UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                               AMMENDMENT NO. 1 TO
                                   FORM 10-KSB

(Mark one)

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

                   For the fiscal year ended DECEMBER 31, 2003

|_|   TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT OF 1934

      For the transition period from ________ to ________

                        COMMISSION FILE NUMBER: 005-79752

                             AGU ENTERTAINMENT CORP.

      ---------------------------------------------------------------------
                 (NAME OF SMALL BUSINESS ISSUER IN ITS CHARTER)

             COLORADO                                     84-1557072
 ---------------------------------              -------------------------------
 (STATE OR OTHER JURISDICTION OF               (IRS EMPLOYER IDENTIFICATION NO.)
    INCORPORATION OR ORGANIZATION)

                         11077 BISCAYNE BLVD., SUITE 100
                                 MIAMI, FL 33161
      ---------------------------------------------------------------------
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                 (305) 899-6100
      ---------------------------------------------------------------------
                           (ISSUER'S TELEPHONE NUMBER)

Securities registered under Section 12(g) of the Exchange Act:

                           Common Stock, no par value
            --------------------------------------------------------
                                (Title of class)

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 [ ]

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]

The Company's revenues for the year ended December 31, 2003 were $1,955.

The number of shares of the registrant's common stock, no par value, outstanding
as of April 21, 2004 was 21,053,076.

Transitional Small Business Disclosure Format (check one): Yes |_| ; No |X|
<PAGE>


FORWARD-LOOKING STATEMENTS

This report  includes a number of  "forward-looking  statements" as that term is
defined in Section 27A of the  Securities  Act and  Section 21E of the  Exchange
Act. Those statements reflect  management's current views with respect to future
events and financial  performance and include  statements  regarding the intent,
belief or current expectations of us and members of our management team, as well
as the assumptions on which such statements are based. Prospective investors are
cautioned that any such forward-looking  statements are not guarantees of future
performance  and involve  risk and  uncertainties,  and that actual  results may
differ materially from those  contemplated by such  forward-looking  statements.
Readers are urged to carefully review and consider the various  disclosures made
by us in this  report and in our other  reports  filed with the  Securities  and
Exchange Commission. Important factors currently known to management could cause
actual results to differ  materially from those in  forward-looking  statements.
See "Risk Factors" for a discussion of such factors.  We undertake no obligation
to update or revise  forward-looking  statements to reflect changed assumptions,
the  occurrence  of  unanticipated  events or changes  in the  future  operating
results over time.  We believe that our  assumptions  are based upon  reasonable
data derived from and known about our business and operations. No assurances are
made that actual  results of operations or the results of our future  activities
will not differ materially from our assumptions.

PART I.

ITEM 1.  DESCRIPTION OF THE BUSINESS

BACKGROUND

Lexington  Barron  Technologies,  Inc.  ("we" or the  "Company")  was founded to
address the specific  needs of smaller  companies and startup  organizations  by
providing a broad range of consulting and advisory services, ranging from market
research  and  analysis to business  plan and systems  development  to financial
consulting.

We were  incorporated  in Colorado on August 23, 2000 and in  September  2000 we
attended a venture capital  conference in Denver,  Colorado where we met several
consultants that shared our vision of working with start-up  companies and small
businesses.  By January 2001, our management  team had put in place a network of
business  consulting  professionals  that  ranged in  expertise  from  technical
consulting to financial consulting to legal and accounting services.

Our market  research and analysis  services for start-up firms serve as an entry
point  for  clients,  where we can  deliver  an easy to  understand  view of the
marketplace as well as key customer  segments  specific to the client's  desired
characteristics.  Additionally,  this  point  of  entry  enables  us to  have  a


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<PAGE>


screening  process whereby we can thoroughly  analyze the client to determine if
it is a viable candidate that warrants further involvement. We generate revenues
from  our  services  even  in  cases  that we  determine  do not  merit  further
participation.

Upon  analysis,  we provide  feedback  to the client in the form of a report,  a
formal presentation, and/or a one-to-one consultation, depending on the client's
needs.   We  are  able  to  provide  our  clients  with  quality  data,   useful
interpretations of that data, and focused strategies,  including  development of
an overall  business  plan,  based upon the results of that data.  Our expertise
enables clients to outsource this critical business function and receive results
in a timely manner, saving the client time and money.

EMPLOYEES

As of the date of this report we have 3 full-time  employees.  We presently have
no labor  union  contract  between  us and any  union  and we do not  anticipate
unionization  of our  personnel in the  foreseeable  future.  We currently  have
twenty-two consultants  encompassing a variety of business-related  disciplines,
all working as independent contractors paid by the hour.

RECENT EVENTS

Recently,  the Company's management determined that their business model was not
progressing  as they wished and that the  Company  should  either  merge with or
acquire an operating  company with an operating history and assets. On March 15,
2004,  the Company  entered into a Stock  Exchange  Agreement with Pyramid Music
Corp.,  a Florida  corporation  ("PMC").  Under the terms of the Stock  Exchange
Agreement,  the Company acquired 100% of the stock of PMC in exchange 16,922,464
shares of common stock of the Company (the "Stock Exchange"). As a result of the
Stock Exchange,  which was consummated on April 1, 2004, the former shareholders
of PMC owned, on a fully diluted basis, approximately 80% of the then issued and
outstanding  shares of common  stock of the  Company.  On March  26,  2004,  the
Company changed its name to AGU Entertainment Corp.

Following  the  completion  of the Stock  Exchange,  the  Company had issued and
outstanding  21,053,076  shares of common  stock.  See  "Security  Ownership  of
Certain  Beneficial  Owners and  Management."  As of April 1,  2004,  the former
principal  owners of Lexington  Barron  Technologies,  Inc.'s common stock owned
4,130,612 shares,  or approximately  20% of the outstanding  common stock of the
Company.

In connection with the Stock  Exchange,  the Company's  directors  appointed the
nominees of the former shareholders of PMC to fill the existing vacancies on the
board of directors and then resigned as members of the board.

As a result of the Stock  Exchange,  the Company has a wholly owned  subsidiary,
PMC, which in turn wholly owns the following subsidiaries:

o     The Tube Music Network, Inc., a Florida corporation, ("The Tube") and

o     Pyramid  Records  International,  Inc.,  a Florida  corporation  ("Pyramid
      Records").


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<PAGE>


Our goal is to deliver pure music and  entertainment  content to the 35 and over
age group,  which we believe  currently  accounts for two-thirds of all consumer
spending.

The Tube  will  operate  as a  24-hour a day  television  network  and cross all
platforms in the digital  universe to deliver high quality  music video,  audio,
pay-per-view  options and commerce.  The Tube will focus solely on music,  music
consumers and the artists that have shaped the music industry.  Les Garland, who
co-founded music  television  stations MTV, VH1 and The Box, serves as President
of The  Tube and  will  oversee  programming  content,  distribution,  branding,
marketing,  promotions,  public relations and  advertising.  He also serves as a
Senior Executive Vice President and Director of AGU Entertainment Corp.

Pyramid  Records  expects to sign  artists of  legendary  status  along with new
talent and produce both studio albums and DVD concerts. These recordings will be
sold in record stores across the country and abroad  through UMVD,  which is the
#1 distributor  of recorded music in the world.  Artists that fit The Tube music
format will benefit from the network's direct sales and promotional efforts.

We aim to  broaden  the  scope of our  impact  in the  music  and  entertainment
industry through additional  distribution platforms and by acquiring a portfolio
of top tier  media  companies  that have  demonstrated  synergies  with our core
businesses.   Our  business  strategy  includes  the  internal  development  and
operation  of  these  companies  as  well as the  promotion  of  cross  branding
opportunities,  ultimately  seeking to realize the  production  and marketing of
music DVDs, CDs, television programming, and audio/visual Internet content under
a single corporate entity.

Pursuant to Rule 12g-3(a) of the General Rules and Regulations of the Securities
and Exchange  Commission (the "SEC"),  AGU Entertainment  Corp. is the successor
issuer to Lexington Barron  Technologies,  Inc. for reporting purposes under the
Securities Exchange Act of 1934, as amended (the "Exchange Act").

                                  RISK FACTORS

The following is a summary of the principal risks  associated with the ownership
of our common stock. You should consider carefully these risk factors,  together
with all of the other information in this report.

Risks Inherent to this Company:

WE HAVE A  LIMITED  OPERATING  HISTORY  AND WE  ANTICIPATE  THAT  WE  WILL  HAVE
OPERATING LOSSES IN THE FORESEEABLE FUTURE.

