U. S. Securities and Exchange Commission
                             Washington, D. C. 20549

                                   FORM 10-KSB

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

     For the fiscal year ended December 31, 2006
                               -----------------

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

     For the transition period from               to
                                    -------------    -------------

                               Commission File No.
                                    000-50892

                            Hangman Productions, Inc.
                           ------------------------
       (Name of Small Business Issuer as specified in its charter)

        UTAH                                        87-0638511
        ----                                        -----------
(State or other jurisdiction of                  (Employer I.D. No.)
       organization)

                            1223 Wilshire Blvd. #912
                             Santa Monica CA 90403
                                -----------------
                     (Address of Principal Executive Office)

 Issuer's Telephone Number, including Area Code:  (801) 649-3519


Securities Registered under Section 12(b) of the Exchange Act: None
Name of Each Exchange on Which Registered:                     None
Securities Registered under Section 12(g) of the Exchange Act: $0.01 par value
                                                               common stock

                                       1
<PAGE>
     Check  whether  the Issuer (1) filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the Company was required to file such reports),  and (2) has
been subject to such filing requirements for the past 90 days.

     (1)   Yes  X    No            (2)   Yes  X    No
               ---      ---                  ---      ---

     Indicate by check mark whether the registrant is an  accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act). Yes    No X
                                               ---   ---

     Indicate  by check mark  whether  the  registrant  is a shell  company  (as
defined in Rule 12b-2 of the Exchange Act). Yes    No X
                                               ---   ---

     Check  if  disclosure  of  delinquent  filers  in  response  to Item 405 of
Regulation  S-B is not  contained  in  this  form,  and no  disclosure  will  be
contained,   to  the  best  of  Company's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [ ]

     State Issuer's revenues for its most recent fiscal year:  December 31, 2006
- $3.750


     State the aggregate market value of the voting stock held by non-affiliates
computed by reference  to the price at which the stock was sold,  or the average
bid and asked  prices of such stock,  as of a specified  date within the past 60
days.

     January,  31, 2007 - $56,363.  There are  approximately  125,250  shares of
common voting stock of the Company not held by  affiliates.  These  computations
are based upon the bid price of $.45 for the common  stock of the Company on the
OTC Bulletin  Board of the National  Association  of  Securities  Dealers,  Inc.
("NASD") on January, 31, 2007.

                   (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                           DURING THE PAST FIVE YEARS)
     None, Not applicable.


                     (APPLICABLE ONLY TO CORPORATE ISSUERS)

     State the number of shares  outstanding of each of the Issuer's  classes of
common equity, as of the latest practicable date:

                                 MARCH 26, 2007

                                    1,490,000


                                       2
<PAGE>
                       DOCUMENTS INCORPORATED BY REFERENCE

     A description of "Documents Incorporated by Reference" is contained in Part
III, Item 13 of this Report.

Transitional Small Business Issuer Format   Yes  X   No
                                                ---     ---
                                               PART I

Item 1.  Description of Business.
         ------------------------

Business Development.
---------------------

          Organization, Charter Amendments and General History
          ----------------------------------------------------

     Hangman  Productions,  Inc. (the "Company") was incorporated under the laws
of the State of Utah in August,  1999 as "BBC2,  Inc." The purpose for which the
Company  was  organized  was to engage in any lawful act or  activity  for which
corporations may be organized under the Utah Revised  Business  Corporation Act.
In November of 2001, the Company changed its name to Hangman Productions, Inc.

     The Company's  operations during the year ended December 31, 2006, resulted
in $3,750 in revenue.  The Company's  cost of goods for the year ended  December
31,  2006,  was $3,750 and general and  administrative  expenses  were  $18,799,
resulting  in an  operating  loss of  $18,799,  and a net loss of $19,915  after
accounting for interest expense and franchise taxes.

     The  independent  auditor's  report issued in  connection  with the audited
financial  statements  of the Company for the period  ended  December  31, 2006,
expresses  "substantial doubt about its ability to continue as a going concern,"
due to the  Company's  accumulated  losses,  minimal  assets,  negative  working
capital, and is still developing operations.

                                       3
<PAGE>
          General History
          ---------------
     Prior  to  the  Company's   organization,   the  Company   authorized   and
subsequently issued 400,000 shares of common stock to four individuals  pursuant
to a Pre-organization Subscription Agreement. The shares were issued for cash at
$0.01 per share for a total of $4,000.

     Following the Company's  organization,  it conducted an offering of 320,000
shares  of  common  stock at a price of  $0.05  per  share.  This  offering  was
conducted  under  Rule  506 of  Regulation  D of  the  Securities  and  Exchange
Commission, and applicable provisions of Rule 144-14-25s of the Utah Division of
Securities,  which  provides for sales of securities by public  solicitation  to
"accredited" and "sophisticated" investors. The offering was subsequently closed
December 20, 1999, with the Company having received gross proceeds of $16,000.

     On January 4, 2004, the Company  completed  another  offering.  The Company
offered  20,000  shares of  common  stock at a price of $0.05  per  share.  This
offering was  conducted  under Rule 504 of  Regulation D of the  Securities  and
Exchange  Commission,  and the applicable  provisions of Rule  144-14-25s of the
Utah Division of Securities.  This offering was subsequently  closed February 1,
2004, with the Company having sold a total of 20,000 shares to  approximately 20
individuals, and having received gross proceeds of $1,000.

                                       4
<PAGE>
        Business.
        ---------

     Hangman is involved in the film production and management industry, focused
on seeking out  undiscovered  screenwriters,  and developing a pipeline  between
talented screenwriters and the Hollywood film-making  community.  The Company is
not only dedicated to developing relationships with the screenwriting community,
but also developing  relationships  within the film and entertainment  industry.
The Company  believes  its  two-fold  approach  will help bridge the gap between
screenwriters  ("content  providers") and production companies and film studios.
However,  Hangman's first objective is to build relationships with screenwriters
to enable the Company to access the screenwriters' library of content. Supply of
content will be generated and developed  through  screenplay  contests hosted by
the Company.  The Company has  developed  and will further  develop its internet
properties to promote the Company and its screenplay contests.

     The Company  advertises its Screenplay  ShootOut!  through several sources.
The  Company  created  a  marketing  website,  www.screenwriterscontest.net  and
www.screenplayshootout.com,  to target word searches on internet search engines.
During the contests the Company also places banner  advertisements  at a variety
of film and screenwriting websites.

                                       5
<PAGE>
     DISTRIBUTION METHODS OF PRODUCTS AND SERVICES

     The  Company  plans to attract  and  develop  talent  and enable  access to
content through its screenplay contests. Participants of the screenplay contests
will be able to access the  contests  via the  Company's  websites.  Hangman has
developed websites for its contests, and markets these websites through internet
banner advertisements, screenplay directory sites, and printed publications. The
Company  has also  created a print  advertisement  campaign  to target  the film
making and entertainment  industry and promote its contests.  Advertisements are
primarily targeted during the Company's contests.


     COMPETITIVE BUSINESS CONDITIONS AND THE COMPANY'S POSITION IN THE INDUSTRY

     The movie  production  and  entertainment  industry is highly  competitive.
Competition ranges from start-up production companies,  like Hangman, to billion
dollar,  multi-national  conglomerations.  It is the Company's  plan to position
itself  within the  industry as a supplier of content to the  industry's  larger
participants,  who will use the content to develop a variety of media  programs;
however, the Company is not currently providing content to any company.

     The  Company's  ability  to  obtain  access  to  content  is  driven by the
Company's ability to attract new and undiscovered  talent.  The Company is using
its contest-based  platform to develop  relationships  with the writer community
and develop  marketable  content.  The Company sponsored  contests face numerous
competitors.  Many of the competitors have similar web-based contests that offer
cash prizes and are affiliated with larger, well-known production companies. The
Company's  first  screenplay  contest was  targeted  for a broad  audience.  The
contest  is open to all genres and has  minimal  requirements.  The entry fee is
priced  within  the median  range of other  contests.  The cash  prizes are also
within the median range of other  contests.  Hangman  believes  that its success
relies on the  Company's  ability  to build  brand  awareness  within the writer
community  and  establish  a strong  network  with a variety of  management  and
productions companies.

                                       6
<PAGE>
     DEPENDENCE ON ONE OR A FEW MAJOR CUSTOMERS

     Currently  the  Company's  financial  success  relies solely on its contest
entrants.  These customers,  the contest entrants, are the Company's only source
of revenue.  The Company's  strategy is to attract  high-quality  and marketable
content and  distribute  the content to  management  and  production  companies;
however,   the  Company  does  not  currently  have  a  relationship   with  any
entertainment  production or management  companies.  If the Company  enters into
partnerships  or  any  other   relationships   with  production  and  management
companies,  these  customers  will be  necessary  for the  Company  to  generate
brokering  fees  and  commissions  on the  distribution  side  of the  Company's
business.


     PATENTS, TRADEMARKS, LICENSES, FRANCHISES, CONCESSIONS, ROYALTY AGREEMENTS
     OR LABOR CONTRACTS

     Other than possibly applying for a trademark on the Company's contest name,
Hangman  has not and does not  foresee  filing any  applications  for patents or
licenses.  The Company also does not plan to execute any franchises,  concession
or royalty agreements or labor contracts.

     NEED FOR GOVERNMENTAL APPROVAL OF PRINCIPAL PRODUCTS OR SERVICES

     Due to the nature of the Company's business,  Hangman does not need to seek
direct government approval for its offered services.

     EFFECT OF EXISTING OR PROBABLE GOVERNMENTAL REGULATIONS ON THE BUSINESS

     The Company is not currently subject to many direct government  regulation,
other than the securities laws and the regulations  thereunder applicable to all
publicly  owned  companies,  the  laws and  regulations  applicable  to  general
businesses.  It is possible that certain laws and  regulations may be adopted at
the local,  state,  national  and  international  level  that  could  effect the
Company's  operations.  Changes to such laws  could  create  uncertainty  in the
marketplace which could reduce demand for the Company's products or increase the
cost of doing  business as a result of costs of litigation or a variety of other
such costs, or could in some other manner have a material  adverse effect on the
Company's business, financial condition, results of operations and prospects. If
any such law or regulation  is adopted it could limit the  Company's  ability to
operate and could force the  business  operations  to cease,  which would have a
significantly negative effect on the shareholder's investment.

