UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
================================================================================

                                    FORM 10-K
(Mark one)
[X]      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

                 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2009 OR

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

                          COMMISSION FILE NO. 000-27055

                             CONCORD VENTURES, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                   COLORADO                                 84-1472763
         (STATE OR OTHER JURISDICTION                    (I.R.S. EMPLOYER
       OF INCORPORATION OR ORGANIZATION)              IDENTIFICATION NUMBER)

           2460 WEST 26th AVENUE, SUITE 380-C, DENVER, COLORADO 80211
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                 (303) 380 8280
                     (TELEPHONE NUMBER, INCLUDING AREA CODE)

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

Securities to be registered  pursuant to Section 12(g) of the Act: COMMON STOCK,
$0.0001 PAR VALUE

Indicate by check mark if the  registrant is a well-known  seasoned  issuer,  as
defined in Rule 405 of the Securities Act. Yes |_| No |X|

Indicate  by  check  mark if the  registrant  is not  required  to file  reports
pursuant to Section 13 or Section 15(d) of the Act. Yes |_| No |X|

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 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 |_|

Indicate by check mark whether the registrant has submitted  electronically  and
posted on its corporate Website, if any, every Interactive Data File required to
be submitted and posted  pursuant to Rule 405 of Regulation S-T (ss.  232.405 of
this chapter)  during the  preceding 12 months (or for such shorter  period that
the registrant was required to submit to and post such files.) Yes [_] No [_]

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not 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-K or any amendment to this
Form 10-K. |_|

Indicate by check mark whether the registrant is a large  accelerated  filer, an
accelerated filer, a non-accelerated  filer, or a smaller reporting company. See
definition of "accelerated  filer and large accelerated  filer" in Rule 12b-2 of
the Exchange Act. (check one):

Large  accelerated  filer |_| Accelerated  filer |_|  Non-accelerated  filer |_|
Smaller reporting company |X|

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

As of  April 9,  2010,  there  were  2,359,407  shares  of  Common  Stock of the
registrant  issued and outstanding of which 788,287 were held by  non-affiliates
of the registrant.

<PAGE>

The  aggregate  market  value of  common  stock  held by  non-affiliates  of the
registrant as of April 9, 2010 was approximately $7,773.






























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                             CONCORD VENTURES, INC.
                         2009 ANNUAL REPORT ON FORM 10-K
                                TABLE OF CONTENTS


   ITEM                             DESCRIPTION

     Part I.

Item 1.            Business

Item 1A.           Risk Factors

Item 1B.           Unresolved Staff Comments

Item 2.            Description of Properties

Item 3             Legal Proceedings

Item 4.            Removed and Reserved

    Part II.

Item 5.            Market for Registrant's Common Equity, Related Stockholder
                   Matters, and Issuer Purchases of Equity Securities

Item 6.            Selected Financial Data

Item 7.            Management's Discussion and Analysis of Financial Condition
                   and Results of Operation

Item7A             Quantative and Qualitative Disclosures About Market Risk

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

Item 9B.           Other Information

    Part III.

Item 10.           Directors, Executive Officers and Corporate Governance

Item 11.           Executive Compensation

Item 12.           Security Ownership of Certain Beneficial Owners and
                   Management and Related Stockholder Matters

Item 13.           Certain Relationships and Related Transactions and Director
                   Independence

Item 14.           Principal Accountant Fees and Services

    Part IV.

Item 15.           Exhibits and Financial Statement Schedules

SIGNATURES

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<PAGE>


                           FORWARD-LOOKING STATEMENTS

    In addition to historical information,  some of the information presented in
this Annual Report on Form 10-K contains "forward-looking statements" within the
meaning of the  Private  Securities  Litigation  Reform Act of 1995  (the"Reform
Act").  Although Concord Ventures,  Inc.  ("Concord" or the "Company," which may
also be referred to as "we," "us" or "our") believes that its  expectations  are
based on  reasonable  assumptions  within  the  bounds of its  knowledge  of its
business and operations:  there can be no assurance that actual results will not
differ materially from our  expectations.  Such  forward-looking  statements are
subject to risks and  uncertainties  that could cause  actual  results to differ
materially from those anticipated,  including but not limited to, our ability to
reach  satisfactorily  negotiated  settlements  with our outstanding  creditors,
raise debt and/or equity to fund negotiated  settlements  with our creditors and
to meet our  ongoing  operating  expenses  and merge with  another  entity  with
experienced  management and opportunities for growth in return for shares of our
common  stock  to  create  value  for our  shareholders.  Cautionary  statements
regarding  the risks,  uncertainties  and other  factors  associated  with these
forward-looking  statements  are  discussed  on page 6 below.  You are  urged to
carefully consider these factors, as well as other information contained in this
Annual Report on Form 10-K and in our other periodic reports and documents filed
with the SEC.

                                     PART I

ITEM 1. BUSINESS

GENERAL

Concord Ventures, Inc. was incorporated in August 1998 in the State of Colorado.
On February 16, 2001, we sold our entire  business,  and all of our assets,  for
the  benefit  of our  creditors  under  a  Chapter  11  reorganization.  We were
subsequently  dismissed from the Chapter 11 reorganization,  effective March 13,
2001, at which time the last of our remaining directors  resigned.  On March 13,
2001, we had no business or other source of income,  no assets,  no employees or
directors,  outstanding  liabilities  of  approximately  $8.4  million  and  had
terminated our duty to file reports under securities law.

Our  business  activities  over the years ended  December 31, 2009 and 2008 were
focused on the settlement of our outstanding  liabilities and the renewal of and
maintaining our SEC reporting status.

In February  2008,  we were  re-listed on the OTC Bulletin  Board and so are now
listed on both the Pink  Sheets and the OTC  Bulletin  Board and trade under the
symbol "CCVR"

On April 29, 2008, we held our annual meeting of  stockholders  at which meeting
the majority of stockholders  approved  resolutions to re-elect Messrs.  Cutler,
Whiting  and Green as our  directors,  reincorporate  the  Company in  Delaware,
authorize an up to 3 for 1 reverse split of our shares of common  stock,  change
our name to a name to be chosen at the  discretion of the Board of directors and
to ratify the appointment of our auditor, Larry O'Donnell, CPA, PC.

On August 22, 2008,  we issued  75,000 of  restricted  common  stock,  valued at
$75,000,  to three consultants (25,000 shares each) as compensation for services
they had provided to us One of the  consultants  is an existing  shareholder  of
ours.  We further  issued  26,421  shares of  restricted  common  stock to David
Cutler, our President and a director of ours, in full settlement of the our debt
to Mr. Cutler as at June 30, 2008 of $26,421.

On  January 6, 2009,  Mr.  Wesley  Whiting  resigned  as a director  of ours for
personal reasons.

PLAN OF OPERATIONS

Our plan of operation is to reach satisfactory  negotiated  settlements with our
outstanding  creditors,  obtain  debt  or  equity  finance  to  fund  negotiated
settlements  with our creditors and to meet our ongoing  operating  expenses and
attempt  to  merge  with  another   entity  with   experienced   management  and
opportunities  for growth in return  for  shares of our  common  stock to create
value for our  shareholders.  There is can be no  assurance  that this series of
events can be successfully completed,  that any such business will be identified
or that any  stockholder  will  realize any return on their  shares after such a

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<PAGE>

transaction  has been  completed.  In particular  there is no assurance that any
such business will be located or that any stockholder will realize any return on
their shares after such a transaction. Any merger or acquisition completed by us
can be expected  to have a  significant  dilutive  effect on the  percentage  of
shares  held by our  current  stockholders.  We believe we are an  insignificant
participant  among  the  firms  which  engage  in the  acquisition  of  business
opportunities. There are many established venture capital and financial concerns
that have significantly  greater financial and personnel resources and technical
expertise than we have. In view of our limited  financial  resources and limited
management  availability,  we will continue to be at a  significant  competitive
disadvantage compared to our competitors.

General Business Plan

We intend to seek, investigate and, if such investigation  warrants,  acquire an
interest in  business  opportunities  presented  to us by persons or firms which
desire to seek the  advantages of an issuer who has complied with the Securities
Act of 1934 (the "1934  Act").  We will not  restrict our search to any specific
business,  industry or geographical location, and we may participate in business
ventures of virtually any nature.  This  discussion of our proposed  business is
purposefully  general  and is  not  meant  to be  restrictive  of our  unlimited
discretion to search for and enter into  potential  business  opportunities.  We
anticipate  that we may be able to  participate  in only one potential  business
venture because of our lack of financial resources.

We may seek a business  opportunity with entities which have recently  commenced
operations,  or that desire to utilize the public  marketplace in order to raise
additional capital in order to expand into new products or markets, to develop a
new product or service, or for other corporate  purposes.  We may acquire assets
and  establish  wholly  owned  subsidiaries  in  various  businesses  or acquire
existing businesses as subsidiaries.

We expect that the selection of a business  opportunity will be complex.  Due to
general economic  conditions,  rapid  technological  advances being made in some
industries  and  shortages  of  available  capital,  we  believe  that there are
numerous  firms seeking the benefits of an issuer who has complied with the 1934
Act.  Such  benefits may include  facilitating  or improving  the terms on which
additional  equity  financing may be sought,  providing  liquidity for incentive
stock options or similar benefits to key employees, providing liquidity (subject
to restrictions of applicable  statutes) for all stockholders and other factors.
Potentially,  available  business  opportunities  may  occur  in many  different
industries and at various stages of development, all of which will make the task
of  comparative  investigation  and  analysis  of  such  business  opportunities
extremely difficult and complex. We have, and will continue to have, essentially
no assets to provide the owners of business  opportunities.  However, we will be
able to offer owners of  acquisition  candidates  the  opportunity  to acquire a
controlling  ownership  interest in an issuer who has complied with the 1934 Act
without  incurring  the cost and time  required  to conduct  an  initial  public
offering.

The analysis of new business  opportunities  will be undertaken by, or under the
supervision of, our Board of Directors.  We intend to concentrate on identifying
preliminary  prospective  business  opportunities  which may be  brought  to our
attention through present associations of our director, professional advisors or
by our stockholders.  In analyzing prospective business  opportunities,  we will
consider  such matters as (i)  available  technical,  financial  and  managerial
resources; (ii) working capital and other financial requirements;  (iii) history
of operations,  if any, and prospects for the future; (iv) nature of present and
expected competition;  (v) quality, experience and depth of management services;
(vi) potential for further research,  development or exploration; (vii) specific
risk  factors  not now  foreseeable  but that may be  anticipated  to impact the
proposed  activities of the company;  (viii)  potential for growth or expansion;
(ix) potential for profit;  (x) public  recognition  and acceptance of products,
services or trades;  (xi) name  identification;  and (xii) other factors that we
consider relevant. As part of our investigation of the business opportunity,  we
expect to meet  personally  with  management  and key  personnel.  To the extent
possible,  we intend to utilize  written reports and personal  investigation  to
evaluate the above factors.

We will not  acquire  or merge  with any  company  for which  audited  financial
statements  cannot be obtained within a reasonable  period of time after closing
of the proposed transaction.

Acquisition Opportunities

In implementing a structure for a particular business acquisition, we may become
a party to a merger, consolidation,  reorganization, joint venture, or licensing
agreement with another company or entity. We may also acquire stock or assets of
an existing  business.  Upon consummation of a transaction,  it is probable that

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<PAGE>

our present  management and stockholders  will no longer be in control of us. In
addition,  our  sole  director  may,  as part of the  terms  of the  acquisition
transaction,  resign  and be  replaced  by new  directors  without a vote of our
stockholders,  or sell his  stock  in us.  Any such  sale  will  only be made in
compliance with the securities laws of the country-regionplaceUnited  States and
any applicable state.

It is anticipated that any securities issued in any such reorganization would be
issued in reliance upon exemption from registration  under  application  federal
and state securities laws. In some circumstances, as a negotiated element of the
transaction,  we  may  agree  to  register  all  or a part  of  such  securities
immediately   after  the  transaction  is  consummated  or  at  specified  times
thereafter.  If such registration occurs, it will be undertaken by the surviving
entity after it has  successfully  consummated a merger or acquisition and is no
longer  considered an inactive company.  The issuance of substantial  additional
securities and their potential sale into any trading market which may develop in
our  securities  may have a depressive  effect on the value of our securities in
the future. There is no assurance that such a trading market will develop.

