina Kelly is the mother of Jessica and Chad Kelly and is Don Kelly’s ex-wife).
 
 Following these transactions, Mr. Aland  owned 76.75%% and Mr. Kelly owned 13.54% of the Company’s 31,146,285 issued and outstanding shares of common stock par value $0.0001 and the interest of Accelerated Venture Partners, LLC was reduced to approximately 9.69% of the total issued and outstanding shares.  Simultaneously with the share purchase, Timothy Neher resigned from the Company’s Board of Directors and Messrs. Aland and Kelly were simultaneously appointed to the Company’s Board of Directors.  Such action represents a change of control of the Company.
 
 Prior to the purchase of the shares, the Purchasers were not affiliated with the Company. However, the Purchasers will be deemed affiliates of the Company after the share purchase as a result of their stock ownership interest in the Company. The purchase of the shares by the Purchasers was completed pursuant to written Subscription Agreements with the Company. The purchase was not subject to any other terms and conditions other than the sale of the shares in exchange for the cash payment.
  9
 
 On April 15, 2010, the Company entered into a Licensing Agreement (“Licensing Agreement”) with Demand Pooling Global Services, LLC (“Licensor”) pursuant to which the Company was granted a, non-transferrable license for certain territories (an exclusive license for North America and a non-exclusive license for all markets outside of North America) for certain intellectual property developed by Licensor, principally comprising a business concept and related technology which has, as its core product, the aggregation of demand for high-ticket capital equipment and selected commodities to facilitate cooperative purchases of similar products by a significant number of large end-users (the “Technology”).  The Technology would also permit and facilitate pooled financing for such purchases in a manner which permits greater financial flexibility for the end-users.  Finally, the Technology permits and facilitates the disposal of older equipment and commodities by end-users in order to improve the cost recovery on disposal of surplus or dated equipment and commodities.  The License also provides for the use of a datacenter through a third-party provider.
 
 Except for the rights granted under the License Agreement, Licensor retains all rights, title and interest to the Technology and any improvements thereto—although the License includes the Company’s right to utilize such improvements.
 
 The term of the License commences the date of execution of the Licensing Agreement (“Execution Date”) and continues for a term of twenty (20) years, ending on the twentieth anniversary of the Execution Date.  In addition to other requirements, the continuation of the license is conditioned on the Company generating net revenues in excess of expenses in the normal course of operations or the funding by the Company of a minimum of $10,000,000 for "qualifying research, development and commercialization expenses" in accordance with the following schedule:
 
 (a)
a minimum of US$1,000,000 during the period commencing upon the Execution Date and ending on the first anniversary of the Execution Date; or
 
 (b)
a minimum of US$4,000,000 during the period commencing upon the Execution Date and ending on the second anniversary of the Execution Date; or
 
 (c)
a minimum of US$10,000,000 during the period commencing upon the Execution Date and ending on the third anniversary of the Execution Date
 
 Under the foregoing formula, the Company is not required to make any specific expenditures if it reaches a point where revenues exceed expenses within the three-year period.  Also, the Company is not required to pay $10,000,000 (or any other amount in excess of the annual licensing fee) to the Licensor for any purposes—and is only required to show that it has made the expenditures for “qualifying research, development and commercialization” if revenues do not exceed expenses by the third anniversary of the agreement.  “Commercialization” essentially refers to marketing and sales.  If the Company does not meet the profitability test within the three-year period and the expenditures are, in fact, required, it is anticipated that a portion of the costs of development of the electronic platform, product configuration catalogs and the like will be paid to the Licensor for these purposes.  Notwithstanding, the Company retains the right to engage other contractors to develop components of the application and is not restricted to using the Licensor as its only source for additional development work.  All payments made to third party contractors for research, development and commercialization are included to satisfy the expenditure test.  It is anticipated that a significant portion of any expenditures by the Company will be utilized for the Company’s own preparation and market research for the implementation of new product pools beyond the original three product categories, and all such expenditures also serve to satisfy the expenditure test.
 
 The ownership of the intellectual property necessary for development and modification of the electronic platform resides with the Licensor and becomes a part of the exclusive North American and non-exclusive worldwide (outside North America) License.
 
 In order to implement and operate a pool, the Company does not currently need additional hardware or software beyond that which it has licensed from the Licensor and infrastructure that it leases on an oral month-to-month basis from Databank, LLC.  The server capacity is not currently stressed and one standby server provides redundancy for the platform application.  The Company does not anticipate a number of user accesses (“hits” to its system) that would be typical for consumer-oriented applications that might achieve accesses of hundreds of thousands or even millions of hits during a 24-hour period.  It is likely that the Company’s website would only achieve hundreds of hits or thousands of hits during a 24 hour period, which does not stress the capacity of the existing servers.  To double the capacity, the Company could convert its redundant server to an application server or add additional servers, as needed for new products.  The current cost of new servers, configured as believed to be necessary for the Company’s foreseeable needs, is approximately $4,000-$5,000 each and it is anticipated that new servers, if needed, will be purchased and owned by the Company or leased from the server manufacturers.
  10
 
 No authorizations are needed to launch, implement and operate pooled transactions.  The Company determines when pools are to be launched and how potential users are to be addressed.  Currently, its marketing approach is through a direct email campaign based upon contacts which the Company has identified.  Most of these contacts, which now number fewer than 10,000 out of the estimated 87,000 state and local government entities, have been obtained by the Company investigating state and local government websites (cities, counties, states, airports, transit agencies, school and hospital districts and higher education facilities) and trade organization websites.  The Company intends to continue and to expand its email notification activities and, if funding becomes available and/or net revenue generation is sufficient, to investigate the affordability of implementing advertising and public relations campaigns.
 
 Typically, pools for various products will be scheduled and operated 1-4 times per year for each product.  If the Company is able to raise external financing in the amount of approximately $6,350,000, management expects to have the capability to operate 3-5 pools simultaneously within 6 months thereafter, and up to 5-8 simultaneous pools within the following 12 months.  The timing for each category of product pools will be based upon known budget cycles for the buyers of those products and upon surveys of buyers (as to the timing of their needs) and suppliers (regarding the production cycle for certain manufactured products).
 
 The Licensing Agreement calls for royalties payable by the Company to the Licensor of ten percent (10%) of all gross revenues resulting from the use of the Technology by the Company and twenty-five percent (25%) of all royalties and fees received from third party sublicensees.
 
 The license is terminated upon the occurrence of events of default specified in the License Agreement.
 
 On April 29, 2010, the Company entered into a Consulting Services Agreement (“Consulting Services Agreement”) with AVP, a company controlled by Timothy J. Neher.  A copy of the Consulting Services Agreement is attached hereto as Exhibit 10.2.  The Consulting Services Agreement required that AVP provide the Company with certain advisory services that included reviewing the Company’s business plan, identifying and introducing prospective financial and business partners, and providing general business advice regarding the Company’s operations and business strategy in consideration of (a) an option granted by the company to AVP to purchase 3,235,971 shares of the company’s Common Stock at a price of $0.0001 per share (the “AVP Option”) (which was immediately exercised by the holder, subject to a repurchase option (“Repurchase Option”) granted to the Company to repurchase the shares at a price of $0.0001 per share upon the occurrence of certain events of default as more fully detailed in the Consulting Services Agreement and (b) certain cash compensation based on the achievement of certain specific milestones.
 
 On February 22, 2011, the Company received a letter from AVP giving notice of its termination of the Consulting Services Agreement (“Termination Letter”).  A copy of the Termination Letter is attached hereto as Exhibit 99.1.   The Company believes that AVP failed to perform the agreed services under the Consulting Services Agreement.  Since AVP did not meet the milestones required in the Consulting Services Agreement, the Company does not believe that it is obligated to pay any amounts to AVP under the terms of the Consulting Services Agreement.  The Company further believes that it is entitled to immediately exercise the Repurchase Option with respect to the 3,235,971 shares of Company Common Stock which was issued to AVP under the Consulting Services Agreement at a price of $0.0001 per share and intends to do so.  The Company’s management believes that the termination of the Consulting Services Agreement will have no impact whatsoever on its plan of operation, principally because AVP was not actively involved in the Company’s operations prior to such termination.
 
