CURRENT REPORT FOR ISSUERS SUBJECT TO THE
                         1934 ACT REPORTING REQUIREMENTS

                                   FORM 10-KSB

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549


  Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act

                     For the Fiscal Year Ended June 30, 2002

                                 ICHARGEIT, INC.
                                 ---------------
             (Exact name of registrant as specified in its charter)

         Delaware                       000-28753               33-0880427
         --------                       ---------               ----------
(State or other jurisdiction    (Commission File Number)    (IRS Employer
Of incorporation)                                            Identification No.)

                    11 Washington Street, Hawthorne, NJ 07506
                    -----------------------------------------
               (Address of principal executive offices (zip code))

                                  973-949-3200
                                  ------------
              (Registrant's telephone number, including area code)



                                (Former address)

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

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by  Section  13 or 15(d) of the  Securities  Act of 1934  during the
past12 months and (2) has been subject to such filing  requirement  for the past
90days.
                              YES                  X    NO
                       ------                   ------

Indicate by a check mark whether the  registrant  is a shell company (as defined
in Rule 12b-2 of the Securities Exchange Act of 1934. Yes [X] No [ ].

Aggregate  market  value  of the  voting  stock  held by  non-affiliates  of the
registrant as of June 30, 2002: $11,306

Shares of common stock outstanding at June 30, 2002:    11,306,260



<PAGE>


PART I.

ITEM 1.        DESCRIPTION OF BUSINESS



ITEM 2.  DESCRIPTION OF PROPERTY

iChargeit's corporate offices were located at 11 Washington Street Hawthorne, NJ
07506.  IChargeit  shares  these  corporate  facilities  with the  President  of
iChargeit, which includes the use of telephones, equipment and the internet.


ITEM  3. LEGAL PROCEEDINGS

IChargeit is not involved in any legal proceedings.


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

IChargeit  did not submit any matters to a vote to the security  holders  during
2002.


                                                                               2
<PAGE>


PART II

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDERS MATTERS

         The  Common  Stock is  currently  quoted on the Pink  Sheets  under the
symbol "FSNR."

         The following  table sets forth the  quarterly  high and low bid prices
for the Common Stock for 2007. The prices set forth below represent  interdealer
quotations,  without  retail  markup,  markdown  or  commission  and  may not be
reflective of actual transactions.

FISCAL 2007                                        HIGH          LOW
                                                   ----          ---
  First Quarter                                    $0.28         $0.13
  Second Quarter                                   $0.30         $0.13
  Third Quarter                                    $0.30         $0.13

         Shareholders

         As of May 31, 2007, there were  approximately 185 record holders of the
Common  Stock.  This number  excludes any estimate by iChargeit of the number of
beneficial owners of shares held in street name, the accuracy of which cannot be
guaranteed.

         Dividends

         IChargeit  has not paid cash  dividends  on any class of common  equity
since  formation and iChargeit does not  anticipate  paying any dividends on its
outstanding common stock in the foreseeable future.

         Warrants

IChargeit has no warrants outstanding.


ITEM 6   MANAGEMENT DISCUSSIONS AND ANALYSIS OR PLAN OF OPERATION

SUMMARY OF 2002

IChargeit  has no  operations.  Minimal  expenses  are  incurred  for  corporate
survival such as filing fees for the State of Delaware and transfer  agent fees.
In addition to those fees,  we incur  interest  expense on an  outstanding  note
payable.

Year Ended June 30, 2002 Compared to the Year Ended June 30, 2001

In the  year  ended  June  30,  2001,  we had a loss  of  $3,430,728  due to the
discontinuance of operations of our subsidiary,  Bay Micro Computers.  We had no


                                                                               3
<PAGE>

other  activity in the year ended June 30, 2001 and the only  activity we had in
June 30, 2002 was the payment of basic  liabilities as explained  above.  In the
year ended June 30, 2002 we had a loss of $5,800.

ITEM 7.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The  financial  statements of  iChargeit,  together  with Report of  Independent
Registered Public Accounting Firm thereon of Malone & Bailey, PC appear on pages
F-1 through F-8 of this report.