While the actual terms of a transaction cannot be predicted, it is expected that
the parties to any  business  transaction  will find it  desirable  to avoid the
creation of a taxable event and thereby structure the business  transaction in a
so-called  "tax-free"  reorganization  under  Sections  368(a)(1)  or 351 of the
Internal Revenue Code (the "Code").  In order to obtain tax-free treatment under
the Code, it may be necessary for the owner of the acquired  business to own 80%
or more of the  voting  stock  of the  surviving  entity.  In  such  event,  our
stockholders  would retain less than 20% of the issued and outstanding shares of
the surviving entity. This would result in significant dilution in the equity of
our stockholders.

As part of our  investigation,  we expect to meet personally with management and
key  personnel,  visit  and  inspect  material  facilities,  obtain  independent
analysis of verification of certain  information  provided,  check references of
management and key personnel,  and take other reasonable investigative measures,
to the extent of our limited financial resources and management  expertise.  The
manner in which we participate  in an  opportunity  will depend on the nature of
the  opportunity,  the  respective  needs and desires of both  parties,  and the
management of the opportunity.

With  respect to any merger or  acquisition,  and  depending  upon,  among other
things,  the target company's assets and liabilities,  our stockholders  will in
all likelihood hold a substantially  lesser percentage  ownership interest in us
following any merger or acquisition.  The percentage ownership may be subject to
significant  reduction in the event we acquire a target  company with assets and
expectations  of growth.  Any merger or  acquisition  can be  expected to have a
significant   dilutive   effect  on  the   percentage  of  shares  held  by  our
stockholders.

We will  participate in a business  opportunity  only after the  negotiation and
execution of appropriate written business agreements. Although the terms of such
agreements  cannot be predicted,  generally we anticipate  that such  agreements
will (i) require specific  representations and warranties by all of the parties;
(ii) specify  certain  events of default;  (iii) detail the terms of closing and
the conditions which must be satisfied by each of the parties prior to and after
such  closing;  (iv)  outline  the  manner of  bearing  costs,  including  costs
associated with the Company's attorneys and accountants;  (v) set forth remedies
on defaults; and (vi) include miscellaneous other terms.

As stated  above,  we will not  acquire or merge with any  entity  which  cannot
provide independent  audited financial  statements within a reasonable period of
time after  closing  of the  proposed  transaction.  If such  audited  financial
statements are not available at closing, or within time parameters  necessary to
insure our compliance within the requirements of the 1934 Act, or if the audited
financial statements provided do not conform to the representations made by that
business to be acquired,  the definitive closing documents will provide that the
proposed  transaction  will  be  voidable,  at the  discretion  of  our  present
management. If such transaction is voided, the definitive closing documents will
also contain a provision  providing for  reimbursement  for our costs associated
with the proposed transaction.

Competition

We believe we are an insignificant  participant  among the firms which engage in
the acquisition of business  opportunities.  There are many established  venture
capital and financial  concerns that have  significantly  greater  financial and
personnel resources and technical expertise than we have. In view of our limited
financial resources and limited management availability,  we will continue to be
at a significant competitive disadvantage compared to our competitors.


                                       6
<PAGE>


Investment Company Act 1940

Although we will be subject to regulation  under the  Securities Act of 1933, as
amended, and the 1934 Act, we believe we will not be subject to regulation under
the  Investment  Company Act of 1940 (the "1940 Act")  insofar as we will not be
engaged in the business of investing or trading in  securities.  In the event we
engage in business  combinations  that result in us holding  passive  investment
interests in a number of entities,  we could be subject to regulation  under the
1940 Act.  In such event,  we would be  required  to  register as an  investment
company  and  incur  significant  registration  and  compliance  costs.  We have
obtained no formal  determination  from the SEC as to our status  under the 1940
Act  and,  consequently,  any  violation  of the 1940 Act  would  subject  us to
material adverse consequences.  We believe that, currently,  we are exempt under
Regulation 3a-2 of the 1940 Act.

INTELLECTUAL PROPERTY

Effective  dateYear2001Day16Month2February  16, 2001,  following the sale of our
entire  business,  and  all  of  our  assets,  we  hold  no  patents  or  patent
applications.

EMPLOYEES

As of December 31, 2009,  Mr. Cutler serves as our Chief  Executive  Officer and
Chief Financial Officer. We do not have an employment agreement with Mr. Cutler.
We have no other employees.

ITEM 1A. RISK FACTORS

You should be aware that there are various risks  associated  with our business,
including the risks discussed below.  You should  carefully  consider these risk
factors,  as well as the  other  information  contained  in this Form  10-K,  in
evaluating our business and us.

The factors affecting our future performance changed dramatically as a result of
the following events:

     -    sale of our entire business, and all of our assets, for the benefit of
          our  creditors  as part of our Chapter 11  reorganization  in February
          2001,
     -    our dismissal from the Chapter 11 reorganization in March 2001,
     -    the  resignation  of the last of our existing  directors at that time,
          and
     -    the  subsequent  appointment  of our new board of  directors  in March
          2006.

Rather than our  previous  operating  business,  our  business is now to seek to
reach satisfactory negotiated settlements with the substantially reduced balance
of our  outstanding  creditors  and to raise  the  debt  and/or  equity  to fund
negotiated  settlements  with our  creditors  and to meet our ongoing  operating
expenses and attempt to merge with another  entity with  experienced  management
and  opportunities for growth in return for shares of our common stock to create
value for our shareholders. There can be no assurance that this series of events
will be successfully  completed or that any stockholder  will realize any return
on their shares after the new business plan has been implemented.

WE HAVE A SUBSTANTIAL BALANCE OF OUTSTANDING LIABILITIES

As of December  31,  2009,  we had  outstanding  liabilities  of $576,304 and no
assets.

We currently  have no  operating  business or our source of income from which to
repay these  creditors.  Accordingly,  we must attempt to  negotiate  acceptable
settlements  with these  outstanding  creditors  and then  attempt to raise debt
and/or equity  funding to finance the payment of the agreed  settlements.  There
can be no assurance  that we shall be able to negotiate  acceptable  settlements
with our  outstanding  creditors or that we shall be able to raise the necessary
debt and/or equity finance to fund any such agreed settlements. If we are unable
to settle these  liabilities on an acceptable  basis it is unlikely that will be
able to merge with another entity with experienced  management and opportunities
for  growth in return for  shares of our  common  stock to create  value for our
shareholders.


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<PAGE>

WE BELIEVE THAT A  SUBSTANTIAL  BALANCE OF OUR  LIABILITIES  HAS BECOME  STATUTE
BARRED

During the year ended December 31, 2009, outstanding  liabilities which had been
incurred,  prior to our  dismissal  from our  Chapter  11  reorganization,  were
statute barred under the state laws of Texas,  and we recognized a gain on these
statute barred liabilities of $207,300.

During  the  period of April 1, 2003  through  December  31,  2007,  outstanding
liabilities, which had been incurred, prior to our dismissal from our Chapter 11
bankruptcy,  were  statute  barred under the state laws in a number of different
states and we recognized a gain on these statute barred liabilities in excess of
$8 million in the period.

Certain of our former  creditors may disagree that our liabilities  owed to them
are no longer  outstanding  because they have become  statute  barred.  If these
former creditors were to successfully challenge the fact that our liabilities to
them are no longer  outstanding  because they have become statute barred,  we do
not have the  funds  available  to settle  these  liabilities.  If these  former
liabilities  were held to be valid and  outstanding it is unlikely that we would
be  able  to  merge  with  another  entity  with   experienced   management  and
opportunities  for growth in return  for  shares of our  common  stock to create
value for our shareholders.

WE HAVE INCURRED SIGNIFICANT LOSSES AND ANTICIPATE FUTURE LOSSES

As of December 31, 2009,  we had an  accumulated  deficit of  $17,450,185  and a
stockholders' deficit of $576,304.

Future  losses are likely to occur as,  until we are able to merge with  another
entity with experienced  management and  opportunities  for growth in return for
shares of our common  stock to create value for our  shareholders  as we have no
sources of income to meet our operating  expenses.  As a result of these,  among
other factors, we received from our registered independent public accountants in
their report for the financial  statements for the years ended December 31, 2009
and 2008, an explanatory paragraph stating that there is substantial doubt about
our ability to continue as a going concern.

OUR EXISTING FINANCIAL  RESOURCES ARE INSUFFICIENT TO MEET OUR ONGOING OPERATING
EXPENSES

We have no  sources  of income  at this  time and no assets to meet our  ongoing
operating  expenses.  In the short term,  unless we are able to raise additional
debt and/or equity we shall be unable to meet our ongoing operating expenses. On
a  longer  term  basis,  we  intend  to seek to  reach  satisfactory  negotiated
settlements with the substantially reduced balance of our outstanding creditors,
obtain a listing on the over the  counter  bulletin  board and to raise the debt
and/or equity to fund negotiated  settlements  with our creditors and merge with
another  entity with  experienced  management  and  opportunities  for growth in
return  for  shares of our common  stock to create  value for our  shareholders.
There can be no  assurance  that this  series  of  events  will be  successfully
completed.

WE INTEND TO PURSUE THE ACQUISITION OF AN OPERATING BUSINESS

Our sole strategy is to acquire an operating business. Successful implementation
of this  strategy  depends  on our  ability to  identify a suitable  acquisition
candidate,   acquire  such  company  on  acceptable   terms  and  integrate  its
operations.  In  pursuing  acquisition  opportunities,  we  compete  with  other
companies  with similar  strategies.  Competition  for  acquisition  targets may
result in  increased  prices of  acquisition  targets and a  diminished  pool of
companies  available  for  acquisition.  Acquisitions  involve a number of other
risks,  including  risks of  acquiring  undisclosed  or  undesired  liabilities,
acquired  in-process  technology,   stock  compensation  expense,  diversion  of
management attention, potential disputes with the seller of one or more acquired
entities and possible  failure to retain key  acquired  personnel.  Any acquired
entity or assets may not perform  relative to our  expectations.  Our ability to
meet these challenges has not been established.

SCARCITY OF, AND COMPETITION FOR, BUSINESS OPPORTUNITIES AND COMBINATIONS

We believe we are an insignificant  participant  among the firms which engage in
the acquisition of business  opportunities.  There are many established  venture
capital and financial  concerns that have  significantly  greater  financial and

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<PAGE>

personnel  resources  and  technical  expertise  than we have.  Nearly  all such
entities have significantly greater financial resources, technical expertise and
managerial  capabilities than us and, consequently,  we will be at a competitive
disadvantage in identifying  possible  business  opportunities  and successfully
completing  a business  combination.  Moreover,  we will also compete in seeking
merger or acquisition candidates with numerous other small public companies.  In
view of our limited financial resources and limited management availability,  we
will continue to be at a significant  competitive  disadvantage  compared to our
competitors.

WE HAVE NOT EXECUTED ANY FORMAL  AGREEMENT FOR A BUSINESS  COMBINATION  OR OTHER
TRANSACTION AND HAVE ESTABLISHED NO STANDARDS FOR BUSINESS COMBINATIONS

We have not executed any formal  arrangement,  agreement or  understanding  with
respect to engaging in a merger with,  joint  venture with or  acquisition  of a
private or public  entity.  There can be no assurance that we will be successful
in identifying and evaluating suitable business opportunities or in concluding a
business combination. We have not identified any particular industry or specific
business  within an industry  for  evaluation.  There is no assurance we will be
able to negotiate a business combination on terms favorable,  if at all. We have
not  established a specific  length of operating  history or specified  level of
earnings,  assets,  net worth or other  criteria  which we will require a target
business opportunity to have achieved, and without which we would not consider a
business combination. Accordingly, we may enter into a business combination with
a business opportunity having no significant operating history,  losses, limited
or no  potential  for  earnings,  limited  assets,  negative  net worth or other
negative characteristics.

REDUCTION OF PERCENTAGE  SHARE  OWNERSHIP  FOLLOWING  BUSINESS  COMBINATION  AND
DILUTION TO STOCKHOLDERS

Our  primary  plan of  operation  is based  upon a business  combination  with a
private concern which, in all likelihood,  would result in us issuing securities
to stockholders of such private company.  The issuance of previously  authorized
and unissued  shares of our common stock would result in reduction in percentage
of shares  owned by present  and  prospective  stockholders  and may result in a
change in control or management.  In addition,  any merger or acquisition can be
expected to have a significant  dilutive  effect on the percentage of the shares
held our stockholders.