 On May 3, 2010, the Company filed a Form 8-K Report with the United States Securities and Exchange Commission which, among other things, included a change in the Company’s Shell Company Status as of April 15, 2010—the date the Company entered into the License.
 
 On July 2, 2010, the Company completed an offering of our common shares under the provisions of the Delaware securities laws and under an exemption from the federal securities laws. We sold a total of 9,250 common shares at a price of $2.00 per share to a total of thirty-five investors. We raised a total of $18,500 in this offering.
 
 Critical Accounting Estimates
 
 With particular reference to the valuation of shares issued by the Company, we did not utilize any critical accounting estimates as to fair market value of such stock.  With respect to the shares sold to Messrs. Aland and Kelly, the Company was nothing more than a “virgin” shell company at the time of such sale without any business or assets to value.  As a result, the par value of the stock was the only reasonable valuation basis for such shares.  The same applied to the option granted to Accelerated Venture Partners which were agreed at the same time and as a part of the same transaction as the stock sale to Messrs. Aland and Kelly—the Company believed that par value was the only reasonable valuation basis.  The shares sold to investors in July 2010 were valued at the amount actually paid—$2.00 per share.
 
 Going Concern
 
 We were a shell company from April 29, 2008 until we filed our Form 8-K Report related to a change in shell company status on May 3, 2010 and adopted its present Business Plan.  We have incurred net losses of approximately $32,223 since inception through September 30, 2010.  At September 30, 2010 we had approximately $18,616 in cash and approximately $0 other assets and our total liabilities were approximately $28,339.  The report of our independent registered public accounting firm on our financial statements for the year ended December 31, 2009 contains an explanatory paragraph regarding our ability to continue as a going concern based upon recurring operating losses and our need to obtain additional financing to sustain operations.  Our ability to continue as a going concern is dependent upon our ability to obtain the necessary financing to meet our obligations and repay our liabilities when they become due and to generate sufficient revenues from our operations to pay our operating expenses.  Management believes that the Company will need to raise approximately $6,350,000 in the 12 months commencing December 2010 and approximately $8,650,000 during the 2 nd 12 months commencing December 2011 in order to meet the requirements of its Business Plan and achieve its growth targets.
 
 There are no assurances that we will continue as a going concern and the Company’s financial statements do not include any adjustments that might result from the outcome of this uncertainty.
 
 Results of Operations
 
 Results of Operations for the periods ended December 31, 2010 and December 31, 2009
 
 During the period from inception (April 29, 2008) to December 31, 2009, we had no revenues and recognized expenses of $10,048 which primarily comprised professional and legal fees and other costs related to the start-up and organization of our business and raising initial capital for the Company. For year ended December 31, 2010, the Company had no revenues and incurred general and administrative expenses of $86,700.  These expenses were almost entirely attributable to the start-up costs of the Company and compliance with applicable securities laws and regulations.  During the period ended December 31, 2010 we incurred a loss of $86,700 compared to a loss of $6,792 in the comparable period of 2009.  The increased loss was attributable to the change in the status of the Company from a shell company to an operating Company in 2010.
  11
 
 For the period from inception (April 29, 2008) through December 31, 2010, the Company had no activities that produced revenues from operations and had a net loss of $96,748, due principally to legal, accounting, audit and other professional service fees incurred in relation to the formation of the Company, the filing of the Company’s Registration Statement on Form 10 filed in August 2008 and other SEC-related compliance matters and the start-up of the Company’s operations.
 
 Liquidity and Capital Resources
 
 As of December 31, 2010, the Company had cash on hand of approximately $13,548 and had total current liabilities of $152,300.  Management believes that the Company will need to raise approximately $6,350,000 in the first 12 months commencing December 2010 and approximately $8,650,000 during the 2nd 12 months commencing December 2011 in order to meet the requirements of its Business Plan and achieve its growth targets. In July 2010, we sold a total of 9,250 common shares at a price of $2.00 per share, which netted the Company a total of $18,500.
 
 The Company’s net losses to date are primarily attributable to pre-launch salaries and costs of general business model implementation, coupled with the late launch of its first revenue-production pool which will not likely settle until the beginning of the first quarter of 2011.  The Company believes that these results will not be characteristic of the Company’s operating results once it launches additional pooled purchases.  With respect to the funding milestones detailed in the License, the Company is not required to fund the $10,000,000 (for "qualifying research, development and commercialization expenses") amount as long as it achieves gross profitability within the first three years of the Licensing Agreement. The Company’s future success is therefore very dependent upon its ability to achieve profitable operations and generate cash from operating activities. There is no assurance that the Company will be able to generate sufficient cash from operations or raise the required capital to achieve continued existence or fund its business model.  Should the Company be unable to obtain additional funding, its operations will be materially affected.
 
 The Company’s funding plans include selling additional capital stock and/or borrowing to fund the aforementioned expenses. The Company intends to approach Hedge Funds, Venture Capital Groups, Private Investment Groups and other Institutional Investment Groups in its efforts to achieve future funding.
 
 The Company will require significant additional financing in order to meet the milestones and requirements of its Business Plan, including the following estimated amounts for research, development and commercialization expenses related to the Technology. The Company therefore intends to raise an aggregate of $15 million in 2010 and 2011, the proceeds of which would be utilized as follows:
 
 Management, Business Development and related expenses:Management 2

$
2,089,000Business Development   3

$
4,930,000IT expenditures:IT Development staff   1

$
1,715,000Software development and Hardware   1

$
856,000Other expenditures:Advertising and Public Relations

$
850,000Rent and other payables

$
403,000License Agreement Payments   1

$
325,000Finance, legal, accounting and closing costs

$
1,518,000Increase in Working Capital

$
2,314,000Total Use of Proceeds

$
15,000,000
  12
 
 (1)  Qualifying expenditures under license agreement.  Additional license payments are expected to be made from operating revenues.
 
 (2 ) Includes base compensation, benefits and expenses for director-level, and above, domestic and international employees over a two year time frame with the number of management team members (5) ramping up commensurate with the staff build-up. Of the total, 65% is for base compensation, 13% for benefits and taxes, and 22% for expenses.
 
 (3) Compensation for an estimated domestic and international marketing staff ramping up to 35 full-time-equivalent (FTE) business development (marketing) employees over a two-year time frame.  Of the total, 80% is for base compensation (average salary, $60,000); with 20% for benefits and taxes.
 
 The Company’s funding plans include selling additional capital stock and/or borrowing additional amounts to fund the aforementioned expenses. The Company’s future success is also very dependent upon its ability to achieve profitable operations and generate cash from operating activities. The Company intends to approach Hedge Funds, Venture Capital Groups, Private Investment Groups and other Institutional Investment Groups in its efforts to achieve future funding. There is no assurance that the Company will be able to generate sufficient cash from operations or raise the required capital to achieve continued existence or fund its business plan.  Should the Company be unable to obtain additional funding, its operations will be materially affected.
 
 As of the date of this report, the Company does not have any commitments for any capital investment or off-balance sheet arrangements and similarly does not have any commitments to make specific capital expenditures.
 
 Off-Balance Sheet Arrangements
 
 We do not have any off-balance sheet arrangements.
 
 Seasonality
 
 Our operating results are not affected by seasonality.
 
 Inflation
 
 Our business and operating results are not affected in any material way by inflation.
  13
 
 Critical Accounting Policies
 
 The Securities and Exchange Commission issued Financial Reporting Release No. 60, "Cautionary Advice Regarding Disclosure About Critical Accounting Policies" suggesting that companies provide additional disclosure and commentary on their most critical accounting policies.  In Financial Reporting Release No. 60, the Securities and Exchange Commission has defined the most critical accounting policies as the ones that are most important to the portrayal of a company's financial condition and operating results, and require management to make its most difficult and subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain.  The nature of our business generally does not call for the preparation or use of estimates.  Due to the fact that the Company does not have any operating business, we do not believe that we do not have any such critical accounting policies.
 
 ITEM 7A.           QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 
 As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.
 
 ITEM 8.              FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 
 Set forth below are the audited financial statements for the Company for the fiscal years ended December 31, 2010 and 2009 and the period from April 29, 2008 (inception) through December 31, 2010 and the reports thereon of Paritz & Co., P.A.
  14
 
 Report of Independent Registered Public Accounting Firm
 Board of Directors and Stockholders
 Accelerated Acquisitions V, Inc.
 