                                       7
<PAGE>
     REPORTING REQUIRMENTS

     As an issuer whose securities will be registered under Section 12(g) of the
Exchange Act, we will be required to file periodic  reports with the  Securities
and  Exchange   Commission  (the  "Commission").   In  addition,   the  National
Association of Securities Dealers, Inc. (the "NASD"),  requires that all issuers
maintaining  quotations  of their  securities  on the OTC  Bulletin  Board  file
periodic reports under the Exchange Act.

     The public may read and copy any materials that we file with the Commission
at the Commission's Public Reference Room at 450 Fifth Street N.W.,  Washington,
DC 20549.  The public  may obtain  information  on the  operation  of the Public
Reference Room by calling the Commission at  1-800-SEC-0330  or 1- 202-942-8090.
The  Commission  maintains an internet  site that  contains  reports,  proxy and
information  statements  and  other  information  regarding  issuers  that  file
electronically   with   the   Commission.   The   address   of   that   site  is
http://www.sec.gov.

     SMALL BUSINESS ISSUER

     The Commission's  integrated  disclosure system for small business issuers,
which was adopted in Release No. 34-30968 and became  effective as of August 13,
1992,  substantially  modified the information  and financial  requirements of a
"Small Business  Issuer," defined to be an issuer that has revenues of less than
$25,000,000;  is a U.S. or Canadian issuer; is not an investment company; and if
a  majority-owned  subsidiary,  the  parent  is  also a small  business  issuer;
provided,  however,  an entity is not a small business issuer if it has a public
float (the aggregate market value of the issuer's outstanding securities held by
non-affiliates)  of  $25,000,000  or more.  The Company is deemed to be a "small
business issuer."

     SARBANES-OXLEY ACT

     On July 30, 2002,  President Bush signed into law the Sarbanes-Oxley Act of
2002.  The   Sarbanes-Oxley  Act  imposes  a  wide  variety  of  new  regulatory
requirements  on  publicly-held  companies  and  their  insiders.  Many of these
requirements will affect us. For example:

     * Our chief executive  officer and chief financial officer must now certify
     the  accuracy  of  all of  our  periodic  reports  that  contain  financial
     statements;

     *  Our  periodic   reports  must   disclose  our   conclusions   about  the
     effectiveness of our disclosure controls and procedures; and

     * We may not make any loan to any director or executive  officer and we may
     not materially modify any existing loans.

     The Sarbanes-Oxley Act has required us to review our current procedures and
policies to determine  whether they comply with the  Sarbanes-Oxley  Act and the
new  regulations  promulgated  thereunder.  We  will  continue  to  monitor  our
compliance  with all future  regulations  that are adopted  under the  Sarbanes-
Oxley Act and will take whatever  actions are necessary to ensure that we are in
compliance.

                                       8
<PAGE>
     RESEARCH AND DEVELOPMENT

     Since inception, the Company has not expended a material amount on research
and development.

     COMPLIANCE WITH ENVIRONMENTAL LAWS (FEDERAL, STATE AND LOCAL)

     Due to the nature of the  Company's  operations,  Hangman  does not believe
that  compliance  with  environmental  laws will have a  material  impact on the
Company or its operations.

     NUMBER OF EMPLOYEES

     Other than the Company's three executive officers and directors the Company
has no  employees.  Effective as of April 1, 2006,  the  Company's  officers and
directors  resolved  to  suspend  the  payment  of  salaries  until the  Company
generates  positive  operating cash flow.  Salaries will be reinstated  once the
Company  generates  positive  operating cash flow on a quarterly basis, at which
time Mr.  James  Doolin will receive  $1,000 per month,  Mr. Shane  Thueson will
receive $500 per month, and Mr. John Winchester will receive $100 per month.

RISK FACTORS
------------

     Our present and intended  business  operations are highly  speculative  and
involve  substantial risks. Only investors who can bear the risk of losing their
entire investment  should consider buying our shares.  All risk factors that you
should consider are the following:

     THE COMPANY IS IN AN EARLY STAGE OF DEVELOPMENT

     Hangman is a development stage company.  Our Company has limited assets and
has had limited material operations since inception. We can provide no assurance
that our current and proposed  business  will  produce any material  revenues or
that we will ever operate on a profitable basis.

     THE COMPANY MAY EXPERIENCE LOSSES ASSOCIATED WITH START-UP

     The Company has limited operating history. The Company will also experience
expenses  related to the initial  start-up of the  business,  including  office,
computer and software  expenses.  The Company expects that its initial  expenses
will result in losses early in its development. It cannot guarantee that it will
become profitable after it completes its initial purchases.

                                       9
<PAGE>
     THE COMPANY MAY EXPERIENCE  FLUCTUATIONS IN OPERATING RESULTS;

     The Company's  operating results are likely to fluctuate in the future as a
result of a variety of  factors.  Some of these  factors  may  include  economic
conditions,  the amount and timing of the receipt of new business; timing of the
Company's screenplay contests;  the success of the Company's screenplay contests
and the revenue  generated from such contests,  capital  expenditures  and other
costs  relating to the  expansion of  operations;  the ability of the Company to
develop contacts and establish a network within the entertainment production and
management  industry;  the cost of advertising and related media.  Due to all of
the foregoing factors,  the Company's operating results in any given quarter may
fall  below  expectations.  In such an event,  any future  trading  price of the
Company's common stock would likely be materially and adversely affected.

     THE COMPANY'S BUSINESS MODEL MAY CHANGE OR EVOLVE

     The Company and its prospects must be considered in light of the risks,  as
identified in the Risk Factors section of this filing, expenses and difficulties
frequently encountered by companies in an early stage of development. Such risks
for the Company include,  but are not limited to, an evolving business model. To
address  these  risks the  Company  must,  among other  things,  develop  strong
business practices and management  activities,  develop the strength and quality
of its operations,  maximize the value delivered to clients, develop and enhance
the Company's brand through marketing and networking  initiatives.  There can be
no assurance that the Company will be successful in meeting these challenges and
addressing  such risks and the  failure  to do so could have a material  adverse
effect on the Company's business,  financial condition, result of operations and
prospects.

     THE INDUSTRY THAT THE COMPANY  PARTICIPATES  HAS RELATIVELY LOW BARRIERS TO
     ENTRY AND THE COMPANY MAY FACE SIGNIFICANT COMPETITION

     There are  relatively  low barriers to entry into the  Company's  industry.
Because firms such as the Company rely on the skill, knowledge and relationships
of their personnel and their ability to market and create brand awareness,  they
have no patented  technology  that would  preclude or inhibit  competitors  from
entering  their  markets.  The Company  started with limited  capital and anyone
interested  in entering  the  Company's  business  could also start with limited
capital. In addition,  any large or small management,  production or film studio
that seeks to obtain  original  screenplays  could  initiate a contest  like the
Company's or attract content through numerous of other channels. One of the most
common  channels for Company's  like Hangman to attract  content is by having an
open submission  policy,  whereby anyone wanting to submit material can directly
mail their submission directly to a management, production or film studio for no
fee.

     The Company is likely to face additional competition from new entrants into
the market in the future  because  there are  relatively  low barriers to entry.
There can be no assurance that existing or future  competitors  will not develop
or offer services that provide significant performance, price, creative or other
advantages  over  those  offered  by the  Company,  which  could have a material
adverse effect on its business,  financial condition,  results of operations and
prospects.

                                       10
<PAGE>
     AUDITOR'S  OPINION  EXPRESSES DOUBT ABOUT THE COMPANY'S ABILITY TO CONTINUE
     AS A "GOING CONCERN"

     The report of independent  registered  public  accounting  firm,  issued in
connection with the audited  financial  statements of the Company for the period
ended  December  31,  2006,  expresses  "substantial  doubt about its ability to
continue as a going concern," due to the Company's status as a development stage
company  and its lack of  significant  operations.  If the  Company is unable to
develop its operations,  the Company may have to cease to exist,  which would be
detrimental to the value of the Company's  common stock. The Company can make no
assurances  that its  business  operations  will develop and provide the Company
with significant cash to continue operations.

     THE  COMPANY  MAY  NEED  FUTURE  CAPITAL  AND MAY  NOT BE  ABLE  TO  OBTAIN
     ADDITIONAL FINANCING

     Over the next  twelve  months the  Company's  management  will  advance the
Company monies not to exceed $40,000, as loans to the Company.  The loan will be
on terms no less  favorable  to the  Company  than  would  be  available  from a
commercial  lender in an arm's length  transaction.  The loan from the Company's
management  will  provide the Company  with  enough cash  resources  to meet its
presently  anticipated working capital and capital expenditure  requirements for
the next 12 months. Beyond the next 12 months the Company's future liquidity and
capital  requirements  will depend upon the success of its proposed business and
the ability of the Company to generate  profits  from these  operations.  If the
Company's  operations are not able to generate  sufficient income and additional
monies are needed beyond the next twelve months,  it will be up to the Company's
management to raise additional monies.  These funds may be raised as either debt
or equity, but management does not have any plans or relationships  currently in
place to raise  such  funds.  There can be no  assurance  that  such  additional
funding,  if needed, will be available on terms acceptable to the Company, or at
all. The Company may be required to raise  additional  funds  through  public or
private financing,  strategic relationships or other arrangements.  There can be
no assurance that such additional funding, if needed, will be available on terms
acceptable  to the Company,  or at all. If adequate  funds are not  available on
acceptable  terms,  the Company may be unable to develop or enhance its services
and products,  take advantage of future  opportunities or respond to competitive
pressures,  any of which could have a material  adverse  effect on its business,
financial condition, results of operations and prospects.

     FUTURE  CAPITAL  RAISED  THROUGH  EQUITY   FINANCING  MAY  BE  DILUTIVE  TO
     STOCKHOLDERS

     Any  additional  equity  financing  may be  dilutive  to  stockholders.  If
additional  funds are raised  through  the  issuance of equity  securities,  the
percentage  ownership  of the  stockholders  of the  Company  will  be  reduced,
stockholders may experience  additional dilution in net book value per share and
such equity  securities  may have rights,  preferences  or privileges  senior to
those of the holder of the  Company's  common stock.

                                       11
<PAGE>
     FUTURE DEBT FINANCING MAY INVOLVE RESTRICTIVE  COVENANTS THAT MAY LIMIT THE
     COMPANY'S OPERATING FLEXIBILITY

     Furthermore,  a debt  financing  transaction,  if  available,  may  involve
restrictive covenants,  which may limit the Company's operating flexibility with
respect to certain business matters. If additional funds are raised through debt
financing,  the debt holders may require the Company to make certain agreements,
covenants,  which  could  limit or prohibit  the  Company  from taking  specific
actions,  such as  establishing  a limit on further  debt; a limit on dividends,
limit on sale of assets, or specific collateral  requirements.  Furthermore,  if
the Company raises funds through debt  financing,  the Company would also become
subject to interest and principal payment obligations.

