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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 Form 10-K
 (Mark One)
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended June 30, 2008
 Or
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission file number 000-21956
  Springfield Company, Inc.
 (Exact name of registrant as specified in its charter)
 Delaware
    
    52-2303874(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer
Identification No.)
 410 Park Ave., 15 th Floor, Ste. 1188
New York, New York 10022  (Address of principal executive offices and zip code)
 (212) 231-8383
 3320 FM 359, Richmond, TX 77469
 None
  Title of Each Class
    
    Name of Each Exchange on Which RegisteredCommon stock, par value $0.0001 per share
    
    NASDAQ  OTCBB Exchange
 Yes
o No
þ
 Yes
o No
þ
 Yes
þ No o
 o o
 Form 10-K. þ
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    

Smaller
reporting company þ
 Yes
o No
þ
   Documents Incorporated by Reference:
NONE




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##### 



Table of Contents
 PagePART IItem 1. Business
    
    
    3Item 2. Properties
    
    
    4Item 3. Legal Proceedings
    
    
    4Item 4. Submission of Matters to a Vote of Security Holders
    
    
    4Item 4A. Directors and Executive Officers of the RegistrantPART IIItem 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
    
    
    4Item 6. Selected Financial Data, N/AItem 7. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    4Item 7A. Quantitative and Qualitative Disclosures About Market Risk
    
    
    6Item 8. Financial Statements and Supplementary Data
    
    
    6Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
    
    
    6Item 9A. Controls and Procedures
    
    
    6Item 9B. Other InformationPART IIIItem 10. Directors, Executive Officers and Corporate Governance
    
    
    6Item 11. Executive Compensation
    
    
    7Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
    
    
    7Item 13. Certain Relationships and Related Transactions, and Director Independence
    
    
    8Item 14. Principal Accountant Fees and Services
    
    
    8PART IVItem 15. Exhibits, Financial Statement Schedules
    
    
    9Exhibit 31Exhibit 32
   2




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PART I
 Special Note Regarding Forward-Looking Statements
  
 Item 1.
    
    Business
  Subsequent Events
  Operating Results
    Employee Relations
   Competition
   3




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Item 2.
    
    Properties
  
 Item 3.
    
    Legal Proceedings
  
 Item 4.
    
    Submission of Matters to a Vote of Security Holders
  
 PART II
 
 Item 5.
    
    Market for the Registrants Common Equity and Related Stockholder Matters
 Stock Information
    
 Item 7.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
       4




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Application of Critical Accounting Policies
   Revenue Recognition
   Results of Operations
  Capital Resources and Liquidity
      5




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Item 7A.
    
    Quantitative and Qualitative Disclosures about Market Risk
 Factors Affecting the Companys Business and Prospects
  
 Item 8.
    
    Financial Statements and Supplementary Data
  
 Item 9.
    
    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
  
 Item 9A. Controls and Procedures
   
 PART III
 
 Item 10.
    
    Directors and Executive Officers of the Registrant
  NAME
    
    POSITION
    
    AGEJohn M. King
    
    Chairman and President
    
    
    55
  6




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Meetings and Committees of the Board of Directors
  Compensation of Directors
  
 Item 11. Executive Compensation
   OPTION/SAR Grants in Last Fiscal Year
  
 Item 12.
    
    Security Ownership of Certain Beneficial Owners and Management
  Amount of
    
    
    Nature of
    
    Percent ofName and address
    
    Ownership
    
    
    Ownership (2)
    
    ClassJohn M. King
    
    
    11,000,000
    
    
    Direct
    
    
    50.0
    %Ronald Dominique
    
    
    3,500,000
    
    
    Direct
    
    
    15.9
    %Joseph Muese
    
    
    1,200,000
    
    
    Direct
    
    
    5.4
    %
   7




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2.
    
    Beneficial ownership has been determined in accordance with Rule 13d-3 under the Exchange
Act (Rule 13d-3) and unless otherwise indicated, represents shares of which the beneficial
owner has sole voting and investment power.
 3.
    