 We have audited the accompanying balance sheets of Accelerated Acquisitions V, Inc. (a development stage company) as of December 31, 2010 and December 31, 2009 and the related statements of operations, stockholder's deficiency and cash flows for the years ended December 31, 2010 and December 31, 2009 and the period from inception (April 29, 2008) to December 31, 2010. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.
 
 We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as, evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
  In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position ofAccelerated Acquisitions V, Inc.  (a development stage company) as of December 31, 2010 and December 31, 2009 and the results of its operations and its cash flows for the years ended December 31, 2010 and December 31, 2009 and the period from inception (April 29, 2008) to December 31, 2010 in conformity with accounting principles generally accepted in the United States of America.
 The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the financial statements, the Company has incurred a loss since inception, has a net accumulated deficit and may be unable to raise further equity.  These factors raise substantial doubt about its ability to continue as a going concern. Management’s plans regarding those matters are also described in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
 
 /s/ Paritz & Co
 
 Hackensack, New Jersey
 
 March 22, 2011
  15
 
 ACCELERATED ACQUISITIONS V, INC.
 (A Development Stage Company)
 BALANCE SHEETS
 
 December 31,


December 31,2010


2009(audited)


(audited)ASSETSCURRENT ASSETS:Cash and cash equivalents

$
13,548


$
116Note receivable


7,627



-Pre-paid expense


56,877



-TOTAL ASSETS

$
78,052


$
116LIABILITIES AND STOCKHOLDER’S DEFICITCURRENT LIABILITIESAccrued expenses

$
13,200


$
4,442Shareholder advances


139,100



1,722TOTAL LIABILITIES

$
152,300


$
6,164STOCKHOLDER’S DEFICIT:Preferred stock, $.0001 par value; 10,000,000 shares authorized; none issued and outstanding






-Common stock, $.0001 par value; 100,000,000 shares authorized; 34,391,506 and 5,000,000 shares issued and outstanding at December 31, 2010 and December 31, 2009, respectively


3,639



500Additional paid-in capital


21,998



3,500Deficit accumulated during the development stage


(96,748
)


(10,048
)Stock subscription receivable


(3,137
)


-TOTAL STOCKHOLDER’S DEFICIT


(74,248
)


(6,048
)TOTAL LIABILITIES AND STOCKHOLDER’S DEFICIT

$
78,052


$
116
 
 See accompanying notes to financial statements.
  16
 
 ACCELERATED ACQUISITIONS V, INC.
 A Development Stage Company
 STATEMENTS OF OPERATIONS
 
 Fiscal Year

Ended

December 31,

2010


Fiscal Year

Ended

December 31,

2009


April 29, 2008

(Inception)

through

December 31,

2010Revenues

$
-


$
-


$
-Operating ExpensesGeneral and administrative


86,700



6,792



96,748Net Operating Expenses


86,700



6,792



96,748Net Loss

$
(86,700
)

$
(6,792
)

$
(96,748
)Basic earnings (loss)  per share—Basic and Diluted

$
(0.00
)

$
(0.00
)Weighted average number of common shares outstanding


26,893,740



5,000,000
 
 See accompanying notes to financial statements
  17
 
 ACCELERATED ACQUISITIONS V, INC.
 (A Development Stage Company)
 
 STATEMENTS OF STOCKHOLDER’S DEFICIENCY
 Preferred Stock


Common Stock


Additional

Paid-in


(Deficit)

Accumulated

During the

Development


Stockholder’sShares


Amount


Shares


Amount


Capital


Stage


EquityBALANCE AT INCEPTION (APRIL 29, 2008)


-


$
-



-


$
-


$
-


$
-


$
-Issuance of common stock


-



-



5,000,000



500



3,500



-



4,000Net (loss)


-



-



-



-



-



(3,256
)


(3,256
)BALANCE AT DECEMBER 31, 2008


-


$
-



5,000,000


$
500


$
3,500


$
(3,256
)

$
744Net (loss)


-



-



-



-



-



(6,792
)


(6,792
)BALANCE AT DECEMBER 31, 2009


-


$
-



5,000,000


$
500


$
3,500


$
(10,048
)

$
(6,048
)Sale of common stock


-



-



28,126,045



2,815



18,498



-



21,313Cancellation of common stock


-



-



(1,979,760
)


-



-



-



-Issuance of common stock on exercise of stock option


-



-



3,235,971



324



-



-



324Stock subscription receivable


-



-



-



-



-



-



(3,137
)Net (loss)


-



-



-



-



-



(86,700
)


(86,700
)BALANCE AT DECEMBER 31, 2010


-


$
-



34,391,506


$
3,639


$
21,998


$
(96,748
)

$
(74,248
)
 
 See accompanying notes to financial statements
  18
 
 ACCELERATED ACQUISITIONS V, INC.
 A Development Stage Company
 STATEMENTS OF CASH FLOWS
 
 For the Fiscal

Year ended

December 31,

2010


For the Fiscal

year ended

December 31,

2009


For the

Cumulative

Period from

Inception

(April 29,

2008) through

December 31,

2010CASH FLOWS FROM OPERATING ACTIVITIES:Net (loss)

$
(86,700
)


( 6,792
)

$
(96,748
)Increase (decrease) in accounts payable


8,758



3,186



13,200(Increase) decrease in note receivable


(7,627
)


-



(7,627
)(Increase) decrease in prepaid expense


(56,877
)


-



(56,877
)Net cash used by operating activities


(142,446
)


(3,606
)


(148,052
)CASH FLOWS FROM FINANCING ACTIVITIES:Proceeds from the issuance of common stock


18,500



-



22,500Shareholder Advances


137,378



1,722



139,100Net cash provided by financing activities


155,878



1,722



161,600NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS


13,432



(1,884
)


13,548Cash and cash equivalents at beginning of period


116



2,000



-CASH AND CASH EQUIVALENTS AT END OF PERIOD

$
13,548



116


$
13,548SUPPLEMENTAL DISCLOSURES:Cash paid during the period:Income taxes


-



-



-Interest expense


-



-



-Noncash investing and financing activities:Proceeds from the issuance of common stock


3,137



-



3,137Cancellation of common shares


(198
)


-



(198
)Additional paid-in capital


198



-



198Stock subscription receivable


(3,137
)


-



(3,137
)Total


-



-



-
 
 See notes to financial statements.
  19
 
 ACCELERATED ACQUISITIONS V, INC.
 A Development Stage Company
 
 NOTES TO FINANCIAL STATEMENTS
 DECEMBER 31, 2010
 
 NOTE 1   -           ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
 
 (a)           Organization and Business:
 Accelerated Acquisitions V, Inc. (“the Company”) was incorporated in the state of Delaware on April 29, 2008 for the purpose of raising capital that is intended to be used in connection with its business plan which may include a possible merger, acquisition or other business combination with an operating business. The Company is currently in the development stage.  All activities of the Company to date relate to its organization, initial funding, share issuances and regulatory compliance.
 
 (b)           Basis of Presentation
 The accompanying Interim Financial Statements have been prepared in accordance with accounting principles generally accepted for financial statement presentation and in accordance with the instructions to Regulations S-K.
 
 (c)           Going Concern
 The accompanying financial statements have been prepared on a going concern basis, which assumes the Company will realize its assets and discharge its liabilities in the normal course of business. As reflected in the accompanying financial statements, the Company has a deficit accumulated during the development stage of $96,748, used cash from operations of $148,052 since its inception, and has a working capital deficit of $74,248 at December 31, 2010. The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. The Company’s ability to continue as a going concern is also dependent on its ability to find a suitable target company and enter into a possible reverse merger with such company. Management’s plan includes obtaining additional funds by equity financing through a reverse merger transaction and/or related party advances, however there is no assurance of additional funding being available. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might arise as a result of this uncertainty.
 
 (d)           Use of Estimates
 The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
 
 (e)           Cash and Cash Equivalents:
 For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents.  The Company had no cash equivalents at December 31, 2010
  20
 
 ACCELERATED ACQUISITIONS V, INC.
 A Development Stage Company
 
 NOTES TO FINANCIAL STATEMENTS
 DECEMBER 31, 2010
 
 NOTE 1   -           ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CON’T):
 
 (f)           Income Taxes:
 The Company utilizes the liability method of accounting for income taxes. Under the liability method deferred tax assets and liabilities are determined based on the differences between financial reporting basis and the tax basis of the assets and liabilities and are measured using enacted tax rates and laws that will be in effect, when the differences are expected to reverse. An allowance against deferred tax assets is recognized, when it is more likely than not, that such tax benefits will not be realized.
 