As a  development  stage  company we have no existing  income and a very limited
operating  history  from which to evaluate  our  business  prospects.  We cannot
assure  you  that  we  will  ever  achieve  profitable  operations  or  generate


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<PAGE>


significant  revenues.  Our future  operating  results  depend on many  factors,
including demand for our products, the level of competition,  and the ability of
our  officers  to manage our  business  and  growth.  As a result of our limited
operating  history  and the  emerging  nature  of the  market  in  which we will
compete,  we anticipate that we will have operating losses until such time as we
can develop a substantial and stable revenue base.

WE WILL NEED  ADDITIONAL  CAPITAL,  WHICH MAY NOT BE AVAILABLE  ON  COMMERCIALLY
ACCEPTABLE TERMS, IF AT ALL.

We have very limited  financial  resources.  We anticipate  that we will need to
seek  external  debt or equity  financing  to fund our  operations.  Although we
anticipate  that we will have  limited  lines of credit  available  to us, these
sources of funds or other  financing may not be available for us in light of our
financial condition or may not be available in amounts we require to operate our
business.  Our  failure to obtain  additional  capital to  finance  our  working
capital needs on acceptable terms will negatively impact our business, financial
condition and liquidity.

OUR SUCCESS IS DEPENDENT UPON OUR SENIOR MANAGEMENT TEAM AND OUR ABILITY TO HIRE
AND RETAIN QUALIFIED EMPLOYEES.

We believe that our success is substantially  dependent upon: (1) our ability to
retain and motivate our senior management team and other key employees;  and (2)
our  ability to  identify,  attract,  hire,  train,  retain and  motivate  other
qualified personnel. The development of our business and operations is dependent
upon the efforts and talents of our  executive  officers.  We cannot  assure you
that we will be  successful  in retaining  the services of any of the members of
our  senior  management  team or other key  personnel,  or in  hiring  qualified
technical,  managerial, marketing and customer service personnel. We do not have
"key  person" life  insurance  policies on any of our key  personnel,  so in the
event of a tragic incident during the development phase of the Company, we would
find ourselves in a very precarious  position  without the financial  ability or
management skill to overcome it. If we do not succeed in retaining our employees
and in attracting new employees, our business could suffer significantly.

EXISTING  SHAREHOLDERS MAY SUFFER SUBSTANTIAL  DILUTION WITH FUTURE ISSUANCES OF
OUR COMMON STOCK.

We  anticipate  issuing a  substantial  amount of common  stock  within the next
several years, either in connection with an equity incentive plan for directors,
officers,  key employees and  consultants,  or in private or public offerings to
meet our working capital requirements.  Any grants or sales of additional shares
of our common stock will have a dilutive  effect on the  existing  shareholders,
which could adversely affect the value of our common stock.


                                       5
<PAGE>


THERE ARE POTENTIAL  CONFLICTS OF INTERESTS AND AGREEMENTS  THAT ARE NOT SUBJECT
TO ARM'S LENGTH NEGOTIATIONS.

Several  shareholders of the Company have provided bridge financing for start-up
costs.  These bridge loans totaled  approximately  $300,000 at April 1, 2004. We
intend to repay  these  bridge  loans out of the  proceeds  raised  from  future
offerings of our securities or any operating revenues. Additionally,  several of
the shareholders  are affiliated with entities that may receive  brokerage fees,
consulting  fees and other  compensation  related to the performance of services
for the Company.  The Company is also responsible for a payment of approximately
$350,000  on behalf  of  Pyramid  Media  Group,  Inc.,  of which  Allen  Jacobi,
president  of  Pyramid  Records,  is an  owner  and  shareholder.  See  "Certain
Relationships and Related Transactions."

WE ADOPTED PROVISIONS LIMITING THE LIABILITY OF MANAGEMENT TO SHAREHOLDERS.

We have adopted  provisions,  and will maintain  provisions,  to our articles of
incorporation and by-laws that limit the liability of officers,  directors,  and
employees,   and  provide  for  indemnification  by  the  Company  of  officers,
directors,  and employees to the full extent permitted by Colorado law. Colorado
law provides that officers and directors have no personal liability to a Company
or its  shareholders  for  monetary  damages for breach of  fiduciary  duties as
officers or  directors,  except for a breach of their duty of  loyalty,  acts or
omissions not in good faith or which involve  intentional  misconduct or knowing
violation of law,  unlawful  payment of dividends or unlawful stock purchases or
redemptions,  or any  transaction  from which a director  or officer  derives an
improper personal benefit. Such provisions substantially limit the shareholders'
ability to hold  officers and directors  liable for breaches of fiduciary  duty,
and may require us to indemnify our officers and directors.

WE MAY NOT BE ABLE TO ADEQUATELY MANAGE FUTURE GROWTH.

If we are successful in developing our business  plan,  the  anticipated  future
growth of the  business  could  place a  significant  strain on our  managerial,
operational and financial resources.  We cannot assure you that management would
effectively  manage  a  significant  growth  in our  business.  The  failure  to
adequately manage any growth would adversely effect our business  operations and
financial results.

WE DO NOT HAVE AN ESTABLISHED TRADING MARKET FOR OUR COMMON STOCK.

There is currently  no  established  trading  market for the common stock of the
Company.  Accordingly, an investment in the Company should presently be regarded
as illiquid as well as highly speculative,  and is suitable only for persons who
can hold their investment in the Company  indefinitely.  We may seek to apply to
have our common stock listed, but we cannot assure you that we will undertake to


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<PAGE>


have our common  stock  trade on a regulated  market,  or if we do apply that we
will be successful in our attempt.

OUR  MANAGEMENT,  THROUGH ITS  SIGNIFICANT  OWNERSHIP OF OUR COMMON  STOCK,  HAS
ULTIMATE CONTROL OVER OUR OPERATIONS.

Our  management  owns a majority of the total  outstanding  shares of our common
stock and  therefore  has ultimate  control over the  operations of the Company.
These officers and employees will be able to control or otherwise  significantly
influence  all matters  requiring  approval by our  shareholders,  including the
election of directors and the approval of mergers or other business  combination
transactions.

WE HAVE NEVER PAID DIVIDENDS AND DO NOT ANTICIPATE PAYING ANY IN THE FORESEEABLE
FUTURE.

We have never  declared or paid a cash dividend and we do not expect to have any
cash with which to pay cash dividends in the foreseeable  future.  If we do have
available cash, we intend to use it to grow our business.

Risks Related to the Nature of the Proposed Business:

WE MAY BE UNABLE TO IMPLEMENT OUR BUSINESS AND GROWTH STRATEGY.

Our growth strategy is dependent upon our ability to generate sales and profits.
This includes, but is not limited to, (i) the integration of new products;  (ii)
establishing  and maintaining  sales and  distribution  channels,  including the
launch of our television network,  (iii) developing new business  opportunities;
(iv)  maintaining  our existing  clients and  developing  the  organization  and
systems to  support  these  clients;  (v) the  establishment  of  financial  and
management systems; (vi) the ability to attract,  retain and hire highly skilled
management and  consultants  (vii)  obtaining  adequate  financing on acceptable
terms to fund our growth  strategy;  (viii)  developing and expanding our client
and  customer  bases;  (ix)  negotiating  agreements  on terms that  increase or
maintain the Company's  current profit margins.  Our failure with respect to any
or all of these factors could impair our ability to  successfully  implement our
growth  strategy,  which could have a material  adverse effect on our results of
operations and financial condition.

WE  INTEND  TO  LAUNCH  NEW  PRODUCTS  IN  A  VOLATILE  MARKET  AND  WE  MAY  BE
UNSUCCESSFUL.

We intend to launch new products,  which include a television  network featuring
classic rock music and video focused on the adult market,  and an  international
distribution  of  the  Havana  Bridge  project,   an  album  and  DVD  featuring
internationally  renowned  artists  performing with Cuban artists.  The consumer


                                       7
<PAGE>


retail market and the television  industry are volatile  marketplaces and we may
not be able to  successfully  penetrate  and develop  either  sector.  We cannot
assure you that we will be able to find, purchase and maintain the airwave space
necessary to carry and successfully launch a new television network.  Even if we
are able to find such airwave  space,  we will be  successful  only if consumers
establish a loyalty to our network and purchase the products  advertised  on the
network, including those products offered by our subsidiary, Pyramid Records. We
will have no control over consumer reaction to our network or product offerings.
If we are not successful in building a strong and loyal consumer  following,  we
may not be able to generate sufficient sales to achieve profitability.

WE DO NOT HAVE THE ABILITY TO CONTROL THE VOLATILITY OF SALES.

