U.S.
SECURITIES AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549








FORM
10-Q









(Mark
One)


x
            QUARTERLY
      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934:
      For the quarterly period ended: November 30,
      2009




o
            TRANSITION
      REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT: For the transition
      period from    to




INTERNATIONAL DEVELOPMENT
AND ENVIRONMENTAL HOLDINGS


(Name of
small business issuer in its charter)





NEVADA
                
                32-0237237(State
      or other jurisdiction
                
                (I.R.S.
      employerof
      incorporation or organization)
                
                identification
      number)





1701 E. Woodfield Rd. Suite
915, Schaumburg, IL 60173


(Address
of principal executive offices and zip code)




800-884-1189


Issuer's
telephone number:




SEC
File Number: 333-153899




Check
whether the issuer (1) 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 issuer was required to file such reports), and
(2) has been subject to such filing requirements for the past 90
days.


x
Yes   ̈ No




Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting
company.




Large
      accelerated filer
            o
            
            Accelerated
      filer
             ̈Non-accelerated
      filer
            o
            
            Smaller
      reporting company
            x(Do
      not check if a smaller reporting company)




Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).  o
Yes xNo




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: 35,480,000 shares of common stock outstanding
as of November 30, 2009.





INDEX




PagePART
      I   FINANCIAL INFORMATIONItem
      1.
                Financial Statements
                3Item
      2.
                Management's Discussion and Analysis of Financial Condition
      and Results of Operations
                19Item
      3.
                Quantitative and Qualitative Disclosures About Market
      Risk
                20Item
      4.
                Controls and Procedures
                20PART
      II  OTHER INFORMATIONItem
      1.
                Legal Proceedings
                21Item
      1A.
                Risk Factors
                21Item
      2.
                Changes in Securities
                21Item
      3.
                Defaults Upon Senior Securities
                21Item
      4.
                Submission of Matters to a Vote of Security
      Holders
                21Item
      5.
                Other Information
                21Item
      6.
                Exhibits
                22




2




PART
I-FINANCIAL INFORMATION




Item 1. Financial Statements





INTERNATIONAL
DEVELOPMENT AND ENVIRONMENTAL HOLDINGS





(A
Development Stage Company)





Financial
Statements




(Unaudited)





As
of November 30, 2009 and 2008,




And
Cumulative from February 28, 2008 (Inception) to November 30,
2009


3




Table
of Contents




Balance
      Sheets
              5Statement
      of Operation
              6Statement
      of Stockholders’ Equity
              7Statement
      of Cash Flows
              8Notes
      to Financial Statements
              9


4





INTERNATIONAL DEVELOPMENT
AND ENVIRONMENTAL HOLDINGS


(A
Development Stage Company)


BALANCE
SHEET




November 30,
                        
                        
                        February 28,2009
                        
                        
                        2009UnauditedASSETSCurrent
      assets:Cash
      and cash equivalents
                        
                        $
                        23,068
                        
                        
                        $
                        (406
                        )Account
      Receivable
                        
                        
                        -
                        
                        
                        
                        -Prepaid
      expense
                        
                        
                        -
                        
                        
                        
                        -Total
      Current Assets
                        
                        $
                        23,068
                        
                        
                        $
                        (406
                        )Property,
      plant and equipment, net
                        
                        $
                        2,144
                        
                        
                        $
                        3,248Other
      assets:Loan
      to officers
                        
                        
                        -
                        
                        
                        
                        1,910Total
      Other Assets
                        
                        $
                        -
                        
                        
                        $
                        1,910TOTAL
      ASSETS
                        
                        $
                        25,212
                        
                        
                        $
                        4,752LIABILITIES
      & EQUITYCurrent
      liabilities:Loan
      from officer
                        
                        $
                        22,146
                        
                        
                        $
                        69,758Account
      payable
                        
                        
                        271,354
                        
                        
                        
                        155,085Credit
      card payable
                        
                        
                        2,294
                        
                        
                        
                        7,174Accrued
      compensation
                        
                        
                        114,075
                        
                        
                        
                        70,625Loans
      from private lenders
                        
                        
                        101,896
                        
                        
                        
                        -Deferred
      revenue
                        
                        
                        7,230
                        
                        
                        
                        7,730Total
      Current Liabilities
                        
                        $
                        518,995
                        
                        
                        $
                        310,372Stockholders'
      Equity:Preferred
      stock, $0.001 par value; 25,000,000 shares authorized; no shares issued
      and outstanding
                        
                        
                        -
                        
                        
                        
                        -Common
      stock, $0.001 par value; 100,000,000 shares authorized; 35,480,000 issued
      and outstanding at November 30, 2009
                        
                        $
                        35,480
                        
                        
                        $
                        35,480Paid-in
      capital
                        
                        
                        322,270
                        
                        
                        
                        266,020Deficit
      accumulated during the development stage
                        
                        
                        (851,533
                        )
                        
