U.S. Securities and Exchange Commission

Washington, D.C. 20549

 

Form 10-QSB

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

For the quarter ended June 30, 2007

 

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

For the transition period from to 

Commission File No. 1-32032

WANNIGAN VENTURES, INC.

(Name of Small Business Issuer in its Charter**)**
NEVADA                                        83-0375241
---------------                                                --------------------

(State or Other Jurisdiction of                        (I.R.S. Employer I.D. No.)

incorporation or organization)                                                                  

1174 Manitou Dr., PO Box 363

Fox Island, WA 98333

-----------------------------

(Address of Principle Executive Offices)

Issuer's Telephone Number: (253) 549-4336e

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

(1) Yes X     No            (2) Yes X     No                 

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

(APPLICABLE ONLY TO CORPORATE ISSUERS)

State the number of shares outstanding of each of the    Issuer's classes of common equity, as of the latest practicable date: June    30, 2007: Common Stock - 12,250,000

DOCUMENTS INCORPORATED BY REFERENCE

A description of any "Documents Incorporated by Reference" is contained    in Item 6 of this report.

Transitional Small Business Issuer Format Yes No X 

 

WANNIGAN VENTURES, INC. 

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION                                                                                                                                                                        PAGE

Item 1. Financial Statements (unaudited):                                                                                                                                                                        3

Balance Sheets                                                                                                                                                                                                                    5

Statements of Operations                                                                                                                                                                                                  6

Statements of Cash Flows                                                                                                                                                                                                 7

Notes to Financial Statements (unaudited)                                                                                                                                                                8-11 

Item 2. Management's Plan of Operations                                                                                                                                                                    12

Item 3. Controls and Procedures                                                                                                                                                                                    13

PART II. OTHER INFORMATION

Item 1. Legal Proceedings                                                                                                                                                                                               14

Item 2. Changes in Securities                                                                                                                                                                                         14

Item 3. Defaults upon Senior Securities                                                                                                                                                                       14

Item 4. Submission of Matters to a Vote of Securities Holders                                                                                                                               14

Item 5. Other Information                                                                                                                                                                                              14

Item 6. Exhibits and Reports on Form 8 - K                                                                                                                                                               15

Signatures                                                                                                                                                                                                                       15

Certifications                                                                                                                                                                                                        Attached

 

 

 

 

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

The Financial Statements of the Company required to be filed with this    10-QSB Quarterly Report were prepared by management and commence on the    following page, together with related Notes. In the opinion of management,    these Financial Statements fairly present the financial condition of the    Company, but should be read in conjunction with the Financial Statements of    the Company for the period ended December 31, 2006 previously filed in a    Form 10-KSB with the Securities and Exchange Commission.
****
 

 

 

 

 

 
***WANNIGAN VENTURES, INC.*
(A Development Stage Company)
* ***
Unaudited Financial Statements
** **
For the three and six months ended June 30, 2007

and

the period of August 15, 2003 (inception) through June 30,2007

 

 

 

 

 

 

 
**Wannigan Ventures,  Inc.

(A Development Stage  Company)

Balance Sheets

 

 
 **June 30,** **December 31,** **2007** **2006** **(unaudited)**  **ASSETS** Current assets     Cash $                              103  $                                         87                Total assets $                                103  $                                           87 **LIABILITIES AND STOCKHOLDERS' DEFICIT** Current liabilities     Accounts payable      $                           4,701  $                                    4,495     Accrued expenses -      related party (note 2) 76,914  59,706     Notes payable -      related party (note 2) 500  -                         Total current liabilities 82,115  64,201 Long-term liabilities     Note payable -      related party (note 2) -  500                     Total liabilities 82,115  64,701 Stockholders' deficit (note 3)     Common stock;      $0.001 par value; 6,250,000,000 shares               authorized; 12,250,000 shares issued and outstanding 12,250  12,250      Additional      paid-in capital (11,760)  (11,760)     Deficit      accumulated during development stage (82,502)  (65,104)                 Total stockholders' deficit (82,012)  (64,614) Total liabilities and stockholders' deficit      $                               103  $                                          87
 

 

 

 

 

 

 

 

 

 

 

See Accompanying Notes to Financial Statements.
**Wannigan Ventures,  Inc.