Our  business  is  dependent  on selling  our  products  in a volatile  consumer
oriented  marketplace.  The retail  consumer  industry,  by its nature,  is very
volatile and  sensitive to numerous  economic  factors,  including  competition,
market conditions, and general economic conditions. None of these conditions are
within  our  control.  There can be no  assurance  that we will  have  stable or
growing  sales of our  record  company  products  and  advertising  space of our
television  network,  and  maintain   profitability  in  the  volatile  consumer
marketplace.

WE MAY NOT BE ABLE TO PURCHASE  AND/OR  LICENSE  ASSETS THAT ARE CRITICAL TO OUR
BUSINESS.

We  intend to  purchase  and/or  license  archived  video  and music  collection
libraries  to fulfill the  programming  needs of The Tube.  The  acquisition  or
licensure of these assets is critical to accomplishing  the business plan of the
Company.  We cannot  assure you that we will be  successful  in obtaining  these
assets  or  that  if we do  acquire  them,  that  we  will be able to do so at a
reasonable  cost. Our failure to purchase  and/or  license these  libraries at a
reasonable cost would have a material adverse effect on our business, results of
operations and financial condition.

WE MAY NOT BE ABLE TO MAINTAIN OUR CLIENT RELATIONSHIPS THAT WE HAVE DEVELOPED.

Pyramid  Records'  clients are comprised  primarily of artists and  celebrities.
This  clientele is fragmented and requires a great deal of servicing to maintain
strong  relationships.  Our ability to maintain client loyalty will be dependent
upon our ability to successfully  market and distribute their products,  as well
as our  ability to service  their  needs.  We cannot  assure you that we will be
successful  in  maintaining  relationships  with our artists.  Our  inability to
maintain  these  relationships  could  have a  material  adverse  effect  on our
business, results of operations and financial condition.


                                       8
<PAGE>


OUR FAILURE TO DEVELOP ADVERTISING REVENUES COULD ADVERSELY IMPACT OUR BUSINESS.

We intend to generate a significant  portion of our revenue from our  television
network, The Tube, through  advertising.  It is unlikely that we will be able to
obtain long-term  commitments from advertisers due to the start-up nature of our
business.  Advertisers  generally may cancel,  reduce or postpone orders without
penalty.  Cancellations,  reductions or delays in purchases of advertising could
occur as a result of a strike,  or a general  economic  downturn  in one or more
industries  or in one or more  geographic  areas.  If we are unable to  generate
significant revenue from advertising,  it will have a material adverse effect on
our financial condition and results of operations.

WE  MAY   ENCOUNTER   INTENSE   COMPETITION   FROM   SUBSTANTIALLY   LARGER  AND
BETTER-FINANCED COMPANIES.

Our success  will depend upon our ability to penetrate  the consumer  market for
media  oriented  products  and  establish a television  network with  sufficient
ratings to cover the costs  associated  with operating the network and provide a
return to our investors.  Our television network and record company will compete
with  more  established  entities  with  greater  financial  resources,   longer
operating  histories and more  recognition in the market place than we do. It is
also  possible that  previously  unidentified  competitors  may enter the market
place and decrease our chance of  acquiring  the  requisite  market  share.  Our
future  success will depend upon our ability to penetrate the market quickly and
efficiently.  Our ability to respond to  competitive  product  offerings and the
evolving  demands of the  marketplace  will play a key role in our success.  Our
failure to develop,  maintain and continually  improve our distribution  process
could prevent us from  attaining  sufficient  market share.  If we are unable to
respond and compete in these markets,  it will have a material adverse effect on
our business, results of operations and financial condition.

WE MAY BE UNABLE TO ADEQUATELY REACT TO MARKET CHANGES.

Our success is  partially  dependent  upon our ability to develop our market and
change  our  business  model as may be  necessary  to react to  changing  market
conditions.  Our ability to modify or change our business model to fit the needs
of a changing market place is critical to our success, and an inability to do so
could have a material  adverse  affect on our business,  liquidity and financial
condition.

COPYRIGHT LAWS MAY NEGATIVELY AFFECT THE VALUE OF CERTAIN OF OUR ASSETS.

Under existing United States  copyright law, sound  recordings may be protected.
United  States  copyright  law,  however,  also  gives  individual  authors  the
inalienable  right to  recapture  the rights to their  copyrighted  material  by


                                       9
<PAGE>


terminating any transfer of interest in his or her copyright.  For example,  for
transfers  given on or after  January 1, 1978,  the  author  may  terminate  the
transfer  after 35 years,  or  perhaps  earlier  if the  performer  has  shorter
reversion provisions within their agreements. A more complex timeline applies to
termination of transfers  conveyed on or before December 31, 1977.  Strict rules
of notice  (i.e.,  a notice of intent to terminate  given from the author to the
publisher)  must be  followed by the author to validate  the  termination.  As a
result,  certain of our assets may be lost if challenged  by authors  seeking to
recapture their copyrighted material,  thereby potentially  negatively affecting
the results of operations and financial  condition of the Company and its future
prospects.

ITEM 2.  DESCRIPTION OF PROPERTIES

We do not own any real  estate and we lease all of our  operating  space.  As of
April 1, 2004, we leased the following office locations:

      o     approximately  1,500  square feet of office  space  located at 11077
            Biscayne  Boulevard,  Suite 100, Miami,  Florida 33161;  this office
            space was leased for a term of one year  expiring on  September  20,
            2004 at an annual rental of $21,600;

      o     approximately  3,000  square feet of office  space  located at 11077
            Biscayne Boulevard, Suite 200, Miami, Florida; this office space was
            leased for a term of two years  expiring on September 30, 2005 at an
            annual rental of $46,110;

      o     approximately 8,900 square feet of recording studio space located at
            12390 NE 13th Place,  North  Miami,  Florida  33181 for a term of 36
            months expiring on September 30, 2006, at a current annual rental of
            $35,967.36; and

      o     approximately  532  square  feet of  office  space  located  at 2040
            Sherman  Street,  Suite 16,  Hollywood,  Florida 33020;  this office
            space was leased month to month at a monthly rental of $1,749.

Management considers our office space adequate for our present requirements.  In
the event that  expansion of our  business  requires  that we obtain  additional
space,  management  believes that such space would be available on  commercially
reasonable terms.

ITEM 3.  LEGAL PROCEEDINGS

From time to time,  we are involved as a plaintiff or defendant in various legal
proceedings  arising in the usual course of our  business.  At the current time,
there is no pending litigation or legal action against the Company.


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<PAGE>


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

         None.


                                       11
<PAGE>


PART II.

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

There is currently no public trading market for our common stock.

As of April 4, 2004,  there were 102 holders of record of Common Stock inclusive
of those  brokerage  firms and/or  clearinghouses  holding the Company's  Common
Stock in street name for their  clientele (with each such brokerage house and/or
clearing house being considered as one holder).

The Company has never paid a dividend on its common  stock.  It is the Company's
present  policy to retain all earnings to provide funds for the future growth of
the Company.

ITEM 6. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

The deficit we have accumulated  during our development  stage from inception to
December 31, 2003 is $746,012,  and our working  capital  deficit as of December
31,  2003 was  approximately  $56,000.  We incurred  expenses  of  $318,826  and
$208,940  during  the  years  ended  December  31,  2003 and 2002  respectively.
Revenues in 2003 and 2002 were not significant.  Our losses since inception have
been financed exclusively through receipts from equity subscriptions and through
the issuance of restricted  shares of our common stock and contributed  services
by our  offices.  Our loss per share  was  $0.04  and $0.03 for the years  ended
December 31, 2003 and 2002  respectively.

Recently,  the Company's management determined that their business model was not
progressing  as they wished and that the  Company  should  either  merge with or
acquire an operating  company with an operating history and assets. On March 15,
2004,  the Company  entered into a Stock  Exchange  Agreement with Pyramid Music
Corp.,  a Florida  corporation  ("PMC").  Under the terms of the Stock  Exchange
Agreement,  the Company acquired 100% of the stock of PMC in exchange 16,922,464
shares of common stock of the Company (the "Stock Exchange"). As a result of the
Stock Exchange,  which was consummated on April 1, 2004, the former shareholders
of PMC, owned on a fully diluted basis, approximately 80% of the then issued and
outstanding shares of common stock of the Company.  On March 26, 2004 we changed
our name to AGU Entertainment, Inc.

The  financial  statements  included  in this  Amendment  No.  1 to Form  10-KSB
represent the results of operations for Lexington Barron Technologies,  Inc. for
2003 and 2002.  Future  filings  will  incorporate  the  operating  results  and
financial  position of PMC, the operating  company acquired April 1, 2004, under
the name of AGU  Entertainment,  Inc.  The company we  acquired  was formed as a
development stage enterprise with no operating history, and is subject to all of
the substantial  risks inherent in the development of a new business  enterprise
within an extremely competitive


                                       12
<PAGE>


industry.  No assurances can be given that the business will continue as a going
concern or achieve profitability. Due to the absence of an operating history and
the emerging nature of the market in which it competes,  we anticipate operating
losses until such time as it can develop a substantial and stable revenue base.