                        
                        (607,120
                        )Total
      stockholders' equity
                        
                        $
                        (493,783
                        )
                        
                        $
                        (305,620
                        )TOTAL
      LIABILITIES & EQUITY
                        
                        $
                        25,212
                        
                        
                        $
                        4,752




5


INTERNATIONAL DEVELOPMENT
AND ENVIRONMENTAL HOLDINGS





STATEMENT OF
OPERATIONS





(A Development Stage
Company)





Nine Months Ended
                                
                                
                                Three Months Ended
                                
                                
                                February 28, 200830-Nov
                                
                                
                                30-Nov
                                
                                
                                (Date of Inception)2009
                                
                                
                                2008
                                
                                
                                2009
                                
                                
                                2008
                                
                                
                                to November 30,
                                  2009Unaudited
                                
                                
                                
                                
                                
                                Unaudited
                                
                                
                                
                                
                                
                                UnauditedRevenues:
                                
                                $
                                45,525
                                
                                
                                $
                                
                                
                                
                                $
                                -
                                
                                
                                $
                                
                                
                                
                                $
                                45,525Cost
      of Goods Sold
                                
                                
                                10,617
                                
                                
                                
                                19,614
                                
                                
                                
                                -
                                
                                
                                
                                19,614
                                
                                
                                
                                160,310Gross
      Profit
                                
                                $
                                34,908
                                
                                
                                $
                                (19,614
                                )
                                
                                $
                                -
                                
                                
                                $
                                (19,614
                                )
                                
                                $
                                (114,785
                                )Operating
      expenses:Research
      and development
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -Professional,
      consulting and marketing fees
                                
                                
                                79,460
                                
                                
                                
                                325,237
                                
                                
                                
                                64,770
                                
                                
                                
                                52,295
                                
                                
                                
                                316,651Selling,
      general and administrative expenses
                                
                                
                                198,957
                                
                                
                                
                                50,850
                                
                                
                                
                                97,439
                                
                                
                                
                                19,340
                                
                                
                                
                                418,128Depreciation
      and amortization expenses
                                
                                
                                1,104
                                
                                
                                
                                -
                                
                                
                                
                                368
                                
                                
                                
                                -
                                
                                
                                
                                2,269Total
      Operating Expenses
                                
                                $
                                279,521
                                
                                
                                $
                                376,087
                                
                                
                                $
                                162,577
                                
                                
                                $
                                71,635
                                
                                
                                $
                                737,048Operating
      Income( Loss)
                                
                                
                                (244,613
                                )
                                
                                
                                (395,701
                                )
                                
                                
                                (162,577
                                )
                                
                                
                                (91,249
                                )
                                
                                
                                (851,833
                                )Investment
      income, net
                                
                                
                                200
                                
                                
                                
                                100
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                300Interest
      Expense, net
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -Income(Loss)
      before taxes
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -Income(Loss)
      tax expense
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                -Net
      Income(Loss)
                                
                                $
                                (244,413
                                )
                                
                                $
                                (395,601
                                )
                                
                                $
                                (162,577
                                )
                                
                                $
                                (91,249
                                )
                                
                                $
                                (851,533
                                )Net
      Income(Loss) per common share-Basic
                                
                                $
                                (0.00
                                )
                                
                                $
                                (0.00
                                )
                                
                                $
                                (0.00
                                )
                                
                                $
                                (0.00
                                )
                                
                                $
                                (0.02
                                )Net
      Income(Loss) per common share-Diluted
                                
                                $
                                (0.00
                                )
                                
                                $
                                (0.00
                                )
                                
                                $
                                (0.00
                                )
                                
                                $
                                (0.00
                                )
                                
                                $
                                (0.02
                                )




6


INTERNATIONAL DEVELOPMENT
AND ENVIRONMENTAL HOLDINGS


(A Development Stage
Company)


STATEMENT OF STOCKHOLDERS
EQUITY


FOR THE PERIOD ENDED
NOVEMBER 30, 2009




DeficitAccumulatedAdditional
                
                
                During the
                
                
                TotalCommon Stock
                
                
                Paid-in
                
                
                Development
                
                
                Stockholders'Shares
                
                
                Amount
                
                
                Capital
                
                
                Stage
                
                
                EquityFebruary
      28 , 2008
                
                
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -Issued
      common stocks to founder for cash and subscriptions receivable on
      2/28/08
                
                
                50,000,000
                
                
                
                50,000
                
                
                
                -
                
                
                
                -
                
                
                
                50,000Issued
      common stocks to Williams for services rendered on 2/28/08
                
                
                2,000,000
                
                
                
                2,000
                
                
                
                -
                
                
                
                -
                
                
                
                2,000Net
      loss for the period ended February 29, 2008
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (6,534
                )
                