ITEM 7.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANICAL DISCLOSURES

On July 31, 2006 the management of iChargeit, Inc. dismissed Richard A. Eisner &
Company, LLP ("Richard Eisner") as its independent  auditors.  On July 31, 2006,
the management of iChargeit  engaged Malone & Bailey,  PC ("Malone & Bailey") as
its  independent  public  accountants to audit its financial  statements for the
fiscal year ending June 30, 2001,  June 30, 2002,  June 30, 2003, June 30, 2004,
June 30, 2005 and June 30, 2006.  The decision to dismiss  Richard Eisner and to
retain  Malone and Bailey,  PC was  recommended  by  iChargeit's  committee  and
approved by its Board of Directors.

During the most recent fiscal year and any  subsequent  interim  period prior to
engaging  Malone  &  Bailey,  iChargeit  did not  consult  with  Malone & Bailey
regarding  either (i) the  application  of accounting  principals to a specified
transaction,  either  completed or proposed;  or the type of audit  opinion that
might be rendered on the Company's financial statements; or (ii) any matter that
was  either  the  subject  matter  of  a   disagreement   (as  defined  in  Item
304(a)(1)(iv)  of Regulation S-K and the related  instructions)  or a reportable
event (as defined in Item  304(a)(1)(v) of Regulation S-K).  Malone & Bailey, PC
has reviewed the disclosure required by Item 304(a) before it was filed with the
Commission  and has been provided an  opportunity  to furnish  iChargeit  with a
letter addressed to the Commission containing any new information, clarification
of  iChargeit's  expression  of its views,  or the respects in which it does not
agree with the statements made by iChargeit in response to Item 304(a). Malone &
Bailey, PC did not furnish a letter to the Commission.

IChargeit  has  requested  that  Eisner  review the  disclosure  and give him an
opportunity to furnish the Registrant with a letter  addressed to the Commission
containing any new information, clarification of the Company's expression of its
views, or the respect in which it does not agree with the statements made by the
Company herein.  Any such letter,  when received,  will be filed by amendment to
the 8-K filed by iChargeit on June 7, 2007.



ITEM 8A. CONTROLS AND PROCEDURES

(a) As  required  by Rule 13a-15  under the  Exchange  Act, as of the end of the
period  covered by this  report,  being June 30,  2002,  we have  carried out an
evaluation  of the  effectiveness  of the design and  operation of our company's
disclosure  controls and  procedures.  This evaluation was carried out under the
supervision  and  with  the  participation  of  our  management,  including  our
president and chief executive  officer.  Based upon that  evaluation,  our chief
executive  officer and chief  financial  officer  concluded  that our disclosure
controls and  procedures  were not effective as of the end of the period covered


                                                                               4
<PAGE>

by this report.  Controls  were not  effective  primarily  because of failure to
timely file reports and in the course of performing their audit, our independent
auditors  determined there were numerous audit  adjustments in various areas due
to a lack  of  resources  devoted  to the  accounting  and  financial  reporting
function.  There have been no significant  changes in our internal controls over
financial  reporting  that occurred  during our most recent fiscal  quarter that
have  materially  affected,  or are reasonably  likely to materially  affect our
internal controls over financial reporting.

Disclosure  controls and procedures are controls and other  procedures  that are
designed to ensure that  information  required to be disclosed in our  company's
reports  filed or  submitted  under the  Securities  and Exchange Act of 1933 is
recorded, processed,  summarized and reported, within the time periods specified
in the Securities and Exchange Commission's rules and forms. Disclosure controls
and procedures include, without limitation,  controls and procedures designed to
ensure that information  required to be disclosed in our reports filed under the
Exchange Act is  accumulated  and  communicated  to  management,  including  our
president and chief executive officer as appropriate,  to allow timely decisions
regarding required disclosure.


(b) Changes in internal controls
    ----------------------------

         There were no significant  changes in our internal controls or in other
         factors that could  significantly  affect these controls  subsequent to
         the date of the  evaluation  of those  controls by the chief  executive
         officer and principal financial officer.




                                                                               5
<PAGE>

<PAGE>



PART III.

ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS OF REGISTRANT

The following persons serve as directors and officers of iChargeit.

James F. Carroll Chief Executive Officer, President, Chief Financial Officer and
Director

JAMES F. CARROLL, 46, has served as the Chief Financial Officer and Treasurer of
iChargeit  since May 1, 1999.  He has served as a director  of  iChargeit  since
November 12, 1999. From December 1973 to April 1999, Mr. Carroll was employed by
F.  Schumacher  & Co., a New York Fabric  Company,  as a manager of  Production,
Purchasing and Inventory.  Mr.  Carroll  received a B.B.A.  degree in accounting
from Pace University of New York in 1985.