The growth and development of the business will require a significant  amount of
additional  working capital.  We currently have limited financial  resources and
based on our current  operating plan, we will need to raise additional  capital.
We  currently  do not  have  adequate  cash  to meet  our  short  or  long  term
objectives.

We expect that an equity offering will be required in the second half of 2004 to
provide for working capital,  capital  expenditures and business expansion for a
limited period of time,  not to exceed the next six to twelve months.  There can
be no assurances that we will be successful in completing  such an offering,  in
executing the business plan or achieving profitability. If we are not successful
in raising additional  capital,  our financial condition and business operations
will be adversely affected.  Additionally,  if we are successful in implementing
our initial  business plan, we will need to raise  additional  funds in order to
fund more rapid  expansion,  to develop new and enhanced  services and products,
and to respond to competitive pressures.

There are currently no commitments for additional financing, and there can be no
assurances that we will be successful in raising  additional  capital to operate
or grow the business.  If adequate funds are not available on acceptable  terms,
we will not be able to fund expansion, develop or enhance products and services,
and respond to competitive pressures, which would have a material adverse effect
on our ability to continue as a going concern.



                                       13
<PAGE>


ITEM 7.  FINANCIAL STATEMENTS



INDEX TO FINANCIAL STATEMENTS


<TABLE>
<CAPTION>
<S>                                                                                       <C>
Independent Auditors' Report                                                              15

Balance Sheets at December 31, 2003                                                       16

Statements of Operations for the years ended December 31, 2003 and 2002                   17

Statement of Changes in Shareholders' Deficit for the years ended December 31, 2003 and
2002                                                                                      18

Statements of Cash Flows for the years ended December 31, 2003 and 2002                   19

Notes to Financial Statements                                                             20
</TABLE>


                                       14
<PAGE>


INDEPENDENT AUDITORS' REPORT

The Board of Directors and shareholders

AGU Entertainment Corp. (formerly Lexington Barron Technologies, Inc.):


We have  audited  the  accompanying  balance  sheet of AGU  Entertainment  Corp.
(formerly Lexington Barron Technologies,  Inc.) as of December 31, 2003, and the
related  statements of operations,  changes in shareholders'  deficit,  and cash
flows for the years ended December 31, 2003 and 2002. These financial statements
are the  responsibility of the Company's  management.  Our  responsibility is to
express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audits 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 AGU Entertainment  Corp. as of
December 31, 2003 and the results of its  operations,  changes in  shareholders'
equity,  and cash  flows for the years  ended  December  31,  2003 and 2002,  in
conformity with accounting principles generally accepted in the United States of
America.

The accompanying  financial  statements have been prepared  assuming the Company
will  continue  as a going  concern.  As  discussed  in Note 1 to the  financial
statements,   the  Company  has  suffered  significant  operating  losses  since
inception,  which raises a substantial  doubt about its ability to continue as a
going concern. Management's plans in regard to this matter are also described in
Note 1. The  financial  statements  do not  include any  adjustments  that might
result from the outcome of this uncertainty.

/s/ Cordovano and Honeck, P.C.
------------------------------
Cordovano and Honeck, P.C.
Denver, Colorado

April 2, 2004


                                       15
<PAGE>


                             AGU ENTERTAINMENT CORP.
                 (FORMERLY LEXINGTON BARRON TECHNOLOGIES, INC.)
                         (A DEVELOPEMENT STAGE COMPANY)

                                  BALANCE SHEET

                      For the Year Ended December 31, 2003


<TABLE>
<CAPTION>
ASSETS                                                                      2003
                                                                       ------------
Current Assets:
<S>                                                                    <C>
Cash ...............................................................   $         34
Total current assets ...............................................             34

Equipment, net of accumulated depreciation of $7,123 ...............          1,296
                                                                       ------------
Total Assets .......................................................   $      1,330
                                                                       ============
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current Liabilities:
Accounts payable and accrued expenses ..............................   $     56,365
Due to officer (Note 2) ............................................            100
                                                                       ------------
Total liabilities ..................................................         56,465
                                                                       ------------
Shareholders' deficit (Note 3):
Preferred stock, no par value; 5,000,000 shares authorized,
-0- shares issued and outstanding ..................................             --
Common stock, no par value; 20,000,000 shares authorized,
7,051,025 shares issued and outstanding ............................         96,602
Additional paid-in capital .........................................        594,275
Deficit accumulated during development stage .......................       (746,012)
                                                                       ------------
Total shareholders' deficit ........................................        (55,135)
                                                                       ------------
Total liabilities and shareholders' deficit ........................   $      1,330
                                                                       ============
</TABLE>


                                       16

<PAGE>


                             AGU ENTERTAINMENT CORP.
                 (FORMERLY LEXINGTON BARRON TECHNOLOGIES, INC.)
                         (A DEVELOPEMENT STAGE COMPANY)

                            STATEMENT OF OPERATIONS

                      For the Year Ended December 31, 2003




<TABLE>
<CAPTION>
                                                                           2003            2002
                                                                       ------------    ------------
<S>                                                                    <C>             <C>
Consulting revenue .................................................   $      1,955    $     24,450

Professional services ..............................................          4,687          31,909
Contributed services (Note 2) ......................................        229,025         160,450
Contributed rent (Note 2) ..........................................          9,000           9,000
Depreciation .......................................................          2,164           2,677
Offering costs (Note 1) ............................................         73,500              --
Other general and administrative costs .............................            450           4,904
                                                                       ------------    ------------
Total operating expenses ...........................................        318,826         208,940
                                                                       ------------    ------------
Loss before income taxes ...........................................       (316,871)       (184,490)
                                                                       ============    ============
Income tax provision (Note 4) ......................................             --              --
Net loss ...........................................................   $   (316,871)   $   (184,490)
                                                                       ============    ============
Basic and diluted loss per share ...................................   $      (0.04)   $      (0.03)
                                                                       ============    ============
Weighted average common shares outstanding -
Basic and diluted ..................................................      7,051,025       6,916,410
                                                                       ============    ============
</TABLE>


                                       17
<PAGE>

                             AGU ENTERTAINMENT CORP.
                 (FORMERLY LEXINGTON BARRON TECHNOLOGIES, INC.)
                         (A DEVELOPEMENT STAGE COMPANY)

                 STATEMENT OF CHANGES AND SHAREHOLDERS' EQUITY

                      For the Year Ended December 31, 2003



<TABLE>
<CAPTION>
                                                          COMMON STOCK          ADDITIONAL
                                                   -------------------------     PAID-IN       RETAINED
                                                      SHARES        AMOUNT       CAPITAL       DEFICIT         TOTAL
                                                   -----------   -----------   -----------   -----------    -----------
<S>                                                <C>           <C>           <C>           <C>            <C>
Balance at December 31, 2001 ...................     6,176,025        69,102       183,800      (244,651)         8,251

January 2002, sale of common stock
pursuant to a private placement
offering, net of offering costs of
$7,500 ($.04/share) (Note 3) ...................       875,000        27,500            --            --         27,500
Value of services contributed
by officers (Note 2) ...........................            --            --       160,450            --        160,450
Value of office rent contributed by
an officer (Note 2) ............................            --            --         9,000            --          9,000
Net loss .......................................            --            --            --      (184,490)      (184,490)
                                                   -----------   -----------   -----------   -----------    -----------
Balance at December 31, 2002 ...................     7,051,025        96,602       353,250      (429,141)        20,711

Capital contributed by officer (Note 2) ........            --            --         3,000            --          3,000
Value of services contributed
by officers (Note 2) ...........................            --            --       229,025            --        229,025
Value of office rent contributed by
an officer (Note 2) ............................            --            --         9,000            --          9,000
Net loss .......................................            --            --            --      (316,871)      (316,871)
                                                   -----------   -----------   -----------   -----------    -----------
Balance at December 31, 2003 ...................     7,051,025   $    96,602   $   594,275   $  (746,012)   $   (55,135)
                                                   ===========   ===========   ===========   ===========    ===========
</TABLE>


                                       18
<PAGE>


                             AGU ENTERTAINMENT CORP.
                 (FORMERLY LEXINGTON BARRON TECHNOLOGIES, INC.)
                         (A DEVELOPEMENT STAGE COMPANY)