                
                (6,534
                )Balance,
      February 29 , 2008
                
                
                52,000,000
                
                
                $
                52,000
                
                
                $
                -
                
                
                $
                (6,534
                )
                
                $
                45,466Issued
      common stocks for compensation expense @0.05 per share on
      3/21/08
                
                
                100,000
                
                
                
                100
                
                
                
                4,900
                
                
                
                -
                
                
                
                5,000Issued
      common stocks for cash @0.05 per share
                
                
                150,000
                
                
                
                150
                
                
                
                7,350
                
                
                
                -
                
                
                
                7,500Issued
      common stocks for services rendered @0.05 per share
                
                
                3,240,000
                
                
                
                3,240
                
                
                
                158,760
                
                
                
                -
                
                
                
                162,000Cancellation
      of shares by founder for no consideration
                
                
                (20,010,000
                )
                
                
                (20,010
                )
                
                
                20,010
                
                
                
                -
                
                
                
                -Contributed
      capital
                
                
                -
                
                
                
                -
                
                
                
                75,000
                
                
                
                -
                
                
                
                75,000Net
      Loss for the period ended February 28, 2009
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (600,586
                )
                
                
                (600,586
                )Balance,
      February 28, 2009
                
                
                35,480,000
                
                
                $
                35,480
                
                
                $
                266,020
                
                
                $
                (607,120
                )
                
                $
                (305,620
                )Contributed
      capital
                
                
                -
                
                
                
                -
                
                
                
                56,250
                
                
                
                -
                
                
                
                56,250Net
      Loss for the period ended November 30, 2009
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (244,413
                )
                
                
                (244,413
                )Balance,
      November 30, 2009
                
                
                35,480,000
                
                
                $
                35,480
                
                
                $
                322,270
                
                
                $
                (851,533
                )
                
                $
                (493,783
                )




7




INTERNATIONAL
DEVELOPMENT AND ENVIRONMENTAL HOLDINGS


(A
Development Stage Company)


STATEMENT
OF CASH FLOWS




Cumulative fromNine Months Ended
                    
                    
                    Three Months Ended
                    
                    
                    February 28, 2008November 30
                    
                    
                    November 30
                    
                    
                    (Date of Inception)2009
                    
                    
                    2008
                    
                    
                    2009
                    
                    
                    2008
                    
                    
                    to November 30,2009Unaudited
                    
                    
                    
                    
                    
                    Unaudited
                    
                    
                    
                    
                    
                    UnauditedOperating Activities:Net
      Loss
                    
                    $
                    (244,413
                    )
                    
                    $
                    (395,637
                    )
                    
                    $
                    (162,577
                    )
                    
                    $
                    (91,249
                    )
                    
                    $
                    (851,533
                    )Adjustments
      to reconcile net income to net cash provided by Operating
      activities:Depreciation
                    
                    
                    1,104
                    
                    
                    
                    797
                    
                    
                    
                    368
                    
                    
                    
                    368
                    
                    
                    
                    2,269Non-cash
      portion of share based legal fee expense
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    2,000Non-cash
      portion of share based compensation expense
                    
                    
                    -
                    
                    
                    
                    5,000
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    5,000Non-cash
      portion of share based consulting expense
                    
                    
                    -
                    
                    
                    
                    162,000
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    162,000Non-cash
      issuances of President's contributed capital
                    
                    
                    56,250
                    
                    
                    
                    56,250
                    
                    
                    
                    18,750
                    
                    
                    
                    -
                    
                    
                    
                    131,250Write
      off of offering costs
                    
                    
                    -
                    
                    
                    
                    20,199
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    20,199Prepaid
      expense
                    
                    
                    -
                    
                    
                    
                    (6,400
                    )
                    
                    
                    -
                    
                    
                    
                    -Loans
      to officer
                    
                    
                    (46,943
                    )
                    
                    
                    -
                    
                    
                    
                    (3,913
                    )
                    
                    
                    -
                    
                    
                    
                    (48,854
                    )Increase
      (Decrease)  in accrued compensation
                    
                    
                    43,450
                    
                    
                    
                    51,875
                    
                    
                    
                    5,950
                    
                    
                    
                    18,750
                    
                    
                    
                    114,075Increase
      (Decrease) in accounts payable
                    
                    
                    116,269
                    
                    
                    
                    32,912
                    
                    
                    
                    84,493
                    
                    
                    
                    19,201
                    
                    
                    
                    268,113Increase
      (Decrease) in credit card payable
                    
                    
                    (4,881
                    )
                    
                    
                    -
                    
                    
                    
                    
                    
                    
                    
                    -
                    
                    
                    
                    2,289Increase(Decrease)
      in deferred revenue
                    
                    
                    (500
                    )
                    
                    
                    7,730
                    
                    
                    
                    
                    
                    
                    
                    7,730
                    
                    
                    
                    7,230Net
      cash provided by operating activities
                    
                    $
                    (79,664
                    )
                    