BECAUSE  INSIDERS  CONTROL OUR ACTIVITIES,  THET MAY CAUSE US TO ACT IN A MANNER
THAT IS MOST  BENEFICIAL  TO THEM AND NOT TO OUTSIDE  SHAREHOLDERS  WHICH  COULD
CAUSE US NOT TO TAKE ACTIONS THAT OUTSIDE INVESTORS MIGHT VIEW FAVORABLY

Our executive officers,  directors, and holders of 5% or more of our outstanding
common stock beneficially own approximately 70% of our outstanding common stock.
As a result,  they  effectively  control  all  matters  requiring  director  and
stockholder  approval,  including  the  election of  directors,  the approval of
significant   corporate   transactions,   such  as  mergers  and  related  party
transaction.  These  insiders  also have the  ability to delay or  perhaps  even
block,  by their  ownership of our stock,  an  unsolicited  tender  offer.  This
concentration  of  ownership  could have the effect of  delaying,  deterring  or
preventing a change in control of our company that you might view favorably.

OUR DIRECTORS MAY HAVE CONFLICTS OF INTEREST WHICH MAY NOT BE RESOLVED FAVORABLY
TO US.

Certain  conflicts  of  interest  may exist  between our  directors  and us. Our
Directors  have other business  interests to which they devote their  attention,
and may be expected to  continue  to do so  although  management  time should be
devoted to our business.  As a result,  conflicts of interest may arise that can
be resolved  only  through  exercise  of such  judgment  as is  consistent  with
fiduciary  duties to us.  See  "Directors,  Executive  Officers,  Promoters  and
Control Persons" (page 21), and "Conflicts of Interest." (page 21).

WE MAY DEPEND UPON OUTSIDE  ADVISORS,  WHO MAY NOT BE  AVAILABLE  ON  REASONABLE
TERMS AND AS NEEDED.

To supplement the business  experience of our officers and directors,  we may be
required to employ accountants,  technical experts,  appraisers,  attorneys,  or
other  consultants  or advisors.  Our Board without any input from  stockholders
will make the selection of any such  advisors.  Furthermore,  it is  anticipated
that such  persons may be engaged on an "as needed"  basis  without a continuing

                                       9
<PAGE>

fiduciary  or other  obligation  to us. In the event we consider it necessary to
hire outside advisors, we may elect to hire persons who are affiliates,  if they
are able to provide the required services.

THE  REGULATION  OF PENNY  STOCKS  BY SEC AND  FINRA  MAY HAVE AN  EFFECT ON THE
TRADABILITY OF OUR SECURITIES.

Our securities are currently  listed on the Over the Counter  Bulletin Board and
the Pink Sheets. Our shares are subject to a Securities and Exchange  Commission
rule that imposes special sales practice  requirements upon  broker-dealers  who
sell such securities to persons other than  established  customers or accredited
investors. For purposes of the rule, the phrase "accredited investors" means, in
general terms,  institutions with assets in excess of $5,000,000, or individuals
having a net worth in  excess of  $1,000,000  or  having an annual  income  that
exceeds  $200,000  (or that,  when  combined  with a  spouse's  income,  exceeds
$300,000).  For transactions  covered by the rule, the broker-dealer must make a
special suitability  determination for the purchaser and receive the purchaser's
written agreement to the transaction prior to the sale.  Consequently,  the rule
may affect the ability of  broker-dealers  to sell our  securities  and also may
affect the ability of purchasers  in this  offering to sell their  securities in
any market that might develop therefore.

In addition,  the  Securities  and Exchange  Commission  has adopted a number of
rules to regulate "penny stocks." Such rules include Rules 3a51-1, 15g-1, 15g-2,
15g-3,  15g-4,  15g-5, 15g-6, 15g-7, and 15g-9 under the Securities and Exchange
Act of 1934, as amended. Because our securities constitute "penny stocks" within
the meaning of the rules, the rules would apply to us and to our securities. The
rules may further  affect the ability of owners of Shares to sell our securities
in any market that might develop for them.

Shareholders  should  be  aware  that,  according  to  Securities  and  Exchange
Commission,  the  market  for penny  stocks has  suffered  in recent  years from
patterns of fraud and abuse. Such patterns include (i) control of the market for
the  security  by one or a few  broker-dealers  that are  often  related  to the
promoter or issuer; (ii) manipulation of prices through prearranged  matching of
purchases and sales and false and misleading press releases; (iii) "boiler room"
practices   involving   high-pressure   sales  tactics  and  unrealistic   price
projections  by  inexperienced  sales persons;  (iv)  excessive and  undisclosed
bid-ask  differentials  and  markups  by  selling  broker-dealers;  and  (v) the
wholesale dumping of the same securities by promoters and  broker-dealers  after
prices  have been  manipulated  to a desired  consequent  investor  losses.  Our
management is aware of the abuses that have occurred  historically  in the penny
stock  market.  Although  we do not  expect to be in a position  to dictate  the
behavior  of the market or of  broker-dealers  who  participate  in the  market,
management  will strive within the confines of practical  limitations to prevent
the described patterns from being established with respect to our securities.

OUR STOCK  WILL IN ALL  LIKELIHOOD  BE THINLY  TRADED AND AS A RESULT YOU MAY BE
UNABLE  TO SELL AT OR NEAR ASK  PRICES OR AT ALL IF YOU NEED TO  LIQUIDATE  YOUR
SHARES.

The shares of our common stock may be  thinly-traded  on the OTC Bulletin  Board
and the Pink Sheets, meaning that the number of persons interested in purchasing
our  shares of  common  stock at or near ask  prices  at any  given  time may be
relatively small or non-existent.  This situation is attributable to a number of
factors,  including  the fact that we are a small  company  which is  relatively
unknown to stock analysts, stock brokers,  institutional investors and others in
the investment  community that generate or influence sales volume, and that even
if we came to the attention of such  persons,  they tend to be  risk-averse  and
would be reluctant to follow an  unproven,  early stage  company such as ours or
purchase or recommend the purchase of our shares of common stock until such time
as we became more seasoned and viable. As a consequence, there may be periods of
several  days or more when  trading  activity  in our shares of common  stock is
minimal or non-existent,  as compared to a seasoned issuer which has a large and
steady volume of trading activity that will generally  support  continuous sales
without an adverse effect on Securities  price. We cannot give you any assurance
that a broader or more  active  public  trading  market for our shares of Common
Stock  will  develop  or be  sustained,  or  that  any  trading  levels  will be
sustained. Due to these conditions, we can give investors no assurance that they
will be able to sell  their  shares of common  stock at or near ask prices or at
all if you need money or  otherwise  desire to  liquidate  your shares of common
stock of our Company.


                                       10
<PAGE>

OUR CHIEF EXECUTIVE OFFICER HAS THE ABILITY TO EFFECTIVELY CONTROL SUBSTANTIALLY
ALL ACTIONS TAKEN BY STOCKHOLDERS

Mr. Cutler,  an officer and director of the Company owns in excess of our 50% of
our issued  and  outstanding  common  stock and is able to  effectively  control
substantially all actions taken by our  stockholders,  including the election of
directors.  Such  concentration  of  ownership  could  also  have the  effect of
delaying,  deterring or  preventing a change in control that might  otherwise be
beneficial to stockholders  and may also discourage  acquisition bids for us and
limit the amount  certain  investors  may be willing to pay for shares of common
stock.

LOSS OF  CONTROL  BY OUR  PRESENT  MANAGEMENT  AND  STOCKHOLDERS  MAY OCCUR UPON
ISSUANCE OF ADDITIONAL SHARES.

We may issue further Shares as consideration  for the cash or assets or services
out of our  authorized  but  unissued  Common Stock that would,  upon  issuance,
represent  a majority  of our  voting  power and  equity.  The result of such an
issuance would be those new  stockholders  and management  would control us, and
persons  unknown could replace our  management at this time.  Such an occurrence
would result in a greatly  reduced  percentage of ownership of us by our current
Shareholders.

RULE 144 SALES IN THE FUTURE MAY HAVE A DEPRESSIVE EFFECT ON OUR STOCK PRICE.

All of the  outstanding  shares of common  stock held by our  present  officers,
directors,  and affiliate  stockholders are "restricted  securities"  within the
meaning of Rule 144 under the Securities Act of 1933, as amended.  As restricted
Shares,  these Shares may be resold only  pursuant to an effective  registration
statement or under the requirements of Rule 144 or other  applicable  exemptions
from  registration  under  the  Act  and  as  required  under  applicable  state
securities  laws. We are registering all of our outstanding  Shares so officers,
directors and affiliates will be able to sell their Shares if this  Registration
Statement becomes effective.  Rule 144 provides in essence that a person who has
held restricted  securities for six months may, under certain  conditions,  sell
every three months, in brokerage transactions,  a number of Shares that does not
exceed  the  greater  of 1.0% of a  company's  outstanding  common  stock or the
average  weekly trading volume during the four calendar weeks prior to the sale.
There is no limit on the amount of restricted  securities  that may be sold by a
nonaffiliate after the owner has held the restricted  securities for a period of
one year. A sale under Rule 144 or under any other  exemption  from the Act, may
have a  depressive  effect upon the price of the common stock in any market that
may develop.

THE PRICE OF OUR COMMON STOCK COULD BE HIGHLY VOLATILE

It is likely  that our common  stock will be  subject to price  volatility,  low
volumes  of trades  and large  spreads  in bid and ask  prices  quoted by market
makers.  Due to the low  volume of shares  traded on any  trading  day,  persons
buying or selling in relatively  small quantities may easily influence prices of
our common  stock.  This low volume of trades  could also cause the price of our
stock to fluctuate greatly,  with large percentage changes in price occurring in
any trading  day  session.  Holders of our common  stock may also not be able to
readily  liquidate their investment or may be forced to sell at depressed prices
due to low volume trading. If high spreads between the bid and ask prices of our
common stock exist at the time of a purchase, the stock would have to appreciate
substantially  on a relative  percentage  basis for an investor to recoup  their
investment.  Broad  market  fluctuations  and  general  economic  and  political
conditions  may also adversely  affect the market price of our common stock.  No
assurance can be given that an active market in our common stock will develop or
be sustained. If an active market does not develop,  holders of our common stock
may be unable to readily  sell the  shares  they hold or may not be able to sell
their shares at all.

WE DO NOT ANTICIPATE PAYING CASH DIVIDENDS ON OUR COMMON STOCK

We do not  anticipate  paying  any cash  dividends  on our  common  stock in the
foreseeable future.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

                                       11
<PAGE>

ITEM 2. DESCRIPTION OF PROPERTIES

Our  mailing  address  is  addressStreet2460  West  26th  Avenue,  Suite  380-C,
CityplaceDenver,  StateColorado, PostalCode80211. We do not pay rent for the use
of this mailing  address.  We do not believe it will be necessary to maintain an
office at any time in the  foreseeable  future in order to carry out our plan of
operations described herein.

ITEM 3.LEGAL PROCEEDINGS

No legal  proceedings  are  currently  pending or  threatened to the best of our
knowledge.

ITEM 4. REMOVED AND RESERVED

ITEM 5. MARKET FOR REGISTRANT'S  COMMON EQUITY,  RELATED STOCKHOLDER MATTERS AND
ISSUER PURCHASES OF EQUITY SECURITIES

Market Information.

Shares of our Common Stock are presently traded on the  over-the-counter  market
on the OTC  Bulletin  Board  maintained  by the  Financial  Industry  Regulatory
Authority ("FINRA").  In February 2008, we began trading on the over the counter
bulletin board under the symbol "CCVR." Prior to February 2008, our common stock
traded solely on the pink sheets under the trading symbol "CCVR."

The  following  table sets forth the range of high and low sales  prices for the
Company's common stock for each of the fiscal quarters for the past two years as
reported on the Pink Sheets (pre February 2008) and the OTC Bulletin Board (from
February 2008  onwards).  These prices  represent  inter-dealer  prices  without
adjustments for mark-up, mark-down, or commission and do not necessarily reflect
actual transactions.

                                                  High              Low


         Year Ended December 31, 2009:
                  First quarter                   $1.25             $0.01
                  Second quarter                    1.25              0.10
                  Third quarter                     0.17              0.10
                  Fourth quarter                    0.101             0.10
         Year Ended December 31, 2008:
                  First quarter                   $2.00             $0.70
                  Second quarter                    0.70              0.10
                  Third quarter                     0.10              0.001
                  Fourth quarter                    1.25              0.01

Record Holders.

There were 104  holders of record as of April 9, 2010;  however,  we believe the
number of beneficial  holders of our shares of common stock to be  approximately
430. In many  instances,  a registered  stockholder  is a broker or other entity
holding shares in street name for one or more customers who beneficially own the
shares.

Our  transfer  agent is Mountain  Share  Transfer,  Inc.,  1625  Abilene  Drive,
Broomfield, Colorado 80020. The telephone number is 303-460-1149.

Dividends.

We have not paid or declared  cash  distributions  or dividends on our shares of
common stock and do not intend to pay cash dividends in the foreseeable future.