                            STATEMENT OF CASH FLOWS

                      For the Year Ended December 31, 2003


<TABLE>
<CAPTION>
                                                                           2003            2002
                                                                       ------------    ------------
<S>                                                                    <C>             <C>
Cash flows from operating activities:
Net loss ...........................................................   $   (316,871)   $   (184,490)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation .......................................................          2,164           2,677
Common stock issued in exchange for
services and property (Notes 2 and 3) ..............................             --              --
Loss on write-off of deferred offering costs .......................         73,500              --
Services contributed by officers (Note 2) ..........................        229,025         160,450
Rent contributed by an officer (Note 2) ............................          9,000           9,000
Changes in operating assets and liabilities:
Payables ...........................................................             66          56,299
                                                                       ------------    ------------
Net cash (used in) provided by
operating activities ...............................................         (3,116)         43,936
                                                                       ------------    ------------
Cash flows from investing activities:
Capital expenditures ...............................................             --          (3,500)
                                                                       ------------    ------------
Net cash (used in) investing activities ............................             --          (3,500)
                                                                       ------------    ------------
Cash flows from financing activities:
Working capital advances from an officer ...........................          3,000              --
Net proceeds from sale of common stock .............................             --          27,500
Payments for offering costs ........................................             --         (67,786)
                                                                       ------------    ------------
Net cash provided by (used in) financing activities ................          3,000         (40,286)
                                                                       ------------    ------------
Net change in cash .................................................           (116)            150
Cash, beginning of period ..........................................            150              --
                                                                       ------------    ------------
Cash, end of period ................................................   $         34    $        150
                                                                       ============    ============
Supplemental disclosure of cash flow information: Cash paid for:
Income taxes .......................................................   $         --    $         --
                                                                       ============    ============
Interest ...........................................................   $         --    $         --
                                                                       ============    ============
</TABLE>


                                       19
<PAGE>

                             AGU ENTERTAINMENT CORP.
                 (FORMERLY LEXINGTON BARRON TECHNOLOGIES, INC.)


(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION AND BASIS OF PRESENTATION

AGU  Entertainment  Corp.   (formerly  Lexington  Barron   Technologies,   Inc.)
(referenced as "we", "us", "our" in the accompanying footnotes) was incorporated
on August 23, 2000 to engage in financial, operational and systems consulting to
startup and small  businesses.  Our  services  have  included  market  research,
business  plan  development,   strategy  development,   financial  modeling  and
forecasting, and Pre-IPO and IPO consulting.

Effective April 1, 2004, we closed a Stock Exchange Agreement with Pyramid Music
Corp.,  a Florida  corporation,  which  resulted  in a change in  control of our
company (see note 5).

Inherent in our  business are various  risks and  uncertainties,  including  its
limited operating history,  historical operating losses, and dependence upon its
officers and strategic alliances.  Management plans to raise capital through the
sale of securities  to enable us to expand our  operations.  Our future  success
will be  dependent  upon  our  ability  to  create  and  provide  effective  and
competitive  entertainment  products,  and ultimately,  to attain profitability.
There is no assurance that we will be successful in raising the capital required
to develop our operations or that we can attain profitability.

USE OF ESTIMATES

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

CASH AND CASH EQUIVALENTS

We consider all highly  liquid  securities  with  original  maturities  of three
months or less when acquired, to be cash equivalents. We had no cash equivalents
at December 31, 2003.

EQUIPMENT AND DEPRECIATION

Equipment  is stated  at cost less  accumulated  depreciation.  Depreciation  is
calculated using the straight-line method over the estimated useful lives of the
assets,  which is  estimated  to be three  years.  Expenditures  for repairs and
maintenance  are  charged  to  expense  when  incurred.  Expenditures  for major


                                       20
<PAGE>


renewals and betterments,  which extend the useful lives of existing  equipment,
are capitalized and depreciated.

OFFERING COSTS

We incurred  consulting fees related to the preparation of our private placement
memorandum  and  legal  and  accounting  fees  for our  Form  SB-2  registration
statement.  Legal and accounting  costs related to the Form SB-2 equity offering
are initially deferred until the offering is completed, at which time they would
be recorded as a reduction of gross  proceeds  from the  offering.  However,  we
closed the offering in February  2003  without  selling any shares of our common
stock.  After the offering was closed,  we charged $73,500 in deferred  offering
costs to operations.

IMPAIRMENT OF LONG-LIVED ASSETS

We evaluate the carrying value of our long-lived  assets under the provisions of
SFAS No. 144,  Accounting for the  Impairment or Disposal of Long-Lived  Assets.
Statement No. 144 requires impairment losses to be recorded on long-lived assets
used  in  operations   when   indicators  of  impairment  are  present  and  the
undiscounted  future cash flows  estimated  to be  generated by those assets are
less  than the  assets'  carrying  amount.  If such  assets  are  impaired,  the
impairment  to be  recognized  is measured  by the amount by which the  carrying
amount of the assets exceeds the fair value of the assets. Assets to be disposed
of are reported at the lower of the carrying value or fair value,  less costs to
sell.

INCOME TAXES

We account for income taxes under the provisions of SFAS No. 109, Accounting for
Income Taxes.  SFAS 109 requires  recognition  of deferred tax  liabilities  and
assets  for the  expected  future  tax  consequences  of  events  that have been
included in the financial statements or tax returns. Under this method, deferred
tax  liabilities and assets are determined  based on the difference  between the
financial  statement and tax bases of assets and  liabilities  using enacted tax
rates in effect for the year in which the differences are expected to reverse.

REVENUE RECOGNITION

Revenue is  recognized  when  earned.  Our revenue  recognition  policies are in
compliance with all applicable accounting regulations,  including Securities and
Exchange Commission Staff Accounting Bulletin No. 101, Revenue Recognition,  and
American Institute of Certified Public Accountants (AICPA) Statement of Position
(SOP) 97-2,  Software  Revenue  Recognition,  and SOP 98-9,  Modification of SOP
97-2, With Respect to Certain Transactions.

Revenue from consulting and other services is recognized as the consultation and
other services are performed.


                                       21
<PAGE>


FINANCIAL INSTRUMENTS

Our financial  instruments  consist of cash,  accounts payable and accruals.  At
December 31, 2003, the carrying values of our financial instruments  approximate
fair value due to the short-term maturity of the instruments.

STOCK-BASED COMPENSATION

Stock-based  compensation is valued by either the value of the services provided
or the value of the stock issued based on contemporaneous stock sales.

(2) RELATED PARTY TRANSACTIONS

An officer  contributed  office  space to us during all periods  presented.  The
office  space was valued at $750 per month based on the market rate in the local
area and is included in the  accompanying  financial  statements as "contributed
rent" expense with a corresponding credit to "additional paid-in capital".

Three officers contributed product and service development, business development
and  administrative  services to us during all periods  presented.  The time and
effort  was  recorded  in the  accompanying  financial  statements  based on the
prevailing rates for such services, which ranged from $50 to $100 per hour based
on the level of services  performed.  The services are reported as  "contributed
services" with a corresponding credit to "additional paid-in capital".

During the year ended December 31, 2003, an officer contributed $3,000 to us for
the payment of professional fees.  Contributed capital is reported as additional
paid in capital in the accompanying financial statements.

We recognized  consulting revenue from one customer in the amount of $2,000, and
recorded  $2,500  in  consulting  expense  to an  entity  affiliated  with  this
customer, during the year ended December 31, 2002.

(3) SHAREHOLDERS' EQUITY

PREFERRED STOCK

The Board of  Directors is  authorized  to issue  5,000,000  shares of no voting
power,  no par value  preferred  stock.  We had no preferred  shares  issued and
outstanding at December 31, 2003.


                                       22
<PAGE>


PRIVATE PLACEMENT OFFERING

During January 2002, we conducted a private  placement  offering whereby we sold
875,000  shares of our no par value common stock for $.04 per share  pursuant to
an exemption  from  registration  claimed  under  sections  3(b) and 4(2) of the
Securities  Act of 1933,  as amended,  and Rule 506 of  Regulation D promulgated
thereunder. The shares were sold through our officers and directors. We received
proceeds in the amount of $35,000, and paid $7,500 in related offering expenses.

SB-2 REGISTRATION

In April  2002,  we filed a  Registration  Statement  with  the  Securities  and
Exchange Commission ("SEC") on Form SB-2 to register to sell 6,816,191 shares of
our no par common stock at $.10 per share.  1,816,191  shares are registered for
sale by selling  shareholders  and 5,000,000 are  registered for sale by us. The
SEC accepted the Form SB-2 during November 2002; however, we closed the offering
in February 2003 without selling any shares of our common stock.