ITEM 10. EXECUTIVE COMPENSATION

No executive compensation was paid in the year ended June 30, 2002.


ITEM 11. SECUIRTY OWNERSHIP OF MANANGEMENT AND BENEFICIAL OWNERS


As of June 30, 2002,  the following  persons are known to iChargeit to own 5% or
more of iChargeit's Voting Stock:

                                         AMOUNT               PERCENT
Name and Address                    BENEFICIALLY OWNED*       OF CLASS
----------------
Saeid "Andrew" Akavan                 2,224,301               19.48%
2184 West 190th Street
Torrance California 90504

Jesse Cohen                           2,172,500               18.65%
2184 West 190th Street,
Torrance, California  90504

Future Holdings Corp.                 1,185,000               10.33%
133 Rolling Hills Road
Clifton, New Jersey  07103

James F. Carroll                        481,325                4.11%
2184 West 190th Street,
Torrance, California  90504

Alexis Quintana                         378,882                3.35%
2184 West 190thStreet
Torrance, California  90504



                                                                               6
<PAGE>

Randall S. Waldman                      257,500                2.20%
2184 West 190th Street,
Torrance, California  90504



All directors and officers            5,514,508               44.55%
as a group (1 persons)

     *    Unless otherwise indicated such person is the sole beneficial owner of
          the shares set forth opposite his name.


ITEM 12. CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS

None.


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

(a) The following  documents are filed as part of this report:  Included in Part
II, Item 7 of this report:

         Report of Independent Registered Public Accountant

         Consolidated Balance Sheet as of June 30, 2002

         Consolidated  Statements  of  Operations - For the Years Ended June 30,
         2002 and 2001, And for the Period July 1, 2001 (Re-entering Development
         Stage) to June 30, 2002

         Consolidated  Statements  of Cash Flows - For the Years  Ended June 30,
         2002 and 2001, And for the Period July 1, 2001 (Re-entering Development
         Stage) to June 30, 2002

         Consolidated Statements of Stockholders Deficit - For the Years Ended
         June 30, 2002 and 2001


         Notes to Consolidated Financial Statements


(b) IChargeit filed the following Form 8-K's in 2002.

None

(c)      Exhibits

31       Certification

32       Certification  Pursuant to 18 U.S.C.  Section 1350, as adopted pursuant
         to Section 906 of the Sarbanes-Oxley Act of 2002 - CEO and CFO


                                                                               7
<PAGE>




ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES


(1) AUDIT FEES

The aggregate fees billed for  professional  services  rendered by our auditors,
for the audit of the registrant's annual financial  statements and review of the
financial  statements  included in the registrant's Form 10-QSB or services that
are  normally  provided by the  accountant  in  connection  with  statutory  and
regulatory  filings or  engagements  for the year ended June 30, 2002 was $3,500
and $3,500 for the years ended June 30, 2002 and 2001, respectively.

(2) AUDIT-RELATED FEES

NONE

(3) TAX FEES

NONE

(4) ALL OTHER FEES

NONE

(5) AUDIT COMMITTEE POLICIES AND PROCEDURES

IChargeit does not have an audit committee.

(6) Not applicable.




                                                                               8
<PAGE>


                                   SIGNATURES
Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant has duly caused this Annual Report on Form 10-KSB to be signed on its
behalf by the undersigned hereunto duly authorized.


ICHARGEIT, INC.

By:  /s/ James F. Carroll
     --------------------
         James F.  Carroll
         Chief Executive Officer & Chief Financial Officer

Dated: April 16, 2007







                                                                               9
<PAGE>





             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



To the Board of Directors
iChargeit, Inc.
(Development Stage Company)
Rockwall, TX

We have audited the accompanying  consolidated balance sheet of iChargeit,  Inc.
("iChargeit")  as of June 30, 2002 and the related  consolidated  statements  of
operations,  stockholders'  deficit, and cash flows for the two years then ended
and the period from July 1, 2001  (re-entering  the  development  stage) through
June 30, 2002. These consolidated financial statements are the responsibility of
iChargeit's  management.  Our  responsibility  is to express an opinion on these
consolidated financial statements based on our audits.