                    $
                    (65,274
                    )
                    
                    $
                    (56,929
                    )
                    
                    $
                    (45,200
                    )
                    
                    $
                    (185,962
                    )Investing
      Activities:Property,
      plant and equipment
                    
                    
                    -
                    
                    
                    
                    (4,413
                    )
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    (4,413
                    )Net
      cash provided by investing activities
                    
                    $
                    -
                    
                    
                    $
                    (4,413
                    )
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    (4,413
                    )Financing
      Activities:Proceeds
      from issuance of common stock
                    
                    
                    -
                    
                    
                    
                    32,767
                    
                    
                    
                    -
                    
                    
                    
                    19,044
                    
                    
                    
                    35,480Proceeds
      from collection of subscriptions receivable
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    25,267Proceeds
      from officer loans
                    
                    
                    1,242
                    
                    
                    
                    -
                    
                    
                    
                    6,106
                    
                    
                    
                    8,821
                    
                    
                    
                    70,999Loans
      From Williams Law Group
                    
                    
                    101,896
                    
                    
                    
                    40,228
                    
                    
                    
                    45,229
                    
                    
                    
                    -
                    
                    
                    
                    101,896Disbursement
      of deferred offering costs
                    
                    
                    
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    (20,199
                    )Net
      cash provided by financing activities
                    
                    $
                    103,138
                    
                    
                    $
                    72,995
                    
                    
                    $
                    51,335
                    
                    
                    $
                    27,865
                    
                    
                    $
                    213,443Net
      increase (decrease) in cash and cash equivalents
                    
                    $
                    23,474
                    
                    
                    $
                    3,308
                    
                    
                    $
                    (5,594
                    )
                    
                    $
                    (17,335
                    )
                    
                    $
                    23,068Cash
      and cash equivalents at beginning of the period
                    
                    
                    (406
                    )
                    
                    
                    -
                    
                    
                    
                    28,662
                    
                    
                    
                    20,643
                    
                    
                    
                    -Cash
      and cash equivalents at end of the period
                    
                    $
                    23,068
                    
                    
                    $
                    3,308
                    
                    
                    $
                    23,068
                    
                    
                    $
                    3,308
                    
                    
                    $
                    23,068


8




INTERNATIONAL
DEVELOPMENT AND ENVIRONMENTAL HOLDINGS




(A Development Stage
Company)


NOTES
TO FINANCIAL STATEMENTS


NOTE
A- BUSINESS DESCRIPTION




International
Development and Environmental Holdings (the Company) is a Nevada corporation
with its principal corporate offices in Chicago, Illinois. The Company is in the
process of organizing itself and developing its main line of business:
environmental geological site assessment and remediation. The Company has
registered and may operate under the following assumed corporate names: (1)
Global Environmental Company (NV) (2) Global Environment Company (IL) (3) Global
Architecture & Engineering Company (NV) (4) Global Development &
Construction Company (NV) and (5) Global Real Estate & Finance Company
(NV).




The
Company is presented as in the development stage as of November 30,
2009.  The Company’s business activities during its development stage
consist solely of corporate formation, raising capital, and attempting to secure
environmental remediation contracts.




Going
Concern




The
Company’s lack of operating history and financial resources raise substantial
doubt about its ability to continue as a going concern.  The financial
statements do not include adjustments that might result from the outcome of this
uncertainty and if the Company is unable to generate significant revenue or
secure financing, then the Company may be required to cease or curtail its
operations.




NOTE
B – SIGNIFICANT ACCOUNTING POLICIES




Development Stage
Company




The
Company is considered to be in the development stage as defined in FASB ASC
Topic 915, “Development Stage
Entities”. The Company has devoted substantially all of its efforts to
the corporate formation, the raising of capital and attempting to secure
environmental remediation contracts.




Basis of
Accounting




The
financial statements reflect the assets, revenues and expenditures of the
Company on the accrual basis of accounting.




The
Company’s fiscal year end is the last day of February, i.e., February 28th or
29th.


9




INTERNATIONAL
DEVELOPMENT AND ENVIRONMENTAL HOLDINGS




(A Development Stage
Company)


NOTES
TO FINANCIAL STATEMENTS





NOTE
B – SIGNIFICANT ACCOUNTING POLICIES (Continued)




Use of
Estimates




The
preparation of financial statements in conformity with generally accepted
accounting principles in the United States of America requires management to
make estimates and assumptions that affect certain amounts reported in the
financial statements and disclosures.  Accordingly, actual results
could differ from those estimates.




Cash and Cash
Equivalents




The
Company considers all highly-liquid investments with an original maturity of
three months or less when purchased to be cash equivalents. The company as of
November 30, 2009 has $23,608 cash and cash equivalents.