(4) INCOME TAXES

A reconciliation of the U.S.  statutory federal income tax rate to the effective
tax rate is as follows:

<TABLE>
<CAPTION>
                                                          FOR THE YEARS ENDED
                                                              DECEMBER 31,
                                                      --------------------------
                                                           2003           2002
                                                      -----------    -----------
<S>                                                        <C>            <C>
U.S. federal statutory graduated rate .............        18.32%         15.00%
State income tax rate,
  net of federal benefit ..........................         3.78%          3.94%
Contributed rent and services .....................       -16.62%        -17.47%
Net operating loss for which no tax
  benefit is currently available ..................        -5.48%         -1.47%
                                                      -----------    -----------
                                                            0.00%          0.00%
                                                      ===========    ===========
</TABLE>


At  December  31,  2003,  deferred  tax assets  consisted  of a net tax asset of
$29,184,  due to  operating  loss  carryforwards  of  $154,372,  which was fully
allowed for, in the  valuation  allowance of $29,184.  The  valuation  allowance
offsets the net  deferred tax asset for which there is no assurance of recovery.
The change in the valuation  allowance for the years ended December 31, 2003 and
2002 totaled $17,346 and $2,697,  respectively.  The current tax benefit totaled
$17,346 and $2,697 for the years ended December 31, 2003 and 2002, respectively.
The net operating loss carry-forward expires through the year 2023.

The valuation  allowance will be evaluated at the end of each year,  considering
positive  and  negative  evidence  about  whether the deferred tax asset will be
realized.  At that time,  the  allowance  will either be  increased  or reduced;
reduction could result in the complete  elimination of the allowance if positive
evidence  indicates  that the  value of the  deferred  tax  assets  is no longer
impaired and the allowance is no longer required.


                                       23
<PAGE>


Should we undergo an ownership  change as defined in Section 382 of the Internal
Revenue Code, the Company's tax net operating loss carryforwards generated prior
to the  ownership  change will be subject to an annual  limitation,  which could
reduce or defer the utilization of these losses.

(5) SUBSEQUENT EVENTS

On March 15, 2004, we entered into a Stock Exchange Agreement with Pyramid Music
Corp.,  a Florida  corporation  ("PMC").  Under the terms of the Stock  Exchange
Agreement,  we acquired  100 percent of the stock of PMC in exchange  16,922,464
shares  of our  common  stock.  As a result  of the  Stock  Exchange,  which was
consummated on April 1, 2004, the former  shareholders  of PMC, owned on a fully
diluted  basis,  approximately  80  percent of the then  issued and  outstanding
shares of our common stock, resulting in a change in control.

As a result of the Stock Exchange, our company,  through our new subsidiary PMC,
has two wholly-owned  operating  entities that are or will become engaged in the
following services: (i) the formation and operation of a television network, The
Tube Music Network, Inc., that plans to air traditional music video archives and
live concert DVDs of  contemporary  music material that is derived from archived
video and music  collection  libraries,  and (ii) a  production,  marketing  and
distribution  record  company,  Pyramid  Records  International,  Inc., that has
merged audio, visual and Internet content into one corporate concept.

On March 26, 2004, we changed our name to AGU Entertainment Corp.


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

In June 2004,  the Company  engaged the firm of Weinberg and Company P.A. as its
new independent  principal  accountants to audit AGU  Entertainment's  financial
statements.  The Company has had no  disagreements  on accounting  and financial
disclosure with its auditor or the previous auditor.


ITEM 8A.  CONTROLS AND PROCEDURES

(a) Evaluation of Disclosure Controls and Procedures

As of  December  31,  2003,  the  Company  performed  an  evaluation,  under the
supervision and with the  participation  of its management,  including the chief
executive  officer and chief  financial  officer,  of the  effectiveness  of the
design and operation of each  company's  disclosure  controls and procedures (as
defined  in  Exchange  Act  Rule  13a-15(e)  or  15d-15(e)).   Based  upon  that
evaluation,  the Company's chief executive  officer and chief financial  officer
concluded that the company's disclosure controls and procedures are effective in
timely  alerting  them to material  information  relating to the company and its
consolidated subsidiaries required to be included in the company's reports filed


                                       24
<PAGE>


or submitted  under the Exchange  Act.  Due to the inherent  limitations  of the
effectiveness of any established disclosure controls and procedures,  management
cannot provide absolute assurance that the objectives of its disclosure controls
and procedures will be met.

(b) Changes in Internal Controls

There  has been no change  in the  Company's  internal  control  over  financial
reporting that occurred during the Company's most recent fiscal quarter that has
materially affected, or is reasonably likely to materially affect, the Company's
internal control over financial reporting


                                       25
<PAGE>



PART III.

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

The members of the board of directors of the Company serve until the next annual
meeting of  stockholders,  or until  their  successors  have been  elected.  The
officers serve at the pleasure of the board of directors.

From the Company's inception until the Stock Exchange, Phillip Kilgore served as
Chairman,  President,  Chief  Financial  Officer and  Secretary  of the Company.
Jeffrey Neal served as Vice President, and David Goller served as Executive Vice
President.  Upon the consummation of the Stock Exchange,  Mr. Kilgore, Mr. Neale
and Mr. Goller resigned.

The following table sets forth information regarding the Company's directors and
executive officers as of April 1, 2004. There are no family  relationships among
any of our directors and officers.

<TABLE>
<CAPTION>
NAME                                         AGE          POSITIONS
----                                         ---          ---------
<S>                                          <C>          <C>
Michael Jay Solomon                          67           Director
David C. Levy                                52           Director and President of the Company
Les Garland.                                 51           Director and President of The Tube
Allen Jacobi                                 56           President of Pyramid Records
Gregory R. Catinella                         53           Director
John W. Poling                               58           Director
</TABLE>

Michael Jay Solomon has an employment agreement to serve as Chairman of PMC upon
the  occurrence  of certain  financing  conditions.  Prior to joining  PMC,  Mr.
Solomon was  Chairman  and Chief  Executive  Officer of El Camino  Entertainment
Group,  Inc. from 2002 to April 2004. El Camino  Entertainment  Group, Inc. is a
company dedicated to building a live family entertainment  company on a national
basis  through the  consolidation  of family run companies  that operate  rides,
games and food at state and county  fairs and  carnivals  throughout  the United
States.  Mr. Solomon became a director of the Company upon the  consummation  of
the Stock Exchange.

David C. Levy has served as  President  of PMC since 2003 and will  continue  to
serve as President  of the Company.  Prior to joining PMC, Mr. Levy was the vice
president of business  development of Northwestern  Bell Phones, a manufacturing
and marketing company of consumer electronics from 1995 to 2003. Mr. Levy became
the president and a director of the Company upon the  consummation  of the Stock
Exchange.

Les Garland has served as President of The Tube since 2003. Prior to joining The
Tube, Mr. Garland was President of Afterplay  Marketing,  Inc., a Nevada company
from 1998 to 2003.  From 1998 to 2000, Mr. Garland was consultant to the College
Television  Network,  a television network on college campuses across the United


                                       26
<PAGE>


States.  Mr. Garland became a director of the company upon the  consummation  of
the Stock Exchange.

Allen Jacobi  founded  Pyramid Media Group,  Inc., a record label,  in 1990. Mr.
Jacobi  joined PMC when certain  assets of Pyramid  Media Group were acquired by
PMC in 2003.

Gregory R.  Catinella has been the owner of Catinella  Realty,  a small boutique
real estate company since January 2004.  Prior to owning Catinella  Realty,  Mr.
Catinella was Chairman and President of Catinella Consulting Inc., a provider of
consulting,  marketing and business  development  services to public and private
companies,  from 1986 to 2004.  Mr.  Catinella  became a director of the Company
upon the consummation of the Stock Exchange.

John W.  Poling is a partner at Tatum  Partners,  LLP,  which he joined in 2002.
Tatum Partners, LLP provide financial services to emerging growth, middle market
and multinational  companies.  Prior to joining Tatum Partners,  LLP, Mr. Poling
served as Chief  Financial  Officer of U.S.  Plastic  Lumber Corp.  from 1999 to
2002.  Mr.  Poling  serves on the board of directors  of Kreisler  Manufacturing
Corporation,  SystemOne Technology,  Inc. and National Earth Services,  Inc. Mr.
Poling  became a director  of the  Company  upon the  consummation  of the Stock
Exchange.


                                       27
<PAGE>


SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

The Company is not aware of any director,  officer or  beneficial  owner of more
than ten percent of the  Company's  Common Stock that,  during fiscal year 2003,
failed  to file on a timely  basis  reports  required  by  Section  16(a) of the
Securities Exchange Act of 1934.