                                       12
<PAGE>

Future cash  dividends  will be determined by our board of directors  based upon
our earnings,  financial  condition,  capital  requirements  and other  relevant
factors.

Penny Stock.

Penny Stock Regulation  Broker-dealer  practices in connection with transactions
in "penny  stocks" are  regulated  by certain  penny stock rules  adopted by the
Securities and Exchange Commission. Penny stocks generally are equity securities
with a price of less than $5.00.  Excluded from the penny stock  designation are
securities  registered  on certain  national  securities  exchanges or quoted on
NASDAQ,  provided  that  current  price and volume  information  with respect to
transactions  in such securities is provided by the  exchange/system  or sold to
established customers or accredited investors.

The penny stock rules require a broker-dealer, prior to a transaction in a penny
stock not  otherwise  exempt  from the  rules,  to deliver a  standardized  risk
disclosure  document that provides  information about penny stocks and the risks
in the penny stock market. The broker-dealer also must provide the customer with
current bid and offer  quotations for the penny stock,  the  compensation of the
broker-dealer  and its salesperson in connection with the  transaction,  and the
monthly account  statements showing the market value of each penny stock held in
the customer's  account.  In addition,  the penny stock rules generally  require
that prior to a  transaction  in a penny stock,  the  broker-dealer  must make a
special written  determination that the penny stock is a suitable investment for
the purchaser and receive the purchaser's written agreement to the transaction.

These  disclosure  requirements  may have the  effect of  reducing  the level of
trading activity in the secondary market for a stock that becomes subject to the
penny stock  rules.  As our  securities  have become  subject to the penny stock
rules, investors may find it more difficult to sell their securities.

Stock  Incentive  Plans -- details  concerning  the activities and status of our
stock  incentive  plans during the period are set out in Note 12.  Stockholders'
Deficit of our Financial Statements on page 53 below.

ITEM 6.  SELECTED FINANCIAL AND OPERATING DATA

As a "smaller reporting company" as defined by Item 10 of Regulation S-K, we are
not required to provide information required by this Item.

ITEM 7. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION

The following  discussion  should be read in conjunction  with the  consolidated
financial  statements  and notes  thereto  and the other  financial  information
included  elsewhere in this report.  This  discussion  contains  forward-looking
statements that involve risks and uncertainties. Our actual results could differ
materially  from those  anticipated  in these  forward  looking  statements as a
result of any number of factors,  including those set forth under "Risk Factors"
on page 7 and elsewhere in this report.

OVERVIEW

On February 16, 2001, we sold our entire  business,  and all of our assets,  for
the  benefit  of our  creditors  under  a  Chapter  11  reorganization.  We were
subsequently  dismissed from the Chapter 11 reorganization,  effective March 13,
2001, at which time the last of our remaining directors  resigned.  On March 13,
2001, we had no business or other source of income,  no assets,  no employees or
directors,  outstanding  liabilities  of  approximately  $8.4  million  and  had
terminated our duty to file reports under securities law.

Our  business  activities  over the years ended  December 31, 2009 and 2008 were
focused on the settlement of our outstanding  liabilities and the renewal of and
maintaining our SEC reporting status.

In February  2008,  we were  re-listed on the OTC Bulletin  Board and so are now
listed on both the Pink  Sheets and the OTC  Bulletin  Board and trade under the
symbol "CCVR."

                                       13
<PAGE>

On April 29, 2008, we held our annual meeting of  stockholders  at which meeting
the majority of stockholders  approved  resolutions to re-elect Messrs.  Cutler,
Whiting  and Green as our  directors,  reincorporate  the  Company in  Delaware,
authorize an up to 3 for 1 reverse split of our shares of common  stock,  change
our name to a name to be chosen at the  discretion of the Board of directors and
to ratify the appointment of our auditor,  Larry O'Donnell,  CPA, PC. On January
6, 2009, Mr. Wesley Whiting resigned as a director of ours for personal reasons.

On August 22, 2008,  we issued  75,000 of  restricted  common  stock,  valued at
$75,000,  to three consultants (25,000 shares each) as compensation for services
they had provided to us One of the  consultants  is an existing  shareholder  of
ours.  We further  issued  26,421  shares of  restricted  common  stock to David
Cutler, our President and a director of ours, in full settlement of the our debt
to Mr. Cutler as at June 30, 2008 of $26,421.

PLAN OF OPERATIONS

Our  plan of  operations  is to  negotiate  satisfactory  settlements  with  our
outstanding  creditors,  raise debt and/or equity to fund negotiated settlements
with our  creditors  and to meet our ongoing  operating  expenses and attempt to
merge with another  entity with  experienced  management and  opportunities  for
growth  in  return  for  shares  of our  common  stock to  create  value for our
shareholders.  There can be no assurance that we will successfully complete this
series  of  transactions.  In  particular  there is no  assurance  that any such
business  will be located or that any  stockholder  will  realize  any return on
their shares after such a transaction. Any merger or acquisition completed by us
can be expected  to have a  significant  dilutive  effect on the  percentage  of
shares  held by our  current  stockholders.  We believe we are an  insignificant
participant  among  the  firms  which  engage  in the  acquisition  of  business
opportunities. There are many established venture capital and financial concerns
that have significantly  greater financial and personnel resources and technical
expertise than we have. In view of our limited  financial  resources and limited
management  availability,  we will continue to be at a  significant  competitive
disadvantage compared to our competitors.

We intend to seek, investigate and, if such investigation  warrants,  acquire an
interest in  business  opportunities  presented  to us by persons or firms which
desire to seek the  advantages of an issuer who has complied with the Securities
Act of 1934 (the "1934  Act").  We will not  restrict our search to any specific
business,  industry or geographical location, and we may participate in business
ventures of virtually any nature.  This  discussion of our proposed  business is
purposefully  general  and is  not  meant  to be  restrictive  of our  virtually
unlimited   discretion  to  search  for  and  enter  into   potential   business
opportunities.  We  anticipate  that we may be able to  participate  in only one
potential business venture because of our lack of financial resources.

We may seek a business  opportunity with entities which have recently  commenced
operations,  or that desire to utilize the public  marketplace in order to raise
additional capital in order to expand into new products or markets, to develop a
new product or service, or for other corporate  purposes.  We may acquire assets
and  establish  wholly  owned  subsidiaries  in  various  businesses  or acquire
existing businesses as subsidiaries.

We expect  that the  selection  of a business  opportunity  will be complex  and
risky. Due to general economic  conditions,  rapid technological  advances being
made in some  industries  and  shortages of available  capital,  we believe that
there are numerous firms seeking the benefits of an issuer who has complied with
the 1934 Act. Such benefits may include  facilitating  or improving the terms on
which  additional  equity  financing  may be  sought,  providing  liquidity  for
incentive  stock  options  or  similar  benefits  to  key  employees,  providing
liquidity (subject to restrictions of applicable  statutes) for all stockholders
and other factors.  Potentially,  available business  opportunities may occur in
many different  industries and at various  stages of  development,  all of which
will make the task of  comparative  investigation  and analysis of such business
opportunities  extremely  difficult and complex.  We have,  and will continue to
have,  essentially  no assets to provide the owners of  business  opportunities.
However,  we  will be  able  to  offer  owners  of  acquisition  candidates  the
opportunity  to acquire a  controlling  ownership  interest in an issuer who has
complied  with the 1934 Act  without  incurring  the cost and time  required  to
conduct an initial public offering.

The analysis of new business  opportunities  will be undertaken by, or under the
supervision  of, our sole  director.  We intend to  concentrate  on  identifying
preliminary  prospective  business  opportunities  which may be  brought  to our
attention through present associations of our director, professional advisors or
by our stockholders.  In analyzing prospective business  opportunities,  we will
consider  such matters as (i)  available  technical,  financial  and  managerial

                                       14
<PAGE>

resources; (ii) working capital and other financial requirements;  (iii) history
of operations,  if any, and prospects for the future; (iv) nature of present and
expected competition;  (v) quality, experience and depth of management services;
(vi) potential for further research,  development or exploration; (vii) specific
risk  factors  not now  foreseeable  but that may be  anticipated  to impact the
proposed  activities of the company;  (viii)  potential for growth or expansion;
(ix) potential for profit;  (x) public  recognition  and acceptance of products,
services or trades;  (xi) name  identification;  and (xii) other factors that we
consider relevant. As part of our investigation of the business opportunity,  we
expect to meet  personally  with  management  and key  personnel.  To the extent
possible,  we intend to utilize  written reports and personal  investigation  to
evaluate the above factors.

We will not  acquire  or merge  with any  company  for which  audited  financial
statements  cannot be obtained within a reasonable  period of time after closing
of the proposed transaction.

Liquidity and Capital Resources

As at December 31, 2009, we had no assets, operating business or other source of
income and outstanding  liabilities of $576,304 and a  stockholders'  deficit of
$576,304.

In our  financial  statements  for the fiscal years ended  December 31, 2009 and
2008, the Report of the Independent  Registered  Public Accounting Firm includes
an explanatory  paragraph that describes  substantial doubt about our ability to
continue as a going concern. Our financial statements for the fiscal years ended
December 31, 2009 and 2008 have been  prepared on a going concern  basis,  which
contemplates  the  realization of assets and the  settlement of liabilities  and
commitments in the normal course of business.  We had a working  capital deficit
of $576,304 and reported an  accumulated  deficit of  $17,450,185 as at December
31, 2009.

It is our current intention to seek to reach satisfactory negotiated settlements
with our outstanding  creditors,  raise debt and/or equity financing to fund the
negotiated settlements with our creditors and to meet ongoing operating expenses
and  attempt  to merge with  another  entity  with  experienced  management  and
opportunities  for growth in return  for  shares of our  common  stock to create
value for our  shareholders.  There is no  assurance  that this series of events
will be satisfactorily completed.

Consequently,  we are now dependent on raising  additional equity and/or debt to
fund any  negotiated  settlements  with our  outstanding  creditors and meet our
ongoing operating expenses.  There is no assurance that we will be able to raise
the  necessary  equity and,  or, debt that we will need to be able to  negotiate
acceptable  settlements  with our  outstanding  creditors  or fund  our  ongoing
operating expenses.

Critical Accounting Policies

All  companies  are  required to include a  discussion  of  critical  accounting
policies and estimates used in the preparation of their financial statements. On
an on-going basis, we evaluate our critical  accounting  policies and estimates.
We base our estimates on historical  experience and on various other assumptions
that we believe to be reasonable under the  circumstances,  the results of which
form our basis for  making  judgments  about the  carrying  values of assets and
liabilities that are not readily apparent from other sources. Actual results may
differ from these estimates under different assumptions or conditions.

Our  significant  accounting  policies are  described in Note 1 to the financial
statements on page 31 below. These policies were selected because they represent
the more significant accounting policies and methods that are broadly applied in
the preparation of our financial statements. However, it should be noted that we
intend to acquire a new operating business. The critical accounting policies and
estimates for such new  operations  will, in all  likelihood,  be  significantly
different from our current policies and estimates.

Off  Balance  Sheet   Arrangements,   Contractual   Obligations  and  Commercial
Commitments

All  companies  are  required to include a  discussion  to address,  among other
things, liquidity,  off-balance sheet arrangements,  contractual obligations and
commercial commitments. Details of the arrangements, contractual obligations and
commercial  commitments  are  described  in Note 8 to the  financial  statements
below.


                                       15
<PAGE>


RESULTS OF OPERATIONS

FISCAL YEAR ENDED  DECEMBER 31, 2009 COMPARED TO THE FISCAL YEAR ENDED  DECEMBER
31, 2008

Gain on Statute Barred Liabilities

During the year ended  December 31, 2009, we recognized a gain on statute barred
liabilities of $207,300,  compared to no gain on statute  barred  liabilities in
the year ended December 31, 2008, an increase of $207,300.

During the year ended December 31, 2008, outstanding liabilities, which had been
incurred,  prior to our  dismissal  from our  Chapter  11  reorganization,  were
statute  barred under the state laws of Texas and we  recognized a gain on these
statute barred liabilities of $207,300.

General and Administrative Expenses

During the year ended  December  31,  2009,  we incurred  $93,562 in general and
administrative  expenses  compared to $200,327  in the year ended  December  31,
2008,  a decrease  of  $106,765.  This  decrease  was  largely  due to legal and
professional  fees incurred in obtaining our listing on the OTC bulletin  board,
holding a  shareholders'  meeting and commencing  implementation  of the actions
authorized at the shareholder meeting in 2008 which did not reoccur in 2009.

Operating Income (Loss)

In the year ended December 31, 2009, we recognized  operating income of $113,738
compared to an operating loss of $200,327 in the year ended December 31, 2008, a
variance of $314,065 due to the factors as discussed above.

