U.S.
      SECURITIES AND EXCHANGE COMMISSION


Washington,
      D.C. 20549





FORM
      10-KSB


x
              Annual
                  Report Pursuant To Section 13 Or 15(d) Of The Securities Exchange
                  Act Of
                  1934For
                  the fiscal year endedx
              Transition
                  Report Under Section 13 Or 15(d) Of The Securities Exchange Act
                  Of
                  1934For
                  the transition period from January 1, 2007 to July 31,
                  2007


COMMISSION
      FILE NUMBER:  000-50693





ZINGO,
      INC.


(Name
      of
      small business issuer in its charter)





NEVADA
            
            71-0915828(State
                or other jurisdiction of
            
            (I.R.S.
                Employerincorporation
                or organization)
            
            Identification
                No.)





420
                N. Nellis Blvd., Suite A3-146Las
                Vegas, Nevada
            
            89110(Address
                of principal executive offices)
            
            (Zip
                Code)





(877)
      779-4646


Issuer's
      telephone number





Securities
      registered under


Section
      12(b) of the Exchange Act:  NONE





Securities
      registered under


Section
      12(g) of the Exchange Act:  COMMON STOCK, PAR VALUE $0.001 PER
      SHARE




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





Yes x No o





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





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





State
      issuer's revenues for its most recent fiscal year: $783,572.





State
      the
      aggregate market value of the voting and non-voting common equity held by
      non-affiliates computed by reference to the price at which the common equity was
      sold,
      or the average bid and asked price of such common equity, as of a specified
      date within the past 60 days. (See definition of affiliate in Rule 12b-2
      of
      the Exchange Act.): $19,600,000 based on the closing price for our shares of
      common stock of $.56 on November 6, 2007.





State
      the
      number of shares outstanding of each of the issuer's classes of common equity,
      as of the latest practicable date. 115,000,000 shares of common stock as at
      October 31, 2007.





Transitional
      Small Business Disclosure Format (check one): Yes o No x









PART
      I





NOTE
      REGARDING FORWARD LOOKING STATEMENTS


CAUTIONARY
      STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS


OF
      THE
      PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995





This
      Annual Report contains historical information as well as forward-looking
      statements. Statements looking forward in time are included in this Annual
      Report pursuant to the safe harbor provisions of the Private Securities
      Litigation Reform Act of 1995. Such statements involve known and unknown risks
      and uncertainties that may cause our actual results in future periods to be
      materially different from any future performance suggested herein. We wish
      to
      caution readers that in addition to the important factors described elsewhere
      in
      this Form 10-KSB, the following forward looking statements, among others,
      sometimes have affected, and in the future could affect, our actual results
      and
      could cause our actual consolidated results during 2006, and beyond, to differ
      materially from those expressed in any forward-looking statements made by or
      on
      our behalf.





ITEM
      1.
      DESCRIPTION OF BUSINESS.





Background





We
      were
      incorporated on July 15, 2002 under the laws of the State of Nevada under the
      name Titan Web Solutions, Inc. On August 18, 2003, we changed our name to
      Javakingcoffee, Inc., and on July 15, 2005 changed our name to Zingo, Inc.
      We
      had operated our business with the objective of offering a full range of
      business consulting services in the retail specialty coffee business in China.
      We changed the nature of our planned business on August 19, 2005, when we
      completed the acquisition of Whistlertel, formerly a wholly-owned subsidiary
      of
      Hybrid Technologies, Inc. (“Hybrid Technologies”), in exchange for the issuance
      of 80,000,000 shares of our common stock, or 69.56% of our outstanding common
      stock following such issuance. Whistlertel, the name of which was changed to
      Zingo Telecom Inc., was engaged in providing highly reliable and advanced
      telecommunications services through a VoIP system that utilizes the Internet.
      Hybrid Technologies is a publicly traded company that is involved in the
      development and marketing of electric powered vehicles and products.





On
      August
      17, 2007, our Board of Directors approved the change in our fiscal year from
      the
      calendar year to a fiscal year ending on July 31.





Our
      principal executive office is located at 420 N Nellis Blvd Suite A3-146 Las
      Vegas, Nevada 89110. The telephone number of our principal executive office
      is
      (877) 779-4646.





*Liquidity
      and Capital Resources*





As
      of
      July 31, 2007, we had cash on hand of $5,962. During the seven months ended
      July
      31, 2007, we have incurred operating losses totaling $753,438. On July 31,
      2007,
      we had a working capital deficiency of $ 3,847,177 and a
      stockholders' deficit of $3,716,300.





We
      had
      115,000,000 shares of common stock issued and outstanding as of October 31,
      2007. Our common stock is traded on the OTC Bulletin Board.





2




General





We
      are
      engaged in providing reliable and advanced telecommunications services through
      our VoIP system that utilizes the Internet. Our
      call
      center has been moved from Fort Lauderdale Florida to Bangalore India. The
      Company has realized substantial savings from this relocation. The move was
      commenced early in 2007 and calls went live to India in April, followed with
      several weeks of staff training. The India call center is currently fully
      functioning and the number of trouble tickets has been reduced.





Our
      Telecommunications Operations





We
      offer
      telecommunications services to business and residential customers utilizing
      VoIP
      technology. The strategic initial objective of our telecommunications operations
      is to develop a superior multilevel platform that provides reliable and advanced
      telecommunications services. Our telecommunications operations are conducted
      through our subsidiary, Zingo Telecom, Inc. We plan to focus our efforts in
      North America and developed countries where the area is equipped with broadband
      access for Internet services. The VoIP system is developed to work via the
      Internet thus allowing those destinations to have access to a advanced telephone
      system. Our immediate focus is North America.




We
      interconnect to PSTN (Public Switched Telephone Networks) through a number
      of
      third party providers via VoIP, where the digital to analog for both inbound
      and
      outbound calls is done by these third party providers. We have no direct
      contracts with local telephone companies for direct PSTN connections. Certain
      intellectual property issues regarding access to PSTN connections are the
      subject of ongoing litigation by Verizon New York Inc. and affiliated companies
      (“Verizon”). According
      to Verizon’s complaint against Vonage Inc. (“Vonage”) filed in June 2006, Vonage
      used Verizon’s patented technology for VoIP services including inventions
      related to gateway interfaces between a packet-switched and circuit-switched
      network, billing and fraud detection, call services such as call forwarding
      and
      voicemail and methods related to Wi-Fi handset use in a VoIP network. Verizon
      has received an initial favorable court decision in litigation against Vonage
      Inc., which decision is under appeal by Vonage. At this time we cannot predict
      what effect, if any, this or other similar litigation could have on our
      business.





We
      had
      approximately 4,000 customers as of October, 2007. We are marketing our
      operations on the Internet and through print advertising, using channels to
      reach out into the international markets. Our success will depend on our ability
      to anticipate and respond to various factors affecting the industry, including
      new technologies, changes in customer preferences, regulatory changes,
      demographic trends, economic conditions, and pricing strategies of competitors.





Our
      VoIP
      Technology




VoIP
      uses
      a standard Internet connection to place phone calls, bypassing the telephone
      company network entirely. Major carriers like AT&T are
      already setting up VoIP calling plans in several markets around the United
      States, and the FCC is looking seriously at the potential ramifications of
      VoIP
      service.




3




In
      contrast to circuit switching that has been used by telephone
      networks for more
      than 100 years, data
      networks simply send and retrieve data as needed. And, instead of routing the
      data over a dedicated line, the data packets flow through a network along
      thousands of possible paths. This is called packet switching, where the sending
      computer chops data into small packets, with an address on each one telling
      the
      network devices where to send them, and sends the packet to a nearby router,
      which sends the packet to another router that is closer to the recipient
      computer, and so on. When the receiving computer finally gets the packets (which
      may have all taken completely different paths to get there), it uses
      instructions contained within the packets to reassemble the data into its
      original state. P acket
      switching allows several telephone calls to occupy the amount of space occupied
      by only one in a circuit-switched network.




Reliability
      issues with VoIP include:




·
            VoIP
                is dependent on wall power.


·
            Many
                home systems may be integrated into the phone line.Digital
                video recorders,
                digital subscription TV services andhome
                security systemsall use a standard phone line to operate. There is currently no way
                to
                integrate these products with VoIP.


·
            For
                emergency 911 calls there is no way to associate a geographic location
                with an IP address. There is no way to know which call center to
                route the
                emergency call to and which EMS should respond.


·
            Because
                VoIP uses an Internet connection, it is susceptible to all the problems
                normally associated with home broadband services. These factors will
                affect call quality:


§
            Latency


§
            Jitter


§
            Packet
                loss




Phone
                conversations can become distorted, garbled or lost because of
                transmission errors. VoIP is susceptible to worms,virusesand hacking.




·
            All
                phone calls are subject to the limitations of normal computer issues.




We
      sell
      an analog telephone adaptor (ATA) that allows the user to connect a standard
      phone to his Internet connection for use with VoIP. The ATA is an
      analog-to-digital converter. It takes the analog signal from a traditional
      phone
      and converts it into digital data for transmission over the Internet.