     EXECUTIVE OFFICERS HAVE NO LONG-TERM EXPERIENCE WITHIN THE FILM AND ENTER-
     TAINMENT INDUSTRY

     The Company's officers have no specific experience in the development and
marketing  of  screenplay  content.  This  lack of  experience  may make it more
difficult to establish the contacts and relationships  necessary to successfully
market content.

     THE COMPANY MAY FACE POTENTIAL LIABILITY TO CLIENTS

     The Company intends to develop, market, acquire and distribute content. Its
failure or  inability  to properly  acquire or secure  content  could impact the
Company's  business  reputation  or result in a claim for  substantial  damages,
regardless of its responsibility for such failure.  The Company does not have an
insurance  policy  covering  claims in this matter  could  adversely  affect the
Company's business, results of operations and financial conditions.

     EXECUTIVE OFFICERS AND MAJORITY  SHAREHOLDERS  MAINTAIN SIGNIFICANT CONTROL
     OVER THE COMPANY AND ITS ASSETS

     Hangman's  Executive  Officers maintain control over the Company's board of
directors and also control the Company's  business  operations and policies.  In
addition, four shareholders, excluding the Company's Executive Officers, control
76.1% of the Company's  issued and outstanding  common stock.  Furthermore,  the
Doolin  Family  owns  69.5%  of the  Company's  outstanding  shares.  Management
believes  that this  constitutes  a  controlling  interest in the Company.  As a
result,  these  majority  shareholders  will  be able  to  exercise  significant
influence  over  all  matters  requiring  stockholder  approval,  including  the
election of directors and approval of significant corporate  transactions.  Such
concentration  of ownership may also have the effect of delaying or preventing a
change in control of the Company. See Part I, Item 4.

                                       12
<PAGE>
     THE COMPANY IS UNLIKELY TO PAY DIVIDENDS

     It is unlikely  that the Company will pay  dividends  on its common  stock,
resulting in an investor's only return on an investment in the Company's  common
stock is the  appreciation  of the per  share  price.  The  Company  can make no
assurances that the Company's common stock will ever appreciate.

     THE COMPANY'S  SECURITIES MAY HAVE A LIMITED MARKET DUE TO RULES ASSOCIATED
     WITH PENNY STOCKS

     The  Company's  stock  differs  from  many  stocks,  in that it is a "penny
stock." The Securities and Exchange  Commission has adopted a number of rules to
regulate  "penny  stocks."  These rules  include,  but are not limited to, Rules
3a5l-l,  15g-1, 15g-2, 15g-3, 15g-4, 15g-5, 15g-6 and 15g-7 under the Securities
and Exchange Act of 1934, as amended.

     Because our securities probably constitute "penny stock" within the meaning
of the rules,  the rules  would  apply to us and our  securities.  The rules may
further  affect the ability of owners of our stock to sell their  securities  in
any market that may develop  for them.  There may be a limited  market for penny
stocks,  due to the  regulatory  burdens on  broker-dealers.  The  market  among
dealers  may not be active.  Investors  in penny  stock often are unable to sell
stock back to the dealer that sold them the stock.  The mark-ups or  commissions
charged by the  broker-dealers may be greater than any profit a seller may make.
Because  of large  dealer  spreads,  investors  may be  unable to sell the stock
immediately  back to the dealer at the same  price the dealer  sold the stock to
the investor. In some cases, the stock may fall quickly in value.  Investors may
be unable to reap any profit from any sale of the stock,  if they can sell it at
all.
                                       13
<PAGE>

     Stockholders should be aware that, according to the Securities and Exchange
Commission  Release No. 34- 29093,  the market for penny  stocks has suffered in
recent years from patterns of fraud and abuse. These patterns include:

        - Control of the market for the security by one or a few broker-dealers
          that are often related to the promoter or issuer;

        - Manipulation of prices through prearranged matching of purchases and
          sales and false and misleading press releases;

        - "Boiler room" practices involving high pressure sales tactics and
          unrealistic price projections by inexperienced sales persons;

        - Excessive and undisclosed bid-ask differentials and markups by selling
          broker-dealers; and

        - The wholesale dumping of the same securities by promoters and broker-
          dealers after prices have been manipulated to a desired level, along
          with the inevitable collapse of those prices with consequent investor
          losses.

     Furthermore,  the  "penny  stock"  designation  may  adversely  affect  the
development of any public market for the Company's shares of common stock or, if
such a  market  develops,  its  continuation.  Broker-dealers  are  required  to
personally  determine  whether an  investment  in "penny  stock" is suitable for
customers.
                                       14
<PAGE>

     Penny stocks are  securities (i) with a price of less than five dollars per
share; (ii) that are not traded on a "recognized" national exchange; (iii) whose
prices are not quoted on the NASDAQ automated  quotation  system  (NASDAQ-listed
stocks must still meet  requirement  (i)  above);  or (iv) of an issuer with net
tangible  assets  less than  $2,000,000  (if the issuer  has been in  continuous
operation  for at least three years) or $5,000,000  (if in continuous  operation
for less  than  three  years),  or with  average  annual  revenues  of less than
$6,000,000 for the last three years.

     Section 15(g) of the Exchange Act, and Rule 15g-2 of the Commission require
broker-dealers  dealing in penny stocks to provide  potential  investors  with a
document  disclosing  the risks of penny stocks and to obtain a manually  signed
and dated written receipt of the document before  effecting any transaction in a
penny stock for the  investor's  account.  Potential  investors in the Company's
common  stock are urged to obtain  and read  such  disclosure  carefully  before
purchasing any shares that are deemed to be "penny stock."

     Rule 15g-9 of the  Commission  requires  broker-dealers  in penny stocks to
approve the  account of any  investor  for  transactions  in such stocks  before
selling  any  penny  stock  to  that  investor.   This  procedure  requires  the
broker-dealer to (i) obtain from the investor information  concerning his or her
financial  situation,  investment  experience  and investment  objectives;  (ii)
reasonably  determine,  based on that  information,  that  transactions in penny
stocks are  suitable  for the  investor  and that the  investor  has  sufficient
knowledge and experience as to be reasonably  capable of evaluating the risks of
penny stock  transactions;  (iii) provide the investor with a written  statement
setting forth the basis on which the  broker-dealer  made the  determination  in
(ii) above;  and (iv) receive a signed and dated copy of such statement from the
investor,  confirming  that it  accurately  reflects  the  investor's  financial
situation,  investment  experience and investment  objectives.  Compliance  with
these requirements may make it more difficult for the Company's  stockholders to
resell their shares to third parties or to otherwise dispose of them.

                                       15
<PAGE>
     NO ASSURANCE  CAN BE GIVEN THAT ANY MARKET FOR THE  COMPANY'S  COMMON STOCK
     WILL  DEVELOP  OR BE  MAINTAINED  AND IF A  MARKET  DEVELOPS  THE  SALE  OF
     "UNREGISTERED" AND "RESTRICTED" SHARES BY MEMBERS OR MANAGEMENT MAY HAVE AN
     ADVERSE EFFECT ON THE MARKET FOR THESE SHARES

     Prior  to  the  Company's   organization,   the  Company   authorized   and
subsequently issued 400,000 shares of common stock to four individuals  pursuant
to a Pre-organization Subscription Agreement. The shares were issued for cash at
$0.01 per share for a total of $4,000.

     Following the Company's  organization,  it conducted an offering of 320,000
shares  of  common  stock at a price of  $0.05  per  share.  This  offering  was
conducted  under  Rule  506 of  Regulation  D of  the  Securities  and  Exchange
Commission, and applicable provisions of Rule 144-14-25s of the Utah Division of
Securities,  which  provides for sales of securities by public  solicitation  to
"accredited" and "sophisticated" investors. The offering was subsequently closed
December 20, 1999, with the Company having received gross proceeds of $16,000.

     On January 13, 2004, the Company completed  another  offering.  The Company
offered  20,000  shares of  common  stock at a price of $0.05  per  share.  This
offering was  conducted  under Rule 504 of  Regulation D of the  Securities  and
Exchange  Commission,  and the applicable  provisions of Rule  144-14-25s of the
Utah Division of Securities.  This offering was subsequently  closed February 1,
2004, with the Company having sold a total of 20,000 shares to  approximately 20
individuals, and having received gross proceeds of $1,000.

     No assurance  can be given that any market for the  Company's  common stock
will be maintained.  If a public market ever develops in the future, the sale of
"unregistered"  and "restricted"  shares of common stock pursuant to Rule 144 of
the  Securities  and Exchange  Commission by members of management or others may
have a  substantial  adverse  impact on any such  market.  The  following  table
discloses  the date  that the  Company's  issued  shares  of  common  stock  are
available for resale:

                           Date              Number of           Aggregate
        Name              Acquired             Shares           Consideration
        ----              --------            ---------         -------------
        JAMES P. DOOLIN*         08/99               50,000           $     500

        ALYCIA D. ANTHONY*       08/99               25,000           $     250

        RICHARD R. ANTHONY*      08/99               25,000           $     250

        MICHAEL J. DOOLIN*       08/99              300,000           $   3,000

        PURCHASERS UNDER**       12/99              320,000           $  16,000
        RULE 506 OFFERING

        PURCHASERS UNDER***       01/04               20,000           $  1,000
        RULE 504 OFFERING

     * The 400,000  shares  that the  Company  issued in  September,  1999,  are
     eligible  for resale  pursuant to Rule 144 of the  Securities  and Exchange
     Commission.  These persons have  satisfied the "holding  period" under Rule
     144.

     ** The  320,000  shares  that the  Company  issued in  December,  1999,  in
     connection  with the Offering are  eligible for resale in  compliance  with
     Rule 144(k) of the Securities and Exchange  Commission.  These persons have
     satisfied the "holding period" under Rule 144.

     *** The 20,000  shares that the  Company  issued in January  13,  2004,  in
     connection  with the Offering were eligible for resale on January 13, 2005,
     in compliance with Rule 144 of the Securities and Exchange Commission.



                                       16
<PAGE>
Item 2.  Description of Property.
         -----------------------

     Hangman's  Executive  Officers  currently  provide  office  space,  use  of
telephone lines and computer systems to the Company. As of November 1, 2007, the
Company  began  recording  a charge for these  expenses  of $150 per month.  The
Company used an allocation  method of these  expenses  estimated by the Company.
The Company  estimates  that if these  expenses  were  recorded on a stand-alone
basis the  Company  would incur $300 per month in  expenses.  In  addition,  the
Company leases a mail box in Santa Monica, California for approximately $100 per
month.