Interest and Other Income / (Expenses) Net

In the year  ended  December  31,  2009,  we  incurred  an  expense of $4,874 in
interest and other income / (expenses)  net compared to $1,263 in the year ended
December  31, 2008,  an increase of $1,889.  The  interest  expense  represented
accrued  interest  at 8% on the loan made to us by Mr.  Cutler,  an officer  and
director,  in respect of expenses  incurred  settling certain of our outstanding
liabilities and bringing our books and records up to date which he paid directly
on our behalf.  The increase in interest  expense in the year ended December 31,
2009 as compared to the year ended  December 31, 2008  reflected the increase in
the principal  balance of the loan provided to us by Mr. Cutler  between the two
periods.

We have accrued no interest expense during the years ended December 31, 2009 and
2008, in respect to our outstanding  liabilities  from March 2001, as we believe
that these  liabilities will be settled for their current  carrying  values,  or
less, and, consequently, no additional interest provision is required.

Profit before Income Tax

In the year ended December 31, 2009, we recognized income before income taxes of
$108,863  compared  to a $201,550  loss before  incomes  taxes in the year ended
December 31, 2008, a variance of $310,413, due to the factors discussed above.

Provision for Income Taxes

No provision for income taxes was recorded in either the year ended  December 31
2009 or 2008. We had sufficient  brought forward tax losses to offset the profit
arising  the year ended  December  31,  2009 and a taxable  loss during the year
ended December 31, 2008.


                                       16
<PAGE>

Net Income (Loss)

In the year ended December 31, 2009, we realized net income of $108,863 compared
to a net loss of $201,590 in the year ended  December  31,  2008,  a variance of
$310,413, due to the factors set out above.

CASH FLOW INFORMATION FOR THE FISCAL YEARS ENDED DECEMBER 31, 2009 AND 2008

As at December 31, 2009, we had no assets, operating business or other source of
income and outstanding  liabilities of $576,304 and a  stockholders'  deficit of
$576,304.

In our  financial  statements  for the fiscal years ended  December 31, 2009 and
2008, the Report of the Independent  Registered  Public Accounting Firm includes
an explanatory  paragraph that describes  substantial doubt about our ability to
continue as a going concern. Our financial statements for the fiscal years ended
December 31, 2009 and 2008 have been  prepared on a going concern  basis,  which
contemplates  the  realization of assets and the  settlement of liabilities  and
commitments in the normal course of business.  We had a working  capital deficit
of $576,304 and reported an  accumulated  deficit of  $17,450,185 as at December
31, 2009.

It is our current intention to seek to reach satisfactory negotiated settlements
with our outstanding  creditors,  raise debt and/or equity financing to fund the
negotiated settlements with our creditors and to meet ongoing operating expenses
and  attempt  to merge with  another  entity  with  experienced  management  and
opportunities  for growth in return  for  shares of our  common  stock to create
value for our  shareholders.  There is no  assurance  that this series of events
will be satisfactorily completed.

Consequently,  we are now dependent on raising  additional equity and/or debt to
fund any  negotiated  settlements  with our  outstanding  creditors and meet our
ongoing operating expenses.  There is no assurance that we will be able to raise
the  necessary  equity and,  or, debt that we will need to be able to  negotiate
acceptable  settlements  with our  outstanding  creditors  or fund  our  ongoing
operating expenses.

During the year ended  December 31, 2009,  we had no corporate  bank account and
all our  expenses  we paid for on our  behalf by one of our  directors.  We used
$69,123 of cash in our operating activities.  $98,437 was used in our operations
after  adjusting for non-cash items which was partially  offset by positive cash
flow of $29,314 from the net movement in our operating  assets and  liabilities.
The cash  consumed  in our  operating  activities  was  funded  by a net loan of
$69,123 from one of our directors and shareholders

During the year ended December 31, 2008, we generated a net decrease in cash and
cash  equivalents  of $5,979 and  closed our  corporate  bank  account.  We used
$62,483 of cash in our operating activities. $126,590 was used in our operations
after  adjusting for non-cash items which was partially  offset by positive cash
flow of $64,106 from the net movement in our operating  assets and  liabilities.
The cash  consumed in our operating  activities  was funded by our existing cash
and  cash  equivalents  of  $5,979  and a net  loan of  $56,504  from one of our
directors and shareholders.

ACCOUNTING PRONOUNCEMENTS

In June 2009, the Financial  Accounting  Standards  Board ("FASB")  approved the
Codification  as the single source of  authoritative  nongovernmental  GAAP. All
existing  accounting  standard  documents,  such as FASB,  American Institute of
Certified  Public  Accountants,  Emerging  Issues  Task Force and other  related
literature,  excluding  guidance  from the  Securities  and Exchange  Commission
("SEC"), have been superseded by the Codification.  All other non-grandfathered,
non-SEC  accounting  literature  not  included  in the  Codification  has become
non-authoritative.  The Codification did not change GAAP, but instead introduced
a new structure that combines all authoritative  standards into a comprehensive,
topically  organized online database.  The Codification is effective for interim
or annual  periods  ending after  September 15, 2009,  and impacts our financial
statements as all future references to authoritative  accounting literature will
be referenced in accordance with the Codification. There have been no changes to
the  content  of  our  financial  statements  or  disclosures  as  a  result  of
implementing the Codification.

As a result of our  implementation  of the  Codification  during  the year ended
2009,  previous  references to new  accounting  standards and  literature are no
longer applicable.

                                       17
<PAGE>

We  have  reviewed  all  recently  issued,  but not  yet  effective,  accounting
pronouncements and do not believe the future adoption of any such pronouncements
may be expected to cause a material  impact on our  financial  condition  or the
results of our operations.

EFFECTS OF INFLATION

Although  we  cannot  accurately  anticipate  the  effect  of  inflation  on our
operations, we do not believe that inflation has had, or is likely in the future
to have, a material effect on our results or financial condition.

SUBSEQUENT EVENTS

We have evaluated  subsequent  events through April 9, 2010.  There have been no
subsequent events after December 31, 2009 for which disclosure is required.

ITEM 7A. QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

As a "smaller reporting company" as defined by Item 10 of Regulation S-K, we are
not required to provide information required by this Item.

ITEM 8. FINANCIAL STATEMENTS

Our financial statements are included herein commencing on page 25.

ITEM  9.  CHANGES  IN AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING  AND
FINANCIAL DISCLOSURE

We have not had any disagreements with our auditors.

ITEM 9A. CONTROLS and PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

We  maintain a system of  disclosure  controls  and  procedures  (as  defined in
Securities  Exchange Act Rule 15d-15(e)  that is designed to provide  reasonable
assurance that  information  that is required to be disclosed is accumulated and
communicated  to  management  timely.  At the end of the period  covered by this
report,  we  carried  out an  evaluation  under  the  supervision  of our  Chief
Executive  Officer and Chief  Financial  Officer,  of the  effectiveness  of the
design and  operation  of our  disclosure  controls and  procedures  pursuant to
Securities Exchange Act Rule 13a-15.

Based on that  evaluation,  our Chief  Executive  Officer  and  Chief  Financial
Officer  concluded that our disclosure  controls and procedures are effective in
timely alerting them to material information required to be disclosed in the our
periodic filings with the SEC.

MANAGEMENT'S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate internal
control over financial reporting.  Internal control over financial reporting, as
defined in Exchange Act Rule 13a-15(f) and 15d-15(f),  is a process designed by,
or under the  supervision  of, our principal  executive and principal  financial
officers and effected by our Board of Directors, management and other personnel,
to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial  statements for external purposes in accordance
with generally accepted accounting principles,  based on criteria established in
Internal  Control--Integrated  Framework  issued by the  Committee of Sponsoring
Organizations  of the  Treadway  Commission  and  includes  those  policies  and
procedures that:

                                       18
<PAGE>

     -    Pertain  to the  maintenance  of  records  that in  reasonable  detail
          accurately and fairly reflect the transactions and dispositions of our
          assets;

     -    Provide  reasonable   assurance  that  transactions  are  recorded  as
          necessary  to  permit   preparation  of  o  financial   statements  in
          accordance with generally accepted accounting principles, and that our
          receipts  and  expenditures  are being  made only in  accordance  with
          authorizations of our management and directors; and

     -    Provide reasonable  assurance regarding prevention or timely detection
          of  unauthorized  acquisition,  use of  disposition of our assets that
          could have a material effect on the financial statements.

Because of its inherent  limitations,  internal control over financial reporting
may not  prevent  or detect  misstatements.  Projections  of any  evaluation  of
effectiveness to future periods are subject to the risk that controls may become
inadequate  because of changes in  conditions,  or that the degree of compliance
with the policies or procedures may  deteriorate.  All internal control systems,
no matter how well designed,  have inherent limitations.  Therefore,  even those
systems  determined to be effective can provide only  reasonable  assurance with
respect to financial statement preparation and presentation.

Our management assessed the effectiveness of our internal control over financial
reporting as of December 31, 2009. Based on this assessment, management believes
that as of December 31, 2009, our internal  control over financial  reporting is
effective based on those criteria.

This  annual  report  does not include an  attestation  report of the  company's
registered  public  accounting  firm regarding  internal  control over financial
reporting.  Management's  report was not subject to attestation by the company's
registered  public  accounting  firm  pursuant to temporary  rules of the SEC to
provide only management's report in this annual report.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There were no changes during our last fiscal quarter that  materially  affected,
or are  reasonably  likely to  materially  affect,  our  internal  control  over
financial reporting.

Item 9B.       OTHER INFORMATION
None.

                                    PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Effective December 31, 2009, our directors and officers were:

                  NAME            AGE             POSITION

           David J. Cutler        53      President, Chief Executive Officer,
                                          Chief Financial Officer and Director

           Redgie Green           57      Director

On January 6, 2009,  Mr.  Whiting  resigned as the secretary and director of the
Company.

David J. Cutler - President, Chief Executive Officer, Chief Financial Office and
Director.  Mr. Cutler became our director and officer in March 2006.  Mr. Cutler
has more than 25 years of experience in  international  finance,  accounting and
business administration.  He held senior positions with multi-national companies
such as Reuters Group Plc and the Schlumberger Ltd. and has served as a director
for two British  previously  publicly  quoted  companies -- Charterhall  Plc and
Reliant  Group Plc. From March 1993 until 1999,  Mr. Cutler was a  self-employed


                                       19
<PAGE>

consultant  providing  accounting and financial advice to small and medium-sized
companies in the country-regionUnited Kingdom and the  country-regionplaceUnited
States.  Mr. Cutler was Chief Financial Officer and subsequently Chief Executive
Officer  of  Multi-Link  Telecommunications,   Inc.,  a  publicly  quoted  voice
messaging business,  from 1999 to 2005, Chief Executive Officer, Chief Financial
Officer and a director of Aspeon, Inc. (nka Aspi, Inc.), a publicly listed shell
company from April 2005 until October 2009 and Chief  Executive  Officer,  Chief
Financial Officer and a director of Atomic Paintball,  Inc., a development stage
owner and operator of paintball  parks from August 2006 until December 2009. Mr.
Cutler  has  a  masters  degree  from  SnSt.  middlenameCatherine  SnCollege  in
CityCambridge,  country-regionEngland  and  qualified  as  a  British  Chartered
Accountant  and  as  Chartered  Tax  Advisor  with  Arthur  Andersen  &  Co.  in
CityplaceLondon. He was subsequently admitted as a Fellow of the UK Institute of
Chartered  Accountants.  Since arriving in the  country-regionUnited  States Mr.
Cutler has  qualified as a Certified  Public  Accountant,  a Fellow of the AICPA
Institute of Corporate  Tax  Management,  a Certified  Valuation  Analyst of the
National  Association of Certified  Valuation Analysts and obtained an executive
MBA from PlaceNameplaceColorado PlaceTypeState PlaceTypeUniversity.

Redgie Green - Director.  Mr. Green became our director in March 2006. Mr. Green
served as the Chief Executive Officer of Sun River Energy Inc. from January 2009
through September 2009, and as its President since September 2009. Mr. Green has
been Secretary and Director of Sun River Energy,  Inc. since 1998. Mr. Green has
been co-owner and operator of Green's B&R  Enterprises,  a wholesale donut baker
since  1983.  He has been an active  investor  in small  capital  and  high-tech
ventures since 1987. Mr. Green was a director of Colorado Gold & Silver, Inc. in
2000.  He was a  director  for  Houston  Operating  Company  in late 2004  until
December  2004.  He was  recently  elected  as a  director  for  Mountains  West
Exploration,   Inc.  He  was  Secretary,   Treasurer  and  Director  of  Baymark
Technologies,  Inc. and was  appointed as a director of Aspeon,  Inc. (nka Aspi,
Inc.) from March 2006 until October 2009.