We
      also
      sell IP Phones. These specialized phones look just like normal phones with
      a
      handset, cradle and buttons but instead of having the standard phone connectors,
      IP phones have an Ethernet connector. IP phones connect directly to a router and have
      all the hardware and software necessary to handle the IP call.




When
      a
      call is placed using VoIP, a request is sent to the soft switch asking which
      endpoint is associated with the dialed phone number and what that endpoint's
      current IP address is. Once the IP address is found, an exchange of data between
      the two endpoints can take place. We
      use
      the SIP (Session Initiation) protocol, developed specifically for VoIP
      applications, for this communication.




We
      offer
      monthly rate plans structured like cell
      phone plans
      for $19.95 per month for home use. On the business end, we offer unlimited
      plans
      for $49.95.




4




Our
      VoIP
      plans include:




·
            Caller
                ID


·
            Call
                waiting


·
            Call
                transfer


·
            Repeat
                dial


·
            Return
                call


·
            Three-way
                calling




There
      are
      also advanced call-filtering options available. These features use caller ID
      information to allow the user make a choice about how calls from a particular
      number are handled. The user can:




·
            Forward
                the call to a particular number


·
            Send
                the call directly to voicemail


·
            Give
                the caller a busy signal




With
      our
      VoIP service, the user can specify a stutter dial tone and can also check
      voicemail via the Web or have .WAV file messages attached to an e-mail sent
      to
      his computer or handheld.





Regulatory
      Matters




Internet-related
      regulatory policies are continuing to develop. For example, the FCC could
      subject certain services offered by ISPs to regulation as telecommunications
      services. Among other things, the FCC could decide to regulate voice services
      provided over the Internet, such as VoIP, as “telecommunications” or a
“telecommunications service” even though Internet access itself might not be
      regulated. Such a decision could result in our being subject to universal
      service fees, access fees and other fees imposed on regulated telecommunications
      providers as well as heightened costs of regulatory compliance. We could be
      adversely affected by any regulatory change that would result in the imposition
      of access charges on ISPs because this would substantially increase the cost
      of
      using the Internet.




State
      public utility commissions generally have declined to regulate enhanced or
      information services. However, some state commissions continue to review
      potential regulation of these services. There can be no assurance that state
      regulatory authorities will not seek to regulate aspects of these activities
      as
      telecommunications services.




Internet
      Taxation




The
      Internet Tax Non-Discrimination Act, which was passed by Congress in
      November 2004 and signed into law in December 2004, renewed and
      extended until November 2007 a moratorium on taxes on Internet access and
      multiple, discriminatory taxes on electronic commerce. This moratorium had
      previously expired in November 2003. As with the preceding Internet Tax
      Freedom Act, “grandfathered” states which taxed Internet access prior to
      October 1998 may continue to do so. Certain states have enacted various
      taxes on Internet access and/or electronic commerce, and selected states’ taxes
      are being contested on a variety of bases. However, state tax laws may not
      be
      successfully contested, and future state and federal laws imposing taxes or
      other regulations on Internet access and electronic commerce may arise, any
      of
      which could increase the cost of providing Internet services and could
      materially adversely affect our business.




5




Competition





Our
      telecommunications services also face substantial competition from other
      companies which provide VoIP services, most of which have significantly greater
      financial resources than we do. VoIP services are available from a wide range
      of
      companies including cable companies, long-distance companies, national VoIP
      providers and regional service providers.





Employees





As
      of the
      date of this report, we have 30 employees. We employ several
      consultants.





Research
      and Development Expenditures





We
      incurred no research and development expenditures in our fiscal years ended
      July
      31, 2006 and 2007.





Patents
      and Trademarks





The
      Company does not have any granted patents or trademarks. We have a pending
      trademark on a stylized Z.





Risk
      Factors





You
      should be particularly aware of the inherent risks associated with our business
      plan. These risks include but are not limited to:





General





WE
      DO NOT
      HAVE SUFFICIENT REVENUES TO SUSTAIN OUR OPERATIONS





We
      have
      not had sufficient revenues from our telecommunication operations to operate
      without substantial loans from our major stockholder, Hybrid Technologies,
      Inc.
      As of July 31, 2007, we had cash on hand of $5,962. During our fiscal year
      ended
      July 31, 2007, we have incurred operating losses totaling $753,438. On July
      31,
      2007, we had a working capital deficiency of $3,847,177 and a stockholders'
      deficit of $3,716,300. We expect that we will continue to incur operating losses
      in the future, although such losses are decreasing. Failure to achieve or
      maintain profitability may materially and adversely affect the future value
      of
      our common stock.





IF
      WE DO
      NOT OBTAIN ADDITIONAL FINANCING, OUR BUSINESS WILL FAIL





Our
      current operating funds are less than necessary for commercialization of our
      products, and therefore we will need to obtain additional financing in order
      to
      complete our business plan. We do not currently have any arrangements for
      financing and we may not be able to find such financing if required. Market
      factors may make the timing, amount, terms or conditions of additional financing
      unavailable to us.





6




WE
      HAVE
      BEEN THE SUBJECT OF A GOING CONCERN OPINION FROM OUR INDEPENDENT AUDITORS,
      WHICH
      MEANS THAT WE MAY NOT BE ABLE TO CONTINUE OPERATIONS UNLESS WE OBTAIN ADDITIONAL
      FUNDING





Our
      independent auditors have added an explanatory paragraph to their audit
      opinions, issued in connection with our financial statements, which states
      that
      our ability to continue as a going concern is uncertain.




WE
      MAY
      NOT SUCCESSFULLY ENHANCE EXISTING OR DEVELOP NEW PRODUCTS AND SERVICES IN A
      COST-EFFECTIVE MANNER TO MEET CUSTOMER DEMAND IN THE RAPIDLY EVOLVING MARKET
      FOR
      INTERNET COMMUNICATIONS SERVICES.




The
      market for Internet and telecommunications services is characterized by rapidly
      changing technology, evolving industry standards, changes in customer needs
      and
      frequent new service and product introductions. We are currently focused on
      developing and evaluating technologies and applications associated with VoIP
      services. Our future success will depend, in part, on our ability to use leading
      technologies effectively, to continue to develop our technical expertise, to
      enhance our existing services and to develop new services that meet changing
      customer needs on a timely and cost-effective basis. We may not be able to
      adapt
      quickly enough to changing technology, customer requirements and industry
      standards. If we fail to use new technologies effectively, to develop our
      technical expertise and new services or to enhance existing services on a timely
      basis, either internally or through arrangements with third parties, our product
      and service offerings may fail to meet customer needs which would adversely
      affect our revenues.




OUR
      TELECOMMUNICATIONS SERVICE OFFERINGS MAY FAIL TO BE COMPETITIVE WITH EXISTING
      AND NEW COMPETITORS.




We
      operate in the Internet services market, which is extremely competitive. Current
      and prospective competitors include many large companies that have substantially
      greater market presence, financial, technical, marketing and other resources
      than we have. Competition is likely to continue increasing, particularly as
      large diversified telecommunications companies continue to provide VoIP
      services.




Because
      we operate in a highly competitive environment, the number of subscribers we
      are
      able to add may decline, the cost of acquiring new customers through our own
      sales and marketing efforts may increase, and/or the number of customers who
      discontinue the use of our service (churn) may increase.




VERIZON
      IS CLAIMING INFRINGMENT OF ITS PATENTS IN LITIGATION AGAINST VOIP PROVIDERS
      CONNECTING TO PSTN’S.




We
      interconnect to PSTN’s (Public Switched Telephone Networks) through a number of
      third party providers via VoIP, where the digital to analog for both inbound
      and
      outbound calls is done by these third party providers. Certain intellectual
      property issues regarding access to PSTN connections are the subject of ongoing
      litigation by Verizon New York Inc. and affiliated companies (“Verizon”).
      Verizon commenced litigation against Vonage Inc., a major provider of VoIP
      services, in June 2006, and has received an initial favorable court decision,
      which decision is under appeal by Vonage. The parties have recently reached
      a
      settlement in this litigation. At this time we cannot predict what effect,
      if
      any, this or other similar litigation could have on our business. Adverse court
      decisions in litigation against companies that are held to be using Verizon’s
      patented technologies for access to PSTN’s could have a significant adverse
      effect on our business. As described under “Item 3. Legal Proceedings”, we have
      received a subpoena from Verizon in one of these cases, although we are not
      a
      party to the case. We have had no commercial dealings with the defendant company
      in that case and responded accordingly to Verizon’s counsel.




7




SERVICE
      INTERRUPTIONS OR IMPEDIMENTS COULD HARM OUR BUSINESS.




*Harmful
      software programs.* The
      networks of our third-party providers are vulnerable to damaging software
      programs, such as computer viruses and worms. Certain of these programs have
      disabled the ability of computers to access the Internet, requiring users to
      obtain technical support in order to gain access to the Internet. Other programs
      have had the potential to damage or delete computer programs. The development
      and widespread dissemination of harmful programs has the potential to seriously
      disrupt Internet usage. If Internet usage is significantly disrupted for an
      extended period of time, or if the prevalence of these programs results in
      decreased residential Internet usage, our business could be materially and
      adversely impacted.