 (g)           Loss per Common Share:
 Basic loss per share is calculated using the weighted-average number of common shares outstanding during each reporting period. Diluted loss per share includes potentially dilutive securities such as outstanding options and warrants, using various methods such as the treasury stock or modified treasury stock method in the determination of dilutive shares outstanding during each reporting period. The Company does not have any potentially dilutive instruments for this reporting period.
 
 (h)             Fair Value of Financial Instruments:
 The carrying value of cash equivalents approximates fair value due to the short period of time to maturity.
 
 NOTE 2   -           CAPITAL STOCK:
 
 The total number of shares of capital stock which the Company has authority to issue is one hundred ten million (110,000,000). These shares are divided into two classes with 100,000,000 shares designated as common stock at $.0001 par value (the “Common Stock”) and 10,000,000 shares designated as preferred stock at $.0001 par value (the “Preferred Stock”). The Preferred stock of the Company shall be issued by the Board of Directors of the Company in one or more classes or one or more series within any class and such classes or series shall have such voting powers, full or limited, or no voting powers, and such designations, preferences, limitations or restrictions as the Board of Directors of the Company may determine, from time to time.
 
 Holders of shares of Common stock shall be entitled to cast one vote for each share held at all stockholders’ meetings for all purposes, including the election of directors. The Common Stock does not have cumulative voting rights.  No holder of shares of stock of any class shall be entitled as a matter of right to subscribe for or purchase or receive any part of any new or additional issue of shares of stock of any class, or of securities convertible into shares of stock of any class, whether now hereafter authorized or whether issued for money, for consideration other than money, or by way of dividend.
 
 As of December 31, 2010, the Company has no shares of Preferred Stock outstanding and 34,391,405 shares of Common Stock issued and outstanding.
  21
 
 ACCELERATED ACQUISITIONS V, INC.
 A Development Stage Company
 
 NOTES TO FINANCIAL STATEMENTS
 DECEMBER 31, 2010
 
 NOTE 3   -           INCOME TAXES:
 
 The Company has incurred net operating losses since inception. The Company has not reflected any benefit of such net operating loss carry forward in the financial statements.  In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income.  Based on the level of historical taxable losses and projections of future taxable income (losses) over the periods in which the deferred tax assets can be realized, management currently believes that it is more likely than not that the Company will not realize the benefits of these deductible differences. Accordingly, the Company has provided a valuation allowance against the gross deferred tax assets as follows:
 
 December 31, 2010


December 31, 2009Gross deferred tax assets


43,850



3,400Valuation allowance


(43,850
)


(3,400
)Net deferred tax asset


—



—
 
 The federal net operating loss carryforwards expire in the tax years 2029 and 2030.  Federal tax laws impose significant restrictions on the utilization of net operating loss carryforwards and research and development credits in the event of a change in ownership of the Company, as defined by the Internal Revenue Code Section 382. The Company’s net operating loss carryforwards and research and development credits may be subject to the above limitations. The relevant FASB standard resulted in no adjustments to the Company’s liability for unrecognized tax benefits. As of both the date of adoption and as of December 31. 2010 there were no unrecognizable tax benefits. Accordingly, a tabular reconciliation from beginning to ending periods is not provided. The Company will classify any future interest and penalties as a component of income tax expense if incurred. To date, there have been no interest or penalties charged or accrued in relation to unrecognized tax benefits.  The Company is subject to federal and state examinations for the year 2008 forward. There are no tax examinations currently in progress.
 
 NOTE 4   -           RECENT ACCOUNTING PRONOUNCEMENTS:
 
 In February 2010, the FASB issued amended guidance on subsequent events to alleviate potential conflicts between FASB guidance and SEC requirements. Under this amended guidance, SEC filers are no longer required to disclose the date through which subsequent events have been evaluated in originally issued and revised financial statements. This guidance was effective immediately and we adopted these new requirements for the period ended December 31, 2010. The adoption of this guidance did not have a material impact on our financial statements.
  22
 
 ACCELERATED ACQUISITIONS V, INC.
 A Development Stage Company
 
 NOTES TO FINANCIAL STATEMENTS
 DECEMBER 31, 2010
 
 NOTE 4   -
RECENT ACCOUNTING PRONOUNCEMENTS (CON’T):
 
 In February 2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-08 (ASU 2010-08), Technical Corrections to Various Topics. This amendment eliminated inconsistencies and outdated provisions and provided the needed clarifications to various topics within Topic 815.  The amendments are effective for the first reporting period (including interim periods) beginning after issuance (February 2, 2010), except for certain amendments.  The amendments to the guidance on accounting for income taxes in a reorganization (Subtopic 852-740) should be applied to reorganizations for which the date of the reorganization is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008.  For those reorganizations reflected in interim financial statements issued before the amendments in this Update are effective, retrospective application is required.  The clarifications of the guidance on the embedded derivates and hedging (Subtopic 815-15) are effective for fiscal years beginning after December 15, 2009, and should be applied to existing contracts (hybrid instruments) containing embedded derivative features at the date of adoption.  The Company does not expect the provisions of ASU 2010-08 to have a material effect on the financial position, results of operations or cash flows of the Company.
 
 In January 2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-07 (ASU 2010-07), Not-for-Profit Entities (Topic 958): Not-for-Profit Entities: Mergers and Acquisitions.  This amendment to Topic 958 has occurred as a result of the issuance of FAS 164.  The Company does not expect the provisions of ASU 2010-07 to have a material effect on the financial position, results of operations or cash flows of the Company.
 
 In January 2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-06 (ASU 2010-06), Fair Value Measurements and Disclosures (Topic 820): Improving Disclosures about Fair Value Measurements.  This amendment to Topic 820 has improved disclosures about fair value measurements on the basis of input received from the users of financial statements.  This is effective for interim and annual reporting periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements.  Those disclosures are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years.  Early adoption is permitted.  The Company does not expect the provisions of ASU 2010-06 to have a material effect on the financial position, results of operations or cash flows of the Company.
 
 In January 2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-05 (ASU 2010-05), Compensation – Stock Compensation (Topic 718).  This standard codifies EITF Topic D-110 Escrowed Share Arrangements and the Presumption of Compensation.
 
 In January 2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-04 (ASU 2010-04), Accounting for Various Topics—Technical Corrections to SEC Paragraphs.
  23
 
 ACCELERATED ACQUISITIONS V, INC.
 A Development Stage Company
 
 NOTES TO FINANCIAL STATEMENTS
 DECEMBER 31, 2010
 
 NOTE 4  -
RECENT ACCOUNTING PRONOUNCEMENTS (CON’T):
 
 In January 2010, the FASB issued Accounting Standards Update 2010-02, Consolidation (Topic 810): Accounting and Reporting for Decreases in Ownership of a Subsidiary.  This amendment to Topic 810 clarifies, but does not change, the scope of current US GAAP.  It clarifies the decrease in ownership provisions of Subtopic 810-10 and removes the potential conflict between guidance in that Subtopic and asset derecognition and gain or loss recognition guidance that may exist in other US GAAP.  An entity will be required to follow the amended guidance beginning in the period that it first adopts FAS 160 (now included in Subtopic 810-10).  For those entities that have already adopted FAS 160, the amendments are effective at the beginning of the first interim or annual reporting period ending on or after December 15, 2009. The amendments should be applied retrospectively to the first period that an entity adopted FAS 160.  The Company does not expect the provisions of ASU 2010-02 to have a material effect on the financial position, results of operations or cash flows of the Company.
 
 In January 2010, the FASB issued Accounting Standards Update 2010-01, Equity (Topic 505): Accounting for Distributions to Shareholders with Components of Stock and Cash (A Consensus of the FASB Emerging Issues Task Force).  This amendment to Topic 505 clarifies the stock portion of a distribution to shareholders that allows them to elect to receive cash or stock with a limit on the amount of cash that will be distributed is not a stock dividend for purposes of applying Topics 505 and 260. Effective for interim and annual periods ending on or after December 15, 2009, and would be applied on a retrospective basis.  The Company does not expect the provisions of ASU 2010-01 to have a material effect on the financial position, results of operations or cash flows of the Company.
 