Item 3.  Legal Proceedings.
         ------------------

     The  Company  is  not a  party  to any  pending  legal  proceeding.  To the
knowledge  of  management,  no federal,  state or local  governmental  agency is
presently  contemplating  any  proceeding  against  the  Company.  No  director,
executive officer or affiliate of the Company or owner of record or beneficially
of more than five percent of the  Company's  common stock is a party  adverse to
the Company or has a material interest adverse to the Company in any proceeding.

Item 4.  Submission of Matters to a Vote of Security Holders.
         ----------------------------------------------------

     During the fourth  quarter of the year ended  December 31, 2006,  no matter
was submitted to a vote of the Company's securities holders, whether through the
solicitation of proxies or otherwise.


                                       17
<PAGE>
                                     PART II

Item 5.  Market for Common Equity and Related Stockholder Matters.
         ---------------------------------------------------------

     Market Information.
     -------------------

     The  Company  shares are traded on the OTC  Bulletin  Board,  the symbol is
HGMP.  The  Company  shares  have been  quoted on the OTC  Bulletin  Board since
October 19, 2005. The following quotes are through the most recent year end:

                        CLOSING BID             CLOSING ASK
                        HIGH    LOW             HIGH    LOW

JAN 1, 2006           .35     .35               1.01    1.01
THRU
DEC 31, 2006          .45     .45               1.01    1.01

Holders
-------

     The number of record holders of the Company's  common stock, as of the date
of this Report, is approximately 63.

     Dividends.
     ----------

     The Company has not declared any cash  dividends with respect to its common
stock and does not intend to declare  dividends in the foreseeable  future.  The
future dividend policy of the Company cannot be ascertained  with any certainty.
There are no material  restrictions  limiting,  or that are likely to limit, the
Company's ability to pay dividends on its common stock.


                                       18
<PAGE>
     Sales of "Unregistered" and "Restricted"
     Securities Over The Past Three Years.
     -------------------------------------

     On January 13, 2004, the Company completed  another  offering.  The Company
offered  20,000  shares of  common  stock at a price of $0.05  per  share.  This
offering was  conducted  under Rule 504 of  Regulation D of the  Securities  and
Exchange  Commission,  and the applicable  provisions of Rule  144-14-25s of the
Utah Division of Securities.  This offering was subsequently  closed February 1,
2004, with the Company having sold a total of 20,000 shares to  approximately 20
individuals, and having received gross proceeds of $1,000.

For Further information see the following table: "Common Stock"

   COMMON STOCK

                         Date              Number of           Aggregate
     Name              Acquired             Shares           Consideration
     ----              --------            ---------         -------------
JAMES P. DOOLIN*         08/99               50,000           $     500

ALYCIA D. ANTHONY*       08/99               25,000           $     250

RICHARD R. ANTHONY*      08/99               25,000           $     250

MICHAEL J. DOOLIN        08/99              300,000           $   3,000

PURCHASERS UNDER**       12/99              320,000           $  16,000
RULE 506 OFFERING

PURCHASERS UNDER**       01/04               20,000           $   1,000
RULE 504 OFFERING

* James P. Doolin,  Alycia D. Anthony and Richard. R. Anthony were all directors
and Executive  Officers of the Company at the time of purchase,  and as such had
access to all material  information  regarding the Company prior to the offer or
sale of these securities.  The directors and Executive  Officers are "accredited
investor."  The offers and sales of these  securities  are believed to have been
exempt from the registration  requirements of Section 5 of the Securities Act of
1933,  as  amended,  pursuant to Sections  3(b)  and/or 4(2)  thereof,  and from
similar  applicable states securities laws, rules and regulations  exempting the
offer  and  sale  of  these   securities  by  available  state  exemptions  from
registration.

**  Purchasers  of the  Company's  securities  under the Rule 506 offering  were
"accredited"  or   "sophisticated"   investors.   Purchasers  of  the  Company's
securities  under  the  Rule  504  offering  were  "accredited"  investors.  All
purchasers had access to all material information regarding the Company.

     There have been no other sales of the Company's unregistered securities.



                                       19
<PAGE>
Item 6.  Management's Discussion and Analysis or Plan of Operation.
         ----------------------------------------------------------

     Plan of Operations.
     -------------------

     Hangman  intends to continue to operate in the same manner as prior  years,
including  continuing  to host  screenplay  contests.  The  Company  intends  to
continue to fund operations  based on revenue  generated  through the screenplay
contests and loans from the  Company's  officers to provide cash for  operations
throughout the coming fiscal year.

     MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
     OPERATION

     OPERATING RESULTS - OVERVIEW

     Fiscal year ended  December 31, 2006  resulted in a net loss of  ($19,915).
This net loss is a decrease of ($8,593)  from the net loss for fiscal year ended
December 31, 2005 of ($28,508). The Basic Loss per Share for fiscal year 2006 is
($0.02),  as  compared  to a loss per share of  ($0.04)  for  fiscal  year 2005.
Details of changes in revenues and expenses can be found below.

     During  fiscal year ended  December 31,  2006,  the Company  experienced  a
significant, non-recurring, non-cash transaction. The Company settled $37,500 of
debt to officers and directors through the issuance of common stock.

     OPERATING RESULTS REVENUES

     Revenues  increased from $0 for the fiscal year ended December 31, 2005, to
$3,750  for the  fiscal  year ended  December  31,  2006.  The  increase  in the
Company's  revenue  was a  result  of the  timing  of the  Company's  screenplay
contests. The Company did not have a screenplay contest that ended in the fiscal
year 2005.  All of the  Company's  revenue is generated  from entry fees for the
Company's screenplay contests.

     OPERATING RESULTS COST OF GOODS SOLD/COST OF SALES

     Cost of goods sold for the  twelve-month  period  ended  December 31, 2006,
increased  $3,750,  compared to $0 for the fiscal year ended  December 31, 2005.
This  increase  is due to an increase in revenue  generated  from the  Company's
screenplay  contests.  Included  in the Cost of Goods  sold  figure is the prize
monies awarded to the finalist in the Company's screenplay contest.

                                       20
<PAGE>
     OPERATING RESULTS OPERATING EXPENSES

     Operating  expense for the  twelve-month  period ended  December 31, 2006,
decreased  by $9,450 to $18,799 as  compared  to  $28,249  for the  twelve-month
period ended December 31, 2005. The decrease was due to the decreased  salaries,
and  website  development  and  marketing  expenses.  For the fiscal  year ended
December  31, 2005,  the Company  incurred  website  development  and  marketing
expenses in anticipation for the Company's  screenplay contest that commenced in
2006. The Company also incurred compensation expense of $1,600 per month for the
Executive  Officers  through March 31, 2006.  Effective as of April 1, 2006, the
Company's  officers  and  directors  resolved to suspend the payment of salaries
until the Company  generates  positive  operating  cash flow.  Salaries  will be
reinstated  once  the  Company  generates  positive  operating  cash  flow  on a
quarterly  basis,  at which time Mr. James Doolin will receive $1,000 per month,
Mr. Shane  Thueson will receive  $500 per month,  and Mr. John  Winchester  will
receive $100 per month.

     OPERATING RESULTS INTEREST EXPENSES

     Interest  expenses for the  twelve-month  period  ended  December 31, 2006,
increased  $865 to $1,034 as compared to $169 for the twelve- month period ended
December 31, 2005.  This  increase is due to an increase in accrued  salaries to
officers and directors. In April, 2006, the Company issued shares to some of the
officers and directors to forgive debts  incurred by the Company  related to the
accrued salaries.

     LIQUIDITY

     As of December 31, 2006,  the Company had total  current  assets of $68 and
total  liabilities  of $20,880.  As of December 31, 2006,  the  Company's  total
future obligations were $20,880.

     Because the Company has  accumulated  losses since  inception,  has minimal
assets,  and has no sales  activity the  Company's  auditor  believes that these
factors raise  substantial  doubt about the  Company's  ability to continue as a
going concern.  With monies that the Company's  management has agreed to advance
the Company and its existing  cash balance of $68, as of December 31, 2006,  the
Company has adequate resources for the Company's planned operations for the next
12 months.

     Management  anticipates average monthly  expenditures,  including executive
compensation,   to  range  between  $500  and  $1,000  per  month.  The  Company
anticipates  hosting an additional  screenplay  contest in the fiscal year 2007.
The Company is unable to accurately project the amount of revenue the screenplay
contest will generate.  However,  the Company's management has agreed to advance
the Company monies not to exceed $40,000,  as loans to the Company, at any point
over the next  twelve  months.  These  funds will allow the  Company  sufficient
resources to continue  operations  regardless of the revenue  generated from the
upcoming film project or screenplay contests.  As previously  discussed,  if the
Company  needs  funds  in  excess  of  $40,000,  it will be up to the  Company's
management  to raise such  monies.  These  funds may be raised as either debt or
equity,  but management  does not have any plans or  relationships  currently in
place to raise  such  funds.  There can be no  assurance  that  such  additional
funding,  if needed, will be available on terms acceptable to the Company, or at
all.
                                       21
<PAGE>
     The  Company's  ability to  continue  as a going  concern is  dependent  on
management's  ability to generate revenue and to manage the Company's  expenses.
Management will continue to seek to exploit  opportunities  to enhance the value
of the Company and its profitability.

     CRITICAL ACCOUNTING POLICIES - ESTIMATES

     Our  discussion  herein and  analysis  thereof is based upon our  financial
statements  in Item 7  below,  which  have  been  prepared  in  accordance  with
Generally  Accepted  Accounting  Principals  of the United  States  (GAAP).  The
preparation of these statements  requires  management to make estimates and best
judgments that affect the reported  amounts.  See Note 2 contained in Item 7 for
additional  discussions of these and other  accounting  policies and disclosures
required by GAAP.

     OFF-BALANCE SHEET ARRANGMENTS

     We do not have any off-balance sheet arrangements as of December 31, 2006.