(A Development Stage  Company)

Statements of    Operations****(unaudited)**
 

Cumulative 
For the Three Months
For the Six Months
from Inception,
Ended June 30,
Ended June 30,
August 15, 2003**2007
2006**2007
2006
to June 30, 2007**Revenues****$ - $ -**$      -**$ -$ -**Expenses**Organizational      costs**- -**-**-490Professional fees**1,984**675**4,365**      1,875      13,741Management fees -      related party**6,000**      6,000**12,000**      12,000      66,000Other general and      administrative**952**42**1,033**84 2,271**8,936**6,717**17,398**13,959 82,502**Net loss and      deficit accumulated during development stage****$ (8,936) 
$ (6,717)** 
$ (17,398) 
$ (13,959) 
$ (82,502)**Net loss per      share****$ (0.00)**$ (0.00)**$ (0.00)**$ (0.00)**Weighted      average outstanding shares****12,250,000**12,250,000 **12,250,000**12,250,000 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See Accompanying Notes to Financial Statements.
**Wannigan Ventures,Inc.

(A Development StageCompany)

Statements of CashFlows****(unaudited)

 ** ** 
 
Period from
August 15, 2003
(inception)
For the Six Months Ended
through
June 30,
June 30,**2007
2006
2007**Cash flows from      operating activities**  Net loss      and accumulated deficit**$****(17,398)**$(13,959)$(82,502)  Changes in      operating assets and liabilities:  Increase in      accounts payable**206**1,600 4,701   Increase in      accrued expenses - related party**17,208**12,275 76,914           Total cash flows provided by (used in) operating activities**16**(84)(887)**Cash flows from      financing activities****-**--**Cash flows from      financing activities**Proceeds from      notes payable - related party**-**- 500 Common stock      issued for cash**-**- 490 Total cash flows      provided by financing activities**-**- 990 Net change in cash      **16**(84)103 Beginning cash      balance**87**97 - Ending cash      balance**$****103**$13 $103 **Supplementary      Disclosure Of Cash Flow Information**Cash paid for:Interest**$****-**$- $- Income taxes**$****-**$- $- ****
 
** **
See Accompanying Notes to Financial Statements.
**Wannigan      Ventures, Inc.

(A Development      Stage Company)

Notes to      Financial Statements

For the Six      Months Ended June 30, 2007, and the 

Period from      August 15, 2003 (inception) through June 30, 2007

(unaudited)**
1.**Organization and Summary of Significant Accounting Policies**
This summary of significant accounting policies of Wannigan  Ventures, Inc. (a development stage company) (the Company) is presented to  assist in understanding the Company's financial statements. These accounting  policies conform to accounting principles generally accepted in the United  States of America and have been consistently applied in the preparation of the  accompanying financial statements. The Company has not realized revenues from  its planned principal business purpose and, accordingly, is considered to be  in its development stage.
**Business activity**
Wannigan Ventures, Inc. (the Company) is a Nevada  corporation located in Las Vegas, Nevada. The Company was organized on August  15, 2003 to function as a holding company for making business acquisitions in  various industries and providing business development services for those  entities. The Company has elected a fiscal year end of December 31.
**Income taxes**
The Company recognizes the tax effects of transactions in  the year in which such transactions enter into the determination of net  income, regardless of when reported for tax purposes. Deferred taxes are  provided in the financial statements under Financial Accounting Standards  Board Statement No. 109 to give effect to the resulting temporary differences  which may arise from differences in the bases of fixed assets, depreciation  methods, allowances, and start-up costs based on the income taxes expected to  be payable in future years. Minimal development stage deferred tax assets  arising as a result of net operating loss carryforwards have been offset  completely by a valuation allowance due to the uncertainty of their  utilization in future periods. Operating loss carryforwards generated during  the period from August 15, 2003 (date of inception) through June 30, 2007 of  approximately $82,502 will begin to expire in 2023. Accordingly, deferred tax  assets of approximately $29,000 were offset by the valuation allowance, which  increased by approximately $6,000 and $4,900 during the six months ended June  30, 2007 and 2006, respectively.
**Estimates**
Preparation of financial statements in accordance with accounting  principles generally accepted in the United States of America requires the use  of estimates. Actual amounts may differ from those reported.
**Cash and Cash Equivalents**
For the purpose of the statements of cash flows, the  Company considers all highly liquid debt instruments purchased with a maturity  of three months or less to be cash equivalents. The Company had $103 and $87  in cash or cash equivalents at June 30, 2007 and December 31, 2006,  respectively.
**Earnings Per Share**
The Company adopted Statement of Financial Accounting  Standards No. 128 (SFAS No. 128), *"Earnings per Share,"* which is  effective for annual periods ending after December 15, 1997. Earnings per  share (EPS) are computed based on the weighted average number of shares  actually outstanding. The Company's convertible debt (Note 2) is a potentially  dilutive security, but does not impact the computation of fully diluted EPS  because its effect would be antidilutive. Accordingly, basic earnings per  share and fully diluted earnings per share are the same.
****
 