 NOTE 5  -
MATERIAL CONTRACTS:
 
 Effective as of April 2, 2010, (a) Richard K. Aland (“Purchaser”) agreed to acquire 23,907,138 shares of the Company’s common stock par value $0.0001 for a price of $0.0001 per share and (b) Donald Kelly agreed to acquire 4,218,907 shares of the common stock par value $0.0001 (collectively, the “Shares”) for a price of $0.0001 per share.  At the same time, Accelerated Venture Partners, LLC agreed to tender 1,979,760 of its their 5,000,000 shares of the Company’s common stock par value $0.0001 for cancellation.   This transaction was consummated on April 2, 2010. (See Form 8-K filed with the U.S. Securities and Exchange Commission on April 2, 2010.)
 
 On April 15, 2010, the Company entered into a Licensing Agreement (“Licensing Agreement”) with Demand Pooling Global Services, LLC (“Licensor”) pursuant to which the Company was granted a, non-transferrable license for certain territories (an exclusive license for North America and a non-exclusive license for all markets outside of North America) for certain intellectual property developed by Licensor, principally comprising a business concept and related technology which has, as its core product, the aggregation of demand for high-ticket capital equipment and selected commodities to facilitate cooperative purchases of similar products by a significant number of large end-users (the “Technology”).  The Technology would also permit and facilitate pooled financing for such purchases in a manner which permits greater financial flexibility for the end-users.  Finally, the Technology permits and facilitates the disposal of older equipment and commodities by end-users in order to improve the cost recovery on disposal of surplus or dated equipment and commodities.
 
 Except for the rights granted under the License Agreement, Licensor retains all rights, title and interest to the Technology and any improvements thereto—although the License includes the Company’s right to utilize such improvements.
 24
 
 ACCELERATED ACQUISITIONS V, INC.
 A Development Stage Company
 
 NOTES TO FINANCIAL STATEMENTS
 DECEMBER 31, 2010
 
 NOTE 5 -
MATERIAL CONTRACTS (CON’T):
 
 The term of the License commences the date of execution of the Licensing Agreement (“Execution Date”) and continues for a term of twenty (20) years, ending on the twentieth anniversary of the Execution Date.  In addition to other requirements, the continuation of the license is conditioned on the Company generating net revenues in excess of expenses in the normal course of operations or the funding by the Company of a minimum of $10,000,000 for "qualifying research, development and commercialization expenses" in accordance with the following schedule:
 
 (a)
a minimum of US$1,000,000 during the period commencing upon the Execution Date and ending on the first anniversary of the Execution Date; or
 
 (b)
a minimum of US$4,000,000 during the period commencing upon the Execution Date and ending on the second anniversary of the Execution Date; or
 
 (c)
a minimum of US$10,000,000 during the period commencing upon the Execution Date and ending on the third anniversary of the Execution Date
 
 The Licensing Agreement also calls for royalties payable by the Company to the Licensor of ten percent (10%) of all gross revenues resulting from the use of the Technology by the Company and twenty-five percent (25%) of all royalties and fees received from third party sublicensees.
 
 The license is terminated upon the occurrence of events of default specified in the License Agreement.
 
 The ownership of the intellectual property necessary for development and modification of the electronic platform resides with the Licensor and becomes a part of the exclusive North American and non-exclusive worldwide (outside North America) License.
 
 On April 29, 2010, the Company entered into a Consulting Services Agreement with Accelerated Venture Partners LLC (“AVP”), a company controlled by Timothy J. Neher.  The agreement requires AVP to provide the Company with certain advisory services that include reviewing the Company’s business plan, identifying and introducing prospective financial and business partners, and providing general business advice regarding the Company’s operations and business strategy in consideration of (a) an option granted by the company to AVP to purchase 3,235,971 shares of the company’s common stock at a price of $0.0001 per share (the “AVP Option”). The AVP Option was immediately exercised by the holder.
 
 While the actual Consulting Services Agreement is dated April 29, 2010, the terms of the Agreement were previously agreed and the Agreement was part and parcel of the stock sale which was consummated on April 2, 2010.  In fact, the terms of the entire transaction had been the subject of an oral agreement between the parties which was confirmed by the parties in the 4 th quarter of 2009.  The transaction which was finalized on April 2, 2010 therefore had three components—(1) Sale of 28,126,045 shares to Messrs. Aland and Kelly at a price of $0.0001 per share, (2) AVP’s agreement to reduce his holdings in the Company from 5,000,000 shares to 3,020,240 shares and the option for AVP to acquire 3,235,971 shares at the same $0.0001 per share price.  At the time these transactions took place, the Company was a shell with no business (and minimal value), therefore the Company valued all shares issued at the time at par value ($0.0001).
  25
 
 ACCELERATED ACQUISITIONS V, INC.
 A Development Stage Company
 
 NOTES TO FINANCIAL STATEMENTS
 DECEMBER 31, 2010
 
 NOTE 5-
MATERIAL CONTRACTS (CON’T):
 
 The Company intends to calculate the Black-Scholes valuation of the option and to commence amortization of that value in the quarter which the services, as described in the agreement, are first rendered.  As of the date of these financial statements, no such services have been provided.
 
 Pursuant to the terms of the Agreement, AVP will not receive any compensation if the milestones specified in the Consulting Services Agreement are not met and the option shares are subject to repurchase by the Company at the original $0.0001 sale price.
 
 The shares issued pursuant to the AVP Option are subject to a repurchase option granted to the company to repurchase the shares at a price of $0.0001 per share in the event the Company fails to complete funding as detailed in the agreement subject to the following milestones:
 
 ·
Milestone 1– Company’s right of repurchase will lapse with respect to 70% of the shares upon securing $5 million in available cash from funding;
 
 ·
Milestone 2- Company’s right of repurchase will lapse with respect to 20% of the Shares upon securing $10 million in available cash (inclusive of any amounts attributable to Milestone 1);
 
 ·
Milestone 3- Company’s right of repurchase will lapse with respect to the remaining 10% of the Shares upon securing $15 million in available cash (inclusive of any amounts attributable to Milestones 1 or 2);
 
 and (b) cash compensation at a rate of $87,500 per month.  The payment of such compensation is subject to the company’s achievement of certain designated milestones, specifically, cash compensation of $350,000 is due consultant upon the achievement of Milestone 1, $350,000 upon the achievement of Milestone 2, and $350,000 upon the achievement of Milestone 3. Upon achieving each Milestone, the cash compensation is to be paid to consultant in the amount then due at the rate of $87,500 per month. The total cash compensation to be received by the consultant is not to exceed $1,050,000 unless the Company receives an amount of funding in excess of the amount specified in Milestone 3. If the Company receives equity or debt financing that is an amount less than Milestone 1, in between any of the above Milestones or greater than the above Milestones, the cash compensation earned by the Consultant under this Agreement will be prorated according to the above Milestones.
 
 On February 22, 2011, the Consulting Services Agreement was terminated by AVP (see Note 9, Subsequent Events, below).
 
 The Company also has the option to make a lump sum payment to AVP in lieu of all amounts payable thereunder.
 
 NOTE 6 -
SHAREHOLDER ADVANCES:
 
 Three shareholders have advanced to the Company a total of $64,100, which is payable on demand and non-interest bearing. Of this amount, $4,100 is payable to Chad Kelly, the son of Don Kelly.
 
 Richard Aland and Don Kelly, officers, directors and shareholders of the Company, have advanced to the Company a total of $75,000, which is payable on demand and non-interest bearing.
  26
 
 ACCELERATED ACQUISITIONS V, INC.
 A Development Stage Company
 
 NOTES TO FINANCIAL STATEMENTS
 DECEMBER 31, 2010
 
 NOTE 7   -
NOTE RECEIVABLE:
 
 The Company has advanced $7,627 to Demand Pooling Global Services, LLC, which is payable on demand and non-interest bearing.
 
 NOTE 8   -
RELATED PARTY TRANSACTIONS:
 
 1)
Chad Kelly, the son of Don Kelly, has advanced to the Company $4,100 (see Note 6. Shareholder Advances, above).
 