*Security
      breaches.* ****** We
      depend
      on the security of our third-party telecommunications service providers.
      Unauthorized or inappropriate access to, or use of, these networks could
      potentially jeopardize the security of confidential information of our customers
      and of third parties in the future. Users or third parties may assert claims
      of
      liability against us as a result of any failure by us to prevent these
      activities. Although we use security measures, there can be no assurance that
      the measures we take will be successfully implemented or will be effective
      in
      preventing these activities. Further, the security measures of our third-party
      network providers may be inadequate. These activities may subject us to legal
      claims, may adversely impact our reputation, and may interfere with our ability
      to provide our services, all of which could have a material adverse effect
      on
      our business, financial position and results of operations.




*Natural
      disaster or other catastrophic event.* Our
      operations and services depend on the extent to which our computer equipment
      and
      the computer equipment of our third-party network providers are protected
      against damage from fire, flood, earthquakes, power loss, telecommunications
      failures, break-ins, acts of war or terrorism and similar events. Interruptions
      in our services could have a material adverse effect on our ability to provide
      VoIP services to our customers and, in turn, on our business, financial
      condition and results of operations.




*Network
      infrastructure* .  
      We may experience increases in our telecommunications usage that exceed our
      available telecommunications capacity. As a result, users may be unable to
      register or log on to use our services, may experience a general slow-down
      in
      their Internet connection or may be disconnected from their sessions.
      Inaccessibility, interruptions or other limitations on the ability of customers
      to access our services due to excessive user demand, or any failure of our
      network to handle user traffic, could have a material adverse effect on our
      reputation.




GOVERNMENT
      REGULATIONS COULD FORCE US TO CHANGE OUR BUSINESS PRACTICES.




Changes
      in the regulatory environment regarding the Internet could cause our revenues
      to
      decrease and/or our costs to increase. The FCC, however, is examining voice
      services (such as VoIP). As a result, we could become subject to FCC and state
      regulation. The tax treatment of activities on or relating to the Internet
      is
      currently unsettled. A number of proposals have been made at the federal, state
      and local levels and by foreign governments that could impose taxes on the
      online sale of goods and services and other Internet activities. Future federal
      and state laws imposing taxes on the provision of goods and services over the
      Internet could make it substantially more expensive to operate our
      business.





8




ITEM
      2.
      DESCRIPTION OF PROPERTY.





Our
      mailing address is 420 N. Nellis Blvd., Suite A3-146, Las Vegas, Nevada 89110,
      for which we pay $11.00 per month, on a month to month basis.





We
      also
      have an office at 2929 East Commercial Blvd., Suite 601, Fort Lauderdale,
      Florida. We leased this office, commencing March 9, 2007, through October 31,
      2007 for a monthly rental of $1,359.





ITEM
      3.
      LEGAL PROCEEDINGS.





We
      are
      not a party to any material legal proceedings and to our knowledge, no such
      proceedings are threatened or contemplated.





In
      addition, in March 2007 the Company was served a subpoena to produce documents
      related to legal proceedings initiated by Verizon involving parties that
      included a former prospective Company vendor. We have no responsive documents
      to
      this subpoena and have so advised counsel for the parties to the suit.
      Management does not believe the Company will become a party to these
      proceedings.





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





No
      matters were submitted to our security holders for a vote during the fourth quarter
      of our fiscal year ending July 31, 2007.





9




PART
      II





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




As
      of
      October 31, 2007, there were approximately 25 record owners of the
      Company's Common Stock. The Company's Common Stock started quoting for trade
      on
      July 1, 2004 on the National Association of Securities Dealers OTC Bulletin
      Board under the symbol "JVKG". Bid quotations for the common stock commenced
      September 1, 2005.





Period
            
            High
            
            LowSeptember
                1 to September 30, 2005
            
            $
            5.54
            
            $
            .50October
                1 to December 31, 2005
            
            $
            6.35
            
            $
            2.28January
                1 to March 31, 2006
            
            $
            8.86
            
            $
            5.25April
                1 to June 30, 2006
            
            $
            3.65
            
            $
            8.10July
                1 to September 30, 2006
            
            $
            3.00
            
            $
            5.75October
                1 to December 31, 2006
            
            $
            4.30
            
            $
            1.15January
                1 to March 31, 2007
            
            $
            1.41
            
            $
            .57April
                1 to June 30, 2007
            
            $
            .92
            
            $
            .52July
                1 to July 31, 2007
            
            $
            .90
            
            $
            .52August
                1 to October 19, 2007
            
            $
            2.50
            
            $
            .63





Holders
      of common stock are entitled to receive such dividends as may be declared by
      the
      Board of Directors out of funds legally available therefor and, in the event
      of
      liquidation, to share pro rata in any distribution of the Company's assets
      after
      payment of liabilities. The Board of Directors is not obligated to declare
      a
      dividend. The Company has not paid any dividends and the Company does not have
      any current plans to pay any dividends.





Securities
      Authorized for Issuance under Equity Compensation Plans





The
      following table sets forth as of July 31, 2007 information with respect to
      our
      common stock issued and available to be issued under outstanding options,
      warrants and rights.





(a)
            
            (b)
            
            (c)Plan
                category
            
            Number of securities to be
              issued upon exercise of
              outstanding options,
              warrants and rights
            
            Weighted-average exercise
              price of outstanding
              options, warrants and
              rights
            
            Number of securities
              remaining available for
              future issuance under
              equity compensation
              plans
              (excluding securities
              reflected in
              column (a))Equity
                compensation plans approved by security holders
            
            
            -0-
            
            
            —
            
            
            -0-Equity
                compensation plans not approved by security holders
            
            
            -0-
            
            
            —
            
            
            -0-Total
            
            
            -0-
            
            
            —
            
            
            -0-




10




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





FORWARD
      LOOKING STATEMENTS





This
      annual report contains forward-looking statements that involve risks and
      uncertainties. We use words such as anticipate, believe, plan, expect, future,
      intend and similar expressions to identify such forward-looking statements.
      You
      should not place too much reliance on these forward-looking statements. Our
      actual results are likely to differ materially from those anticipated in these
      forward-looking statements for many reasons, including the risks faced by us
      described in this section.





INTRODUCTION





The
      Company was incorporated on July 15, 2002, under the laws of the State of Nevada
      under the name "Titan Web Solutions, Inc." On August 18, 2003, we changed our
      name to "Javakingcoffee, Inc." Our name was changed to Zingo, Inc. on July
      15,
      2005.





We
      had
      been engaged in the business of offering a full range of business consulting
      services to retailers in the specialty coffee industry in China until August
      2005. On August 18, 2005, we entered into an Agreement and Plan of
      Reorganization, pursuant to which we agreed to acquire all of the outstanding
      shares of Whistlertel, Inc., a Nevada corporation, which was formerly a
      wholly-owned subsidiary of our majority stockholder, Hybrid Technologies. On
      August 19, 2005, we completed the acquisition of this subsidiary in exchange
      for
      the issuance of 80,000,000 shares of our common stock, or 69.56% of our
      outstanding common stock following such issuance to Hybrid Technologies. Through
      this subsidiary (now renamed Zingo Telecom, Inc.) we offer telecommunications
      services to business and residential customers utilizing VoIP technology. We
      plan to focus our efforts in many parts of the globe where the area is equipped
      with broadband access for Internet services. The VoIP system is developed to
      work via the Internet thus allowing those destinations to have access to a
      highly advanced telephone system.





Results
      Of Operations for the Year Ended July 31, 2007





We
      incurred a net loss of $752,879 in seven months ended July 31, 2007, which
      included general and administrative costs of $1,003,453.





2007
      COMPARED WITH 2006





We
      had
      sales of $783,572 in the seven months ended July 31, 2007, as compared with
      $402,732 in the comparable period in 2006. Our gross profit on our sales for
      2007 was $250,015, and for 2006, a gross loss of $205,760. Our net loss
      decreased from $1,186,718 in the seven months ended July 31, 2006 to $752,879
      for the comparable period in 2007, primarily due to an increase in sales from
      $402,732 in 2006 to $783,572 in 2007.





PLAN
      OF
      OPERATION





At
      July
      31, 2007, we had a working capital deficiency of $3,847,177 and a stockholders'
      deficit of $3,716,300.





We
      had
      approximately 4,000 subscribers as of October 2007. We believe that our VOIP
      systems are working well and we are poised for expansion of our customer base.
      However, at this point, the continuation of the Company as a going concern
      is
      dependent upon the continued financial support from our shareholders, our
      ability to obtain necessary equity financing to continue operations, and the
      attainment of profitable operations. Our auditors have expressed substantial
      doubt concerning our ability to continue as a going concern.





11




As
      of
      July 31, 2007, we had cash on hand of $5,962. Our liabilities at July 31, 2007,
      totaled $3,931,221.