Property, Plant, and
Equipment Depreciation




Property
and equipment are stated at cost. Expenditures for maintenance and repairs are
charged to income as incurred. Additions, improvements and major replacements
that extend the life of the asset are capitalized at cost. The cost and
accumulated depreciation related to assets sold or retired are removed from the
accounts and any gain or loss is credited or charged to income in the period of
disposal. For financial reporting purposes, depreciation is provided on the
straight-line method over the estimated useful lives of the depreciable assets.
As of November 30, 2009, the company purchased software at a cost $ 4,413. In
the period of August 31, 2009 to November 30, 2009, $368 depreciation expense
was recorded.




Deferred Offering
Costs




At the
period ended February 29, 2008, the Company had deferred external costs
associated with its planned initial public offering in fiscal 2009, at which
time the costs would be charged against the capital raised upon effectiveness of
the offering.  Due to the fact that the planned offering has been
indefinitely deferred, costs of $ 17,199 have been expensed to operations for
the period ended February 28, 2009.  As of November 30, 2009, there
was no deferred offering cost.


10





INTERNATIONAL
DEVELOPMENT AND ENVIRONMENTAL HOLDINGS




(A Development Stage
Company)




NOTES
TO FINANCIAL STATEMENTS





NOTE
B - SIGNIFICANT ACCOUNTING POLICIES (Continued)




Research and
Development




The
Company incurs costs on activities that relate to the securing of environmental
remediation contracts. Research and development costs are expensed as incurred.
The Company has expensed its payments in connection with research and
development costs.




Stock-Based
Compensation




On
December 16, 2004, the Financial Accounting Standards Board (“FASB”) published
Statement ASC 718, “Compensation- Stock
Compensation”. ASC 718 requires that compensation cost related to
share-based payment transactions be recognized in the financial statements.
Share-based payment transactions within the scope of ASC 718 include stock
options, restricted stock plans, performance-based awards, stock appreciation
rights, and employee share purchase plans. The provisions of ASC 718 are
effective for small business issuers beginning as of the next interim period
after December 15, 2005.




The
Company has elected to use the modified–prospective approach method. Stock-based
compensation expense for all awards granted is based on the grant-date fair
values estimated in accordance with the provisions of ASC 718. The Company
recognizes these compensation costs, net of an estimated forfeiture rate, on a
pro rata basis over the requisite service period of each vested tranche of each
award.




The
Company considers voluntary termination behavior as well as trends of actual
option forfeitures when estimating the forfeiture rate.




The
Company measures compensation expense for its non-employee stock-based
compensation under the Financial Accounting Standards Board (FASB) ASC 505 “Equity-Based Payments to
Non-Employees”. The fair value of the option issued is used to measure
the transaction, as this is more reliable than the fair value of the services
received. The fair value is measured at the value of the Company’s common stock
on the date that the commitment for performance by the counterparty has been
reached or the counterparty’s performance is complete. The fair value of the
equity instrument is charged directly to compensation expense and additional
paid-in capital.




11






INTERNATIONAL
DEVELOPMENT AND ENVIRONMENTAL HOLDINGS




(A Development Stage
Company)




NOTES
TO FINANCIAL STATEMENTS


NOTE
B - SIGNIFICANT ACCOUNTING POLICIES (Continued)




Basic and Diluted Net Loss
Per Common Share




The
Company computes per share amounts in accordance with FASB ASC Topic 260,
“Earnings per Share”.  ASC 260 requires presentation of basic and
diluted EPS.  Basic EPS is computed by dividing the income (loss)
available to Common Shareholders by the weighted-average number of common shares
outstanding for the period.  Diluted EPS is based on the
weighted-average number of shares of common stock and common stock equivalents
outstanding during the periods.




As of
November 30, 2009, the Company has issued one type of share, i.e., common shares
only.  There are no other types of securities.  Accordingly,
the diluted and basic net loss per common share are the same.




Revenues




The
Company will recognize revenue from the contracts they enter into for
environmental remediation and recognize revenue in accordance with the terms of
those contracts.  For the nine months ended November 30, 2009, $45,525
revenue was recognized.




Cost of Goods
Sold




For the
nine months ended November 30, 2009, an amount of $10,617 Cost of Goods Sold was
recorded for the projects performed.




Accounts
Receivable




The
Company will extend credit based on an evaluation of a customer’s financial
condition, generally without requiring collateral. Exposure to losses on
receivables is expected to vary by customer due to the financial condition of
each customer. The Company will monitor exposure to credit losses and maintain
allowances for anticipated losses considered necessary under the circumstances.
The Company has Accounts Receivables of $0 as of November 30, 2009.