 2)
Richard Aland and Don Kelly advanced to the Company an aggregate of $75,000 (see Note 6. Shareholder Advances)
 
 3)
Richard Aland is a 37% owner and a managing member of Demand Pooling Global Services, LLC, with which the Company has entered into the Licensing Agreement (see Note 5. Material Contracts, above).
 
 4)
The Company is party to a Consulting Services Agreement with Accelerated Venture Partners LLC (“AVP”), a company controlled by Timothy J. Neher (See Note 5. Material Contracts, above).
 
 NOTE 9   -
SUBSEQUENT EVENTS:
 
 The Company has evaluated subsequent events from the balance sheet date through March 22, 2011 (the date the financial statements were available to be issued) and has determined that the following is the only event which requires disclosure:
 
 On February 22, 2011, the Company received a letter from AVP dated as of April 29, 2010 giving notice of termination of the Consulting Services Agreement.  The termination notice was pursuant to Section 8 of the Consulting Services Agreement.
 27
 
 ITEM 9.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
 
 None.
 
 ITEM 9A.
CONTROLS AND PROCEDURES.
 
 Evaluation of Disclosure Controls and Procedures. The Company's Management under the supervision and with the participation of the Principal Executive Officer and the Principal Financial Officer are responsible for establishing and maintaining "disclosure controls and procedures" (as defined in the Exchange Act) for the Company. Based on their evaluation of the Company's disclosure controls and procedures as of December 31, 2010, the Company's Management has concluded that the Company's disclosure controls and procedures were not effective to ensure that the information required to be disclosed by the Company under the Exchange Act was recorded, processed, summarized and reported within the time periods specified in the Exchange Act and accumulated and communicated to the Company's Management, including the Principal Executive Officer and the Principal Financial Officer, to allow timely decisions regarding required disclosure.
 Management’s Annual Report on Internal Control Over Financial Reporting
 
 Management is responsible for establishing and maintaining adequate internal control over financial reporting for our company. Our control system is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that:
 
 ●
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and disposition of our assets;
 
 ●
provide reasonable assurance that the transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and that receipts and expenditures are being made only with proper authorizations of management and directors; and
 
 ●
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of company assets that could have a material effect on the financial statements.
 
 All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Because of the inherent limitations of internal control, there is a risk that material misstatements may not be prevented or detected on a timely basis by internal control over financial reporting. However, these inherent limitations are known features of the financial reporting process. Therefore, it is possible to design into the process safeguards to reduce, though not eliminate, this risk.
 
 Because of 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, including our chief executive officer, also acting as chief financial officer, assessed the effectiveness of our internal control over financial reporting as of December 31, 2010. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control Over Financial Reporting – Guidance for Smaller Public Companies.
 
 As of December 31, 2010, our principal officers identified a material weakness in our internal control over financial reporting. A material weakness is a significant deficiency (within the meaning of Public Company Accounting Oversight Board Auditing Standard No. 5), or combination of significant deficiencies, that results in there being more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis by employees in the normal course of their assigned functions. The material weakness is discussed below.
 
 Based on their evaluation of the Company's disclosure controls and procedures as of December 31, 2010, the Company's Management has concluded that the Company's disclosure controls and procedures were not effective due to the lack of segregation of duties to ensure that the information required to be disclosed by the Company under the Exchange Act was recorded, processed, summarized and reported within the time periods specified in the Exchange Act and accumulated and communicated to the Company's Management, including the Principal Executive Officer and the Principal Financial Officer, to allow timely decisions regarding required disclosure.
 
 This annual report does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our independent registered public accounting firm pursuant to the rules of the Securities and Exchange Commission that permit us to provide only management’s report in this annual report.
 
 Changes in Internal Control over Financial Reporting.During the last quarter of the Company's fiscal year ended December 31, 2010, there were no changes in the Company's internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.
 
 ITEM 9B.   OTHER INFORMATION
 
 None
 
 PART III.
 
 ITEM 10.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
 
 The following individuals currently serve as our executive officers and directors:
 
 Name

Age

Positions

Period of ServiceRichard Aland

66

Director, CEO, CFO, Treasurer

March 25, 2010-presentDonald Kelly

58

Director, President, COO, Secretary

March 25, 2010-present
  28
 
 Richard K. Aland, Chairman and Chief Executive Officer:
 
 Mr. Aland became CEO, Treasurer and a director of the Accelerated Acquisitions V, Inc. in March 2010.  Previously, Mr. Aland founded PurchasePooling.Com, Inc. and was employed by the company from March 2000 to December 2000 and founded Demand Pooling Global Services, LLC and was employed by the company from August 2005 to the present date.  He served as an investment banker for 30 years specializing in solving the financial needs of state and local government entities, including a variety of transit agency, airport, stadium, arena and convention center projects.  He has been a leader in the municipal finance industry in creating innovative financing techniques, complex leasing structures, and public/private partnerships.  Privatization Magazine , referred to Mr. Aland as “...one of the four leading transportation finance specialists in the U.S.”
 
 Previously, he served as Managing Director for Innovative Financial Services Inc. (“IFS”) (Nov. 1988-Apr. 1999) where he was responsible for new business development, adapting innovative and proprietary financing concepts and creative applications of traditional financing approaches. While at IFS he developed public/private partnerships and private sector approaches for the financing of large scale hotels, toll roads, stadiums, convention centers and other projects in Dallas, Denver, Kansas City, Houston, Tampa and others.  Prior to IFS, he served as Vice President and Manager of the Southwestern U.S. Public Finance Department for Salomon Brothers Inc.  (Feb. 1981-Jan. 1986) and as Vice President of Public Finance at Goldman, Sachs and Co. (Oct. 1977-Feb. 1981).  He also was Vice President of the investment banking firms, Kuhn, Loeb and Co. (Feb. 1975-Oct. 1977) and UBS-DB Corp. (Jan. 1970-Feb. 1975), a Union Bank of Switzerland-Deutsche Bank joint venture where his focus was on international corporate finance. Prior to this, Mr. Aland was in the International Department of Smith Barney as an institutional salesman in New York and London (Dec. 1968-Jan. 1970).
 
 Mr. Aland earned an M.B.A. in finance from the University of Michigan in April 1966 and completed the coursework for a doctorate in finance and international business at Columbia University in April 1970. He also holds a B.B.A. in finance and accounting from the University of Michigan, which he attained in April 1965.
 
 Don Kelly, President and Chief Operating Officer:
 
 Mr. Kelly became COO, Secretary and a director of the Company in March 2010. Previously, he served as a Managing Partner of Technology Business Partner, a Dallas-based provider of IT services from Sep. 2006-Sep. 2009.  He served as President and CEO of Tryco Exploration, LLC, an oil and gas exploration company from Feb. 2000-Aug. 2006.  Prior to that, he served as Senior Vice President, Western Region and Member of the Executive Management Committee and Interim COO for RCG Information Technology, Inc., a subsidiary of Reliance Group Holding Corporation.
 
 From Oct. 1994-Oct. 1995, Mr. Kelly was General Manager of SCT, Inc., an Oracle-based application software company.  He founded Ultimate Software Company of Texas, where he was the CEO and General Partner, from Aug. 1993-Sep. 1994 for the Texas sales and distribution company, which was later successfully taken Public (ULTI) in 1998.  In Oct. 1988, he joined Cap Gemini America, where, until his departure in Sep. 1993, he served on the Operating Board for the US and a General Manager of the worldwide group.  Cap Gemini, is a multi-billion dollar management consulting and business information consulting firm.
 
 Mr. Kelly began his career as a Manager of the New York Energy/Retail District for G.E. Information Services, Co., from Nov. 1978-Nov. 1983 and later, served as Director of the Communications Industry Division of G.E. Consulting Services Corporation (June 1985-Oct 1988).  From Nov. 1983-June 1985, he was Manager, National Marketing for Burroughs Corporation.
 
 Mr. Kelly is heavily involved with various Charities, specifically, Special Care and Career Services of Dallas and Angel Flight where he holds seats on the Board of Governors.  He has focused his energies on the care and improvement of the quality of life for those in need.
 
 Messrs. Aland and Kelly each contribute in excess of 40 hours per week to the Company’s business.  At this time, no executives of the Company have entered into any employment agreements with the Company, written or oral.
 