We conducted our audits in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and  perform  the  audits to  obtain  reasonable  assurance  about  whether  the
consolidated  financial statements are free of material  misstatement.  An audit
also includes  examining,  on a test basis,  evidence supporting the amounts and
disclosures in the consolidated  financial statements,  assessing the accounting
principles  used  and  significant  estimates  made  by  management,  as well as
evaluating the overall  financial  statement  presentation.  We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material respects, the financial position of iChargeit as of June
30,  2002 and the results of  operations  and cash flows for the two years ended
June 30,  2002 and the period  from July 1, 2001  (re-entering  the  development
stage) through June 30,2002, in conformity with accounting  principles generally
accepted in the United States of America.

The accompanying  consolidated  financial statements have been prepared assuming
that iChargeit  will continue as a going concern.  As discussed in Note 2 to the
consolidated  financial  statements,  iChargeit  suffered  recurring losses from
operations and has a working capital deficiency,  which raises substantial doubt
about its ability to continue as a going concern.  Management's  plans regarding
those  matters  also  are  described  in  Note  2.  The  consolidated  financial
statements do not include any adjustments  that might result from the outcome of
this uncertainty.

/s/  Malone & Bailey, PC
------------------------
Malone & Bailey, PC
www.malone-bailey.com
Houston, Texas

May  31, 2007



                                                                             F-1
<PAGE>



                                 ICHARGEIT, INC.
                           (DEVELOPMENT STAGE COMPANY)
                           CONSOLIDATED BALANCE SHEET
                                  JUNE 30, 2002




                                   ASSETS                          $ --
                                                                   ============


                           LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities
  Accounts payable                                                 $    784,435
  Accrued expenses                                                      223,966
  Notes payable                                                         395,351
                                                                   ------------
    Total current liabilities                                         1,403,752
                                                                   ------------

STOCKHOLDERS' DEFICIT:
Preferred stock, $.001 par value, 5,000,000 shares
  authorized, -0- shares issued and outstanding                            --
Common stock, $.001 par value, 50,000,000 shares
  authorized, 11,306,260 shares issued and outstanding                   11,306
Additional paid in capital                                           13,068,307
Accumulated deficit                                                 (14,477,565)
Accumulated deficit during development stage
                                                                         (5,800)
                                                                   ------------
  Total Stockholders' Deficit                                        (1,403,752)
                                                                   ------------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                        $       --
                                                                   ============



The  accompanying  notes are an integral  part to these  consolidated  financial
statements.


                                                                            F-2
<PAGE>

<TABLE>

<CAPTION>


                                 ICHARGEIT, INC.
                           (DEVELOPMENT STAGE COMPANY)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                 YEARS ENDED JUNE 30, 2002 AND 2001, AND FOR THE
          PERIOD FROM JULY 1, 2001 (RE-ENTERING THE DEVELOPMENT STAGE)
                                TO JUNE 30, 2002


                                                                                 Re-entering the
                                                     Year Ended     Year Ended   Development
                                                      June 30,       June 30,    Stage to June 30,
                                                       2002           2001            2002
                                                  ------------------------------------------------
<S>                                                                             <C>
    General and administrative expenses           $      1,800    $       --      $      1,800
    Interest expense                                     4,000            --             4,000
                                                  ------------------------------------------------
    LOSS FROM CONTINUING OPERATIONS                      5,800            --             5,800

    DISCONTINUED OPERATIONS
    Loss from discontinued operations                     --           488,067            --
    Loss on disposal of discontinued operations           --         2,942,661            --
                                                  ------------------------------------------------
NET LOSS                                          $     (5,800)   $ (3,430,728)   $     (5,800)
                                                  ================================================


BASIC AND DILUTED LOSS PER SHARE:
   Continuing operations                          $      (0.00)   $      (0.00)
   Discontinued operations                               (0.00)          (0.30)
   Net loss                                              (0.00)          (0.30)

WEIGHTED AVERAGE SHARES OUTSTANDING:
Basic and diluted                                   11,306,260      11,306,260

</TABLE>



The accompanying notes are an integral part of these financial statements.