Commercial
      Initiatives





The
      strategic initial objective of our telecommunications operations is to
      develop a superior multilevel platform that provides highly reliable and
      advanced telecommunications services. We plan to focus our efforts in North
      America and developed countries where the area is equipped with broadband access
      for Internet services. We are marketing our operations on the Internet and
      through print advertising, using channels to reach out into the international
      markets. Our success will depend on our ability to anticipate and respond to
      various factors affecting the industry, including new technologies, changes
      in
      customer preferences, regulatory changes, demographic trends, economic
      conditions, and pricing strategies of competitors.





5.2 Liquidity
      and
      Capital Resources





Since
      our
      incorporation, we have financed our operations almost exclusively through the
      sale of our common shares to investors and through advances from our directors.
      We expect to finance operations through the sale of equity or advances from
      our
      major stockholder, Hybrid Technologies, in the foreseeable future as we do
      not
      receive significant revenue from our current business operations. There is
      no
      guarantee that we will be successful in arranging financing on acceptable
      terms.





In
      the
      seven months ended July 31, 2007, we had received approximately $764,000 in
      net
      advances from our principal stockholder, Hybrid Technologies, Inc. Without
      such
      funding, we could not stay in business.





Our
      ability to raise additional capital is affected by trends and uncertainties
      beyond our control. We do not currently have any arrangements for financing
      and
      we may not be able to find such financing if required. Obtaining additional
      financing would be subject to a number of factors, including investor sentiment.
      Market factors may make the timing, amount, terms or conditions of additional
      financing unavailable to us.





Our
      auditors are of the opinion that our continuation as a going concern is in
      doubt. Our continuation as a going concern is dependent upon continued financial
      support from our shareholders and other related parties.





CRITICAL
      ACCOUNTING POLICIES





*Recently
      issued pronouncements*





On
      February 15, 2007, the FASB issued FASB Statement No. 159, *The
      Fair Value Option for Financial Assets and Financial Liabilities - Including
      an
      Amendment of FASB Statement No. 115.* The
      fair
      value option established by Statement 159 permits all entities to choose to
      measure eligible items at fair value at specified election dates. A business
      entity will report unrealized gains and losses on items for which the fair
      value
      option has been elected in earnings (or another performance indicator if the
      business entity does not report earnings) at each subsequent reporting date.
      Statement 159 is effective as of the beginning of an entity’s first fiscal year
      that begins after November 15, 2007. The
      Company does not expect that adoption of SFAS No. 159 will have a material
      effect on its financial position, results of operations, or liquidity and does
      not currently believe it will have a material impact on our financial
      statements **.**





12




On
      September 29, 2006, the FASB issued FASB Statement No. 158, *Employers'
      Accounting for Defined Benefit Pension and Other Postretirement Plans — An
      Amendment of FASB Statements No. 87, 88, 106, and 132R.* This new
      standard requires an employer to: ( *a* ) recognize
      in its statement of financial position an asset for a plan’s over funded status
      or a liability for a plan’s under funded status; ( *b* )
      measure
      a plan’s assets and its obligations that determine its funded status as of the
      end of the employer’s fiscal year (with limited exceptions); and ( *c* )
      recognize changes in the funded status of a defined benefit postretirement
      plan
      in the year in which the changes occur. The requirement to recognize the funded
      status of a benefit plan and the disclosure requirements are effective as of
      the
      end of the fiscal year ending after December 15, 2006, for entities with
      publicly traded equity securities, and at the end of the fiscal year ending
      after June 15, 2007, for all other entities. The requirement to measure plan
      assets and benefit obligations as of the date of the employer’s fiscal year-end
      statement of financial position is effective for fiscal years ending after
      December 15, 2008. The Company does not expect that adoption of SFAS
      No. 158 will have a material effect on its financial position, results of
      operations, or liquidity and does not currently believe it will have a material
      impact on our financial statements **.**





In
      September 2006, the FASB issued Statement No. 157, *Fair
      Value Measurements* .
      This
      new standard provides guidance for using fair value to measure assets and
      liabilities. Statement 157 applies whenever other standards require (or permit)
      assets or liabilities to be measured at fair value but does not expand the
      use
      of fair value in any new circumstances. Under Statement 157, fair value refers
      to the price that would be received to sell an asset or paid to transfer a
      liability in an orderly transaction between market participants in the market
      in
      which the reporting entity transacts. In this standard, the FASB clarifies
      the
      principle that fair value should be based on the assumptions market participants
      would use when pricing the asset or liability. The provisions of Statement
      157
      are effective for financial statements issued for fiscal years beginning after
      November 15, 2007, and interim periods within those fiscal years. The
      Company does not expect that adoption of SFAS No. 157 will have a material
      effect on its financial position, results of operations, or liquidity and does
      not currently believe it will have a material impact on our financial
      statements **.**





In
      March
      2006, the FASB issued FASB Statement No. 156, *Accounting
      for Servicing of Financial Assets - An Amendment of FASB Statement No. 140.* This
      standard amends the guidance in FASB Statement No. 140, *Accounting
      for Transfers and Servicing of Financial Assets and Extinguishments of
      Liabilities.* Among
      other requirements, Statement 156 requires an entity to recognize a servicing
      asset or servicing liability each time it undertakes an obligation to service
      a
      financial asset by entering into a servicing contract in various situations.
      Statement 156 is effective as of the beginning of an entity's first fiscal
      year
      that begins after September 15, 2006. The
      Company does not expect that adoption of SFAS No. 156 will have a material
      effect on its financial position, results of operations, or liquidity and does
      not currently believe it will have a material impact on our financial
      statements **.**





In
      February 2006, the FASB issued Statement No. 155, *Accounting
      for Certain Hybrid Instruments.* This
      standard amends the guidance in FASB Statements No. 133, *Accounting
      for Derivative Instruments and Hedging Activities,* and No.
      140, *Accounting
      for Transfers and Servicing of Financial Assets and Extinguishments of
      Liabilities.* Statement
      155 allows financial instruments that have embedded derivatives to be accounted
      for as a whole (eliminating the need to bifurcate the derivative from its host)
      if the holder elects to account for the whole instrument on a fair value basis.
      Statement 155 is effective for all financial instruments acquired or issued
      after the beginning of an entity’s first fiscal year that begins after September
      15, 2006. The
      Company does not expect that adoption of SFAS No. 155 will have a material
      effect on its financial position, results of operations, or liquidity and does
      not currently believe it will have a material impact on our financial
      statements **.**





13




On
      July
      13, 2006, FASB Interpretation (FIN) No. 48, *Accounting
      for Uncertainty in Income Taxes - An Interpretation of FASB Statement No.
      109,* was
      issued. FIN 48 clarifies the accounting for uncertainty in income taxes
      recognized in an enterprise’s financial statements in accordance with FASB
      Statement No. 109, *Accounting
      for Income Taxes.* FIN 48
      also prescribes a recognition threshold and measurement attribute for the
      financial statement recognition and measurement of a tax position taken or
      expected to be taken in a tax return. The new FASB standard also provides
      guidance on de-recognition, classification, interest and penalties, accounting
      in interim periods, disclosure, and transition. The Company has adopted the
      provisions of FIN 48 effective as of January 1, 2007. There is no financial
      statement impact from our adoption of FIN 48.


14





ITEM
      7.
      FINANCIAL STATEMENTS.











ZINGO,
      INC.





FINANCIAL
      STATEMENTS





July
      31,
      2007





15




Zingo,
      Inc.





Index
      to
      Financial Statements





Report
                of Independent Registered Accounting Firm
            17Consolidated
                Balance Sheet as of July 31, 2007
            18Consolidated
                Statements of Operations for the seven months ended July 31, 2007
                (audited) and 2006
              (unaudited)
                and for the twelve months ended December 31, 2006
                (audited)
            19Consolidated
                Statement of stockholders’ (deficit) for the Seven months ended July 31,
                2007
            21Consolidated
                Statement of cash flows for the seven months ended July 31, 2007
                (audited)
                and July 31, 2006 (unaudited) and for year ended December 31, 2006
                (audited)
            20Notes
                to the financial statements
            22





16




**Report
      of Independent Registered Public Accounting Firm**





To
      the
      Board of Directors and Stockholders of


Zingo,
      Inc.





We
      have
      audited the accompanying consolidated balance sheets of Zingo, Inc. as of July
      31, 2007 and December 31, 2006, and the related consolidated statements of
      operations, stockholders’ deficit and cash flows for the seven month period
      ended July 31, 2007 and the twelve month period ended 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. An audit includes examining,
      on a
      test basis, evidence supporting the amounts and disclosures in the financial
      statements. An audit also includes assessing the accounting principles used
      and
      significant estimates made by management, as well as evaluating the overall
      financial statement presentation. We believe that our audits provide a
      reasonable basis for our opinion.





In
      our
      opinion, the financial statements referred to above present fairly in all
      material respects, the financial position of Zingo, Inc. as of July 31, 2007
      and
      December 31, 2006 and the results of operations and cash flows for the periods
      then ended in conformity with U.S. generally accepted accounting
      principles.