 There are no family relationships between our officers and directors.  Each director is elected at our annual meeting of stockholders and holds office until the next annual meeting of stockholders, or until his successor is elected and qualified.
  29
 
 The board of directors has no nominating, auditing or compensation committees.
 
 At the date of this prospectus, the Company is not engaged in any transactions, either directly or indirectly, with any persons or organizations considered promoters other than Messrs. Aland, Neher and Kelly.
 
 Identification of Significant Employees
 
 The Company does not presently have any significant employees other than the named officers and directors.
 
 Directors Compensation
 
 Directors are not entitled to receive compensation, either directly or indirectly, for services rendered to the Company, or for each meeting attended except for reimbursement of out-of-pocket expenses. There are no formal or informal arrangements or agreements to compensate directors for services provided as a director. The Company has not implemented a plan to award options to any directors. There are no contractual arrangements with any member of the board of directors.
 
 Corporate Code of Conduct and Ethics
 
 As of the present date, the Company has not adopted a Code of Conduct and Ethics, but plans to do so in the future.
 
 Officers and Directors Indemnification
 
 Under our Certificate of Incorporation and Bylaws of the corporation, the Company may indemnify an officer or director who is made a party to any proceeding, including a lawsuit, because of his or her position, if he or she acted in good faith and in a manner he or she reasonably believed to be in the Company’s best interest. The Company may advance expenses incurred in defending a proceeding. To the extent that the officer or director is successful on the merits in a proceeding as to which he or she is to be indemnified, the Company must indemnify the officer or director against all expenses incurred, including attorney’s fees. With respect to a derivative action, indemnity may be made only for expenses actually and reasonably incurred in defending the proceeding, and if the officer or director is judged liable, then only by a court order. The indemnification coverage is intended to be to the fullest extent permitted by applicable laws.
 
 Regarding indemnification for liabilities arising under the Securities Act of 1933, which may be permitted to officers or directors under applicable state law, the Company is informed that, in the opinion of the Securities and Exchange Commission, indemnification is against public policy, as expressed in the Act and is, therefore, unenforceable.
 
 Audit Committee and Audit Committee Financial Expert
 
 We do not currently have an audit committee financial expert, nor do we have an audit committee.  Our entire board of directors, which currently consists of Mssrs. Aland and Kelly, handles the functions that would otherwise be handled by an audit committee.  We do not currently have the capital resources to pay director fees to a qualified independent expert who would be willing to serve on our board and who would be willing to act as an audit committee financial expert.  As our business expands and as we appoint others to our board of directors we expect that we will seek a qualified independent expert to become a member of our board of directors.  Before retaining any such expert our board would make a determination as to whether such person is independent.
 
 Section 16(a) Beneficial Ownership Reporting Compliance.
 
 Section 16(a) of the Securities Act of 1934 requires the Company's officers and directors, and greater than 10% stockholders, to file reports of ownership and changes in ownership of its securities with the Securities and Exchange Commission. Copies of the reports are required by SEC regulation to be furnished to the Company. Based on management's review of these reports during the fiscal year ended December 31, 2010, all reports required to be filed were filed on a timely basis.
  30
 
 ITEM 11.  EXECUTIVE COMPENSATION.
 
 No past officer or director of the Company has received any compensation and none is due or payable.  Our sole current officers and directors, Messrs. Aland and Kelly, do not currently receive any compensation for their services they render to the Company, have not received compensation in the past, and are not accruing any compensation pursuant to any agreement with the Company.  We currently have no formal written salary arrangement with any of our officers.  Our officers may receive a salary or other compensation for services that they provide to the Company in the future.  No retirement, pension, profit sharing, stock option or insurance programs or other similar programs have been adopted by the Company for the benefit of the Company’s employees.
 
 ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
 
 The following table sets forth certain information regarding beneficial ownership of the Company's Common Stock as of December 31, 2010, by: (I) each current director; each nominee for director, and executive officer of the Company; (ii) all directors and executive officers as a group; and (iii) each shareholder who owns more than five percent of the outstanding shares of the Company's Common Stock. Except as otherwise indicated, the Company believes each of the persons listed below possesses sole voting and investment power with respect to the shares indicated.
 
 Name and Address

Number of Shares


Percentage OwnedOwners of more than five percent (5%) of outstanding shares:Accelerated Venture Partners, LLC (3)1840 Gateway Drive, Suite 200Foster City CA, 94404


6,256,211



18.19
%Officers and Directors :Richard Aland12720 Hillcrest Road, Suite 1045Dallas, Texas 75230


23,771,138



69.12
%Donald Kelly12720 Hillcrest Road, Suite 1045Dallas, Texas 75230


4,108,907



11.95
%All officers and directors as a group(2 persons)


27,880,045



81.07
%
 
 (1) This table is based upon 34,391,506 shares issued and outstanding as of December 31, 2010.
 
 (2) Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission and includes voting and investment power with respect to the shares. Shares of Common Stock subject to options or warrants currently exercisable or exercisable within 60 days are deemed outstanding for computing the percentage of the person holding such options or warrants, but are not deemed outstanding for computing the percentage of any other person.
  31
 
 (3)  Timothy J. Neher has voting and dispositive control over the shares held by Accelerated Venture Partners, LLC.
 
 ITEM 13.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
 
 Related Transactions
 
 Licensing Agreement.
 
 The Company is a party to the Licensing Agreement with Demand Pooling Global Services LLC.  Messrs. Aland and Kelly are both principals of Demand Pooling Global Services LLC and officers, directors and majority shareholders of the Company.
 
 Pursuant to the terms of the Licensing Agreement the Company was granted a, non-transferrable license for certain territories (an exclusive license for North America and a non-exclusive license for all markets outside of North America) for certain intellectual property developed by Licensor, principally comprising a business concept and related technology which has, as its core product, the aggregation of demand for high-ticket capital equipment and selected commodities to facilitate cooperative purchases of similar products by a significant number of large end-users (the “Technology”).  The Technology would also permit and facilitate pooled financing for such purchases in a manner which permits greater financial flexibility for the end-users.  Finally, the Technology permits and facilitates the disposal of older equipment and commodities by end-users in order to improve the cost recovery on disposal of surplus or dated equipment and commodities.  The License also provides for the use of a datacenter through a third-party provider.
 
 Except for the rights granted under the License Agreement, Licensor retains all rights, title and interest to the Technology and any improvements thereto—although the License includes the Company’s right to utilize such improvements.
 
 The term of the License commences the date of execution of the Licensing Agreement (“Execution Date”) and continues for a term of twenty (20) years, ending on the twentieth anniversary of the Execution Date.  In addition to other requirements, the continuation of the license is conditioned on the Company generating net revenues in excess of expenses in the normal course of operations or the funding by the Company of a minimum of $10,000,000 for "qualifying research, development and commercialization expenses" in accordance with the following schedule:
 
 (a)
a minimum of US$1,000,000 during the period commencing upon the Execution Date and ending on the first anniversary of the Execution Date; or
 
 (b)
a minimum of US$4,000,000 during the period commencing upon the Execution Date and ending on the second anniversary of the Execution Date; or
 
 (c)
a minimum of US$10,000,000 during the period commencing upon the Execution Date and ending on the third anniversary of the Execution Date
 
 The Licensing Agreement calls for royalties payable by the Company to the Licensor of ten percent (10%) of all gross revenues resulting from the use of the Technology by the Company and twenty-five percent (25%) of all royalties and fees received from third party sublicensees.
 
 The license is terminated upon the occurrence of events of default specified in the License Agreement.
 
 The Licensing Agreement may not be an arms-length agreement as Messrs. Aland and Kelly own 23,771,138 and 4,108,907 shares of the Company respectively, comprising in the aggregate approximately 81% of the issued and outstanding shares of common stock of the Company.  They are also both officers and directors of the Company.
  32
 
 Consulting Services.
 