                                                                             F-3
<PAGE>

<TABLE>

<CAPTION>

                                 ICHARGEIT, INC.
                           (DEVELOPMENT STAGE COMPANY)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                 YEARS ENDED JUNE 30, 2002 AND 2001, AND FOR THE
          PERIOD FROM JULY 1, 2001 (RE-ENTERING THE DEVELOPMENT STAGE)
                                TO JUNE 30, 2002


                                                                                             Re-entering the
                                                                 Year Ended     Year Ended      Development
                                                                  June 30,      June 30,      Stage to June
                                                                                                   30,
                                                                   2002          2001             2002
                                                              --------------------------------------------
<S>                                                           <C>              <C>             <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                                      $    (5,800)     $(3,430,728)    $    (5,800)
Net loss from discontinued operations                                  --        3,430,728             --
                                                               -----------     -----------     -----------
Net loss from continuing operations                                (5,800)            --             --
Adjustments to reconcile net loss to net cash used in
operating activities:
    Change in accounts payable and accrued expenses                 5,800         (117,964)          5,800
                                                               -----------     -----------     -----------
  Net cash used in continuing operations                             --               --             --
  Net cash used in discontinued operations                           --           (117,964)          --
                                                               -----------     -----------     -----------
  Net cash used in operating activities                              --           (117,964)          --
                                                               -----------     -----------     -----------

NET CHANGE IN CASH                                                   --           (117,964)          --

CASH AT BEGINNING OF PERIOD                                          --            117,964           --

                                                              --------------------------------------------
CASH AT END OF PERIOD                                         $      --        $      --      $      --
                                                              ============================================


Supplemental cash flow information:
   Cash paid for interest                                     $      --      $      --      $      --
   Cash paid for income taxes                                        --             --             --

</TABLE>


The accompanying notes are an integral part of these financial statements.


                                                                             F-4
<PAGE>

<TABLE>

<CAPTION>

                                 ICHARGEIT, INC.
                           (DEVELOPMENT STAGE COMPANY)
                            CONSOLIDATED STATEMENT OF
                 STOCKHOLDERS' DEFICIT PERIOD FROM JULY 1, 2001
              (RE-ENTERING THE DEVELOPMENT STAGE) THROUGH JUNE 30,
                                      2002





                                                                                              Accumulated deficit
                                                                           Other        -------------------------------
                                                          Additional    comprehensive     Prior          Development
                                    Common stock       paid in capital     income       operations          stage           Total
                            -------------------------------------------------------------------------------------------------------
                               Shares         Amount
<S>                         <C>          <C>            <C>            <C>             <C>             <C>             <C>

Balance,  June 30, 2000     11,306,260   $     11,306   $ 13,063,307   $    (20,500)   $(11,046,837)   $       --      $  2,007,276
Write-off of unrealized
 loss on marketable
 securities                       --             --             --           20,500            --              --            20,500
Contributed services              --             --            5,000           --              --              --             5,000
Net loss                          --             --             --             --        (3,430,728)           --        (3,430,728)
                            -------------------------------------------------------------------------------------------------------
Balance,  June 30, 2001     11,306,260         11,306     13,068,307           --       (14,477,565)           --        (1,397,952)
Net loss                          --             --             --             --              --            (5,800)         (5,800)
                            -------------------------------------------------------------------------------------------------------
Balance,  June 30, 2002     11,306,260   $     11,306   $ 13,068,307   $       --      $(14,477,565)   $     (5,800)   $ (1,403,752)
                            =======================================================================================================
</TABLE>

The accompanying notes are an integral part of these financial statements.





                                                                             F-5
<PAGE>


                                 ICHARGEIT, INC.
                           (Development Stage Company)
                 Notes To The Consolidated Financial Statements

NOTE 1 - NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES

Nature of Activities, History and Organization:
-----------------------------------------------

Ichargeit,  Inc.  ("iChargeit")  was  involved in the  operation  of an internet
computer supply business until its operations were  discontinued in 2001. It has
had no business since that time.  IChargeit was incorporated as Para-Link,  Inc.
in the  State of Texas on  January  22,  1997 and on March 10,  1999,  Para-Link
acquired 100% of the outstanding capital stock of iChargeit Inc.  ("iChargeit"),
which was  incorporated on January 6, 1999 in the State of Nevada.  On March 17,
1999,  iChargeit  changed  its name to  iChargeit,  Inc..  On  November  5, 1999
iChargeit was reincorporated in Delaware.

Income Taxes:
-------------

Income taxes are computed using the asset and liability method.  Under the asset
and liability method,  deferred income tax assets and liabilities are determined
based on the differences between the financial reporting and tax bases of assets
and liabilities and are measured using the currently enacted tax rates and laws.
A valuation  allowance  is provided  for the amount of deferred tax assets that,
based on available evidence, are not expected to be realized.