    The percentage of class is calculated in accordance with Rule 13d-3 and assumes that the
beneficial owner has exercised any options or other rights to subscribe which are execrable
within sixty (60) days and that no other options or rights to subscribe have been exercised by
anyone else.
   
 Item 13.
    
    Certain Relationships and Related Transactions
  2008
    
    
    2007Note payable to Foreign Futures, a related party, at 2.5%, payable as
cash flow allows
    
    $
    58,750
    
    
    $
    56,450Note payable to Green Acres, a related party, at 2.5%, payable as
cash flow allows
    
    
    41,150
    
    
    
    41,150Note payable to High Sierra, a related party, at 2.5%, payable as
cash flow allows
    
    
    46,450
    
    
    
    46,450Note payable to Pecan Tree, a related party, at 2.5%, payable as
cash flow allows
    
    
    9,950
    
    
    
    9,950Note payable to GGMF, a related party, at 2.5% payable as
cash flow allows
    
    
    8,600
    
    
    
    Note payable to J. King, a related party, at 2.5%, payable as
cash flow allows
    
    
    9,980
    
    
    
    9,980Total long-term debt
    
    
    174,880
    
    
    
    163,980Less  current maturities
    
    
    174,880
    
    
    
    163,980Total long-term debt, net of current maturities
    
    $
    
    
    
    $
    
 
 Item 14.
    
    Principal Accounting Fees and Services
 2008
    
    
    2007Audit fees
    
    $
    6,920
    
    
    $
    5,605Audit-related fees
    
    
    -0-
    
    
    
    -0-Tax fees
    
    
    -0-
    
    
    
    -0-All other fees
    
    
    -0-
    
    
    
    -0-
  8




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Item 15.
    
    Exhibits, Financial Statement Schedules, Exhibits and Reports on Form 8-K.
 I.
    
    The following financial statements, schedules and exhibits are filed as part of this report:
     II.
    
    Reports on Form 8-K  The Company filed no reports on Form 8-K under the Securities and
Exchange Act of 1934 during the year ended June 30, 2008
 
 SIGNATURES
  SPRINGFIELD COMPANY, INC.June 22, 2010/s/Alain MorlotPresident, Chief Executive Officer and
Chief Financial Officer  9




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SPRINGFIELD COMPANY, INC.
INDEX TO FINANCIAL STATEMENTS
June 30, 2008 and 2007
 PAGE NUMBERIndependent Auditors Report
    
    
    F-2Balance Sheets at June 30, 2008 and 2007
    
    
    F-3Statements of Income for the Years Ended
June 30, 2008 and 2007 and inception to date
    
    
    F-4Statements of Cash Flows for the Years Ended
June 30, 2008 and 2007 and inception to date
    
    
    F-5Statements of StockholdersDeficit for the Years Ended
June 30, 2008 and 2007 and inception to date
    
    
    F-6Notes to Financial Statements
    
    
    F-7
  F-1




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F-2




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Springfield Company, Inc.
 
 Balance Sheets
 June 30, 2008 and 2007
 June 30
    
    
    June 302008
    
    
    2007AssetsCurrent Assets:Cash and cash equivalents
    
    $
    
    
    
    $
    24Total assets
    
    $
    
    
    
    $
    24Liabilities and Stockholders DeficitCurrent liabilities:Accounts payable and accrued expenses
    
    $
    22,943
    
    
    $
    17,581Notes payable to related parties
    
    
    174,880
    
    
    
    163,980Total current liabilities
    
    
    197,823
    
    
    
    181,561Stockholders deficitCommon stock, $0.0001 par value, 50,000,000
shares authorized, 22,048,323 shares issued
and outstanding
    
    
    2,205
    
    
    
    2,205Additional paid-in capital
    
    
    497,333
    
    
    
    497,333Accumulated deficit
    
    
    (697,361
    )
    
    
    (681,075
    )Total stockholders deficit
    
    
    (197,823
    )
    
    
    (181,537
    )Total liabilities and stockholders deficit
    
    $
    
    
    
    $
    24
 The accompanying notes are an integral part of these condensed financial statements.
  F-3




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Springfield Company, Inc.
 Statements of Operations
 Period fromMarch 18, 1998(Inception)ThroughYears Ended June 30
    