**Wannigan Ventures,  Inc.

(A Development Stage  Company)

Notes to Financial  Statements

For the Six      Months Ended June 30, 2007, and the 

Period from August  15, 2003 (inception) through June 30, 2007

(unaudited)**
1.**Organization and Summary of Significant Accounting Policies (Cont'd)
Recently Issued Accounting Pronouncements**
In September 2006, the FASB issued SFAS No. 158, *"Employers' Accounting for Defined Benefit Pension and Other Postretirement  Plans - an amendment of FASB Statements No. 87, 88, 106, and 132(R)."* This  statement improves financial reporting by requiring an employer to recognize  the overfunded or underfunded status of a defined benefit postretirement plan  (other than a multiemployer plan) as an asset or liability in its statement of  financial position and to recognize changes in that funded status in the year  in which the changes occur through comprehensive income of a business entity  or changes in unrestricted net assets of a not-for-profit organization.  Employers with publicly traded equity securities are required to initially  recognize the funded status of a defined benefit postretirement plan and  provide required disclosures as of the end of the fiscal year ending December  15, 2006.

In September 2006, the FASB issued SFAS No. 157,*"Fair  Value Measurements."*This statement defines fair value, establishes a  framework for measuring fair value in generally accepted accounting principles  (GAAP), and expands disclosures about fair value measurements. This statement  is effective for financial statements issued for fiscal years beginning after  November 15, 2007. 

In March 2006, the FASB issued SFAS No. 156, *"Accounting  for Servicing of Financial Assets - an amendment of FASB Statement No. 140."*  This statement amends SFAS No. 140, *"Accounting for Transfers and Servicing  of Financial Assets and Extinguishments of Liabilities,"* with respect to  the accounting for separately recognized servicing assets and servicing  liabilities." This statement is effective as of the beginning of its first  fiscal year beginning after September 15, 2006.

In February 2006, the FASB issued SFAS No. 155*,  "Accounting for Certain Hybrid Financial Instruments - an amendment of FASB  Statements No. 133 and 140."* This statement amends SFAS No. 133, *"Accounting for Derivative Instruments and Hedging Activities,"* and No.  140, *"Accounting for Transfers and Servicing of Financial Assets and  Extinguishments of Liabilities."*This statement resolves issues addressed  in SFAS No. 133 Implementation Issue No. D1, *"Application of Statement 133  to Beneficial Interest in Securitized Financial Assets."* This statement is  effective for all financial instruments acquired or issued after the beginning  of an entity's first fiscal year beginning after September 15, 2006.

In May 2005, the FASB issued SFAS No. 154, *"Accounting  Changes and Error Corrections, a replacement of APB Opinion No. 20 and FASB  Statement No. 3."* This statement changes the requirements for the  accounting for and reporting of a change in accounting principle. Previously,  Opinion 20 required that most voluntary changes in accounting principle be  recognized by including in net income of the period of change the cumulative  effect of changing to a new principle. This statement requires retrospective  application to prior periods' financial statements of changes in accounting  principle, when practicable. 

In December 2004, the FASB issued SFAS No. 153, *"Exchanges of Nonmonetary Assets-an amendment of APB Opinion No. 29."* This  statement amends Opinion 29 to eliminate the exception for nonmonetary  exchanges of similar productive assets and replaces it with a general  exception for exchanges of nonmonetary assets that do not have commercial  substance. This statement is effective as of the beginning of the first  interim or annual reporting period that begins after December 15, 2005.
** **
 
** 

 

Wannigan Ventures,  Inc.