CONFLICTS OF INTEREST - GENERAL.

Our directors and officers are, or may become,  in their individual  capacities,
officers,  directors,  controlling shareholder and/or partners of other entities
engaged in a variety of businesses.  Thus,  there exist  potential  conflicts of
interest   including,   among  other  things,   time,  efforts  and  corporation
opportunity,  involved in participation with such other business entities. While
each  officer  and  director of our  business is engaged in business  activities
outside of our  business,  they devote to our business such time as they believe
to be necessary.

CONFLICTS OF INTEREST - CORPORATE OPPORTUNITIES

Presently no requirement contained in our Articles of Incorporation,  Bylaws, or
minutes which requires  officers and directors of our business to disclose to us
business opportunities which come to their attention. Our officers and directors
do,  however,  have a  fiduciary  duty of  loyalty to us to  disclose  to us any
business  opportunities  which come to their attention,  in their capacity as an
officer  and/or  director  or  otherwise.  Excluded  from  this  duty  would  be
opportunities  which the person  learns  about  through  his  involvement  as an
officer and director of another company. We have no intention of merging with or
acquiring  an  affiliate,  associate  person or  business  opportunity  from any
affiliate or any client of any such person.

COMMITTEES OF THE BOARD OF DIRECTORS

In the  ordinary  course  of  business,  the  board  of  directors  maintains  a
compensation committee and an audit committee.

The  primary  function  of the  compensation  committee  is to  review  and make
recommendations  to the board of  directors  with  respect to the  compensation,
including bonuses,  of our officers and to administer the grants under our stock
option plan.

The  functions  of the  audit  committee  are to  review  the scope of the audit
procedures employed by our independent  auditors, to review with the independent
auditors our  accounting  practices  and policies and  recommend to whom reports
should be submitted,  to review with the independent  auditors their final audit
reports,  to review  with our  internal  and  independent  auditors  our overall
accounting and financial controls,  to be available to the independent  auditors
during  the year for  consultation,  to  approve  the audit fee  charged  by the
independent  auditors,  to report to the board of directors with respect to such
matters and to recommend the selection of the independent auditors.

In the absence of a separate audit committee our board of directors functions as
audit  committee and performs some of the same functions of an audit  committee,

                                       20
<PAGE>

such as recommending a firm of independent certified public accountants to audit
the  annual   financial   statements;   reviewing   the   independent   auditors
independence,  the financial  statements  and their audit report;  and reviewing
management's administration of the system of internal accounting controls.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section  16(a)  of  the  Securities  Exchange  Act  requires  our  Officers  and
Directors, and persons who own more than 10% of a registered class of our equity
securities,  to file reports of ownership and changes in ownership with the SEC.
Officers,  directors  and  greater  than 10%  shareholders  are  required by SEC
regulation to furnish us with copies of all Section 16(a) forms they file. Based
solely on our review of copies of such  reports  received,  and  representations
from certain  reporting  persons,  we believe that, during the fiscal year ended
December  31, 2009,  all Section  16(a) filing  requirements  applicable  to our
officers,  directors  and  greater  than 10%  beneficial  owners  were  filed in
compliance with all applicable requirements

CODE OF ETHICS

A code of ethics relates to written  standards  that are reasonably  designed to
deter wrongdoing and to promote;

-   Honest and ethical  conduct,  including  the  ethical  handling of actual or
    apparent   conflicts  of  interest   between   personal   and   professional
    relationships;

-   Full, fair,  accurate,  timely and understandable  disclosure in reports and
    documents  that are filed with, or submitted to, the SEC and in other public
    communications made by an issuer;

-   Compliance with applicable governmental laws, rules and regulations;

-   The prompt  internal  reporting of violations of the code to an  appropriate
    person or persons identified in the code; and

-   Accountability for adherence to the code.

Due to the  limited  scope of our  current  operations,  we have not  adopted  a
corporate  code of ethics  that  applies  to our  principal  executive  officer,
principal accounting officer, or persons performing similar functions

ITEM 11. EXECUTIVE COMPENSATION

The following table sets forth certain information concerning  compensation paid
by the  Company to the  President  and the  Company's  most  highly  compensated
executive  officers for the fiscal year ended  December 31, 2009,  2008 and 2007
(the "Named Executive Officers"):

<TABLE>
<CAPTION>

                              SUMMARY EXECUTIVE COMPENSATION TABLE


NAME AND PRINCIPAL POSITION   YEAR          SALARY      BONUS    STOCK AWARDS    OPTIONS     NONQUALIFIED    ALL OTHER    TOTAL
                                                                                AWARDS ($)      DEFERRED        COMP        ($)
                                                                                             COMPENSATION
                                                                                                  ($)
----------------------------- ---------- ------------- --------- ------------- ------------- --------------- ------------ ---------
<S>                           <C>        <C>           <C>       <C>           <C>           <C>             <C>          <C>

David J Cutler,               2009        $60,000(1)      -           -             -              -              -       $60,000
Director, President, Chief
Executive Officer, Chief
Financial Officer
----------------------------- ---------- ------------- --------- ------------- ------------- --------------- ------------ ---------
</TABLE>

(1)  Mr. Cutler's  remuneration was paid to Burlingham  Corporate Finance,  Inc.
     ("Burlingham")  in the form of consulting fees. Mr. Cutler is the principal
     shareholder of Burlingham


                                       21
<PAGE>

(2)  $10,000  of Mr.  Cutler's  remuneration  was paid to  Burlingham  Corporate
     Finance, Inc.  ("Burlingham") in the form of consulting fees. Mr. Cutler is
     the principal shareholder of Burlingham.

     On December 3, 2007 we issued 87,055 shares of our restricted  common stock
     to David J Cutler,  one of our directors,  in full and final  settlement of
     the $87,055 loan Mr.  Cutler had  outstanding  with us,  including  accrued
     interest of $5,634,  in respect of services  and funding he has provided to
     the us in the period  October 2006 through  November  2007. The share issue
     was authorized by the independent members of our Board of Directors.

     On August 22, 2008 we issued 26,421  shares of  restricted  common stock to
     David J Cutler, our President and a director of ours, in full settlement of
     the our debt to Mr. Cutler as at June 30, 2008 of $26,421.  The share issue
     was authorized by the independent members of our Board of Directors.

     There can be no assurance  that Mr. Cutler will continue to incur  expenses
on our behalf.

                              DIRECTOR COMPENSATION

The following table sets forth certain information concerning  compensation paid
to our directors for services as directors,  but not including  compensation for
services as officers  reported in the "Summary  Executives  Compensation  Table"
during the year ended December 31, 2009:

<TABLE>
<CAPTION>

         Name           Year    Fees Earned   Stock    Options   Non-Equity       Nonqualified    All Other          Total
                                Or Paid-in    Awards   Awards    Incentive Plan   Deferred        Compensation       ($)
                                Cash ($)               ($)       Compensation     Compensation    ($)
                                                                 ($)              ($)
-------------------- ---------- ------------- -------- --------- ---------------- --------------- ------------------ -----------
<S>                  <C>        <C>           <C>      <C>       <C>              <C>             <C>                <C>

David J. Cutler,        2009          0           0        0             0                0               0          0
Director

Redgie Green,           2009          0           0        0             0                0               0          0
Director

Wesley Whiting (1)      2009          0           0        0             0                0               0          0
</TABLE>

(1)      Mr. Whiting resigned as a director of the Company in January 2009.


ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The  following  tables  set  forth  certain  information   regarding  beneficial
ownership of our common stock, as of December 31, 2009 by:

o    each  person  who is known by us to own  beneficially  more  than 5% of our
     outstanding common stock,

o    each of our named executive officers and directors, and

o    all executive officers and directors as a group.




                                       22
<PAGE>


                                                        NUMBER OF    PERCENT OF
           NAME AND ADDRESS OF BENEFICIAL OWNER          SHARES      OUTSTANDING

  David J. Cutler (1)

  Redgie Green (1)
                                                            25,000       1.2%


                                                         ------------ ----------
  All executive officers and directors as a group.       1,546,120      65.5%
                                                         ============ ==========

(1)      c/o 2460 West 26th Avenue, Suite 380-C, Denver, Colorado, 80211.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

On August 22, 2008,  we issued  25,000 of  restricted  common  stock,  valued at
$25,000,  to  a  consultant,   who  is  an  existing  shareholder  of  ours,  as
compensation for services he had provided to us.

On August 22, 2008, we issued 26,421 shares of restricted  common stock to David
Cutler, our President and a director of ours, in full settlement of the our debt
to Mr. Cutler as at June 30, 2008 of $26,421.  The share issue was authorized by
the independent members of our Board of Directors.

As at  December  31,  2009,  we owed  Mr.  Cutler  $105,558  (2008-  $31,560.67)
including accrued interest of $5,749 (2008 - $874.58).

During the  financial  year ended  December  31, 2009,  we paid $60,000  (2008 -
$60,000) of Mr. Cutler's  remuneration  to Burlingham  Corporate  Finance,  Inc.
("Burlingham")  in the form of  consulting  fees.  Mr.  Cutler is the  principal
shareholder of Burlingham.

ITEM 14.   PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit Fees

We incurred $2,800 audit fees with our auditor, Larry O'Donnell, CPA, PC, in the
fiscal year ended December 31, 2009 (2008 - $3,000 ) in respect of the audit for
the fiscal year ended December 31, 2008.

Tax Fees

We did not incur any tax fees with our auditor, Larry O'Donnell, CPA, PC, in the
fiscal year ended December 31, 2009 (2008 - $0).

We incurred $275 in tax fees with an unconnected  third party tax advisor in the
fiscal year ended December 31, 2009 (2008 - $0).

All Other Fees

We incurred $1,110 in other fees with our current auditor, Larry O'Donnell, CPA,
PC, in the fiscal  year ended  December  31, 2009 (2008 - $1,110) in respect the
review of our quarterly financial statements.

It is the role of the Audit Committee,  or in the absence of an audit committee,
the Board of Directors,  to consider whether,  and determine that, the auditor's
provision  of  non-audit  services  would be  compatible  with  maintaining  the
auditor's independence.



                                       23
<PAGE>


                                     PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

The  following  exhibits are filed as part of this Annual Report on Form 10-K in
accordance with Item 601 of Regulation S-K:


   EXHIBIT
   NUMBER                       DESCRIPTION AND METHOD OF FILING



     31.1       Certification of Chief Executive Officer pursuant to Section 302
                of the Sarbanes-Oxley Act*

     32.1       Certification of Principal Executive Officer pursuant to Section
                906 of the Sarbanes-Oxley Act *

* Filed herewith.

















                                       24
<PAGE>

                          INDEX TO FINANCIAL STATEMENTS

                                                                            PAGE

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM                     26

BALANCE SHEETS

  As of December 31, 2009 and 2008                                          27

 STATEMENTS OF OPERATIONS

  For the Years Ended December 31, 2009 and 2008                            28

STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT

  For the Years Ended December 31, 2009 and 2008                            29

 STATEMENTS OF CASH FLOWS

  For the Years Ended December 31, 2009 and 2008                            30

NOTES TO FINANCIAL STATEMENTS                                               31















                                       25
<PAGE>

                           Larry O'Donnell, CPA, P.C.
Telephone (303) 745-4545                                2228 South Fraser Street
                                                                Unit 1
                                                        Aurora, Colorado  80014

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors
Concord Ventures, Inc.
Denver, Colorado

I have audited the accompanying  balance sheets of Concord Ventures,  Inc. as of
December  31,  2009  and  2008,  and  the  related   statements  of  operations,
stockholders' deficit, and cash flows for the years then ended December 31, 2009
and 2008.  These financial  statements are the  responsibility  of the Company's
management.  My  responsibility  is to express  an  opinion  on these  financial
statements based on my audits.

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

In my opinion, the financial statements referred to above present fairly, in all
material  respects,  the  financial  position  of Concord  Ventures,  Inc. as of
December 31, 2009 and 2008 and the results of its  operations and cash flows for
the years then ended  December 31, 2009 and 2008 in conformity  with  accounting
principles generally accepted in the United States.

The accompanying  financial  statements have been prepared  assuming the Company
will  continue  as a going  concern.  As  discussed  in Note 2 to the  financial
statements,  the Company had suffered  significant losses, had a working capital
deficit  as of  December  31,  2009 and no  ongoing  source of  income.
Management's  plans to address  these matters are also included in Note 2 to the
financial  statements.  These  conditions  raise  substantial  doubt  about  the
Company's  ability to continue as a going concern.  The financial  statements do
not  include  any  adjustments  that  might  result  from  the  outcome  of this
uncertainty.