                                        22
<PAGE>
Item 7.  Financial Statements.
         ---------------------

          Financial Statements for the years ended December 31, 2006 and 2005

          Report of Independent Registered Public Accounting Firms

          Balance Sheet - December 31, 2006

          Statements  of  Operations  for the years ended  December 31, 2006 and
          2005 and for the period  from  inception  (August  11,  1999)  through
          December 31, 2006

          Statements of  Stockholders'  Deficit for the years ended December 31,
          2006 and 2005 and for the period  from  inception  (August  11,  1999)
          through December 31, 2006

          Statements  of Cash Flows for the years  ended  December  31, 2006 and
          2005 and for the period  from  inception  (August  11,  1999)  through
          December 31, 2006

          Notes to the Financial Statements




                                       23
<PAGE>
<TABLE>
<CAPTION>


                               Hangman Productions, Inc.
                             [A Development Stage Company]

                                   TABLE OF CONTENTS

                                                                                 Page


<S>                                                                               <C>
Report of Independent Registered Public Accounting Firm                           25

Balance Sheet - December 31, 2006                                                 26

Statements of Operations for the Years Ended December 31, 2006 and                27
2005 and for the period from inception [August 11, 1999] through
December 31, 2006.

Statement of Stockholders' Deficit for the period from inception [August          28
11, 1999] through December 31, 2006.

Statements of Cash Flows for the Years Ended December 31, 2006 and                29
2004 and for the period from inception [August 11, 1999] through
December 31, 2005.

Notes to  Financial Statements                                                  30 - 37



                                       24
</TABLE>
<PAGE>

                REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


The Board of Directors and Shareholders
Hangman Productions, Inc.

     We have audited the accompanying balance sheet of Hangman Productions, Inc.
[a  development  stage  company]  as of  December  31,  2006,  and  the  related
statements of operations,  stockholders'  deficit,  and cash flows for the years
ended December 31, 2006 and 2005 and for the period from  inception  [August 11,
1999]  through   December  31,  2006.   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 audit.

     We  conducted  our audit in  accordance  with the  standards  of the Public
Company Accounting Oversight Board (United States). Those standards require that
we plan and perform the audit to obtain  reasonable  assurance about whether the
financial  statements  are  free  of  material  misstatement.  The  Company  has
determined  that it is not required to have, nor were we engaged to perform,  an
audit of its  internal  control over  financial  reporting.  Our audit  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 purposes of expressing an opinion on the  effectiveness of the Company's
internal  controls over  financial  reporting.  Accordingly,  we express no such
opinion. An audit includes examining,  on a test basis,  evidence supporting the
amounts and  disclosures  in the  financial  statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.

     In our opinion,  the financial statements referred to above present fairly,
in all material respects, the financial position of Hangman Productions, Inc. (a
development  stage  company) as of December 31,  2006,  and the results of their
operations  and their cash flows for the years ended  December 31, 2006 and 2005
and for the period from inception [August 11, 1999] through December 31, 2006 in
conformity with accounting principles generally accepted in the United States of
America.

     The  accompanying  financial  statements  have been  prepared  assuming the
Company  will  continue  as a  going  concern.  As  discussed  in  Note 2 to the
financial  statements,  the  Company has  accumulated  losses,  minimal  assets,
negative  working  capital,  and  is  still  developing  its  planned  principal
operations.  These factors raise substantial doubt about its ability to continue
as a going  concern.  Management's  plans in  regard to these  matters  are also
described in Note 2. The  financial  statements  do not include any  adjustments
that might result from the outcome of this uncertainty.

/S/ MANTYLA MCREYNOLDS LLC
Mantyla McReynolds, LLC
Salt Lake City, Utah
March 24, 2007


                                       25
<PAGE>
<TABLE>
<CAPTION>

                            Hangman Productions, Inc.
                          [A Development Stage Company]
                                 Balance Sheet
                               December 31, 2006

                                                                            12/31/2006
                                                                        --------------------

ASSETS

Assets
       Current Assets
<S>                                                                                    <C>
            Cash                                                                       $ 68
                                                                        --------------------
                                                                        --------------------

Total Assets                                                                           $ 68
                                                                        ====================
                                                                        ====================

                 LIABILITIES AND STOCKHOLDERS' DEFICIT

Liabilities

       Current Liabilities

            Accounts Payable                                                        $ 6,217
            Franchise Taxes Payable                                                     100
            Accrued Interest - Related Party                                            981
            Salaries Payable                                                          2,153
            Payable to Shareholder                                                    2,429
            Note Payable - Shareholder                                                9,000
                                                                        --------------------
                                                                        --------------------

       Total Current Liabilities                                                     20,880
                                                                        --------------------
                                                                        --------------------

Total Liabilities                                                                  $ 20,880
                                                                        --------------------
                                                                        --------------------

       Stockholders' Deficit

            Common Stock, $.01 par value;
                 50,000,000 shares authorized;
                 1,490,000 shares issued
                 and outstanding                                                     14,900

            Additional Paid-in Capital                                               44,200

            Deficit Accumulated during the development stage                        (79,912)
                                                                        --------------------
                                                                        --------------------

       Total Stockholders' Deficit                                                  (20,812)
                                                                        --------------------
                                                                        --------------------

Total Liabilities and Stockholders' Deficit                                            $ 68
                                                                        ====================



                 See accompanying notes to financial statements

                                       26
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                            Hangman Productions, Inc.
                          [A Development Stage Company]
                             Statement of Operations
           For the years ended December 31, 2006 and 2005 and for the
        period from Inception [August 11, 1999] through December 31, 2006

                                                                                                      Since Inception
                                                                                                          through
                                                                                                          December
                                                           2006                      2005                 31, 2006
                                                     -----------------         -----------------     -------------------

<S>                                                           <C>                           <C>                <C>
Revenues                                                      $ 3,750                       $ -                $ 16,509
 Cost Of Sales                                                  3,750                         -                   5,750
                                                     -----------------         -----------------     -------------------

       Gross Margin                                                 -                         -                  10,759

General and Administrative Expenses                            18,799                    28,249                  88,646
                                                     -----------------         -----------------     -------------------

Operating Loss                                                (18,799)                  (28,249)                (77,887)
Interest Income                                                    18                        10                      33
Interest Expense                                               (1,034)                     (169)                 (1,203)
                                                     -----------------         -----------------     -------------------

Net Loss Before Income Taxes                                  (19,815)                  (28,408)                (79,057)

Provision for Income Taxes                                        100                       100                     855
                                                     -----------------         -----------------     -------------------

Net Loss                                                      (19,915)                  (28,508)                (79,912)
                                                     =================         =================     ===================


Loss Per Share                                                $ (0.02)                  $ (0.04)                $ (0.10)
                                                     =================         =================     ===================


Weighted Average Shares Outstanding                         1,303,014                   740,000                 834,904
                                                     =================         =================     ===================


                 See accompanying notes to financial statements

                                       27
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                            Hangman Productions, Inc.
                          [A Development Stage Company]
                   Statements of Stockholders' Equity/Deficit
           For the years ended December 31, 2006 and 2005 and for the
        period from Inception [August 11, 1999] through December 31, 2006

                                                                       Additional                            Net
                                      Common            Common          Paid-in           Accumulated    Stockholders
                                      Shares             Stock           Capital           Deficit     Equity/Deficit
Balance, August 11, 1999
<S>                                                      <C>              <C>               <C>              <C>
(Inception)                              -               $ -              $ -               $ -              $ -

Issued stock to Officers for cash,
September 16, 1999, at
$0.01/shares                          400,000            4,000              -                 -                4,000
Issued stock to shareholders for
cash, December 11, 1999, at
$0.05/share                            37,500              375           1,500                -                1,875
Issued stock to shareholders for
cash, December 20, 1999, at
$0.05/share                            14,000              140             560                -                  700
Issued stock to shareholders for
cash, December 27, 1999, at
$0.05/share                           268,500            2,685          10,740                -               13,425
Net loss for the Year Ended
December 31, 1999                           -                -               -                 (411)            (411)
                                   ------------      ------------     ------------      ------------     ------------
Balance, December 31, 1999             720,000             7,200           12,800              (411)          19,589
Net loss for the year Ended
December 31, 2000                           -                -               -               (4,478)          (4,478)
                                   ------------      ------------     ------------      ------------     ------------
Balance, December 31, 2000             720,000             7,200           12,800            (4,889)          15,111
Net loss for the year Ended
December 31, 2001                           -                -               -                 (557)            (557)
                                   ------------      ------------     ------------      ------------     ------------
Balance, December 31, 2001             720,000             7,200           12,800            (5,446)          14,554
Net loss for the year Ended
December 31, 2002                           -                -               -               (2,139)          (2,139)
                                   ------------      ------------     ------------      ------------     ------------
Balance, December 31, 2002             720,000             7,200           12,800            (7,585)          12,415
Net loss for the year Ended
December 31, 2003                           -                -               -               (1,757)          (1,757)
                                   ------------      ------------     ------------      ------------     ------------
Balance, December 31, 2003             720,000             7,200           12,800            (9,342)          10,658
Issued stock to investors for cash,
January 4, 2004 at $0.05/share          20,000               200              800                 -            1,000
Net loss for the year Ended
December 31, 2004                           -                -               -              (22,147)         (22,147)
                                   ------------      ------------     ------------      ------------     ------------
Balance, December 31, 2004             740,000             7,400           13,600           (31,489)         (10,489)
Net loss for the year Ended
December 31, 2005                           -                -               -              (28,508)         (28,508)
                                   ------------      ------------     ------------      ------------     ------------
Balance, December 31, 2005             740,000           $ 7,400         $ 13,600         $ (59,997)       $ (38,997)
Issued stock for forgiveness of
debt, March 31, 2006                   750,000           $ 7,500         $ 30,000              -            $ 37,500
Contributed shared expenses from
shareholder                                 -              $ -              $ 600                              $ 600
Net loss for the year Ended
December 31, 2006                           -                -               -              (19,915)         (19,915)
                                   ------------      ------------     ------------      ------------     ------------

Balance, December 31, 2005           1,490,000          $ 14,900         $ 44,200         $ (79,912)       $ (20,812)
                                   ============      ============     ============      ============     ============



                 See accompanying notes to financial statements

                                       28
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                             Hangman Productions, Inc.
                           [A Development Stage Company]
                              Statement of Cash Flows
            For the years ended December 31, 2006 and 2005 and for the
         period from Inception [August 11, 1999] through December 31, 2006

                                                                                                                 Inception
                                                                                                                  through
                                                                                                                 December
                                                                              2006               2005            31, 2006
                                                                          -------------      -------------     --------------

Cash Flows Provided by (used for)
Operating activities
<S>                                                                            <C>                <C>                <C>
Net Loss                                                                       (19,915)           (28,508)           (79,912)