The
      accompanying financial statements have been prepared assuming that the Company
      will continue as a going concern. As shown in the financial statements, the
      Company incurred a net loss of $752,879 and $2,002,539 as of July 31,
      2007 and December 31, 2006, respectively .
      As of
      July 31, 2007, current liabilities exceeded current assets by $3,847,177 and
      total liabilities exceeded total assets by $3,716,300. As of December 31, 2006
      current liabilities exceeded current assets by $3,086,124 and total liabilities
      exceeded total assets by $2,960,799. These factors, and others discussed in
      Note
      2, raise substantial doubt about the Company's ability to continue as a going
      concern. The financial statements do not include any adjustments relating to
      the
      recoverability and classification of recorded assets, or the amounts and
      classification of liabilities that might be necessary in the event the Company
      cannot continue in existence.





/s/
      Haynie & Company


Littleton,
      CO


November
      7, 2007




17




**ZINGO,
      INC.**


**(formerly
      JavaKingCoffee, Inc.)**




**CONSOLIDATED
      BALANCE SHEETS**


**July 31,**
                **2007**
              
              Dec.****31,
                2006**ASSETS**Current
                  assets:Cash
              
              **$**
              **5,962**
              
              $
              8,532Accounts
                  receivable, net of allowance for doubtful accounts of $139,003
                  for July
                  31, 2007 and $45,794 at December 31, 2006
              
              
              **1,994**
              
              
              14,775Inventories
              
              
              **27,788**
              
              
              13,475Prepaid
                  expenses
              
              
              **48,300**
              
              
              53,160***Total
                  current assets***
              
              
              **84,044**
              
              
              89,942Property
                  and equipment, net
              
              
              **89,653**
              
              
              84,744Other
                  assets
              
              
              **41,224**
              
              
              40,581**$**
              **214,921**
              
              $
              215,267**LIABILITIES
                  AND SHAREHOLDERS' DEFICIT**Current
                  liabilities:Accounts
                  payable & accrued expenses
              
              **$**
              **233,828**
              
              $
              238,028Deferred
                  revenues
              
              
              **2,990**
              
              
              2,990Advances
                  from related party
              
              
              **3,694,403**
              
              
              2,935,048***Total
                  current liabilities***
              
              
              **3,931,221**
              
              
              3,176,066Commitments
                  and contingenciesStockholders'
                  deficitCommon
                  stock, $.001 par value, 250,000,000 shares authorized, 115,000,000
                  issued
                  and outstanding
              
              
              **115,000**
              
              
              115,000Par
                  value in excess of assets received
              
              
              **(84,107**
              **)**
              
              (89,205
              )Accumulated
                  deficit
              
              
              **(3,739,333**
              **)**
              
              (2,986,594
              )Accumulated
                  other comprehensive income
              
              
              **(7,860**
              **)**
              
              -***Total
                  shareholders' deficit***
              
              
              **(3,716,300**
              **)**
              
              (2,960,799
              )**$**
              **214,921**
              
              $
              215,267




See
        Notes
        to Financial Statements


18




**ZINGO,
      INC.**


**(formerly
      JavaKingCoffee, Inc.)**




**CONSOLIDATED
      STATEMENTS OF OPERATIONS**





unauditedSEVEN MONTHS
            
            SEVEN MONTHS
            
            TWELVE MONTHSENDED
            
            ENDED
            
            ENDED**For
                      the periods**
            
            July 31, 2007
            
            July 31, 2006
            
            December 31, 2006Sales
            
            $
            783,572
            
            $
            402,732
            
            $
            949,222Cost
                of sales
            
            
            533,557
            
            
            608,492
            
            
            1,257,110Gross
                profit (loss)
            
            
            250,015
            
            
            (205,760
            )
            
            (307,888
            )General
                and administrative
            
            
            1,003,453
            
            
            981,802
            
            
            1,696,036(Loss)
                from operations
            
            
            (753,438
            )
            
            (1,187,562
            )
            
            (2,003,924
            )Other
                income (expense)
            
            
            (83
            )
            
            159
            
            
            159Interest
                income
            
            
            642
            
            
            685
            
            
            1,226Net
                (loss)
            
            $
            (752,879
            )
            $
            (1,186,718
            )
            $
            (2,002,539
            )Other
                comprehensive incomeForeign
                currency translation
            
            
            (7,860
            )
            
            -
            
            
            -Net
                comprehensive (loss)
            
            $
            (760,739
            )
            $
            (1,186,718
            )
            $
            (2,002,539
            )Net
                (loss) per share
            
            $
            (0.01
            )
            $
            (0.01
            )
            $
            (0.02
            )Weighted
                shares outstanding
            
            
            115,000,000
            
            
            115,000,000
            
            
            115,000,000




See
        Notes
        to Financial Statements


19


**ZINGO,
      INC.**


**(formerly
      JavaKingCoffee, Inc.)**




**CONSOLIDATED
      STATEMENT OF CASH FLOWS**





unauditedSEVEN MONTHS
            
            SEVEN MONTHS
            
            TWELVE MONTHSENDED
            
            ENDED
            
            ENDED**For
                the periods**
            
            July 31, 2007
            
            July 31, 2006
            
            December 31, 2006**Cash
                Flows from Operating Activities**Net
                (loss)
            
            $
            (752,879
            )
            $
            (1,186,718
            )
            $
            (2,002,679
            )Items
                not affecting cash flowsDepreciation
            
            
            23,570
            
            
            9,919
            
            
            32,312Bad
                debt expense
            
            
            133,481
            
            
            2,465
            
            
            43,329(Increase)
                in accounts receivable
            
            
            (120,700
            )
            
            (22,542
            )
            
            (52,519
            )(Increase)
                decrease in inventories
            
            
            (14,313
            )
            
            (47,754
            )
            
            (1,934
            )(Increase)
                decrease in prepaid expenses
            
            
            4,860
            
            
            (10,436
            )
            
            (7,953
            )Increase
                in accounts payable and accrued expenses
            
            
            (4,200
            )
            
            54,552
            
            
            175,080Increase
                in deferred revenue
            
            
            -
            
            
            925
            
            
            925***Net
                cash (used for) operating activities***
            
            
            (730,181
            )
            
            (1,199,589
            )
            
            (1,813,439
            )**Cash
                Flows from Investing Activities**Purchase
                of property and equipment
            
            
            (28,479
            )
            
            (72,622
            )
            
            (77,598
            )Increase
                in other assets
            
            
            (643
            )
            
            (581
            )
            
            179***Net
                cash (used for) investing activities***
            
            
            (29,122
            )
            
            (73,203
            )
            
            (77,419
            )**Cash
                Flows from Financing Activities**Proceeds
                from APIC from majority shareholder
            
            
            5,098
            
            
            -
            
            
            -Net
                advances from majority shareholder
            
            
            759,355
            
            
            1,294,900
            
            
            1,898,786***Net
                cash provided by financing activities***
            
            
            764,453
            
            
            1,294,900
            
            
            1,898,786Effect
                of exchange rate changes on cash and cash equivalents
            
            
            (7,720
            )
            
            -
            
            
            -Increase
                (decrease) in cash
            
            
            (2,570
            )
            
            22,108
            
            
            7,928Cash
                at beginning of period
            
            
            **8,532**
            
            
            604
            
            
            604Cash
                at end of period
            
            **$**
            **5,962**
            
            $
            22,712
            
            $
            8,532


See
        Notes
        to Financial Statements


20


**ZINGO,
      INC.**


**(formerly
      JavaKingCoffee, Inc.)**




**CONSOLIDATED
      STATEMENT OF STOCKHOLDERS' DEFICIT**


AccumulatedPar value
              
              otherin excess
              
              comprehensive
              
              AccumulatedShares
              
              Par value
              
              of assets
              
              income
              
              Deficit
              
              Total**Balance
                  January 1, 2006**
              
              
              115,000,000
              
              $
              115,000
              
              $
              (89,205
              )
              $
              -
              
              $
              (983,915
              )
              $
              (958,120
              )Net
                  loss for the year ended December 31, 2006
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (2,002,539
              )
              
              (2,002,539
              )**Balance
                  December 31, 2006**
              
              
              115,000,000
              
              
              115,000
              
              
              (89,205
              )
              
              -
              
              
              (2,986,454
              )
              
              (2,960,659
              )Additional
                  paid in capital
              
              
              -
              
              
              -
              
              
              5,098
              
              
              -
              
              
              -
              
              
              5,098Net
                  loss for the year ended July 31, 2007
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (752,879
              )
              
              (752,879
              )Foreign
                  currency translation
              
              
              -
              
              
              -
              
              
              -
              
              
              (7,860
              )
              
              -
              
              
              (7,860
              )**Balance
                  July 31, 2007**
              
              
              115,000,000
              
              $
              115,000
              
              $
              (84,107
              )
              $
              (7,860
              )
              $
              (3,739,333
              )
              $
              (3,716,300
              )


See
        Notes
        to Financial Statements


21




Zingo,
        Inc.
 (formerly
        JavaKing Coffee, Inc.)
 
 NOTES
        TO
        CONSOLIDATED FINANCIAL STATEMENTS
 Note
        1.
        Nature of business and summary of significant accounting
        policies





The
      summary of significant accounting policies is presented to assist in the
      understanding of the financial statements. The financial statements and notes
      are the representations of management. These accounting policies conform to
      accounting policies generally accepted in the United States of America and
      have
      been consistently applied in the preparation of the financial
      statements.