CODE OF ETHICS

We have  adopted a Code of Business  Conduct.  Our Code  defines the standard of
conduct  expected  by our  employees  and  non-employee  directors.  The Code is
attached as an exhibit to this report.

ITEM 10. EXECUTIVE COMPENSATION

SUMMARY COMPENSATION TABLE

The following table sets forth the total compensation paid to or accrued for the
fiscal  years ended  December  31,  2003,  2002 and 2001 to the Chief  Executive
Officer and our other most highly  compensated  executive  officers of Lexington
Barron Technologies, Inc., all of whom were serving as executive officers at the
end  of  our  last  fiscal  year.   To  date,  no  officers  have  received  any
compensation.


ANNUAL COMPENSATION

<TABLE>
<CAPTION>
--------------------- -------- --------- -------- ---------------- ------------ ------------ ---------- --------------
                                                       Other       Restricted   Securities                   All
Name and Principal    Fiscal                          Annual          Stock     Underlying     LTIP         Other
      Position         Year     Salary    Bonus    Compensation      Awards       Options     Payouts   Compensation
--------------------- -------- --------- -------- ---------------- ------------ ------------ ---------- --------------
<S>                   <C>      <C>          <C>          <C>            <C>          <C>         <C>          <C>
Phillip Kilgore,      2003     $0           0            0              0            0           0            0
Chairman and          2002     $0           0            0              0            0           0            0
Interim CEO           2001     $0           0            0              0            0           0            0
--------------------- -------- --------- -------- ---------------- ------------ ------------ ---------- --------------
David A. Goller,      2003     $0           0            0              0            0           0            0
Executive Vice        2002     $0           0            0              0            0           0            0
President             2001     $0           0            0              0            0           0            0
--------------------- -------- --------- -------- ---------------- ------------ ------------ ---------- --------------
Jeffrey A. Neal,      2003     $0           0            0              0            0           0            0
Vice President        2002     $0           0            0              0            0           0            0
                      2001     $0           0            0              0            0           0            0
--------------------- -------- --------- -------- ---------------- ------------ ------------ ---------- --------------
</TABLE>

Executive Compensation.

Compensation  of management is determined by the  compensation  committee of the
board  of  directors.  The  stockholders  of  the  Company  will  not  have  the
opportunity to vote on or approve such compensation.  Except as set forth in the
table below, prior to December 31, 2003, no compensation was paid to any officer
or director of the Company or its predecessor  entities.  No officer or director
has received stock options or non-cash compensation.

The following  table sets forth all cash  compensation  paid to the president of
AGU  Entertainment  Corp's  for  the  year  ended  December  31,  2003  and  AGU
Entertainment Corp's most highly compensated executive officer.


                                       28
<PAGE>

<TABLE>
<CAPTION>
                                                        Annual Compensation

                                                                      Other Annual         All Other
Name and Principal Position                    Year     Salary        Compensation         Compensation
<S>                                           <C>       <C>           <C>                  <C>
David C. Levy                                  2003     $3,607        $11,934(1)           $0
  President

Les Garland                                    2003     $64,421       $0                   $0
  President of The Tube
</TABLE>

(1)   Includes compensation for an automobile allowance.

Employment Agreements

David C. Levy. Under an employment  agreement,  dated as of April 1, 2004, David
Levy serves as our President. The agreement terminates on March 23, 2009 and may
be extended for subsequent one-year periods by both parties signing an extension
prior to 30 days of the  expiration  date.  Under  the  agreement,  Mr.  Levy is
entitled to receive an annual  salary of $350,000 or such greater  amount as the
board of directors may determine.  This annual salary  increases 5% on March 23,
2005. Under the agreement,  Mr. Levy deferred any salary in excess of $2,500 per
week  until the  Company  raises a  minimum  of  $5,000,000  in equity or equity
equivalents.  If Mr. Levy is terminated  without cause, the Company must pay him
any of his annual salary that has accrued,  and an amount equal to the lesser of
his  annual  salary  for the  number  of  months  remaining  in the  term of the
agreement or his monthly salary multiplied by 24.

Michael Jay Solomon. Under an employment agreement,  dated as of October 1, 2003
and  amended as of  December  1, 2003,  Michael  Jay  Solomon  will serve as our
Chairman  beginning on the date of the closing of a debt and/or equity financing
with gross proceeds to the Company of  approximately  $6,000,000.  The agreement
terminates  on  the  fifth  anniversary  of the  commencement  date  and  renews
automatically  for  successive  two-year  periods,  unless either party provides
written  notice 90 days prior to the  termination  of the  agreement.  Under the
agreement,  Mr.  Solomon is  entitled  to an annual  salary of  $400,000 or such
greater  amount as the board of  directors  may  determine.  This annual  salary
increases  annually by an amount  equal to the greater of 7.5% per year or by an
amount equal to the consumer  price index.  If, during the term of the agreement
or within 18 months  after its  termination,  the Company  undergoes a change of
control, the Company must pay Mr. Solomon a bonus in amount equal to the greater
of $3,000,000 or 5% of the total  consideration paid, received or contributed by
or to the  Company  in the  change of  control.  The  maximum  of such  bonus is
$10,000,000,  unless Mr.  Solomon  introduced  the  Company  to the other  party
involved in the change of  control.  Mr.  Solomon is  entitled to a  performance


                                       29
<PAGE>


bonus at the end of each fiscal year based upon the Company attaining  financial
performance targets set by the board of directors.  Mr. Solomon is also entitled
to an expense  allowance  of $4,000 per month.  If the  Company  terminates  Mr.
Solomon without cause or Mr. Solomon  resigns for good reason,  then in addition
to his annual salary,  the Company must pay Mr. Solomon  severance  equal to two
years annual salary.

Allen Jacobi.  Under an employment  agreement,  dated as of April 1, 2004, Allen
Jacobi serves as President of Pyramid Records International,  Inc. The agreement
terminates on March 23, 2009 and may be extended for subsequent one-year periods
by both parties  signing an extension  prior to 30 days of the expiration  date.
Under the  agreement,  Mr.  Jacobi is  entitled  to receive an annual  salary of
$200,000 or such greater  amount as the board of directors may  determine.  This
annual  salary  increases  5% on March 23,  2005.  If Mr.  Jacobi is  terminated
without  cause,  the  Company  must pay him any of his  annual  salary  that has
accrued,  and an amount equal to the lesser of his annual  salary for the number
of  months  remaining  in the  term  of the  agreement  or  his  monthly  salary
multiplied by 18.

Les Garland. Under an employment agreement,  dated July 2003, Les Garland serves
as Chief Operating Officer of The Tube Music Network,  Inc. Under the agreement,
Mr. Garland is entitled to receive an annual salary of $350,000.  If Mr. Garland
is terminated  without  cause or resigns for good reasons,  the Company must pay
him  monthly  installments  during  the  severance  period  in  amount  equal to
one-twelfth  of his base salary.  If the Company  undergoes a change of control,
the Company must pay Mr. Garland a fee equal to 3% of the aggregate market value
of the business  combination,  with a minimum of $3 million and a maximum of $10
million.  If Mr. Garland introduces the transaction to the Company,  there is no
maximum.


                                       30
<PAGE>


ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT


The  following  table  sets  forth  certain  information  with  respect  to  the
beneficial ownership of the Company's common stock as of April 1, 2004, adjusted
to reflect the Stock Exchange, by:

      o     each person known by the Company to own beneficially more than 5% of
            the Company's common stock;

      o     each of the Company's named executive officers;

      o     each director of the Company; and

      o     all of the executive officers and directors as a group.

      The amount and percentage of common stock  beneficially owned are reported
on the basis of regulations of the SEC governing the determination of beneficial
ownership of securities.  Under the rules of the SEC, a person is deemed to be a
beneficial owner of a security if that person has or shares voting power,  which
includes the power to dispose of or to direct the  disposition  of the security.
Unless otherwise indicated below, each beneficial owner named in the table below
has sole  voting  and sole  investment  power with  respect to all shares  owned
beneficially.  The percentage of beneficial  ownership of common stock after the
Stock Exchange is based on 21,053,076 shares outstanding.