       Adjustments to reconcile net loss to net cash
       provided by operating activities

           Non-Cash Contributed by Shareholder                                     600                  -                600
           Increase / (Decrease) accounts payable                                4,714             (5,907)             6,217
           Increase / (Decrease) in Income Taxes payable                          (329)               229                100
           Increase / (Decrease) in payable to Shareholder                         220              2,209              3,410
           Increase / (Decrease) in Salaries payable                             4,853             19,200             39,653
           Increase / (Decrease) in accrued interest - related party               981                  0                  0
           Increase / (Decrease) in Unearned Revenue                            (3,250)             3,250                  -
                                                                          -------------      -------------     --------------

Net Cash Provided by (used) in Operating Activities                            (12,126)            (9,527)           (29,932)

Cash Flows Provided by Investing Activities

       Purchase of equipment                                                         -                  -                  -
                                                                          -------------      -------------     --------------

Net Cash Used by Investig Activities                                                 -                  -                  -

Cash Flows Provided by Financing Activities

       Proceeds from loans from shareholder                                     13,000                  -             13,000
       Repayment on loans from shareholder                                      (4,000)                 -             (4,000)
       Issued Stock for cash                                                         -                  -             21,000
                                                                          -------------      -------------     --------------

Net Cash Provided by Financing Activities                                        9,000                  -             30,000

           Net Increase (decrease) in cash                                      (3,126)            (9,527)                68

Beginning Cash Balance                                                           3,194             12,721                  -
                                                                          -------------      -------------     --------------

Ending Cash Balance                                                               $ 68            $ 3,194               $ 68
                                                                          =============      =============     ==============

Supplemental Schedule of Cash Flow Activities

       Cash paid for
           Interest                                                            $      -                $ -           $       -
           Income taxes                                                        $    429                $ -           $     884
           Stock issued for accrued liabilities                                $ 37,500                $ -           $ 37,5000

                 See accompanying notes to financial statements

                                       29
</TABLE>
<PAGE>

                            Hangman Productions, Inc.
                          [A Development Stage Company]
                       Notes to the Financial Statements
                               December 31, 2006

NOTE 1         ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

               (a)    Organization

               Hangman  Productions,  Inc.  (Company) was incorporated under the
               laws of the  State  of Utah in  August,  1999 as BBC2,  Inc.  The
               purpose for which this  corporation  is organized is to engage in
               any  lawful  act  or  activity  for  which  corporations  may  be
               organized  under the Utah Revised  Business  Corporation  Act. In
               November  of  1999,  the  Company  changed  its  name to  Hangman
               Productions,   Inc.,  in  anticipation   of  seeking   production
               opportunities in the film industry. The Company is now considered
               to be in the development stage.

               The  financial  statements  of the Company have been  prepared in
               accordance with U.S.  generally accepted  accounting  principles.
               The following summarizes the more significant of such policies:

              (b)    Income Taxes

               Income Taxes The Company  applies the  provisions of Statement of
               Financial   Accounting   Standards   No.  109  [the   Statement],
               Accounting for Income Taxes. The Statement  requires an asset and
               liability  approach for  financial  accounting  and reporting for
               income  taxes,  and the  recognition  of deferred  tax assets and
               liabilities for the temporary  differences  between the financial
               reporting  basis  and  tax  basis  of the  Company's  assets  and
               liabilities  at enacted  tax rates  expected to be in effect when
               such  amounts are realized or settled.  A valuation  allowance is
               provided  if, based on the weight of  available  evidence,  it is
               more likely than not that some portion or all of the deferred tax
               assets will not be realized.

               (c) Net Loss Per Common Share

               In accordance  with SFAS No. 128,  "Earnings per Share," loss per
               common  share is based on the  weighted-average  number of common
               shares  outstanding.  Diluted  loss per share is  computed  using
               weighted  average  number of common shares plus  dilutive  common
               share  equivalents   outstanding  during  the  period  using  the
               treasury  stock  method.  There are no common  stock  equivalents
               outstanding,  thus, basic and diluted loss per share calculations
               are the same.

                                       30
<PAGE>

                            Hangman Productions, Inc.
                          [A Development Stage Company]
                       Notes to the Financial Statements
                               December 31, 2006

               ORGANIZATION  AND  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES
               [continued]

               (d) Statement of Cash Flows

               For  purposes  of the  statements  of  cash  flows,  the  Company
               considers cash on deposit in the bank to be cash. The Company had
               $68 cash at December 31, 2006.

               (e) Use of Estimates in Preparation of Financial Statements

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

               (f) Revenue Recognition

               The Company recognizes revenues in accordance with the Securities
               and Exchange  Commission,  Staff Accounting Bulletin (SAB) number
               104, "Revenue  Recognition." SAB 104 clarifies  application of U.
               S.   generally   accepted   accounting   principles   to  revenue
               transactions.  Revenue is  recognized as earned once a contest is
               complete and a winner has been  determined.  Uncollected,  earned
               revenue is recorded in accounts receivable. Billed amounts deemed
               to be  uncollectible  are  charged to bad debt  expense.  Revenue
               collected  in  advance  is  recorded  as a  liability  until  the
               earnings process is complete.

               (g) Advertising

               Advertising Costs are expensed as incurred. The total advertising
               expense for the year ended December 31, 2006 was $0.

               (h) Impact of New Accounting Standards

               In  February  2006,  the FASB issued  SFAS 155,  "Accounting  for
               Certain  Hybrid  Financial  Instruments,"  which amends SFAS 133,
               "Accounting for Derivative  Instruments  and Hedging  Activities"
               and  SFAS  140,   "Accounting  for  Transfers  and  Servicing  of
               Financial Assets and  Extinguishments  of Liabilities."  SFAS 155
               simplifies  the accounting  for certain  derivatives  embedded in
               other financial  instruments by allowing them to be accounted for
               as a  whole  if the  holder  elects  to  account  for  the  whole
               instrument  on a fair value basis.  SFAS 155 also  clarifies  and
               amends  certain  other  provisions of SFAS 133 and SFAS 140. SFAS
               155 is effective for all financial instruments  acquired,  issued
               or subject to a  re-measurement  event  occurring in fiscal years
               beginning after  September 15, 2006 and is therefore  required to
               be adopted by the Company as of January 1, 2007. The Company does
               not  anticipate  the adoption of SFAS 155 will have any impact on
               its financial statements.

               In  March  2006,  the  FASB  issued  SFAS  156,  "Accounting  for
               Servicing  of Financial  Assets," an amendment of SFAS 140.  This
               clarifies  when  to  separately  account  for  servicing  rights,
               requires servicing rights to be separately  recognized  initially
               at fair value,  and provides the option of subsequent  accounting
               for   servicing   rights  at  either  fair  value  or  under  the
               amortization  method.  The standard is effective for fiscal years
               beginning after September 15, 2006 but can be adopted early.  The
               Company does not  anticipate the adoption of SFAS 156 will have a
               material impact of its financial statements.


                                       31
<PAGE>

                            Hangman Productions, Inc.
                          [A Development Stage Company]
                       Notes to the Financial Statements
                               December 31, 2006

               ORGANIZATION  AND  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES
               [continued]

               (h) Impact of New Accounting Standards (continued)

               In July 2006, the FASB issued Interpretation No. 48 (FIN No. 48),
               "Accounting for Uncertainty in Income Taxes." This interpretation
               requires  recognition  and  measurement  of uncertain  income tax
               positions using a "more-likely-than-not"  approach. FIN No. 48 is
               effective  for fiscal years  beginning  after  December 15, 2006.
               Management is currently evaluating the impact that FIN No. 48 may
               have  on  the  Company's   financial   condition  or  results  of
               operations.

               In  September  2006,  the  FASB  issued  SFAS  157,  "Fair  Value
               Measurements."  This standard  defines fair value,  establishes a
               framework  for  measuring   fair  value  in  generally   accepted
               accounting  principles,  and expands  disclosure about fair value
               measurements.   This   statement  is  effective   for   financial
               statements  issued for fiscal years  beginning after November 15,
               2007.  Early adoption is encouraged.  The adoption of SFAS 157 is
               not  expected  to  have  a  material   impact  on  the  financial
               statements.

               In  September  2006,  the  FASB  issued   SFAS 158,   "Employers'
               Accounting for Defined Benefit  Pension and Other  Postretirement
               Plans,  an amendment of FASB  Statements 87,  88, 106 and 132(R)"
               ("SFAS 158").  SFAS 158  requires an employer  to  recognize  the
               over-funded  or   under-funded   status  of  a  defined   benefit
               postretirement plan (other than a multiemployer plan) as an asset
               or  liability  in its  statement  of  financial  position  and to
               recognize  changes in that funded status in the year in which the
               changes  occur  through  comprehensive   income.   SFAS 158  also
               requires  the  measurement  of defined  benefit  plan  assets and
               obligations  as of the  date of the  employer's  fiscal  year-end
               statement  of  financial  position  (with  limited   exceptions).
               Management  does  not  expect  adoption  of  SFAS  158 to  have a
               material impact on the Company's financial statements.



                                       32
<PAGE>

                            Hangman Productions, Inc.
                          [A Development Stage Company]
                       Notes to the Financial Statements
                               December 31, 2006

               ORGANIZATION  AND  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES
               [continued]

               (h) Impact of New Accounting Standards (continued)

               In September 2006, the Securities and Exchange  Commission issued
               Staff  Accounting  Bulletin  ("SAB")  No. 108,  "Considering  the
               Effects   of   Prior   Year    Misstatements   when   Quantifying
               Misstatements in Current Year Financial  Statements." SAB No. 108
               provides  guidance on the  consideration  of the effects of prior
               year misstatements in quantifying  current year misstatements for
               the purpose of a materiality assessment.  SAB No. 108 establishes
               an approach that requires  quantification of financial  statement
               errors  based on the effects of each of the  Company's  financial
               statements and the related financial statement  disclosures.  SAB
               No.  108  permits   existing  public   companies  to  record  the
               cumulative  effect of  initially  applying  this  approach in the
               first year  ending  after  November  15,  2006 by  recording  the
               necessary correcting adjustments to the carrying values of assets
               and  liabilities  as of the  beginning  of  that  year  with  the
               offsetting adjustment recorded to the opening balance of retained
               earnings.   Additionally,   the  use  of  the  cumulative  effect
               transition method requires detailed  disclosure of the nature and
               amount of each  individual  error  being  corrected  through  the
               cumulative  adjustment  and how and when it arose.  We believe we
               are in compliance with SAB No. 108.