12




INTERNATIONAL
DEVELOPMENT AND ENVIRONMENTAL HOLDINGS




(A Development Stage
Company)




NOTES
TO FINANCIAL STATEMENTS


NOTE
B - SIGNIFICANT ACCOUNTING POLICIES (Continued)




Income
Tax




Income
taxes are provided for tax effects of transactions reported in the financial
statements and consist of taxes currently due plus deferred taxes. Deferred
taxes are recognized for differences between the bases of assets and liabilities
for financial statement and income tax purposes. The differences in asset and
liability bases relate primarily to organization and start-up costs (use of
different methods and periods to calculate deduction). Deferred taxes are also
recognized for operating losses and tax credits that are available to offset
future income taxes. The deferred tax assets and/or liabilities represent the
future tax return consequences of those differences, which will either be
taxable or deductible when the assets and liabilities are recovered or settled.
The components of the deferred tax asset and liability are classified as current
and concurrent based on their characteristics. Valuation allowances are provided
for deferred tax assets based on management’s projection of the sufficiency of
future taxable income to realize the assets.




Accounts
Payable




As of
November 30, 2009, the Company incurred accounts payable of $271,354, including
professional fees of $34,216, cost of goods sold of $160,310, $21,444 of rent
payable and other service fee payables of $55,385.




The
professional fees consist of $12,000 payable to Williams Law Group for legal
fees and $22,216 payable to various accounting firms for audit, review and
accounting services.




For total
rental expense of $21,444 during the period of September 1 to November 30, 2009,
$3,925 was estimated based on the contingency of the settlement of a lawsuit
with Chatham Executive Suite LLC, according to FASB ASC 450-20-25, Recognition
of Loss Contingencies, a loss contingencies should be accrued when it is
reasonable estimable and relates to the current or prior period.  The
lawsuit was eventually settled for the exact final rental payment of $3,925 on
January 7, 2010.




Operating
Expense




For the
nine months ended November 30, 2009, the company has a total operating expense
of $279,521.




Details
are listed in Table below:




13




INTERNATIONAL
DEVELOPMENT AND ENVIRONMENTAL HOLDINGS




(A Development Stage
Enterprise)




NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE
B - SIGNIFICANT ACCOUNTING POLICIES (Continued)




Operating Expense
(Continued)




Three months Ended
                                                              
                                                              
                                                              Nine months Ended11-30-2009
                                                              
                                                              
                                                              11-30-2009ExpenseTransfer
      Agent Service Fee
                                                              
                                                              $
                                                              -
                                                              
                                                              
                                                              $
                                                              3,475Discount
      Expense
                                                              
                                                              
                                                              -
                                                              
                                                              
                                                              
                                                              40Miscellaneous
                                                              
                                                              
                                                              34,008
                                                              
                                                              
                                                              
                                                              33,927Organization
      Cost
                                                              
                                                              
                                                              -
                                                              
                                                              
                                                              
                                                              3,924Training
                                                              
                                                              
                                                              -
                                                              
                                                              
                                                              
                                                              180State
      Fees
                                                              
                                                              
                                                              -
                                                              
                                                              
                                                              
                                                              250Bank
      Service Charges
                                                              
                                                              
                                                              1,175
                                                              
                                                              
                                                              
                                                              2,642Compensation
      Expense
                                                              
                                                              
                                                              37,500
                                                              
                                                              
                                                              
                                                              112,500Computer
      Expense
                                                              
                                                              
                                                              1,416
                                                              
                                                              
                                                              
                                                              1,416Consulting
      Expense
                                                              
                                                              
                                                              53,770
                                                              
                                                              
                                                              
                                                              53,770Depreciation
      Expense
                                                              
                                                              
                                                              368
                                                              
                                                              
                                                              
                                                              1,104Dues
      and Subscriptions
                                                              
                                                              
                                                              -
                                                              
                                                              
                                                              
                                                              2,746Office
      Supplies
                                                              
                                                              
                                                              1,245
                                                              
                                                              
                                                              
                                                              2,311Postage
      and Delivery
                                                              
                                                              
                                                              -
                                                              
                                                              
                                                              
                                                              60Printing
      and Reproduction
                                                              
                                                              
                                                              -
                                                              
                                                              
                                                              
                                                              48Professional
      FeesAccounting
                                                              
                                                              $
                                                              11,000
                                                              
                                                              
                                                              $
                                                              23,500Legal
      Fees
                                                              
                                                              
                                                              
                                                              
                                                              
                                                              2,190Total
      Professional Fees
                                                              
                                                              
                                                              11,000
                                                              
                                                              
                                                              
                                                              25,690Rent
                                                              
                                                              
                                                              21,444
                                                              
                                                              
                                                              
                                                              23,632Subcontractors
                                                              
                                                              
                                                              -
                                                              
                                                              
                                                              
                                                              9,124Telephone
                                                              
                                                              
                                                              594
                                                              
                                                              
                                                              
                                                              1,667Travel
      & EntertainmentAuto
                                                              
                                                              $
                                                              30
                                                              
                                                              
                                                              $
                                                              274Entertainment
                                                              
                                                              
                                                              -
                                                              
                                                              
                                                              
                                                              48Lodging
                                                              
                                                              
                                                              -
                                                              
                                                              
                                                              