/s/ Larry O'Donnell CPA, PC
Larry O'Donnell CPA, PC
Aurora, Colorado
April 14, 2010




                                       26
<PAGE>

<TABLE>
<CAPTION>

                             CONCORD VENTURES, INC.
                                 BALANCE SHEETS

                                                                                  DECEMBER 31,
                                                                             2009             2008

                                                                       ---------------------------------
<S>                                                                    <C>             <C>

                            ASSETS


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

                            LIABILITIES & STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES

      Accounts Payable                                                 $       174,830 $        150,390
      Accrued Expenses                                                         101,789           96,915
      Capital Leases                                                             3,660          210,960
      Operating Leases                                                         196,216          196,216
      Other Loans                                                               99,809           30,686

                                                                       ---------------------------------
                 Total Current Liabilities                                     576,304          685,167

COMMITMENTS AND CONTINGENCIES (Note 8)

STOCKHOLDERS' DEFICIT

      Class A Common Stock; $0.0001 par value, 100,000,000,                      1,148            1,148
      shares authorized, 2,359,407 shares issued and outstanding
      Additional Paid In Capital                                            16,872,733       16,872,733
      Accumulated Deficit                                                  (17,450,185)     (17,559,048)
                                                                       ----------------  ---------------
                 Total Stockholders' Deficit                                  (576,304)        (685,167)

                                                                       ----------------  ---------------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                            $             - $              -
                                                                       ================  ===============
</TABLE>


                 See accompanying Notes to Financial Statements.

                                       27
<PAGE>

<TABLE>
<CAPTION>

                             CONCORD VENTURES, INC.
                            STATEMENTS OF OPERATIONS

                                                                               FOR THE YEARS
                                                                                   ENDED
                                                                               DECEMBER 31,
                                                                             2009           2008

                                                                         -------------  -------------
<S>                                                                    <C>            <C>

OPERATING (INCOME) / EXPENSES

      Gain on Statute Barred Liabilities                               $     (207,300)$            -
      General & Administrative Expenses                                        93,562        200,327

                                                                         -------------  -------------
      Total Operating (Income) / Expenses                                    (113,738)       200,327

OPERATING INCOME (LOSS)                                                       113,738       (200,327)

Interest and Other Income / (Expenses) Net                                     (4,874)        (1,263)

                                                                         -------------  -------------
Income / (Loss) before Income Taxes                                           108,863       (201,590)

Provision for Income Taxes                                                          -              -

                                                                         -------------  -------------
NET INCOME (LOSS)                                                      $      108,863 $     (201,590)
                                                                         =============  =============

NET INCOME (LOSS) PER COMMON SHARE

      Basic & Diluted                                                  $           0.0$        (0.09)
                                                                         =============  =============

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING

         Basic & Diluted                                                     2,294,287      2,294,287
                                                                         =============  =============

</TABLE>



                 See accompanying Notes to Financial Statements.

                                       28
<PAGE>

<TABLE>
<CAPTION>

                             CONCORD VENTURES, INC.
                       STATEMENTS OF STOCKHOLDERS' DEFICIT
                   THE YEARS ENDED DECEMBER 31, 2008 AND 2007


                                                   Class A Common Stock      Additional
                                                                              Paid - in       Accumulated
                                                  Shares        Amount         Capital         Deficit           Total

                                                     #             $              $               $                $
<S>                                             <C>           <C>            <C>             <C>              <C>

Balance, December 31, 2007                        2,257,986         1,138      16,771,322      (17,357,458)        (584,998)

Stock Issued as Payment for Services                 75,000             8          74,993         -                  75,000

Stock Issued in Settlement of Debt                   26,421             3          26,418         -                  26,421

Net Loss                                             -             -              -           (201,590)            (201,590)

                                                ------------  ------------  --------------  ---------------  ---------------
Balance, December 31, 2008                       2,359,407       1,148       16,872,733        (17,559,048)        (685,167)

Net Income                                           -             -              -                108,863          108,863

                                                ------------  ------------  --------------  ---------------  ---------------
Balance, December 31, 2009                        2,359,407         1,148      16,872,733      (17,450,185)        (576,304)
                                                ============  ============  ==============  ===============  ===============
</TABLE>








                         See accompanying Notes to Financial Statements.


                                       29
<PAGE>

<TABLE>
<CAPTION>

                             CONCORD VENTURES, INC.
                            STATEMENT OF CASH FLOWS

                                                                               FOR THE YEARS ENDED
                                                                                  DECEMBER 31,
                                                                                2009          2008

                                                                           ----------------------------
<S>                                                                        <C>           <C>

CASH FLOW PROVIDED BY  (USED IN) OPERATING ACTIVITIES

NET INCOME (LOSS)                                                          $     108,863 $    (201,590)

ADJUSTMENTS TO RECONCILE NET INCOME / (LOSS) TO NET CASH
PROVIDED BY (USED IN) OPERATING ACTIVITIES

      Gain on Statute Barred Liabilities                                        (207,300)            -
      Shares of Common Stock Issued for Services                                       -        75,000

CHANGES IN OPERATING ASSETS & LIABILITIES

      Decrease (Increase) in Prepaid Expenses                                          -           208
      Increase (Decrease) in Accounts Payable                                     24,440        56,023
      Increase (Decrease) in Accrued Expenses                                      4,874         7,875
                                                                             ------------  ------------
      Total Cash Flow used in Operating Activities                               (69,123)      (62,483)

CASH FLOW PROVIDED BY  (USED IN) INVESTING ACTIVITIES                                  -             -

CASH FLOW PROVIDED BY  (USED IN) FINANCING ACTIVITIES

      Funds from Other Loans                                                      69,123        56,504
                                                                             ------------  ------------
      Total Cash Flow provided by / (used in)  Financing Activities               69,123        56,504

NET (DECREASE) INCREASE IN CASH & CASH EQUIVALENTS                         $          (0)$      (5,979)
                                                                             ============  ============

Cash and Cash Equivalents at the beginning of the period                   $           - $       5,979
                                                                             ============  ============
Cash and Cash Equivalents at the end of the period                         $           - $           -
                                                                             ============  ============

SUPPLEMENTAL SCHEDULE OF CASH FLOW INFORMATION
Cash paid for interest                                                     $           - $           -
                                                                             ------------  ------------
Cash paid for income tax                                                   $           - $           -
                                                                             ------------  ------------
</TABLE>


                 See accompanying Notes to Financial Statements.

                                       30
<PAGE>


                             CONCORD VENTURES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                December 31, 2009

1.       NATURE OF OPERATIONS AND SIGNIFICANT ACCOUNTING POLICIES:

Nature of Operations -- Concord  Ventures,  Inc. was incorporated in August 1998
in the State of Colorado. On February 16, 2001, we sold our entire business, and
all of our  assets,  for  the  benefit  of our  creditors  under  a  Chapter  11
reorganization.   We  were   subsequently   dismissed   from  the   Chapter   11
reorganization,  effective  March  13,  2001,  at  which  time  the  last of our
remaining  directors  resigned.  On March 13, 2001,  we had no business or other
source of income, no assets, no employees or directors,  outstanding liabilities
of approximately  $8.4 million and had terminated our duty to file reports under
securities law.

Our  business  activities  over the years ended  December 31, 2009 and 2008 were
focused on the settlement of our outstanding  liabilities and the renewal of and
maintaining our SEC reporting status.

In February  2008,  we were  re-listed on the OTC Bulletin  Board and so are now
listed on both the Pink  Sheets and the OTC  Bulletin  Board and trade under the
symbol "CCVR"

On April 29, 2008, we held our annual meeting of  stockholders  at which meeting
the majority of stockholders  approved  resolutions to re-elect Messrs.  Cutler,
Whiting  and Green as our  directors,  reincorporate  the  Company in  Delaware,
authorize an up to 3 for 1 reverse split of our shares of common  stock,  change
our name to a name to be chosen at the  discretion of the Board of directors and
to ratify the appointment of our auditor, Larry O'Donnell, CPA, PC.

On August 22, 2008,  we issued  75,000 of  restricted  common  stock,  valued at
$75,000,  to three consultants (25,000 shares each) as compensation for services
they had provided to us One of the  consultants  is an existing  shareholder  of
ours.  We further  issued  26,421  shares of  restricted  common  stock to David
Cutler, our President and a director of ours, in full settlement of the our debt
to Mr. Cutler as at June 30, 2008 of $26,421.

On  January 6, 2009,  Mr.  Wesley  Whiting  resigned  as a director  of ours for
personal reasons.

Cash and Cash  Equivalents  -- Cash and  cash  equivalents  consist  of cash and
highly  liquid debt  instruments  with  original  maturities  of less than three
months.

Property and Equipment- We sold all of our fixed assets  effective  February 16,
2001 for the benefit of our creditors as part of our Chapter 11  reorganization.
Accordingly,  we had no property and  equipment as of December 31, 2009 and 2008
and we recorded no  depreciation  expense in the fiscal years ended December 31,
2009 and 2008

Deferred  Costs and Other --  Offering  costs  with  respect  to issue of common
stock,  warrants or options by us were initially  deferred and ultimately offset
against the proceeds from these equity transactions if successful or expensed if
the proposed equity  transaction is  unsuccessful.  We had no deferred costs and
other as at December 31, 2009 and 2008

Impairment of Long-Lived  and  Intangible  Assets -- In the event that facts and
circumstances indicated that the cost of long-lived and intangible assets may be
impaired,  an evaluation of recoverability  was performed.  If an evaluation was
required, the estimated future undiscounted cash flows associated with the asset
were  compared to the asset's  carrying  amount to determine if a write-down  to
market value or discounted cash flow value was required.

Financial Instruments -- The estimated fair values for financial instruments was
determined  at  discrete  points in time based on relevant  market  information.
These  estimates  involved  uncertainties  and  could  not  be  determined  with
precision.  The  carrying  amounts  of notes  receivable,  accounts  receivable,
accounts payable and accrued liabilities  approximated fair value because of the
short-term  maturities  of these  instruments.  The fair value of notes  payable
approximated to their carrying value as generally their interest rates reflected
our effective annual borrowing rate.



                                       31
<PAGE>

Income Taxes -- We account for income taxes under the  liability  method,  which
requires  recognition  of deferred tax assets and  liabilities  for the expected
future tax  consequences  of events  that have been  included  in the  financial
statements  or  tax  returns.  Under  this  method,   deferred  tax  assets  and
liabilities  are  determined  based  on the  difference  between  the  financial
statements  and tax bases of assets and  liabilities  using enacted tax rates in
effect for the year in which the differences are expected to reverse.

Advertising cost -- Advertising costs were expensed as incurred.  No advertising
costs were incurred in the years ended December 31, 2009 and 2008.

Comprehensive Income (Loss) -- Comprehensive income is defined as all changes in
stockholders'  equity (deficit),  exclusive of transactions with owners, such as
capital  investments.  Comprehensive income includes net income or loss, changes
in certain assets and liabilities  that are reported  directly in equity such as
translation  adjustments on investments in foreign  subsidiaries  and unrealized
gains (losses) on available-for-sale  securities.  From our inception there were
no differences between our comprehensive loss and net loss.

Our comprehensive income / (loss) for the years ended December 31, 2009 and 2008
was  identical to our net income / (loss) for the years ended  December 31, 2009
and 2008.

Income  (Loss) Per Share --.  Income (loss) per share is presented in accordance
with Accounting  Standards  Update ("ASU"),  Earning Per Share (Topic 260) which
requires the  presentation of both basic and diluted  earnings per share ("EPS")
on the  consolidated  income  statements.  Basic EPS would  exclude any dilutive
effects of options,  warrants and  convertible  securities  but does include the
restricted  shares  of common  stock  issued.  Diluted  EPS  would  reflect  the
potential  dilution that would occur if  securities of other  contracts to issue
common stock were exercised or converted to common stock. Basic EPS calculations
are  determined by dividing net income by the weighted  average number of shares
of common  stock  outstanding  during the year.  Diluted  EPS  calculations  are
determined  by  dividing  net income by the  weighted  average  number of common
shares and dilutive  common  share  equivalents  outstanding.  Basic EPS for the
years ended December 31, 2009 and 2008 as the exercise price of our  outstanding
stock options was  substantially  in excess of our share price  throughout these
periods.