NOTE 2         LIQUIDITY/GOING CONCERN

               The  Company  has  accumulated   losses  from  inception  through
               December  31,  2006  of  $79,912,  has  minimal  assets,  and has
               negative working capital.  These factors raise  substantial doubt
               about the Company's ability to continue as a going concern. These
               factors may have potential adverse effects.

               Because the Company has accumulated  losses since inception,  has
               minimal   assets,   and  has  limited  sales  activity  there  is
               substantial  doubt about the  Company's  ability to continue as a
               going concern.  These factors may have potential  adverse effects
               on the Company  including the ceasing of  operations.  Management
               plans include developing film production opportunities or finding
               a well capitalized  merger candidate to commence  operations.  If
               management is  unsuccessful in these efforts,  discontinuance  of
               operations is possible.  The financial  statements do not include
               any  adjustments  that  might  result  from the  outcome  of this
               uncertainty.

                                       33
<PAGE>
<TABLE>
<CAPTION>


                            Hangman Productions, Inc.
                          [A Development Stage Company]
                       Notes to the Financial Statements
                               December 31, 2006


NOTE 3         INCOME TAXES

               Below is a summary  of  deferred  tax asset  calculations  on net
               operating loss carry forward  amounts.  A valuation  allowance is
               provided when it is more likely than not that some portion of the
               deferred tax asset will not be realized. The provision for income
               tax represents the minimum franchise tax due to the State of Utah
               for the  current  year.  Loss  carry  forward  amounts  expire at
               various times through 2026.  Deferred tax assets  recognized  for
               net operation  loss carry  forwards  total $0, net of a valuation
               allowance of $15,849, as detailed below.

Deferred Tax Asset                                               Balance              Tax               Rate
                                                              --------------     ---------------     ------------
<S>                                        <C>                       <C>                 <C>                 <C>
Federal loss carryforward (expires through 2026)                     79,397              11,910              15%
State loss carryforward (expires through 2016)                       78,797               3,939               5%
                                                                                 ---------------
Gross deferred tax asset                                                                 15,849
Valuation Allowance                                                                     (15,849)

                                                                                 ---------------
Net deferred tax asset                                                                        -


               The allowance  has  increased  $3,978 from $11,872 as of December
               31, 2005. The  income/franchise  tax payable at December 31, 2006
               of $100 is the minimum tax due to the State of Utah for 2006.

               A  reconciliation  between  income taxes at  statutory  tax rates
               (20%)  and  the  actual  income  tax  provision  for   continuing
               operations as of December 31, 2006 follows:

Expected provision (based on statutory rate)                                             (3,963)
Effect of:
Franchise tax deduction                                                                     (15)
Increase / (decrease) in valuation allowance                                              3,978
State Minimum tax                                                                           100
                                                                                 ---------------

Total actual provision                                                                      100


                                       34
</TABLE>
<PAGE>
                            Hangman Productions, Inc.
                          [A Development Stage Company]
                       Notes to the Financial Statements
                               December 31, 2006


               INCOME TAXES (continued)

               Net operating loss carryforwards  expire in various years through
               2026 as follows.

                    Year               Amount           Expiration
                --------------     ---------------      ------------
                        2006           19,915                 2026
                        2005           28,388                 2025
                        2004           21,897                 2020
                        2003            1,757                 2021
                        2002            2,139                 2022
                        2001              557                 2023
                        2000            4,744                 2024



NOTE 4         EQUITY

               In August of 1999, the Company authorized and subsequently issued
               400,000 shares of common stock to four individuals  pursuant to a
               Pre- organization  Subscription Agreement. The shares were issued
               for cash at $0.01 per share for a total of $4,000.

               In  September  of 1999,  the Company  offered  320,000  shares of
               "unregistered"  and  "restricted"   shares  of  common  stock  to
               "accredited"  or  "sophisticated"  investors  at $0.05 per share.
               These shares were issued for cash in December of 1999.

               In  January  of  2004,  the  Company  offered  20,000  shares  of
               "unregistered"  and  "restricted"   shares  of  common  stock  to
               "accredited"  or  "sophisticated"  investors  at $0.05 per share.
               These shares were issued for cash in February of 2004.

               In  March  of  2006,   the  Company   issued  750,000  shares  of
               unregistered,  restricted common stock to officers of the Company
               in exchange for  forgiveness of $37,500 in accrued  salaries owed
               to them.  The shares  were  valued at $.05 per share based on the
               company's most recent trading activity in January of 2004.


                                       35
<PAGE>
                            Hangman Productions, Inc.
                          [A Development Stage Company]
                       Notes to the Financial Statements
                               December 31, 2006

NOTE 5         OFFICER COMPENSATION EXPENSES / RELATED PARTY TRANSACTIONS

               On April 1, 2006,  the Company's  Board of Directors  resolved to
               suspend officer and director salaries until the Company generates
               positive operating cash flows. Accordingly,  3 months of salaries
               were  recorded in the amount of $4,800 as of December  31,  2006.
               Should operations  produce positive cash flow,  compensation will
               resume  with one  officer  receiving  $1,000 per  month,  another
               receiving $500 per month, and the third receiving $100 per month.

               Beginning July 1, 2006 salaries  payable began accruing  interest
               at a rate of 5% per annum. The amounts owed are unsecured and are
               due on December 31, 2007. The Company has accrued interest of $53
               for the year ending December 31, 2006.

               During the year ended December 31, 2006 a shareholder  loaned the
               Company  $13,000  on an  unsecured  debenture.  The Note  accrues
               interest  at 10% per  annum and  matures  on March 1,  2007.  The
               Company  repaid  $4,000 on the note during the year.  The Company
               has accrued interest of $953 on this note.

               During  the year  ended  December  31,  2006 a  shareholder  paid
               expenses on behalf of the Company  totaling $220.  Theses amounts
               accrue interest at 10% per annum,  are unsecured,  and are due on
               demand. The Company has accrued interest of $28 on this loan.

               As of  December  31,  2006,  approximately  68% of the  Company's
               issued and outstanding common stock were controlled by one family
               giving them effective power to control the vote on  substantially
               all   significant   matters   without   the   approval  of  other
               stockholders.

               During the year ended  December  31, 2006  shareholders  provided
               office  space,  telephone  service,  and  computer  usage  to the
               Company.  Management  has  estimated a percentage of usage of the
               resources to calculate  and record the expenses and believes this
               estimate to be reasonable.  Any difference  between this estimate
               and the cost of  resources  if procured on a stand alone basis is
               considered immaterial.  The amount allocated,  charged to expense
               and equity for the year ended December 31, 2006 equates to $600.

                                       36
<PAGE>

                            Hangman Productions, Inc.
                          [A Development Stage Company]
                       Notes to the Financial Statements
                               December 31, 2006

               OFFICER COMPENSATION EXPENSES / RELATED PARTY TRANSACTIONS
               (continued)

               During the year ended  December  31,  2006  legal  services  were
               provided by a shareholder.  $2,059 was accrued for these services
               as of December 31,  2006.  The total  expense  incurred for these
               services was $2,059 for the year.

NOTE 6         CONCENTRATIONS

               The  Company  depends  significantly  on  funding  from a  single
               shareholder to meet it obligations and maintain filing status. If
               funds from this shareholder were no longer available, the company
               may experience  significant adverse affects including the need to
               cease operations.

               The  company  derives  revenues  from a single  service.  If this
               service were to become  unmarketable for any reason,  the company
               may experience significant adverse affects.

                                       37
<PAGE>


Item 8.  Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
------------------------------------------------------------------------

     None; not applicable.
                                    PART III

Item 9. Directors, Executive Officers, Promoters and Control  Persons;
Compliance with Section 16(a) of the Exchange Act.

        Identification of Directors and Executive Officers.
        ---------------------------------------------------

     The following table sets forth the name of the Company's  current directors
and executive  officers.  These persons will serve until the next annual meeting
of the  stockholders  or until their  successors  are elected or  appointed  and
qualified, or prior resignation or termination.  Their Date of Date of Positions
Election or Termination

Name                  Held              Designation     or Resignation
----                  ----              -----------   --------------
JAMES P. DOOLIN      DIRECTOR &         AUGUST 1999          *
                     PRESIDENT

SHANE E. THUESON     DIRECTOR &         NOVEMBER 2001        *
                     VICE PRESIDENT

JOHN K. WINCHESTER   DIRECTOR &         JULY 2004            *

          * These persons presently serves in the capacities indicated.

                                       38
<PAGE>
     Business Experience.
     --------------------

     James P. Doolin,  President and a director,  is 30 years of age. Mr. Doolin
graduated  from the  University of Utah, in Salt Lake City. He graduated  with a
bachelor of science,  finance degree. Mr. Doolin worked full-time for a boutique
investment  banking  firm,  Jenson  Services,  Inc.,  from 1998  until  entering
graduate  school  in  2001.  In  2002,  Mr.  Doolin  graduated  with an MBA from
Pepperdine  University.  After  graduating  from  Pepperdine,  he  worked  as an
associate at an Investment Banking firm, RSM EquiCo, in Southern California from
October 2002 through November 2003.

     Shane E. Thueson,  Vice  President and a director,  is 30 years of age. Mr.
Thueson attended,  but did not graduate from Brigham Young University,  where he
studied history. Mr. Thueson worked for an entertainment  management  production
company, Benderspink Management and Productions, in Hollywood,  California, from
2001 through 2002. He is currently working as the Marketing Programs Manager for
an internet technology company based in Orem, Utah.

     John K.  Winchester,  Secretary  and  director,  is 31  years  of age.  Mr.
Winchester  graduated  from  the  University  of Utah,  in Salt  Lake  City.  He
graduated  with a bachelor  of science,  communication  degree.  Mr.  Winchester
served as the district merchandising coordinator for Sony Computer Entertainment
America,   Inc,  from  2000  through  2004.   Mr.   Winchester  has  managed  an
environmental irrigation company based in Sandy, Utah, since 2004.


     Significant Employees.
     ----------------------

     Other than James P. Doolin,  Shane E. Thueson,  and John K.  Winchester the
Company has no employees.