<TABLE>
<CAPTION>
NAME AND ADDRESS OF BENEFICIAL                      SHARES                  PERCENTAGE OF
OWNER (1)                                     BENEFICIALLY OWNED             OUTSTANDING
                                               AFTER THE STOCK                  SHARES
                                                   EXCHANGE
<S>                                                    <C>                           <C>
Michael Jay Solomon
   Director of the Company...............              444,444(2)                    2.1%
Les Garland
   President of The Tube and Director of the
Company..................................              1,542,000                     7.3%
Allen Jacobi
   President of Pyramid Records..........              123,750(3)                      *
David C. Levy
   President of the Company and Director of
the Company..............................           2,752,353(4)(5)                  13.1%
Gregory Catinella
   Director of the Company...............               736,500                      3.5%
</TABLE>



                                       31
<PAGE>


<TABLE>
<CAPTION>
NAME AND ADDRESS OF BENEFICIAL                      SHARES                  PERCENTAGE OF
OWNER (1)                                     BENEFICIALLY OWNED             OUTSTANDING
                                               AFTER THE STOCK                  SHARES
                                                   EXCHANGE
<S>                                                    <C>                           <C>
John W. Poling                                          200,000                        *
   Director of the Company

Rachel Levy                                         1,300,784(5)(6)                  6.1%
7014 DelCorso Lane
Delray, FL 33446.........................

Ned Siegel
500 T-Rex Ave., Suite 150
Boca Raton, FL 33431.....................              1,655,691                     7.9%

Neil Strum
3849 Rambla Pacifico                                                                 7.9%
Malibu, California 90265.................              1,655,691

VLC Holdings, LLC
2455 E. Sunrise Blvd., Suite 502
Ft. Lauderdale, FL 33304.................           2,739,373(5)(7)                  13.1%

All executive officers and directors as a
group....................................              5,799,067                     27.5%
</TABLE>

* Less than 1%
--------------------------------------------------------------------------------

(1)   Unless otherwise  indicated,  the address of record for the owner is 11077
      Biscayne Blvd., Suite 100, Miami, Florida 33161

(2)   Held by Solomon  Family Trust,  dated  December 21, 1989, 14 Beverly Park,
      Beverly Hills, CA 90210.

(3)   Includes 23,750 shares owned by Cheri Jacobi, Allen Jacobi's wife.

(4)   Includes 5,000 shares owned by David C. Levy and excludes 1,300,784 shares
      owned by Rachel Levy,  David Levy's mother.  Also includes shares owned by
      VLC  Holdings  and 8,000  shares  owned by  Victoria  Levy,  David  Levy's
      daughter.

(5)   The aggregate  holdings of David C. Levy,  Victoria Levy,  Rachel Levy and
      VLC Holdings  total  4,053,157  and represent  approximately  19.2% of the
      Company's outstanding common stock.

(6)   Excludes shares held by David C. Levy and Victoria Levy.

(7)   The  principal  owners of VLC  Holdings,  LLC are the wife and daughter of
      David C. Levy,  the  President  and a director  of the  Company.  Excludes
      shares held by David C. Levy, Victoria Levy and Rachel Levy.


                                       32
<PAGE>


ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

On March 3, 2004, we acquired an assignment for a Distribution Agreement,  dated
May 1, 2003, by and between Ark 21 Records,  L.P. and Pyramid Media Group, Inc.,
a non-affiliated  company owned and controlled by Allen Jacobi, the president of
Pyramid  Records,  Inc.. In exchange for the  assignment of this  agreement,  we
provided the following consideration to Pyramid Media Group, Inc: (1) employment
of Mr. Jacobi and (2) the assumption of a debt totaling approximately $350,000.


                                       33
<PAGE>



ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

List of  Exhibits  filed as part of this  report.  The  following  exhibits  are
incorporated by reference herein or filed herewith.

         NUMBER           TITLE
         ------           -----

      2.1*        Share Exchange  Agreement,  dated March 15, 2004,  between the
                  shareholders  of Pyramid Music Corp.,  Pyramid Music Corp. and
                  Lexington Barron Technologies, Inc. (Incorporated by reference
                  to the Registrant's Form 8-K filed April 21, 2004, as amended)

      3.1*        Articles of Incorporation  of Lexington  Barron  Technologies,
                  Inc.  (incorporated  herein by reference  to the  Registrant's
                  Registration Statement on Form SB-2 (File No. 333-86244)).

      3.2*        Article of Amendment to Articles of Incorporation of Lexington
                  Barron Technologies, Inc. (incorporated herein by reference to
                  the Registrant's Form 8-K filed April 21, 2004, as amended)

      3.3*        Articles of  Amendment  to Articles  of  Incorporation  of AGU
                  Entertainment Corp.  (incorporated  herein by reference to the
                  Registrant's Form 8-K filed April 21, 2004, as amended)

      3.4*        Bylaws of Lexington Barron  Technologies,  Inc.  (incorporated
                  herein by reference to the Registrant's Registration Statement
                  on Form SB-2 (File No. 333-86244)).

      3.5*        Specimen  certificate of the common stock of Lexington  Barron
                  Technologies,  Inc.  (incorporated  herein by reference to the
                  Registrant's  Registration  Statement  on Form SB-2  (File No.
                  333-86244)).

      10.1*       Employment  agreement  of David C. Levy,  dated as of April 1,
                  2004.  (incorporated  herein by reference to the  Registrant's
                  Form 8-K filed April 21, 2004, as amended)

      10.2*       Employment  agreement  of  Michael  Jay  Solomon,  dated as of
                  October  1, 2003.  (incorporated  herein by  reference  to the
                  Registrant's Form 8-K filed April 21, 2004, as amended)

      10.3*       Amendment  to  Employment  Agreement  of Michael Jay  Solomon,
                  dated  as  of  December  1,  2003.   (incorporated  herein  by
                  reference to the  Registrant's  Form 8-K filed April 21, 2004,
                  as amended)


                                       34
<PAGE>


      10.4*       Employment  agreement  of Allen  Jacobi,  dated as of April 1,
                  2004.  (incorporated  herein by reference to the  Registrant's
                  Form 8-K filed April 21, 2004, as amended)

      10.5*       Assignment  and  Assumption  Agreement,  dated  as of March 3,
                  2004,  among  Pyramid  Media  Group,  Inc.,  Allen  Jacobi and
                  Pyramid Records  International , Inc.  (incorporated herein by
                  reference to the  Registrant's  Form 8-K filed April 21, 2004,
                  as amended)

      10.6*       Amendment to Assignment and Assumption Agreement,  dated March
                  8, 2004, by and among Pyramid Media Group,  Inc., Allen Jacobi
                  and Pyramid Records International , Inc.  (incorporated herein
                  by  reference  to the  Registrant's  Form 8-K filed  April 21,
                  2004, as amended)

      10.7*       Corporate Guaranty,  dated March 5, 2004. (incorporated herein
                  by  reference  to the  Registrant's  Form 8-K filed  April 21,
                  2004, as amended)

      10.8*       Employment  Agreement  of  Les  Garland,   dated  July  2003..
                  (incorporated herein by reference to the Registrant's Form 8-K
                  filed April 21, 2004, as amended)

      14.1        Code of Ethics

      21.1*       List of Subsidiaries. (incorporated herein by reference to the
                  Registrant's Form 8-K filed April 21, 2004, as amended)

      31.1        Certification  of Chief Executive  Officer and Chief Financial
                  Officer pursuant to Section 302 of the Sarbanes-Oxley Act.

      31.2        Certification  of Chief Executive  Officer and Chief Financial
                  Officer  pursuant  to Section 906 of the  Sarbanes-Oxley  Act.

----------------------------
*     Previously filed.


                                       35
<PAGE>


ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

AUDIT FEES

The Company paid audit fees to its  independent  certified  public  accountants,
Cordovano  and  Honeck,  P.C,  in the  amount of $3,500 and $6,713 for the years
ended December 31, 2003 and 2002 respectively.

ALL OTHER FEES

Tax and  other  professional  fees  paid  to the  independent  certified  public
accountants in 2003 and 2002 were not significant.



                                       36
<PAGE>


                                   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, on June 15, 2004.

                                AGU ENTERTAINMENT CORP.

                                By: /s/ David C. Levy
                                    ------------------------------------------
                                    David C. Levy
                                    President and Principal Executive Officer,
                                    Principal Financial Officer and Director


      In accordance  with the  requirements of the Exchange Act, this report has
been  signed by the  following  persons on behalf of the  registrant  and in the
capacities indicated on June 15, 2004.

By: /s/ David C. Levy
    ----------------------------------------------
    David C. Levy
    President and Principal Executive Officer, and
    Director'
    Principal Financial Officer, Secretary and Chairman of the Board of
    Directors

By: /s/ Michael Jay Solomon
    ----------------------------------------------
    Michael Jay Solomon
    Director

By: /s/ Les Garland
    ----------------------------------------------
    Les Garland
    Director

By: /s/ Gregory R. Catinella
    ----------------------------------------------
    Gregory R. Catinella
    Director

By: /s/ John W. Poling
    ----------------------------------------------
    John W. Poling
    Director


                                       37