*History
      and Nature of Business*


Zingo,
      Inc. (the Company) was originally incorporated under the name Titan Web
      Solutions, Inc. on July 15, 2002 under the laws of the State of Nevada. The
      Company changed its name to JavaKingCoffee Inc. in August 2003.





Effective
      August 8, 2005, the Company entered into an Agreement and Plan of
      Reorganization, pursuant to which the Company agreed to acquire all of the
      outstanding shares of WhistlerTel, Inc., a Nevada corporation, which was a
      wholly owned subsidiary of Hybrid Technologies, Inc. (Hybrid). The transaction
      was completed on August 19, 2005 by the issuance of 80,000,000 shares of the
      Company's stock in exchange for all of the outstanding shares of WhistlerTel's
      common stock.





WhistlerTel,
      Inc. was organized in November, 2004. The Company offers telecommunication
      services to businesses which provide voice communication via the Internet.
      The
      system requires high speed broadband internet access.





The
      business combination has been accounted for as a reverse acquisition as Hybrid
      has acquired sufficient stock to control the Company. Management believes that
      it may be beneficial to Zingo to have a market for its stock separate and apart
      from the market for the parent company's stock. As a reverse acquisition, the
      capital structure, i.e. common stock of JavaKing, remains in existence, but
      the
      reported historical operations and accumulated deficit are those of WhistlerTel
      from inception (November 2004). No goodwill or other intangible asset with
      value
      was identified in the acquisition.





As
      a
      result of the reverse acquisition, the Company is a 69.56% owned subsidiary
      of
      Hybrid.





Prior
      to
      2005, the Company had not yet begun significant business operations and
      presented its financial statements as a business in the development
      stage.





*Basis
      of consolidation*


The
      financial statements include the accounts of the Company and its wholly owned
      subsidiary, Zingo Telecom, Inc. and Zingo Telecom Canada Inc. All intercompany
      accounts and transactions have been eliminated in consolidation.





*Change
      in reporting year*


In
      2007,
      the Company adopted July 31 as its fiscal year. In addition to the information
      for the seven month period ended July 31, 2007, the accompanying financial
      statements include unaudited operating results and cash flows for the seven
      months ended July 31, 2006, for comparative purposes, and audited twelve months
      ended December 31, 2006.





*Estimates*


The
      preparation of financial statements prepared in accordance with the accounting
      standards generally accepted in the United States of America requires management
      to make estimates and assumptions that affect the reported amounts of assets
      and
      liabilities and disclosure of contingent assets and liabilities at the date
      of
      the financial statements. Actual results could differ from those
      estimates.




22




Zingo,
        Inc.
 (formerly
        JavaKing Coffee, Inc.)
 
 NOTES
        TO
        CONSOLIDATED FINANCIAL STATEMENTS
 Note
        1.
        Nature of business and summary of significant accounting policies (Continued)





*Cash
      and cash equivalents*


Cash
      and
      cash equivalents consist of highly liquid investments, which are readily
      convertible into cash with original maturities of three months or
      less.





*Financial
      instruments*


The
      fair
      value of accounts receivables, accounts payable and accrued expenses and
      advances from related parties approximates fair value based on their short
      maturities.





*Accounts
      receivable*


The
      Company provides credit to customer in the normal course of business. An
      allowance for accounts receivable is estimated by management based in part
      on
      the aging of receivables and historical transactions. Periodically management
      reviews accounts receivable for accounts that appear to be uncollectible and
      writes off these uncollectible balances against the allowance accordingly.





*Inventories*


Inventories
      are stated at the lower of cost or market. Cost is based on the specific
      identification method.





*Property
      and equipment*


Property
      and equipment are recorded at cost. Depreciation of property and equipment
      are
      accounted for by accelerated methods over the following estimated useful
      lives





LivesFurniture
                and fixtures
            10
                yearsSoftware
            3-5
                yearsComputers
            5
                years





*Long-lived
      assets*


The
      Company accounts for long-lived assets in accordance with Statement of Financial
      Accounting Standard No. 144 (SFAS 144) "Accounting for Long-Lived Assets".
      The
      carrying value of long-lived assets is reviewed on a regular basis for the
      existence of facts and circumstances that may suggest impairment. The Company
      recognizes impairment when the sum of undiscounted future cash flows is less
      than the carrying amount of the asset. The write down of the asset is charged
      to
      the period in which the impairment occurs.





*Income
      taxes*


Income
      taxes are accounted for under the asset and liability method. Deferred tax
      assets and liabilities are recognized for amounts of existing assets and
      liabilities and their respective tax bases and operating loss and tax credit
      carry forwards. Deferred tax assets and credits are measured using enacted
      tax
      rates expected to be recovered or settled. The effect on deferred tax assets
      and
      liabilities of a change in tax rates is recognized in the consolidated financial
      statements in the period that includes the enactment date.





*Comprehensive
      income (loss)*


The
      Company reports comprehensive income (loss) in accordance with the requirements
      of Statement of Financial Accounting Standards No.130. For the seven months
      ended July 31, 2007, the difference between net income (loss) and comprehensive
      income (loss) is foreign currency translation. For the year ended December
      31,
      2006 there is no difference between net income (loss) and comprehensive income
      (loss).




23




Zingo,
      Inc.


(formerly
      JavaKing Coffee, Inc.)





NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS


Note
      1.
      Nature of business and summary of significant accounting policies (Continued)





*Revenues*


Revenues
      are recognized at the time that service is completed or the related products
      have been installed.





*Advertising*


Advertising
      costs are generally expensed and are included in selling, general and
      administrative expenses. Total advertising expenditures for the seven months
      ended July 31, 2007 and twelve months ended December 31, 2006 were approximately
      $2,500 and $126,000, respectively.





*Shipping
      and handling*


Shipping
      and handling costs associated with shipping equipment to customers are generally
      expensed and included in costs of sales.





*Recently
      issued pronouncements*


In
      June
      2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation
      No. 48, "Accounting for Uncertainty in Income Taxes - an interpretation of
      FASB
      Statement No. 109" (FIN 48), which clarifies the accounting for uncertainty
      in
      tax positions. This Interpretation requires that we recognize in our financial
      statements the benefit of a tax position if that position is more likely than
      not of being sustained on audit, based on the technical merits of the position.
      The Company has adopted the provisions of FIN 48 effective as of January 1,
      2007. There is no financial statement impact from our adoption of FIN
      48.





In
      September 2006, the FASB issued Statement No. 157, "Fair Value Measurements"
      (FAS 157), which defines fair value, establishes a framework for measuring
      fair
      value, and expands disclosures about fair value measurements. The provisions
      of
      FAS 157 become effective as of the beginning of our 2009 fiscal year. We do
      not
      expect the adoption of SFAS No. 157 to have a material impact on it consolidated
      financial position, results of operations or cash flows.





In
      September 2006, the FASB issued Statement No. 158, "Employer's Accounting for
      Defined Benefit Pension and Other Postretirement Plans - an amendment of FASB
      Statements No. 87, 88, 106, and 132(R)" (FAS 158). FAS 158 requires that
      employers recognize the funded status of their defined benefit pension and
      other
      postretirement plans on the balance sheet and recognize as a component of other
      comprehensive income, net of tax, the plan-related gains or losses and prior
      service costs or credits that arise during the period but are not recognized
      as
      components of net periodic benefit cost. We do not feel the implementation
      of
      this will a significant impact on our financial statements.





In
      September 2006, the Securities and Exchange Commission issued Staff Accounting
      Bulletin No. 108, "Considering the Effects of Prior Year Misstatements when
      Quantifying Misstatements in Current Year Financial Statements" (SAB 108),
      which
      addresses how to quantify the effect of financial statement errors. The
      provisions of SAB 108 become effective as of the end of our 2007 fiscal year.
      We
      do not expect the adoption of SAB 108 to have a significant impact on our
      financial statements.





In
      February 2007, the FASB issued Statement No. 159, "The Fair Value Option for
      Financial Assets and Financial Liabilities, including an amendment of FASB
      Statement No. 115" (FAS 159). FAS 159 permits companies to choose to measure
      many financial instruments and certain other items at fair value that are not
      currently required to be measured at fair value and establishes presentation
      and
      disclosure requirements designed to facilitate comparisons between companies
      that choose different measurement attributes for similar types of assets and
      liabilities. The provisions of FAS 159 become effective as of the beginning
      of
      our 2009 fiscal year. We are currently evaluating the impact that FAS 159 will
      have on our financial statements.




24




Zingo,
      Inc.


(formerly
      JavaKing Coffee, Inc.)




NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS





Note
      1.
      Nature of business and summary of significant accounting policies (Continued)





Note
      2.
      Going concern





The
      Company's financial statements are prepared based on the going concern
      principle. That principle anticipates the realization of assets and payments
      of
      liabilities through the ordinary course of business. No adjustments have been
      made to reduce the value of any assets or record additional liabilities, if
      any,
      if the Company were to cease to exist. The Company has incurred significant
      operating losses since inception. These operating losses have been funded by
      its
      parent. There are no guarantees that the parent company will continue to provide
      the necessary funding or whether the Company will be able to raise the capital
      required from other sources.