     Family Relationships.
     ---------------------

     None, not applicable;

                                       39
<PAGE>
     Involvement in Certain Legal Proceedings.
     -----------------------------------------

     During  the past five  years,  no  present  or former  director,  executive
officer or person nominated to become a director or an executive  officer of the
Company:

     (1) was a general  partner or  executive  officer of any  business  against
which any bankruptcy petition was filed, either at the time of the bankruptcy or
two years prior to that time;

     (2) was  convicted in a criminal  proceeding  or named subject to a pending
criminal proceeding (excluding traffic violations and other minor offenses);

     (3)  was  subject  to any  order,  judgment  or  decree,  not  subsequently
reversed,  suspended  or  vacated,  of  any  court  of  competent  jurisdiction,
permanently or temporarily enjoining,  barring, suspending or otherwise limiting
his involvement in any type of business, securities or banking activities; or

     (4) was found by a court of competent jurisdiction (in a civil action), the
Commission  or the  Commodity  Futures  Trading  Commission  to have  violated a
federal or state  securities or  commodities  law, and the judgment has not been
reversed, suspended or vacated.

     Compliance with Section 16(a) of the Exchange Act.
     --------------------------------------------------

     Each  of the  Company's  directors  have  filed  a  Form  3,  Statement  of
Beneficial  Ownership,  with the Securities and Exchange Commission;  there have
been no changes in their  beneficial  ownership of shares of common stock of the
Company since the filing of their Form 3.


                                       40
<PAGE>

Item 10. Executive Compensation.
         -----------------------

     The  following  table sets  forth the  aggregate  compensation  paid by the
Company for services rendered during the periods indicated:

                           SUMMARY COMPENSATION TABLE

                             Long Term Compensation

                       Annual Compensation Awards Payouts

(a)             (b)   (c)   (d)   (e)   (f)   (g)   (h)    (i)

                                              Secur-
                                              ities        All
Name and   Year or               Other  Rest- Under- LTIP  Other
Principal  Period   Salary Bonus Annual rictedlying  Pay- Comp-
Position   Ended      ($)   ($)  Compen-Stock Optionsouts ensat'n
-----------------------------------------------------------------

James P.     12-31-04 $0       0     0      0        0     0     0
Doolin,      12-31-05 $12,000  0     0      0        0     0     0
Director,    12-31-06 $0       0     0      0        0     0     0
President

Shane E.     12-31-04 $0       0     0      0        0     0     0
Thueson,     12-31-05 $6,000   0     0      0        0     0     0
Director,    12-31-06 $0       0     0      0        0     0     0
Vice
President

John K.      12-31-04 $0       0     0      0        0     0     0
Winchester   12-31-05 $1,200   0     0      0        0     0     0
Director,    12-31-06 $0       0     0      0        0     0     0
Secretary

     No deferred  compensation or long-term incentive plan awards were issued or
granted to the Company's  management during the year ended December 31, 2006. No
employee,  director,  or executive officer have been granted any option or stock
appreciation  rights;  accordingly,  no tables  relating to such items have been
included within this Item.

                                       41
<PAGE>
     Stock Option Plans.
     -------------------

     No cash  compensation,  deferred  compensation or long-term  incentive plan
awards were issued or granted to the Company's  management during the year ended
December  31,  2006.  However,  the Company  has accrued  $4,800 per quarter for
compensation  of the three  officers  efforts,  but no cash has been  paid.  The
Company  has not  entered  into  any  compensation  arrangement  with any of the
Company's employees as of the date of this Report. However, any of the Company's
current and/or future  employees'  compensation will not under any circumstances
exceed the amount paid to other  persons with similar  experience  and expertise
performing  similar  services  in the web site  design  industry.  No  employee,
director,   or  executive   officer  have  been  granted  any  option  or  stock
appreciation  rights;  accordingly,  no tables  relating to such items have been
included within this Item.


     Compensation of Directors.
     --------------------------

     There  are  no  standard  arrangements  pursuant  to  which  the  Company's
directors are compensated for any services provided as a director. No additional
amounts are payable to the Company's  directors for committee  participation  or
special assignments.

     Employment Contracts and Termination of Employment
     and Change-in-Control Arrangements.
     -----------------------------------

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


                                       42
<PAGE>
Item 11. Security Ownership of Certain Beneficial Owners and Management.
         ---------------------------------------------------------------

     Security Ownership of Certain Beneficial Owners.
     ------------------------------------------------

     The following  table sets forth the share holdings of those persons who own
more than five percent of the Company's common stock as of the date hereof:

                           Number of Shares Percentage

Name                            Beneficially Owned           of Class
----------------                ------------------           --------
Leonard W. Burningham               100,000                      6.7%
1227 East Gilmer Drive
Sale Lake City, UT 84105

James P. Doolin*                    551,250                     37.0%
4904 Royal Lake Ave.
Las Vegas, NV 89131

Michael J. Doolin*                  300,000                     20.1%
5 Pepperwood Drive
Sandy, UT 84092

Quad D LTD Partnership*             100,000                      6.7%
5 Pepperwood Drive
Sandy, UT 84092

Shane E. Thueson                    250,000                     17.0%
10972 Cindy Circle
Sandy, UT 84092


TOTAL                               614,750                     87.5%


* Michael and Sharlene  Doolin are husband and wife.  James Doolin is the son of
Michael and Sharlene Doolin.

** Sharlene  Doolin is deemed a beneficial  owner, as she is the general partner
of Quad D LTD Partnership

                                       43
<PAGE>
     Security Ownership of Management.
     ---------------------------------

     The  following  table  sets  forth  the  share  holdings  of the  Company's
directors and executive officers as of the date hereof:

Name                            Beneficially Owned           of Class
----------------                ------------------           --------
James P. Doolin*                    551,250                       37%
4904 Royal Lake Ave.
Las Vegas, NV 89131

Shane E. Thueson                    250,000                       17%
10972 Cindy Circle
Sandy, UT 84092

John K. Winchester                    1,250                        0%
762 East Gable Street
Midvale, UT 84047

TOTAL OFFICERS & DIRECTORS           51,250                       54%


     Changes in Control.
     -------------------

     There are no present  arrangements  or pledges of the Company's  securities
which may result in a change in control of the Company.


                                       44
<PAGE>
Item 12. Certain Relationships and Related Transactions.
         -----------------------------------------------

     Transactions with Management and Others.
     ----------------------------------------

     For a description  of  transactions  between  members of  management,  five
percent  stockholders,  "affiliates",  promoters  and  finders,  see the caption
"Sales of 'Unregistered' and 'Restricted'  Securities Over the Past Three Years"
of Item I.


Item 13. Exhibits and Reports on Form 8-K.
         ---------------------------------

     Reports on Form 8-K.
     --------------------

     None; not applicable

Item 14. Controls and Procedures
         -----------------------

     (a) Evaluation of Disclosure  Controls and Procedures.  The Company's Chief
Executive Officer and Chief Financial Officer has conducted an evaluation of the
Company's  disclosure  controls  and  procedures  as of a date (the  "Evaluation
Date")  within 90 days  before the filing of this  annual  report.  Based on his
evaluation,  the Company's Chief Executive  Officer and Chief Financial  Officer
concluded that the Company's disclosure controls and procedures are effective to
ensure that information  required to be disclosed by the Company in reports that
it files or  submits  under the  Securities  Exchange  Act of 1934 is  recorded,
processed,  summarized  and reported  within the time  periods  specified in the
applicable Securities and Exchange Commission rules and forms.

     (b)  Changes  in  Internal  Controls  and  Procedures.  Subsequent  to  the
Evaluation  Date,  there were no significant  changes in the Company's  internal
controls or in other factors that could significantly affect these controls, nor
were any corrective actions required with regard to significant deficiencies and
material weaknesses.

Item 15. Audit Fees
         ----------

     The following  table  summarizes the fees paid by the Company for audit and
other Related fees.

                     2006              2005
                    -------           -------
Audit               $10,289            $5,180
Audit Related       $     0            $    0
Tax Fees            $   720            $    0

                                       45
<PAGE>

                              SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Company has duly caused this Report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                                       HANGMAN PRODUCTIONS, INC.



Date:03/26/07                          /S/JAMES DOOLIN
                                       James Doolin
                                       President and Director



     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended, this Report has been signed below by the following persons on behalf of
the Company and in the capacities and on the dates indicated:


                                       HANGMAN PRODUCTIONS, INC.



Date:03/26/07                           /S/JAMES DOOLIN
                                       James Doolin
                                       President and Director


Date:03/26/07                           /S/Shane Thueson
                                       Shane Thueson
                                       Vice President and Director


                                       46
<PAGE>

                           CERTIFICATION PURSUANT TO
                 SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, James Doolin, Chief Executive Officer of Hangman  Productions,  Inc., certify
that:

1. I have reviewed this Annual Report on Form 10-KSB of Hangman  Productions,
Inc.;

2.  Based on my  knowledge,  this  Annual  Report  does not  contain  any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this Annual
Report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included  in this Annual  Report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
Registrant as of, and for, the periods presented in this Annual Report;

4.  The  Registrant's  other  certifying  officer  and  I  are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the Registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the Registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this Quarterly Report is being prepared;

b) evaluated  the  effectiveness  of the  Registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
Annual Report (the "Evaluation Date"); and

c) presented in this Annual Report our conclusions  about the  effectiveness  of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The Registrant's other certifying officer and I have disclosed,  based on our
most recent evaluation,  to the Registrant's auditors and the audit committee of
Registrant's board of directors (or persons performing the equivalent function);

a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  Registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  Registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the Registrant's internal controls; and

6. The Registrant's other certifying officer and I have indicated in this Annual
Report whether or not there were significant  changes in internal controls or in
other factors that could  significantly  affect internal controls  subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.



Dated:03/26/07                                 /S/ James Doolin
                                               ---------------------------
                                               James Doolin
                                               Chief Executive Officer


                                       47
<PAGE>

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                       AS ADOPTED PURSUANT TO SECTION 906
                       OF THE SARBARNES OXLEY ACT OF 2002


     In  connection  with the Annual  Report of Hangman  Productions,  Inc.,(the
"Registrant")  on Form 10-KSB for the year ending  December 31,  2006,  as filed
with the  Securities  and Exchange  Commission  on the date  hereof(the  "Annual
Report"),  I, James Doolin, Chief Executive Officer, and Chief Financial Officer
of the  Registrant,  certify,  pursuant to 18 U.S.C.  Section  1350,  as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Annual Report fully complies with the requirements of section
    13(a) or 15(d) of the Securities Exchange Act of 1934, and

(2) The information contained in the Annual Report fairly represents, in all
    material respects, the financial condition and result of operations of
    the Registrant.


Dated:03/26/07                                 /S/  James Doolin
                                               ---------------------
                                               James Doolin
                                               Chief Executive Officer
                                               Chief Financial Officer

                                       48
<PAGE>