(A Development Stage  Company)

Notes to Financial  Statements

For the Six      Months Ended June 30, 2007, and the 

Period from August  15, 2003 (inception) through June 30, 2007

(unaudited)

Organization and Summary of Significant Accounting Policies (Cont'd)

Recently Issued Accounting Pronouncements (Cont'd)**
In December 2004, the FASB issued Financial Accounting  Standards No. 123 (revised 2004) (SFAS 123R), *"Share-Based Payment."*  SFAS 123R replaces SFAS No. 123, "Accounting for Stock-Based Compensation,"  and supersedes APB Opinion No. 25, *"Accounting for Stock Issued to  Employees*." SFAS 123R requires compensation expense, measured as the fair  value at the grant date, related to share-based payment transactions to be  recognized in the financial statements over the period that an employee  provides service in exchange for the award. SFAS 123R is effective January 1,  2006. 

None of the above new pronouncements has current  application to the Company, but may be applicable to the Company's future  financial reporting.
**Related Party Transactions

Convertible Note Payable**
On November 17, 2003, the Company entered into a $500  non-interest bearing note payable with Wannigan Capital Corp., repayment of  which was originally due January 1, 2005 but has been extended by Wannigan  Capital Corp. to January 1, 2008. Wannigan Capital Corp. retains the option to  convert this loan to 500,000 shares at $.001 per share, the fair market value  of which is negligible at June 30, 2007. Because of the negligible benefit of  converting the debt to shares at the conversion price of $.001, (which  management has determined will approximate the actual current fair value of  the Company's shares) no beneficial conversion feature has been recorded. No  principal payments have been made on the note, and interest has not been  imputed due to the insignificant impact on the financial statements. The funds  were used to pay audit fees and maintain a Company bank account.
**Accrued Expenses**
At June 30, 2007, the Company owed its shareholders  $76,914. Funds totaling $10,914 were used to pay for audit and accounting fees  and other general and administrative expenses, while the remaining $66,000 is  an accrual for consulting expense incurred with Wannigan Capital Corp. as  explained below. The accruals bear no interest and will be paid back once the  Company establishes profitable operations.
**Consulting Agreement**
The Company entered into a consulting agreement with  Wannigan Capital Corp. for the period of one year commencing October 1, 2004.  The agreement was automatically renewed at the end of the initial term, and  will continue to be renewed indefinitely for one-year periods until terminated  by either party. Wannigan Capital Corp. acts as the office manager and  management consultant for the Company, and is compensated $2,000 per month,  plus reasonable out-of-pocket expenses. At June 30, 2007, the Company had  incurred 33 months of consulting expense totaling $66,000. The fees have not  been paid to Wannigan Capital Corp. and are included in the notes payable  balance of $76,914 as explained in the previous paragraph.
**Other**
The Company's President has been providing a mailing  address to the Company without charge since inception. This service has been  determined by the Company to have only nominal value and is not reflected in  the financial statements. 

 
**Wannigan Ventures,  Inc.

(A Development Stage  Company)

Notes to Financial  Statements

For the Six      Months Ended June 30, 2007 and the 

Period from August  15, 2003 (inception) through June 30, 2007

(unaudited)

Stockholders' Deficit**
Upon inception, the Company issued 49,000 shares of its unrestricted common  stock at $.01 per share for total cash of $490. The proceeds were used to pay  for incorporation and filing fees.

On February 27, 2007, the Board of Directors approved a 250:1 forward stock  split and an increase in the Company's authorized common shares from  25,000,000 to 6,250,000,000 shares. The stock split resulted in 12,250,000  shares issued and outstanding at June 30, 2007 and December 31, 2006. Common  stock par value remains at $.001, resulting in total par value of $12,250 and  a paid-in capital deficit of ($11,760) at June 30, 2007 and December 31, 2006.