Note
      3.
      Business combination





As
      discussed in Note 1, JavaKing Coffee, Inc. (JavaKing) entered into an Agreement
      and Plan of Reorganization, pursuant to which the Company agreed to acquire
      all
      of the outstanding shares of WhistlerTel, Inc., a Nevada corporation, and a
      wholly owned subsidiary of Hybrid Technologies, Inc. (Hybrid). The transaction
      was completed on August 19, 2005 by the issuance of 80,000,000 shares (69.56%)
      of the Company's stock in exchange for all of the outstanding shares of
      WhislerTel's common stock. The transaction has been accounted for as reverse
      acquisition because Hybrid has replaced the JavaKing shareholders as the party
      in control. In a reverse acquisition the capital structure remains that of
      the
      legally surviving entity (JavaKing) but the historical operations is that of
      the
      surviving control group (WhistlerTel).





Note
      4.
      Other current assets





Other
      current assets consist of:





July
                31,
              2007
            
            December
                31,
              2006Prepaid
                expenses
            
            $
            16,637
            
            $
            21,497Amounts
                on deposit with venders
            
            
            31,663
            
            
            31,633$
            48,300
            
            $
            53,160


25


Zingo,
      Inc.


(formerly
      JavaKing Coffee, Inc.)




NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS





Note
      5.
      Property and equipment





Property
      and equipment at consists of:





July
                31,2007
            
            December 31,2006Software
            
            $
            19,993
            
            $
            19,993Autos
                and truck
            
            
            12,224
            
            
            -Office
                and computer equipment
            
            
            114,825
            
            
            100,119Furniture
            
            
            6,806
            
            
            6,806153,848
            
            
            126,918Less
                accumulated depreciation
            
            
            (64,195
            )
            
            (42,174
            )$
            89,653
            
            $
            84,744





Note
      6.
      Capital stock





As
      discussed in Note 1 and Note 3, the Company entered into an agreement whereby
      the Company issued 80,000,000 shares of its common stock to the shareholder
      of
      Whistler Tel, Inc. in exchange for all of the shares of
      WhistlerTel.





During
      the year ended December 31, 2005, the Company announced a ten for one stock
      split. All information related to the number of shares or per share information
      has been adjusted to reflect this stock split.





Note
      7.
      Income taxes





At
      July
      31, 2007 and December 31, 2006, the Company has deferred tax assets as a result
      of the net operating losses incurred from inception. The resulting deferred
      tax
      assets are reduced by a valuation allowance as discussed in note 1, equal to
      the
      deferred tax asset as it is unlikely, based on current circumstances, that
      the
      Company will ever realize a tax benefit. Deferred tax assets and the
      corresponding valuation allowances amounted to approximately $1,309,000 and
      $1,046,000 at July 31, 2007 and December 31, 2006 respectively. The
      statutory tax rate and effective tax rate both equal 35%.





Under
      current tax laws, the cumulative operating losses incurred amounting to
      approximately $3,739,000 and $2,989,000 at July 31, 2007 and December 31, 2006
      respectively, will begin to expire in 2027.





Note
      8.
      Commitments and contingencies





The
      Company leases certain real property under the terms of certain non-cancelable
      operating leases. It is expected that in the normal course of business the
      lease
      will be continued or replaced by a similar arrangements.





Future
      minimum payments under these leases are approximately:





Year
                ending July 31, 2008
            
            $
            51,477Year
                ending July 31, 2009
            
            
            45,379Year
                ending July 31, 2010
            
            
            20,110$
            96,856


26


Zingo,
      Inc.


(formerly
      JavaKing Coffee, Inc.)




NOTES
      TO
      CONSOLIDATED FINANCIAL STATEMENTS





Note
      8.
      Commitments and contingencies (Continued)





Total
      rent expense for the seven months ended July 31, 2007 and twelve months ended
      December 31, 2006 amounted to approximately $52,000 and $38,000,
      respectively.





The
      Company has an unconditional obligation to purchase certain technical components
      it resells and utilizes in its operations. The obligation was for a twelve
      month
      period and the Company did not renew the contract in 2007. As of July 31, 2007
      the Company was obligated to future purchases amounting to approximately
      $151,000.





In
      addition, the Company has provided, as collateral, certain suppliers a letter
      of
      credit supplied by a certain financial institution. This arrangement requires
      that restricted cash be held on deposit with the financial institution and
      pledged as collateral for a letter of credit provided by the financial
      institution to suppliers. This restricted cash is recorded as other assets
      and
      amounted to approximately
      $41,000 for July 31, 2007 and $40,000 for December 31, 2006.





Note
      9.
      Related party transactions





As
      discussed in Note 2, the Company's principal financing source has been from
      its
      parent, Hybrid Technologies, Inc. At July 31, 2007 and December 31, 2006 the
      Company had advances totaling approximately $3,687,000 and $2,935,000,
      respectively. Advances amounted to approximately $759,000 and $1,900,000,
      respectively, during the seven months ended July 31, 2007 and twelve months
      ended December 31, 2006. Without such funding, the Company could not stay in
      business.





The
      advances have no specific repayment terms and do not bear interest. The amounts
      are reported as current due to the relationship.





Note
      10.
      (Loss) per share





Loss
      per
      share is computed based on the weighted average number of shares outstanding
      during the year. The Company has no outstanding options, warrants or other
      convertible instruments that could affect the calculated number of
      shares.


27


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





Not
      applicable.





ITEM
      8A.
      CONTROLS AND PROCEDURES.





As
      of the
      end of the period covered by this Form 10-KSB, the Company carried out an
      evaluation, under the supervision and with the participation of Holly Roseberry,
      the Company's Chief Executive Officer and Principal Financial and Accounting
      Officer, of the effectiveness of the design and operation of the Company's
      disclosure controls and procedures as defined in Rule 13a-15 of the Securities
      Exchange Act of 1934. Based upon that evaluation, the Chief Executive Officer
      and Principal Financial and Accounting Officer concluded that the Company's
      disclosure controls and procedures are effective in timely alerting her to
      material information relating to the Company (including its consolidated
      subsidiaries) required to be included in this Annual Report on Form 10-KSB.
      There have been no changes in the Company's internal controls or in other
      factors which could significantly affect internal controls subsequent to the
      date the Company carried out its evaluation.




ITEM
      8B.  OTHER INFORMATION




None.


28


PART
      III





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





Our
      executive officers and directors and their respective ages as of October 31,
      2007 are as follows:




Name
            
            Age
            
            OfficeHolly
                Roseberry
            
            55
            
            President,
                Chief Executive Officer and DirectorMehboob
                Charania
            
            51
            
            Secretary,
                Treasurer, and Director





The
      following describes the business experience of our directors and executive
      officers, including other directorships held in reporting
      companies:





Ms.
      Holly
      Roseberry was appointed as our President, Chief Executive Officer on August
      30,
      2005. Ms. Roseberry has acted as the President and Chef Executive Officer and
      has been a director of Hybrid Technologies, our major stockholder, since 2002.
      From 2001 to 2003, she acted as manager for the Azra Shopping Center, Las Vegas,
      Nevada. She obtained a Bachelor of Arts degree from Sacred Heart University
      in
      Bridgeport, Connecticut in 1973. Ms. Roseberry was employed from 1993 to 1996
      as
      human resources manager, and from 1997 to 1999 as business office manager,
      of
      the Las Vegas location of Wards Department Store.





Mr.
      Mehboob Charania was appointed as our Secretary and Chief Financial Officer,
      and
      a director, on August 30, 2005, and has acted as the secretary, treasurer and
      chief financial officer of Hybrid Technologies since November 15, 2002. Since
      June 2001, Mr. Charania has been the owner and operator of Infusion Bistro,
      a
      restaurant located in Calgary, Alberta. From 1998 to 2001, he acted as a manager
      at IBM's Calgary office.





Term
      of
      Office





Our
      directors are appointed for a one-year term to hold office until the next annual
      meeting of our shareholders or until removed from office in accordance with
      our
      bylaws. Our officers are appointed by our board of directors and hold office
      until removed by the board.




Section
      16(A) Beneficial Ownership Reporting Compliance





Section
      16(a) of the Exchange Act requires the Company's executive officers and
      directors, and persons who beneficially own more than ten percent of the
      Company's equity securities, to file reports of ownership and changes in
      ownership with the Securities and Exchange Commission. Officers, directors
      and
      greater than ten percent shareholders are required by SEC regulation to furnish
      the Company with copies of all Section 16(a) forms they file. Based on its
      review of the copies of such forms received by it, the Company believes that
      during the fiscal year ended July 31, 2007 all such filing requirements
      applicable to its officers and directors were complied with.




29


ITEM
      10.
      EXECUTIVE COMPENSATION




The
      following table sets forth information for the periods indicated concerning
      the
      aggregate compensation paid by the Company and its subsidiaries to certain
      of
      the Company’s executive officers.