Earnings per Share:
-------------------

Basic net loss per share is  calculated by dividing the net loss by the weighted
average number of common shares outstanding for the period covered. As iChargeit
has no potentially dilutive  securities,  therefore fully diluted loss per share
is identical to basic loss per share.

Use of Estimates:
-----------------

The  preparation  of  consolidated   financial  statements  in  conformity  with
generally accepted  accounting  principles requires management to make estimates
and  assumptions   that  affect  certain   reported   amounts  and  disclosures.
Accordingly, actual results could differ from those estimates.

Re-entering the Development Stage:
----------------------------------

IChargeit disposed of all of its operations during the year ended June 30, 2001.
Since it had no operations,  it re-entered the  development  stage as of July 1,
2001 and will continue in the development stage until it generates revenues from
operations.

Marketable Securities
----------------------

Investments  include  marketable equity  securities  available for sale at their
fair value. For the available for sale securities,  any unrealized holding gains
and losses are  excluded  from  operating  results and are  recognized  as other
comprehensive income (loss). The fair values of the securities at period-end are
determined  based on prevailing  market prices.  During the year  management may


                                                                             F-6
<PAGE>

estimate the fair value of securities not regularly traded.  Unrealized  holding
losses of $20,500 were written off to  discontinued  operations  during the year
ended June 30, 2001.

Recently Issued Accounting Pronouncements:
------------------------------------------

iChargeit   does  not  expect  the  adoption  of  recently   issued   accounting
pronouncements  to have a  significant  impact  on its  results  of  operations,
financial position or cash flow.


NOTE 2 - GOING CONCERN
----------------------

As reflected in the accompanying  consolidated  financial statements,  iChargeit
incurred  operating  losses,  and has a negative  working capital position as of
June 30, 2002.  The above  factors  raise  substantial  doubt about  iChargeit's
ability to continue  as a going  concern.  IChargeit's  continued  existence  is
dependent on its ability to obtain  additional  equity and/or debt  financing to
fund  its  operations.  IChargeit  plans to raise  additional  financing  and to
increase  sales  volume.  There  is no  assurance  that  iChargeit  will  obtain
additional  financing or achieve  profitable  operations  or cash  inflows.  The
consolidated financial statements do not include any adjustments relating to the
recoverability  or  classification  of recorded  asset amounts or the amount and
classification  of  liabilities  that  might be  necessary  as a result  of this
uncertainty.

NOTE 3 - NOTES PAYABLE
----------------------

IChargeit  has  two  notes  payable,  both  originating  from  the  discontinued
operations  of  iChargeit's  subsidiary in 2001,  of $316,  000 and $75,351.  No
interest  is charged on the  $316,000  note.  The  $75,351  note is in  default,
accrues  interest  at 18%,  is secured  by all assets of Bay Micro,  iChargeit's
former subsidiary, and guaranteed by iChargeit. As of June 30, 2002, interest of
$4,000 was included in the balance of this note.


NOTE 4 - INCOME TAXES
---------------------

IChargeit  has adopted  Statement of  Financial  Accounting  Standards  No. 109,
Accounting  for Income  Taxes  (SFAS No.  109),  which  requires  the use of the
liability  method in the  computation  of income tax expense and the current and
deferred income taxes payable. iChargeit had net losses for the years ended June
30,  2002  and 2001 and  therefore  had no tax  liability.  The  cumulative  net
operating loss carry-forward is approximately $4,959,528 and will expire between
2003 and 2023.


         iChargeit's net deferred tax amounts are as follows:

                  Deferred tax asset attributable to:
                  Net operating loss carryover                $  (1,686,240)
                  Less: Valuation allowance                       1,686,240
                                                              -------------

                           Net deferred tax asset             $           0
                                                              =============



                                                                             F-7

<PAGE>


NOTE 5 - DISCONTINUED OPERATIONS
--------------------------------

In May of 2001, iChargeit's subsidiary Bay Micro Computers ceased operations. As
a result of the  shutdown of this  business,  iChargeit  has  recorded a loss on
disposal of  discontinued  operations of $2,942,661  and loss from  discontinued
operations of $488,067 for the year ended June 30, 2001.

NOTE 6 - SUBSEQUENT EVENTS
--------------------------

On August 22, 2006 iChargeit was reincorporated in the State of Nevada under the
laws of the State of Nevada.  On August 22, 2006,  iChargeit changed its name to
Freestone Resources, Inc.















                                                                             F-8