On February 27, 2007, the Board of Directors approved the distribution of  up to 11,805,374 shares of the total issued and outstanding shares held by its  parent company (the Parent) to the Parent's shareholders of record on March 1,  2007 as a dividend. 
**Going Concern**
The accompanying financial statements have been prepared in  conformity with accounting principles generally accepted in the United States  of America, which contemplate continuation of the Company as a going concern.  However, the Company has incurred losses since its inception and has not yet  been successful in establishing profitable operations. These factors raise  substantial doubt about the ability of the Company to continue as a going  concern. Unanticipated costs and expenses or the inability to generate  revenues could require additional financing, which would be sought through  bank borrowings, equity or debt financing, or asset sales. To the extent  financing is not available, the Company may not be able to, or may be delayed  in, developing its services and meeting its obligations. The Company will  continue to evaluate its projected expenditures relative to its available cash  and to evaluate additional means of financing in order to satisfy its working  capital and other cash requirements. The accompanying financial statements do  not reflect any adjustments that might result from the outcome of these  uncertainties.
**Subsequent Events**
On July 11, 2007, the Company entered into an agreement to purchase a  Nevada based corporation, PC 9-1-1, Inc. The purchase price will be the  issuance of 16,270,000 common shares, however, the purchase will not be  completed or said shares issued until the completion of an audit by PC 9-1-1-  Inc. Upon completion of the purchase, Wannigan Ventures will change its name  to PC 9-1-1 Inc.

 

 

 

Item 2. Management's Discussion and Analysis or Plan of Operation.

On July 11, 2007, the Company entered into an agreement to purchase a    Nevada based corporation, PC 9-1-1, Inc. The purchase price will be the    issuance of 16,270,000 common shares, however, the purchase will not be    completed or said shares issued until the completion of an audit by PC    9-1-1, Inc. Upon completion of the purchase, Wannigan Ventures will change    its name to PC 9-1-1, Inc.

On July 12, 2007, the Board of Directors was increased to four persons    and Chad Stone and Steven Pickett, both of Las Vegas, Nevada, and Kenneth B.    Liebscher of Washington State were asked to join the Board.

The Board further resolved that Kevin Murphy would serve    as Chairman of the Board, Chad Stone would serve as President and CEO of the    Company, Steven Pickett would serve as Treasurer/CFO and that Kenneth    Liebscher would serve as Secretary.

PC 9-1-1, Inc. is a Nevada corporation that resulted from the merger of    PC 9-1-1, Inc. with Stonecomm, LLC dba PC911. Stonecomm, LLC was a Limited    Liability Corporation doing business in Las Vegas, Nevada since February    2006 as a mobile computer installation and repair business. PC 9-1-1, Inc.    will continue with this business venture in Las Vegas, Nevada with future    possibilities of expanding to other cities in North America. The current    business plan has been to purchase used paramedic ambulances and refit them    to carry PC computer repair supplies and to provide home service to    customers with difficulties in maintaining, installing and servicing their    home and business computers. 

In order to reduce pollution and fuel costs, the service vehicles have    been retro-fitted to use vegetable oil as fuel. This has resulted in a    substantial fuel saving which recovered the cost of the conversions in 12    tanks of gas and contributed to a "green solution." 

In Las Vegas, the Company currently serves a market that is approximately    60% small-medium business customers and 40% residential. July 2007 gross    sales were over $52,000, with a margin of just over 26%. Small-Medium    businesses have shown a very positive response to this model as it gives    them an Information Technology (IT) department at a fraction of the monthly    costs of an IT employee.

Current plans are for the Company to expand with two offices in Phoenix,    Arizona and two in Dallas, Texas. These will require $250,000 start-up costs    each for a total of a $1,000,000 investment. The Company will not have    sufficient funds to undertake any significant development, marketing, and    manufacturing of this expansion at this time. Accordingly, it will need to    seek debt or equity financing or obtain funding from third parties, in    exchange for which Wannigan would probably be required to dilute    shareholders' positions in the Company. There is no assurance that the    Company will be able either to obtain additional financing or to interest    third parties in providing funding for the further development, marketing    and expansion of the Company's business plan.

There has been no business activity during the three-month period ending    June 30, 2007, nor from August 15, 2003 (inception) through June 30, 2007,    other than incidental expenses, which have been accrued or paid for by    Wannigan Capital Corp. 

The Company has not yet determined if it will need to purchase equipment    or hire additional employees during the upcoming twelve months. These    decisions will be based on effects of the acquisition of PC 9-1-1, Inc.

The name, age, and positions of the directors, officers, and significant    employees of the Company are set forth below. Each director and officer    shall serve for a term ending on the date of the third Annual Meeting.