SUMMARY
      COMPENSATION TABLE





The
      following table sets forth information for the periods indicated concerning
      the
      aggregate compensation paid by the Company and its subsidiaries to certain
      of
      the Company’s executive officers (the “Named Executives”).





Name
                andPrincipal
              Position
              (a)
            
            Year
              (b)
            
            Salary
              ($)
              (c)
            
            Bonus
              ($)
              (d)
            
            Stock
              Awards
              ($)
              (e)
            
            Option
              Awards
              ($)
              (f)
            
            Non-Equity
              Incentive
              PlanCompensation
              ($)
              (g)
            
            Change inPensionValue andNonquali-
              fied Deferred
              CompensationEarnings
              ($)
              (h)
            
            AllOtherCompen-
              Sation
              (i)
            
            Total
              ($)
              (j)Holly
                Roseberry, President and Chief Executive Officer from August 30,
                2005
            
            
            2006
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            -0-2007
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            $
            12,000
            *
            $
            12,000Mehboob
                Charania, Secretary and Director
            
            
            2006
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            -0-2007
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            -0-







*  Ms.
      Roseberry received director’s fees of $12,000 in the twelve month period ended
      July 31, 2007.




We
      have
      not entered into any employment agreement or consulting agreement with our
      directors and executive officers.




There
      are
      no arrangements or plans in which we provide pension, retirement or similar
      benefits for directors or executive officers. Our directors and executive
      officers may receive stock options at the discretion of our board of directors
      in the future. We do not have any material bonus or profit sharing plans
      pursuant to which cash or non-cash compensation is or may be paid to our
      directors or executive officers, except that stock options may be granted at
      the
      discretion of our board of directors.




30




DIRECTOR
      COMPENSATION




We
      reimburse our directors for expenses incurred in connection with attending
      board
      meetings. We paid Holly Roseberry director's fees of $12,000 for services
      rendered as a director in the twelve month period ended July 31,
      2007.




We
      have
      no formal plan for compensating our directors for their service in their
      capacity as directors. We may grant to our directors in the future options
      to
      purchase shares of common stock as determined by our board of directors or
      a
      compensation committee which may be established in the future. Directors are
      entitled to reimbursement for reasonable travel and other out-of-pocket expenses
      incurred in connection with attendance at meetings of our board of directors.
      Other than indicated in this report, no director received and/or accrued any
      compensation for his or her services as a director, including committee
      participation and/or special assignments.




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




Principal
      Stockholders




The
      following table sets forth, as of October 31, 2007, certain information with
      respect to the beneficial ownership of our common stock by each stockholder
      known by us to be the beneficial owner of more than 5% of our common stock
      and
      by each of our current directors and executive officers. Each person has sole
      voting and investment power with respect to the shares of common stock, except
      as otherwise indicated. Beneficial ownership consists of a direct interest
      in
      the shares of common stock, except as otherwise indicated.




Name
                and Address of Beneficial Owner
            
            Amount and Nature ofBeneficial Ownership
            
            Percentage
              of Class(1)Chen Wu
              187
                Edward Crescent
              Fort
                Coquitlam, B.C. V7A 2E4
              Canada
            
            
            10,000,000 common
                shares
            
            
            8.69
            %Udaya
                Madanayake
              1532
                Manning Avenue
              Port
                Coquitlam, B.C. V5Y 3JB
              Canada
            
            
            10,000,000 common
                shares
            
            
            8.69
            %Directors
                and Executive Officers as a Group
            
            
            -0-
            
            
            -0-
            %Hybrid
                Technologies, Inc.
              5841
                East Charleston, Suite 230-145
              Las
                Vegas, NV 89142
            
            
            80,000,000 common
                shares
            
            
            69.56
            %




(1)
      Based
      on 115,000,000 shares of common stock issued and outstanding as of October
      31,
      2007.




ITEM
      12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS




On
      August
      19, 2005, we completed the acquisition of Whistlertel, formerly a wholly-owned
      subsidiary of Hybrid Technologies, in exchange for the issuance of 80,000,000
      shares of our common stock, or 69.56% of our outstanding common stock following
      such issuance.


31


In
      the
      year ended July 31, 2007, Hybrid Technologies, Inc., made unsecured net advances
      to us in the approximate amount of $764,000.




ITEM
      13.
      EXHIBITS




Exhibit No.
            
            Description3.1
            
            Articles
                of Incorporation of the Company. (Incorporated herein by reference
                to
                Exhibit 3.1 to the Company's Registration Statement on Form SB-2,
                filed
                with the Commission on May 7, 2003.)3.2
            
            By-Laws
                of the Company. (Incorporated herein by reference to Exhibit 3.2
                to the
                Company's Registration Statement on Form SB-2 filed with the Commission
                on
                May 7, 2003.)10.1
            
            Memorandum
                of Understanding among Chen (Jason) Wu, Udaya Madanayake and Tony
                Castro.
                (Incorporated herein by reference to Exhibit 10.1 to Amendment No.
                3 to
                the Company's Registration Statement on Form SB-2, filed with the
                Commission on March 29, 2004.)10.2
            
            Agreement
                between H&H Co., Ltd. and the Company, dated August 26, 2004.
                (Incorporated herein by reference to Exhibit 10.3 to the Company's
                Quarterly Report on Form 10-QSB, filed with the Commission on October
                22,
                2004.)10.3
            
            Agreement
                between Beijing CXSD Investment Co., Ltd. and the Company, dated
                April 30,
                2004. (Incorporated herein by reference to Exhibit 10.2 to the Company's
                Quarterly Report on Form 10-QSB, filed with the Commission on October
                22,
                2004.)10.4
            
            Agreement
                and Plan of Reorganization, dated as of August 18, 2005, among the
                Company, Whistlertel, Inc. and Hybrid Technologies, Inc. (Incorporated
                by
                reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K,
                filed with the Commission on August 24, 2005.)21
            
            Subsidiaries
                of Registrant. (Incorporated by reference to Exhibit 21 to the Company’s
                Annual Report on Form 10-KSB, filed with the Commission on April
                16,
                2007.)31
            
            Certification
                of Chief Executive Officer and PrincipalFinancial
                Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002,
                filed
                herewith.32
            
            Certification
                of Chief Executive Officer and Principal Financial Officer Pursuant
                to 18
                U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the
                Sarbanes-Oxley Act of 2002, filed
                herewith.


32




ITEM
      14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES




(1)
      Audit
      Fees.




The
      aggregate fees billed by our current independent auditors, Mason Russell West,
      LLC, for professional services rendered for the audit of our financial statement
      filed as part of our 2005 Form 10-KSB filing and for review of our interim
      financial statements filed as part of our third quarter Form 10-QSB filing
      for
      the fiscal year of 2005 are $9,670.




The
      aggregate fees billed by Mason Russell West, LLC for professional services
      rendered for the audit of our financial statement filed as part of our 2006
      Form
      10-KSB filing and for review of our interim financial statements filed as part
      of our first, second and third quarter Form 10-QSB filing for the fiscal year
      ended December 31, 2006 are $15,525.




As
      of
      November 1, 2007, Mason Russell West, LLC merged with and changed their name
      to
      Haynie & Company. The aggregate fees billed by Haynie & Company and
      Mason Russell West, LLC for professional services rendered for the audit of
      our
      financial statement filed as part of our 2007 Form 10-KSB filing and for review
      of our interim financial statements filed as part of our first and second
      quarter Form 10-QSB filings in 2007 are $24,000.




(2)
      Audit-Related Fees.




There
      have been no audit-related fees billed by our accountants in each of the last
      two fiscal years of our Company.




(3)
      Tax
      Fees.




There
      have been no tax fees billed by our accountants in each of the last two fiscal
      years of our Company.




(4)
      All
      Other Fees.




There
      have been no other fees billed by our accountants in each of the last two fiscal
      years of our Company.




(5)
            It
                is the policy of our board of directors that before the accountant
                is
                engaged to render audit or non-audit services, the engagement is
                approved
                by the Board of Directors that is at present acting as the Audit
                Committee.




(6)
      Not
      applicable.




33





SIGNATURES




In
      accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused
      this report to be signed on its behalf by the undersigned, thereunto duly
      authorized.




ZINGO,
              INC.By:
            /s/
                Holly RoseberryHolly
                RoseberryChief
                Executive Officer and Principal Financial OfficerDate:
                November 9, 2007





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




By:
            /s/
                Holly RoseberryHolly
                RoseberryPresident
                and C.E.O.(President,
                Chief Executive Officer Principal Financial Officer and
                Director)Date:
                November 9, 2007By:
            /s/
                Mehboob CharaniaMehboob
                Charania(Secretary
                and Director)Date:
                November 9, 2007





EXHIBIT
      INDEX





31
            Certification
                of Chief Executive Officer and Principal Financial Officer Pursuant
                to
                Section 302 of the Sarbanes- Oxley Act of 2002.32
            Certification
                of Chief Executive Officer and Principal Financial Officer Pursuant
                to 18
                U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the
                Sarbanes-Oxley Act of 2002.


34