                                                              132Meals
                                                              
                                                              
                                                              27
                                                              
                                                              
                                                              
                                                              541Other
                                                              
                                                              $
                                                              -
                                                              
                                                              
                                                              $
                                                              20Total
      Travel & Entertainment
                                                              
                                                              $
                                                              57
                                                              
                                                              
                                                              $
                                                              1,015Total
                                                              
                                                              $
                                                              162,577
                                                              
                                                              
                                                              $
                                                              279,521




14




INTERNATIONAL
DEVELOPMENT AND ENVIRONMENTAL HOLDINGS




(A Development Stage
Company)




NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE
B - SIGNIFICANT ACCOUNTING POLICIES (Continued)




Recently Issued Accounting
Pronouncements





The
following pronouncements have become effective during the period covered by
these financial statements or will become effective after the end of the period
covered by these financial statements:





Pronouncement
                  
                  Issued
                  
                  TitleASC
      805
                  
                  December
      2007
                  
                  Business
      CombinationsASC
      810
                  
                  December
      2007
                  
                  Noncontrolling
      Interests in Consolidated Financial Statements—an amendment of ARB No.
      51ASC
      815
                  
                  March
      2008
                  
                  Disclosures
      about Derivative Instruments and Hedging Activities—an amendment of FASB
      Statement No. 133ASC
      944
                  
                  May
      2008
                  
                  Accounting
      for Financial Guarantee Insurance Contracts—an interpretation of FASB
      Statement No. 60ASC
      855
                  
                  May
      2009
                  
                  Subsequent
      EventsASC
      105
                  
                  June
      2009
                  
                  TheFASB
      Accounting Standards Codificationand
      the Hierarchy of Generally Accepted Accounting Principles—a replacement of
      FASB Statement No.
162




Management
does not anticipate that the new accounting pronouncements listed above will
have a material impact on our financial statements.




NOTE
C – RELATED PARTY TRANSACTIONS




Loans from Officer and
Shareholder




For the
period ending November 30, 2009, Williams Law Group loaned an additional $
45,229 to the company.  As of November 30, 2009, the shareholder,
Williams Law Group, loaned a total of $ 101,896 to the Company for continuing
operations.




Accrued
Compensation




As of
November 30, 2009, the company has a total of $114,075 accrued compensation for
its then COO, Ronald Hardesty.  This accrual started from March 21,
2008 to November 30, 2009.




During
the period March 1, 2008 to November 30, 2009, the Company’s President and
founding shareholder, Philip J. Huseyinof, has provided services to the Company
without the expectation of receiving any compensating payment. The value of
these services was estimated at $131,250, based upon the value of another
executive officer of the Company then under contract. Accordingly, the Company
has recorded the value of these services as a charge to operations and a
corresponding credit to Paid in Capital in these accompanying financial
statements.




15




INTERNATIONAL
DEVELOPMENT AND ENVIRONMENTAL HOLDINGS




(A Development Stage
Company)




NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS


Operating
Leases




The
Company entered into three leases for its corporate offices under terms of
non-cancelable operating leases. The first lease term is from June 1, 2008
through November 30, 2008 and requires a $3,458 monthly lease payment. The
second lease consists of a sublease of office space from a related party, which
is a business affiliated with the Company’s founding shareholder, officer and
director. The sublease term runs from August 1, 2008 through January 31, 2010
and requires a $1,464 monthly lease payment. The third lease consists of a
sublease of office space. The sublease term runs from September 1, 2008 through
August 31, 2009 and required the issuance of 10,000 shares of Company common
stock as consideration for the entire lease term.  The value of the
common stock was at $.05 per share or $500.




NOTE
D – SHAREHOLDERS’ EQUITY




Common
Stock




On
February 28, 2008 (date of inception) the Company issued 50,000,000 shares of
common stock to its founder at $0.001 per share or $50,000 in initial capital
($24,733 cash and $25,267 subscription receivable) to fund the Company’s
development efforts.




Additionally
on February 28, 2008, the Company issued 2,000,000 shares of common stock for
legal services rendered which were valued at $2,000 based on the $0.001 value of
the shares issued at.




On March
21, 2008, the company issued 100,000 shares at a value of $ 0.05 per share to
one of the officer for compensation expense upon to the employment agreement at
a total value of $5,000.




During
the period March 1, 2008 through February 28, 2009, the Company issued an
additional 150,000 shares of common stock at $0.05 per share in a private
placement raising an aggregate of $7,500, and issued 3,240,000 shares of stock
at the $0.05 value for consulting services rendered at a value of
$162,000.




The
Company’s founder returned 20,010,000 shares of common stock to the Company for
no consideration of cancellation on August 14, 2008.




During
the period of March 1, 2009 to November 30, 2009, the Company issued no
additional shares.  Therefore, as of November 30, 2009, there were a
total of 35,480,000 common shares outstanding.