Kevin Murphy. Chairman 

Mr. Murphy, age 61, is an international consultant, with many years of    executive management experience in corporate reorganization, finance,    administration and new business development. He serves on the Board of    Directors of several public companies listed on various US stock exchanges.    Mr. Murphy serves as President and CEO of Wannigan Capital Corp. (WGAN-pinks).    Mr. Murphy also serves as President and CEO and Chairman of the Board of    Directors of Greenleaf Forum International, Inc., a private investment    banking firm. Mr. Murphy became CEO and Chairman of the Board of Absolute    Future.Com, Inc. on August 15, 2001. He applied for reorganization for    Absolute Future.Com through the Federal Bankruptcy Courts January 31, 2002.    Mr. Murphy filed Bankruptcy in June of 2001. He is Chairman of the Board and    Chief Executive Officer of Lyon Capital Ventures, Inc; and is also CEO and    President of a private company, OFG Oil and Gas, in the American oil    industry. Mr. Murphy is an alumnus of The University of California (UCLA),    Los Angeles School of Economics and the California State University (CSULA)    at Los Angeles's School of Business, and is an Alumni of Sigma Alpha    Epsilon. Mr. Murphy is married and has 2 children and 5 grandchildren.

 

Chad Stone, President and CEO 

Chad Stone, age 32, is a 15 year veteran of the Information Technology    (IT) services/Retail Computer industries. Chad started his career working    for MGC Communications (now Mpower Communications). Chad then served as CIO    (Chief Information Officer) of Hague Quality Water Corp.

In 2001, Chad served as IT officer of Idacomm, Inc., the    Internet/Communications division of Idaho Power. Chad then joined Silver    State Helicopters, LLC in Las Vegas, Nevada as CIO and contributed to its    growth from a 2 location Nevada based company to a company with 22 locations    in 8 states in his three year tenure at the company. The year of Chad's    departure, Silver State Helicopters was #12 on The INC list of the 500    fastest growing companies. Chad Stone then formed Stonecomm, LLC. Dba PC911.

Steven Pickett, CFO 

Steve Pickett, age 48, is a Certified Public Accountant with over 25    years of experience. He currently is the CFO of Silver State Helicopters,    LLC, the largest Helicopter Training Company in the world which was ranked    #12 in the INC 500, as one of the fastest growing companies in the United    States. He was a Tax Partner, the CFO of Allwest Systems, Inc., a national    specialty construction company, the CFO of Alliance Leasing, Inc., a    Commercial Leasing company, and the CFO of Nuvo Medispa, LLC., a national    medi-spa company. In addition, he has been involved in the acquisition and    sales of over 50 companies and managed a multi-million dollar asset    portfolio. Mr. Pickett is currently also a member of the Executive Committee    of Silver State Helicopters of Las Vegas, Nevada.

Steve has an MBA (Honors) from Regis University- Denver Campus, and a    Bachelor of Science in Accounting from the University of Northern Colorado.     He is currently a member of the American Institute of CPA's, the Colorado    Society of CPA's and the Nevada Society of CPA's.  He is past President    of the Northern Chapter of CPA's and President of the Boulder Colorado Lions    Club.

Ken Liebscher, Secretary

Ken Liebscher is a 64 year-old international businessman with 36 years of    securities and executive management experience. Mr. Liebscher is a graduate    of St. George's School, Vancouver, B.C. and also attended the University of    British Columbia.

In 22 years with the world's largest dental products manufacturer,    Dentsply International Inc., Mr. Liebscher held several positions    culminating as the Manager of their West Coast Division, headquartered in    San Francisco, California. Mr. Liebscher was recruited by a major    Europe-based competitor, Ivoclar Liechtenstein, to lead their entry into the    North American market and, within two years, became Executive Vice President    of Sales and Marketing and helped expand this company's sales to    $300,000,000 US before retiring.

Mr. Liebscher became a director of a publicly held company called E.T.C.    Industries Ltd. in 1992 and became President of its wholly owned subsidiary,    THE ELECTRIC CAR COMPANY, and, in 1994, led a team that developed the MI-6    prototype electric car from the ground up.

Mr. Liebscher serves on the Board of Directors of Belmont Resources Inc.,    listed on the TSX Venture Exchange, and UTEC Inc, listed on the Pinks.