Stock-Based  Compensation  - We have adopted ASC Topic 718 (formerly SFAS 123R),
"Accounting for Stock-Based Compensation," which establishes a fair value method
of accounting for  stock-based  compensation  plans. In accordance with guidance
now incorporated in ASC Topic 718, the cost of stock options and warrants issued
to employees and  non-employees  is measured on the grant date based on the fair
value.  The fair value is  determined  using the  Black-Scholes  option  pricing
model.  The resulting  amount is charged to expense on the  straight-line  basis
over the period in which we expect to receive the  benefit,  which is  generally
the vesting period.  The fair value of stock warrants was determined at the date
of grant using the Black-Scholes  option pricing model. The Black-Scholes option
model requires  management to make various estimates and assumptions,  including
expected term, expected volatility, risk-free rate, and dividend yield.

Use of Estimates -- The preparation of our consolidated  financial statements in
conformity with generally accepted accounting  principles requires management to
make  estimates  and  assumptions  that  affect the  amounts  reported  in these
financial  statements and accompanying  notes.  Actual results could differ from
those estimates.  Due to uncertainties inherent in the estimation process, it is
possible that these estimates could be materially revised within the next year.

Recently  Issued  Accounting   Pronouncements--  In  June  2009,  the  Financial
Accounting  Standards  Board ("FASB")  approved the  Codification  as the single
source of authoritative  nongovernmental  GAAP. All existing accounting standard
documents,  such as FASB,  American  Institute of Certified Public  Accountants,
Emerging Issues Task Force and other related literature, excluding guidance from
the  Securities and Exchange  Commission  ("SEC"),  have been  superseded by the
Codification.  All other  non-grandfathered,  non-SEC accounting  literature not
included in the Codification has become non-authoritative.  The Codification did
not change  GAAP,  but instead  introduced  a new  structure  that  combines all
authoritative  standards  into  a  comprehensive,   topically  organized  online
database.  The  Codification  is effective for interim or annual  periods ending
after  September 15, 2009,  and impacts our  financial  statements as all future
references  to  authoritative   accounting  literature  will  be  referenced  in
accordance with the  Codification.  There have been no changes to the content of
our  financial  statements  or  disclosures  as a  result  of  implementing  the
Codification.

                                       32
<PAGE>

As a result  of our  implementation  of the  Codification  during  fiscal  2009,
previous  references to new  accounting  standards and  literature are no longer
applicable.

We  have  reviewed  all  recently  issued,  but not  yet  effective,  accounting
pronouncements and do not believe the future adoption of any such pronouncements
may be expected to cause a material  impact on our  financial  condition  or the
results of our operations.

Business  Segments -- Following  the sale of our entire  business and all of our
assets  effective  February 16,  2001,  we consider  our ongoing  activities  to
constitute a single segment.

2. GOING CONCERN AND LIQUIDITY

As at December 31, 2009, we had no assets, operating business or other source of
income and outstanding  liabilities of $576,304 and a  stockholders'  deficit of
$576,304.

In our  financial  statements  for the fiscal years ended  December 31, 2009 and
2008, the Report of the Independent  Registered  Public Accounting Firm includes
an explanatory  paragraph that describes  substantial doubt about our ability to
continue as a going concern. Our financial statements for the fiscal years ended
December 31, 2009 and 2008 have been  prepared on a going concern  basis,  which
contemplates  the  realization of assets and the  settlement of liabilities  and
commitments in the normal course of business.  We had a working  capital deficit
of $576,304 and reported an  accumulated  deficit of  $17,450,185 as at December
31, 2009.

It is our current intention to seek to reach satisfactory negotiated settlements
with our outstanding  creditors,  raise debt and/or equity financing to fund the
negotiated settlements with our creditors and to meet ongoing operating expenses
and  attempt  to merge with  another  entity  with  experienced  management  and
opportunities  for growth in return  for  shares of our  common  stock to create
value for our  shareholders.  There is no  assurance  that this series of events
will be satisfactorily completed.

Consequently,  we are now dependent on raising  additional equity and/or debt to
fund any  negotiated  settlements  with our  outstanding  creditors and meet our
ongoing operating expenses.  There is no assurance that we will be able to raise
the  necessary  equity and,  or, debt that we will need to be able to  negotiate
acceptable  settlements  with our  outstanding  creditors  or fund  our  ongoing
operating expenses.

3. ASSETS

As at December 31, 2009 and 2008 we had no assets.

4. ACCOUNTS PAYABLE

Of the  outstanding  accounts  payable at December 31, 2009,  $92,226  relate to
liabilities outstanding in December 2006 when we filed for Chapter 11 bankruptcy
protection  which has not been settled or statute  barred as yet. The  remaining
accounts  payable  relate  to  current  liabilities  incurred  in  bringing  our
financial and SEC filings up to date.

5. ACCRUED EXPENSES

Of the accrued  liabilities  outstanding as at December 31, 2009, $96,040 relate
accrued  expenses  outstanding  in  December  2006 when we filed for  Chapter 11
bankruptcy  protection  which has not been settled or statute barred as yet. The
balance relates to interest on a loan provided to us by one of our directors.

6. CAPITAL AND OPERATING LEASES

These balances  represent 100% of the total  outstanding  liabilities on capital
and operating  leases  outstanding in December 2006 when we filed for Chapter 11
bankruptcy protection which has not been settled or statute barred as yet.


                                       33
<PAGE>

7. OTHER LOANS

Other loans  represent the loan made to us by one of our directors,  Mr. David J
Cutler.

On August 22, 2008 we further issued 26,421 shares of restricted common stock to
David Cutler,  our  President and a director of ours, in full  settlement of the
our debt to Mr.  Cutler as at June 30,  2008 of  $26,421.  The  share  issue was
authorized by the independent members of our Board of Directors.

As at  December  31,  2009,  we owed  Mr.  Cutler  $105,558  (2008-  $31,560.67)
including accrued interest of $5,749 (2008 - $874.58).

Interest is accrued on the loan at 8%.

8. COMMITMENTS:

Capital and Operating Leases

100% of the total  outstanding  balances  on all capital  and  operating  leases
outstanding in December 2006 when we filed for Chapter 11 bankruptcy  protection
which has not been settled or statute barred as yet have been recognized in full
on the balance sheet.  We have not entered into any further capital or operating
leases since December 2006.

Litigation

No legal  proceedings  are  currently  pending or  threatened to the best of our
knowledge.

9. RELATED PARTY TRANSACTIONS\

On August 22, 2008,  we issued  25,000 of  restricted  common  stock,  valued at
$25,000,  to  a  consultant,   who  is  an  existing  shareholder  of  ours,  as
compensation for services he had provided to us.

On August 22, 2008, we issued 26,421 shares of restricted  common stock to David
Cutler, our President and a director of ours, in full settlement of the our debt
to Mr. Cutler as at June 30, 2008 of $26,421.  The share issue was authorized by
the independent members of our Board of Directors.

As at  December  31,  2009,  we owed  Mr.  Cutler  $105,558  (2008-  $31,560.67)
including accrued interest of $5,749 (2008 - $874.58).

During the  financial  year ended  December  31, 2009,  we paid $60,000  (2008 -
$60,000) of Mr. Cutler's  remuneration  to Burlingham  Corporate  Finance,  Inc.
("Burlingham")  in the form of  consulting  fees.  Mr.  Cutler is the  principal
shareholder of Burlingham.

10.  STOCKHOLDERS' DEFICIT:

Preferred Stock

We were  authorized,  without  further  action  by the  shareholders,  to  issue
10,000,000  shares of one or more  series of  preferred  stock at a par value of
$0.0001,  all of  which  is  nonvoting.  The  Board of  Directors  may,  without
shareholder   approval,   determine  the  dividend  rates,   redemption  prices,
preferences on liquidation or dissolution,  conversion rights, voting rights and
any other preferences.

No shares of preferred  stock were issued or  outstanding  during the  financial
years ended December 31, 2009 and 2008.

Common Stock

We were  authorized  to issue  100,000,000  shares  of common  stock,  par value
$0.0001 per share.

                                       34
<PAGE>

On April 29, 2008 we held our annual  meeting of  stockholders  at which meeting
the majority of  stockholders  approved,  an up to 3 for 1 reverse  split of our
shares of common stock. No such reverse split has been effected as yet.

On August 22, 2008,  we issued  75,000 of  restricted  common  stock,  valued at
$75,000,  to three consultants (25,000 shares each) as compensation for services
they had provided to us One of the  consultants  is an existing  shareholder  of
ours.  We further  issued  26,421  shares of  restricted  common  stock to David
Cutler, our President and a director of ours, in full settlement of the our debt
to Mr. Cutler as at June 30, 2008 of $26,421.

Warrants

No warrants were issued or outstanding during the financial years ended December
31, 2009 and 2008.

Stock Options

Effective  dateYear1999Day19Month3March 19, 1999, we adopted a stock option plan
(the  "Plan").  The  Plan  provides  for  grants  of  incentive  stock  options,
nonqualified  stock  options  and  restricted  stock  to  designated  employees,
officers,  directors,  advisors and independent contractors. The Plan authorized
the  issuance  of up to  75,000  shares  of Common  Stock.  Under the Plan,  the
exercise  price per share of a  non-qualified  stock  option must be equal to at
least 50% of the fair market  value of the common  stock at the grant date,  and
the exercise  price per share of an  incentive  stock option must equal the fair
market value of the common stock at the grant date.

The following table summarizes stock option activity under the Plan:

<TABLE>
<CAPTION>

                                          Under the Stock Option Plan:                  Other Grants:
                                    -------------------------------------------      --------------------
                                                  Granted to                              Granted to
                                                Non- Employees                          Non-Employees
                                             --------------------                    --------------------
<S>                                  <C>         <C>                                      <C>        <C>

                                                  Weighted                                 Weighted
                                                   Average                                 Average
                                                  Exercise                                 Exercise
                                       Shares        Price                                 Shares      Price
                                       ------     --------                                 --------    -----
Outstanding at December 31, 2007       2,000        $45.00                                    -          -
    Granted                              -            -                                       -          -
    Exercised                            -            -                                       -          -
    Canceled                             -            -                                       -          -
                                     ---------    ---------                                --------  ----------
Outstanding at December 31, 2008       2,000        $45.00                                    -          -
    Granted                              -            -                                       -          -
    Exercised                            -            -                                       -          -
    Canceled                             -            -                                       -          -
                                     ---------    ---------                                --------  ----------
Outstanding at December 31, 2009       2,000        $45.00                                    -          -
                                     =========    =========                                ========  ==========
Exercisable at December 31, 2009       2,000        $45.00                                    -          -
                                     =========    =========                                ========  ==========
Exercisable at December 31, 2008       2,000        $45.00                                    -          -
                                     =========    =========                                ========  ==========
</TABLE>




                                       35
<PAGE>



11. INCOME TAXES:

We had losses since our Inception,  and therefore were not subject to federal or
state income taxes. We have accumulated tax losses available for carryforward in
excess $17  million.  The  carryforward  is subject  to  examination  by the tax
authorities  and expires at various dates through the year 2022.  The Tax Reform
Act of 1986 contains  provisions that may limit the NOL carryforwards  available
for use in any given  year upon the  occurrence  of  certain  events,  including
significant changes in ownership interest. Consequently following the issue more
than 50% of our total  authorized  and issued share capital in September 2006 to
Mr.  Cutler,  one  of  our  directors,  our  ability  to  use  these  losses  is
substantially  restricted  by the impact of Section 382 of the Internal  Revenue
Code.

12. SEGMENT INFORMATION:

Following  the  sale of our  entire  business  and all of our  assets  effective
February 16, 2001, we consider our ongoing  business  activities to constitute a
single segment.

13. SUBSEQUENT EVENTS:

We have evaluated  subsequent  events through April 9, 2010.  There have been no
subsequent events after December 31, 2009 for which disclosure is required.
















                                       36
<PAGE>

                                   SIGNATURES

In accordance with the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this Registration Statement to be signed
on its behalf by the undersigned, thereunto duly authorized.

                                             CONCORD VENTURES, INC.


Date: April 15, 2010                      By: /s/ DAVID J. CUTLER
                                              --------------------------
                                              David J Cutler
                                              Chief Executive Officer, &
                                              Chief Financial Officer

In accordance  with the  Securities  Exchange Act of 1924,  this report has been
signed  by  the  following  persons  on  behalf  of  the  Registrant  and in the
capacities and on the dates indicated.

           SIGNATURE                  TITLE                       DATE


     /s/ David J. Cutler        Chief Executive Officer     April 15, 2010
         David  J. Cutler       &
                                Chief Financial Officer
                                (Principal Financial and
                                Accounting Officer)

     /s/ Redgie Green           Director                    April 15, 2010
         Redgie Green
















                                       37