    
    June 30,2008
    
    
    2007
    
    
    2008Revenue
    
    $
    
    
    
    $
    
    
    
    $
    56,221Cost of revenue
    
    
    
    
    
    
    
    
    
    
    46,455Gross profit
    
    
    
    
    
    
    
    
    
    
    9,766General and administrative expenses
    
    
    12,175
    
    
    
    47,794
    
    
    
    700,407Operating loss
    
    
    (12,175
    )
    
    
    (47,794
    )
    
    
    (690,941
    )Interest expense
    
    
    4,111
    
    
    
    2,718
    
    
    
    6,720Net loss
    
    $
    (16,286
    )
    
    $
    (50,512
    )
    
    $
    (697,361
    )Basic and diluted earnings (loss) per share:Earnings (loss) per common share
    
    $
    (0.00
    )
    
    $
    (0.00
    )
    
    
    n/aBasic and diluted weighted average common
shares outstanding
    
    
    22,048,323
    
    
    
    22,048,323
    
    
    
    n/a
 The accompanying notes are an integral part of these condensed financial statements.
  F-4




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Springfield Company, Inc.
 
 Statements of Cash Flows
 Period fromMarch 18, 1998(Inception)ThroughYears Ended June 30
    
    
    June 30,2008
    
    
    2007
    
    
    2008Cash flows used by operating activitiesNet loss
    
    $
    (16,286
    )
    
    $
    (50,512
    )
    
    $
    (697,361
    )Adjustments:Shares issued for services
    
    
    
    
    
    
    
    
    
    
    498,175Depreciation
    
    
    
    
    
    
    
    
    
    
    607Loss on disposal of equipment
    
    
    
    
    
    
    
    
    
    
    1,779Changes in assets and liabilities:Receivables
    
    
    
    
    
    
    12,079
    
    
    
    Accounts payable and accrued expenses
    
    
    5,362
    
    
    
    (12,580
    )
    
    
    22,943Net cash used by operating activities
    
    
    (10,924
    )
    
    
    (51,013
    )
    
    
    (173,857
    )Cash flows used by investing activities:Purchase of equipment
    
    
    
    
    
    
    
    
    
    
    (2,336
    )Cash flows provided by financing activities:New borrowings from related party notes
    
    
    10,900
    
    
    
    49,700
    
    
    
    222,834Capital Contributions
    
    
    
    
    
    
    1,313
    
    
    
    1,313Repayments on notes payable  related parties
    
    
    
    
    
    
    
    
    
    
    (47,954
    )Net cash provided (used) by financing activities
    
    
    10,900
    
    
    
    51,013
    
    
    
    176,193Net increase (decrease) in cash
    
    
    (24
    )
    
    
    
    
    
    
    Cash and cash equivalents, beginning of year
    
    
    24
    
    
    
    24
    
    
    
    Cash and cash equivalents, end of year
    
    $
    
    
    
    $
    24
    
    
    $
    Supplemental disclosures:Cash paid for federal income taxes
    
    $
    
    
    
    $
    
    
    
    $
    Cash paid for interest
    
    $
    
    
    
    $
    
    
    
    $
    
 The accompanying notes are an integral part of these condensed financial statements.
  F-5




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Springfield Company, Inc.
 
 Statements of Stockholders Deficit
 Years Ended June 30, 2008 and 2007 and for the
 Period from March 18, 1998 (Inception) through June 30, 2008
 Additional
    
    
    RetainedCommon Stock
    
    
    paid-in
    
    
    earningsShares
    
    
    Amount
    
    
    Capital
    
    
    (deficit)
    
    
    TotalInitial founders shares,
issued March 18, 1998
    
    
    443,664
    
    
    $
    44
    
    
    $
    
    
    
    $
    (44
    )
    
    $
    Net loss  2000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (954
    )
    
    
    (954
    )Additional shares issued to founders
    
    
    54,659
    
    
    
    5
    
    
    
    
    
    
    
    (5
    )
    
    
    Net loss  2001
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4,500
    )
    
    
    (4,500
    )Net income  2002
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5,454
    
    
    