 On April 29, 2010, the Company entered into a Consulting Services Agreement (“Consulting Services Agreement”) with AVP, a company controlled by Timothy J. Neher.  A copy of the Consulting Services Agreement is attached hereto as Exhibit 10.2.  The Consulting Services Agreement required that AVP provide the Company with certain advisory services that included reviewing the Company’s business plan, identifying and introducing prospective financial and business partners, and providing general business advice regarding the Company’s operations and business strategy in consideration of (a) an option granted by the company to AVP to purchase 3,235,971 shares of the company’s Common Stock at a price of $0.0001 per share (the “AVP Option”) (which was immediately exercised by the holder, subject to a repurchase option (“Repurchase Option”) granted to the Company to repurchase the shares at a price of $0.0001 per share upon the occurrence of certain events of default as more fully detailed in the Consulting Services Agreement and (b) certain cash compensation based on the achievement of certain specific milestones.
 
 On February 22, 2011, the Company received a letter from AVP giving notice of its termination of the Consulting Services Agreement (“Termination Letter”).  A copy of the Termination Letter is attached hereto as Exhibit 99.1.   The Company believes that AVP failed to perform the agreed services under the Consulting Services Agreement.  Since AVP did not meet the milestones required in the Consulting Services Agreement, the Company does not believe that it is obligated to pay any amounts to AVP under the terms of the Consulting Services Agreement.  The Company further believes that it is entitled to immediately exercise the Repurchase Option with respect to the 3,235,971 shares of Company Common Stock which was issued to AVP under the Consulting Services Agreement at a price of $0.0001 per share and intends to do so.  The Company’s management believes that the termination of the Consulting Services Agreement will have no impact whatsoever on its plan of operation, principally because AVP was not actively involved in the Company’s operations prior to such termination.
 
 The Consulting Services Agreement may not be an arms-length agreement.  AVP was the owner of 6,256,211 shares of the Company’s common stock at August 30, 2010 and as such controls 18.19% of the issued and outstanding shares of common stock of the Company.
 
 Shareholder Loans.
 
 1)           Chad Kelly, the son of Don Kelly, has advanced to the Company $4,100 (see Financial Statements, Note 6. Shareholder Advances, above).
 
 2)           Richard Aland and Don Kelly advanced to the Company an aggregate of $75,000 (see Financial Statements, Note 6. Shareholder Advances).
 
 3)           Phillip Shirah, a shareholder of the Company, has advanced to the Company $20,000 (see Financial Statements, Note 6. Shareholder Advances).
  33
 
 4)           Andrew Shirah, a shareholder of the Company, has advanced to the Company $40,000 (see Financial Statements, Note 6. Shareholder Advances).
 
 Other.
 
 The officers and directors for the Company are involved in other business activities and may, in the future, become involved in other business opportunities.  If a specific business opportunity becomes available, such persons may face a conflict in selecting between the Company and their other business interest.  The Company has not formulated a policy for the resolution of such conflicts.
 
 Director Independence
 
 As of December 31, 2010, Messrs. Aland and Kelly were the sole directors of the Company.  Neither of them are considered "independent" in accordance with rule 4200(a)(15) of the NASDAQ Marketplace Rules. We are not currently traded on NASDAQ and are therefore not required to comply with the NASDAQ Marketplace Rules.
 
 ITEM 14.  PRINCIPAL ACCOUNTING FEES AND SERVICES.
 
 AUDIT FEES
 
 The aggregate fees billed by our auditors, Paritz & Co., P.A., for professional services rendered for the audit of our annual financial statements for fiscal year ended December 31, 2010 and review our interim financial statements for the first, second and third quarters of 2011 are approximately $4,500. The aggregate fees billed by our auditors for professional services rendered for the audit of our annual financial statements for fiscal year ended December 31, 2009 were $4,500.
 
 AUDIT-RELATED FEES
 
 During the last two fiscal years, no fees were billed or incurred for assurance or related services by our auditors that were reasonably related to the audit or review of financial statements reported above.
 
 TAX FEES
 
 There were no tax preparation fees billed for the fiscal years ended December 31, 2010 or 2009.
 
 ALL OTHER FEES
 
 During the last two fiscal years, no other fees were billed or incurred for services by our auditors other than the fees noted above. Our board, acting as an audit committee, deemed the fees charged to be compatible with maintenance of the independence of our auditors.
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 THE BOARD OF DIRECTORS PRE-APPROVAL POLICIES
 
 We do not have a separate audit committee. Our full board of directors performs the functions of an audit committee. Before an independent auditor is engaged by us to render audit or non-audit services, our board of directors pre-approves the engagement. Board of directors pre-approval of audit and non-audit services will not be required if the engagement for the services is entered into pursuant to pre-approval policies and procedures established by our board of directors regarding our engagement of the independent auditor, provided the policies and procedures are detailed as to the particular service, our board of directors is informed of each service provided, and such policies and procedures do not include delegation of our board of directors' responsibilities under the Exchange Act to our management. Our board of directors may delegate to one or more designated members of our board of directors the authority to grant pre-approvals, provided such approvals are presented to the board of directors at a subsequent meeting. If our board of directors elects to establish pre-approval policies and procedures regarding non-audit services, the board of directors must be informed of each non-audit service provided by the independent auditor. Board of directors pre-approval of non-audit services, other than review and attest services, also will not be required if such services fall within available exceptions established by the SEC. For the fiscal year ended December 31, 2008, 100% of audit-related services, tax services and other services performed by our independent auditors were pre-approved by our board of directors.
 
 Our board has considered whether the services described above under the caption "All Other Fees", which are currently none, is compatible with maintaining the auditor's independence.
 
 The board approved all fees described above.
 
 PART IV
 
 ITEM 15.  EXHIBITS, FINANCIAL STATEMENTS
 
 The following documents are filed as part of this 10-K:
 
 1.  FINANCIAL STATEMENTS
 
 The following documents are filed in Part II, Item 8 of this annual report on Form 10-K:
 
 o
Report of Paritz & Co., P.A., Independent Registered Certified Public Accounting Firm
 
 o
Balance Sheets as of December 31, 2010 and 2009
 
 o
Statements of Operations for the years ended December 31, 2010 and 2009 and the period from April 29, 2008 (inception) to December 31, 2010
 
 o
Statements of Changes in Stockholders’ Equity for the period from April 29, 2008 (inception) to December 31, 2010
 
 o
Statements of Cash Flows for the years ended December 31, 2010 and 2009 and the period from April 29, 2008 (inception) to December 31, 2010
 
 o
Notes to Financial Statements
 
 2.  FINANCIAL STATEMENT SCHEDULES
 
 All financial statement schedules have been omitted as they are not required, not applicable, or the required information is otherwise included.
 
 3.  EXHIBITS
 
 The exhibits listed below are filed as part of or incorporated by reference in this report.
  35
 
 Exhibit No.

Identification of Exhibit3(i)

Articles of Incorporation of ACCELERATED ACQUISITIONS V. INC. (previously filed with Form 10-12G on August 28, 2008.3(ii)

By-Laws of ACCELERATED ACQUISITIONS V. INC. (previously filed with Form 10-12G on August 28, 200810.1

License Agreement between ACCELERATED ACQUISITIONS V, INC. and DEMAND POOLING GLOBAL SERVICES, LLC (previously filed with Form S-1/A on October 25, 2010)10.2

Consulting Agreement between ACCELERATED ACQUISITIONS V, INC. and ACCELERATED VENTURE PARTNERS, LLC (previously filed with Form S-1/A on May 11, 2011)10.3

Letter dated March 25, 2010 from ACCELERATED VENTURE PARTNERS, LLC to ACCELERATED ACQUISITIONS V, INC. (previously filed with Form S-1/A on January 28,2011)31.1*

Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.31.2*

Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.32.1*

Certification of Officers pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.99.1

Letter dated February 22, 2011 from ACCELERATED VENTURE PARTNERS, LLC to ACCELERATED ACQUISITIONS V, INC. (previously filed with Form S-1/A on May 11, 2011)
 
 
 *Included herewith
  36
 
 SIGNATURES
 
 Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
  Accelerated Acquisitions V, Inc.(Registrant)By/s/ Richard AlandRichard AlandChief Executive Officer

and Director (Principal Executive Officer, PrincipalFinancial Officer, Principal Accounting Officer)DateJune 1, 2011
 
 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the registrant and in the capacity and on the date indicated.
 
 By/s/ Richard AlandRichard AlandChief Executive Officer

and Director (Principal Executive Officer, PrincipalFinancial Officer, Principal Accounting Officer)DateJune 1, 2011By/s/ Donald KellyDonald KellyDirector, President, Chief Operating Officer

and SecretaryDateJune 1, 2011
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