Item 3. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this report,    Wannigan carried out an evaluation of the effectiveness of the Company's    disclosure controls and procedures (as defined by Rule 13-15(e) under the    Securities Exchange Act of 1934) under the supervision and with the    participation of Wannigan's Chief Executive Officer and Chief Financial    Officer. Based on and as of the date of such evaluation, the aforementioned    officers have concluded that Wannigan's disclosure controls and procedures    were effective.

Wannigan also maintains a system of internal accounting    controls that is designed to provide assurance that assets are safeguarded    and that transactions are executed in accordance with management's    authorization and properly recorded. This system is continually reviewed and    is augmented by written policies and procedures, the careful selection and    training of qualified personnel and an internal audit program to monitor its    effectiveness. 

Changes in Internal Controls

There were no significant changes in Wannigan's internal controls or in    other factors that could significantly affect these controls as of the end    of the period covered by the report and up to the filing date of this    Quarterly Report on Form 10-QSB. There were no significant deficiencies or    material weaknesses, and therefore there were no corrective actions taken.    It should be noted that any system of controls, however well designed and    operated, can provide only reasonable, and not absolute, assurance that the    objectives of the system are met. In addition, the design of any control    system is based in part upon certain assumptions about the likelihood of    future events. Because of these and other inherent limitations of control    systems, there can be no assurance that any design will succeed in achieving    its stated goals under all potential future conditions, regardless of how    remote.

PART II - OTHER INFORMATION 

Item 1. Legal Proceedings.

None

Item.2. Changes in Securities and Use of Proceeds.

On August 15, 2003, 49,000 shares were issued to Wannigan    Capital Corp. under Rule 4(2). On February 27, 2007, the Company's Board of    Directors authorized a forward split of the common shares outstanding on a    basis of 250:1, resulting in 12,500,000 common shares issued and    outstanding. The Company also approved, by means of a dividend by Wannigan    Capital Corp. to its shareholders, the distribution of up to 11,805,374    shares of Wannigan Ventures, Inc. to the shareholders of record of Wannigan    Capital Corp. as of March 1, 2007 on a one for one basis. There are no    preferred shares issued. The issuance of 16,270,000 common shares of the    Company has been approved contingent on the Company's approval of the    audited financial statements of PC 9-1-1, Inc.

 

Item 3. Defaults Upon Senior Securities. 

None;

Item 4. Submission of Matters to a Vote of Security Holders. 

None

Item 5. Other Information. 

On July 11, 2007 the Company entered into an agreement to purchase a    Nevada based corporation, PC 9-1-1, Inc. The purchase price will be the    issuance of 16,270,000 common shares, however, the purchase will not be    completed or said shares issued until the completion of an audit by PC    9-1-1, Inc. Upon completion of the purchase, Wannigan Ventures will change    its name to PC 9-1-1, Inc.

On July 12, 2007, the Board of Directors was increased to four persons    and Chad Stone and Steven Pickett, both of Las Vegas, Nevada, and Kenneth B.    Liebscher of Washington State were asked to join the Board.

The Board further resolved that Kevin Murphy would serve    as Chairman of the Board, Chad Stone would serve as President and CEO of the    Company, Steven Pickett would serve as Treasurer/CFO and that Kenneth    Liebscher would serve as Secretary.

Wannigan's common stock is not traded on any exchange or OTC market.    Management has not undertaken any discussions, preliminary or otherwise,    with any prospective market maker concerning the participation of such    market maker in the after-market for Wannigan's securities. However,    management does intend to initiate such discussions at such time as Wannigan    has consummated the acquisition of PC 9-1-1, Inc. There is no assurance that    a trading market will ever develop or, if such a market does develop, that    it will continue. 

Item 6. Exhibits and Reports on Form 8-K. 

(a) Exhibits

The following exhibits are filed herewith:

31.1 Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the    Securities Exchange Act of 1934, as amended. 

32.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted    pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

Reports on Form 8-K.

On May 8, 2007, the Company filed a Form 8-K regarding the 250:1 forward    split of its common shares.

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the    Registrant has duly caused this Report to be signed on its behalf by the    undersigned thereunto duly authorized. 
**WANNIGAN VENTURES INC.**
Date: 8/14/07                                                                                        By: /s/ Chad Stone

                                                                                                             President, CEO, and Director******************