    5,454Net loss  2003
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Net loss  2004
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Balance June 30, 2004
    
    
    498,323
    
    
    
    50
    
    
    
    
    
    
    
    (50
    )
    
    
    Issuance of common stock for services
    
    
    4,100,000
    
    
    
    410
    
    
    
    409,590
    
    
    
    
    
    
    
    410,000Issuance of common stock for services
    
    
    1,000,000
    
    
    
    100
    
    
    
    
    
    
    
    
    
    
    
    100Issuance of common stock for services
    
    
    15,950,000
    
    
    
    1,595
    
    
    
    74,680
    
    
    
    
    
    
    
    76,275Net loss for 2005
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (539,326
    )
    
    
    (539,326
    )Balance-June 30, 2005
    
    
    21,548,323
    
    
    
    2,155
    
    
    
    484,270
    
    
    
    (539,376
    )
    
    
    (52,951
    )Issuance of common stock for services
    
    
    100,000
    
    
    
    10
    
    
    
    9,990
    
    
    
    
    
    
    
    10,000Issuance of common stock for services
    
    
    400,000
    
    
    
    40
    
    
    
    1,760
    
    
    
    
    
    
    
    1,800Net loss for 2006
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (91,187
    )
    
    
    (91,187
    )Balance-June 30, 2006
    
    
    22,048,323
    
    
    
    2,205
    
    
    
    496,020
    
    
    
    (630,563
    )
    
    
    (132,338
    )Contributed capital
    
    
    
    
    
    
    
    
    
    
    1,313
    
    
    
    
    
    
    
    1,313Net loss for 2007
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (50,512
    )
    
    
    (50,512
    )Balance-June 30, 2007
    
    
    22,048,323
    
    
    
    2,205
    
    
    
    497,333
    
    
    
    (681,075
    )
    
    
    (181,537
    )Net loss for 2008
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (16,286
    )
    
    
    (16,286
    )Balance-June 30, 2008
    
    
    22,048,323
    
    
    
    2,205
    
    
    
    497,333
    
    
    
    (697,361
    )
    
    
    (197,823
    )
   F-6




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Springfield Company, Inc.
(A Development Stage Company)
 
 Notes to Financial Statements
 Note 1. Description of the Company and Summary of Significant Accounting Policies
 Business Operations
     Use of Estimates
  Revenue Recognition
  Cash and Cash Equivalents
   F-7




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Property and Equipment
  Impairment of Long-Lived Assets
  Stock-Based Compensation
  Income Taxes
  Basic and Diluted Net Loss Per Share
  Development Stage
  Recently issued Accounting Pronouncements
   F-8




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Note 2. Going Concern
  Note 3. Payable  Related Parties
  2008
    
    
    2007Note payable to Foreign Futures, a related party,
interest at 2.5% per annum, due on demand
    
    $
    58,750
    
    
    $
    56,450Note payable to Green Acres, a related party,
interest at 2.5% per annum, due on demand
    
    
    41,150
    
    
    
    41,150Note payable to High Sierra, a related party,
interest at 2.5% per annum, due on demand
    
    
    46,450
    
    
    
    46,450Note payable to Pecan Tree, a related party,
interest at 2.5% per annum, due on demand
    
    
    9,950
    
    
    
    9,950Note payable to J. King, a related party,
interest at 2.5% per annum, due on demand
    
    
    9,980
    
    
    
    9,980Note payable to GGMF Interest, LLC, a related party,
interest at 2.5% per annum, due on demand
    
    
    8,600
    
    
    
    Total notes payable  related parties
    
    $
    174,880
    
    
    $
    163,980
 Note 4. Stockholders Equity
      F-9




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Note 5. Subsequent Events
   F-10




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INDEX TO EXHIBITS
 Exhibit Page Number
    
    Description of Document*31
    
    Certification of Alain Morlot, Chief Executive Officer and Chief Financial Officer pursuant to
Rule 13a-14(a) under the Securities Exchange Act of 1934*32
    
    Certification of Alain Morlot, Chief Executive Officer and Chief Financial Officer pursuant to
18 U.S.C.
Section 1350
  11