Amendments to Corporate
Articles of Incorporation




On
February 28, 2008, the Company was originally incorporated with 200,000,000
shares of common stock authorized with a $.0001 par value and 20,000,000 shares
of preferred stock with a $.0001 par value. On March 20, 2008, the Company
amended its articles to 900,000,000 shares of common stock authorized with a
$.0001 par value and 600,000,000 shares of preferred stock with a $.0001 par
value. Finally, on May 12, 2008, the Company amended its articles to its present
form with 100,000,000 shares of common stock authorized with a $.001 par value
and 25,000,000 shares of preferred stock authorized with a $.001 par
value.




All
references in the accompanying financial statements to the number of common and
preferred shares, par values and per share amounts have been retroactively
adjusted to reflect these amendments.




16




INTERNATIONAL
DEVELOPMENT AND ENVIRONMENTAL HOLDINGS




(A Development Stage
Company)




NOTES
TO FINANCIAL STATEMENTS


NOTE
D – SHAREHOLDERS’ EQUITY (Continued)




Contributed
Capital




For the
nine months period ended November 30, 2009, the Company’s President and founding
shareholder has provided services to the Company without the expectation of
receiving any compensating payment. The value of these services was estimated at
$56,250, based upon the value of another executive officer of the Company then
under contract. Accordingly, the Company has recorded the value of these
services as a charge to operations and a corresponding credit to Paid in Capital
in these accompanying financial statements.




NOTE
E – SUBSEQUENT EVENTS




Entry into a Material
Definitive Agreement




An
AGREEMENT AND PLAN OF MERGER (hereinafter referred to as the “Merger Agreement”)
dated as of January 8, 2010 was entered into by and between INTERNATIONAL
DEVELOPMENT AND ENVIRONMENTAL HOLDINGS, a corporation existing under the laws of
Nevada (“IDEH”)
and PETROCOM ENERGY LIMITED, a Cayman Islands corporation (the “Target”).




The
closing of the transactions contemplated by the Merger Agreement is subject to a
number of conditions precedent including, but not limited to, (i) the validity
of certain representations and warranties as of closing, (ii) the approval by
the shareholders of both IDEH and Target, and (iii) the completion of the sales
of substantially all of the assets and business of IDEH to a new entity to be
formed by certain existing shareholders and directors of IDEH in a related party
transaction. All members of the Board of Directors of IDEH that voted to approve
the Merger Agreement have agreed to vote the shares that they and their
affiliates hold in IDEH in favor of the merger.




The
agreement, without schedules and exhibits, is filed as an exhibit to Form 8-K
and should be referred to in its entirety for complete information concerning
this agreement.




Changes in Control of
Registrant




On
November 25, 2009, JTMW Partners, Michael T. Williams and Bernard J. Tanenbaum
III principals, acquired 29,900,000 shares, or approximately 84%, of our common
stock from Philip Huseyinof for $12,000 using personal funds.




Departure of Directors or
Certain Officers and Appointment of Certain Officers




Ronald
Hardesty was dismissed as COO and Interim CFO/Comptroller effective on or before
November 25, 2009.   Philip Huseyinof was removed as a Director
of the Company by a vote of shareholders as required under Nevada law on
December 31, 2009.   Effective December 31, 2009, Michael T.
Williams and Bernard J. Tanenbaum III were elected Directors of the
Corporation.  On the same date, Michael T. Williams was elected
Secretary/Treasurer and Bernard J. Tanenbaum III was elected President of the
Corporation by the new Board of Directors.




17




INTERNATIONAL
DEVELOPMENT AND ENVIRONMENTAL HOLDINGS




(A Development Stage
Company)




NOTES
TO FINANCIAL STATEMENTS


NOTE
E – SUBSEQUENT EVENTS (continued)




Settlement of
Lawsuit




For total
rental expense of $21,444 during the period of September 1 to November 30, 2009,
$3,925 was estimated based on the contingency of the settlement of a lawsuit
with Chatham Executive Suite LLC, according to FASB ASC 450-20-25, Recognition
of Loss Contingencies, a loss contingencies should be accrued when it is
reasonable estimable and relates to the current or prior period.  The
lawsuit was eventually settled for the exact final rental payment of $3,925 on
January 7, 2010.




NOTE
F - GOING CONCERN




As shown
in the financial statements which have been prepared in conformity with
accounting principles generally accepted in the United States of America, which
contemplates continuation of the Company as a going concern, the Company has
incurred operating losses of $244,613 and $395,701 in the nine months ended
November 30, 2009 and 2008; and a cumulative losses $851,533 for the period
February 28, 2008 (date of inception) through November 30, 2009.




The
Company is currently in the development stage and their activities consist
solely of corporate formation, raising capital, and attempting to secure
environmental remediation contracts.




There is
no guarantee that the Company will be able to raise enough capital or generate
revenues to sustain its operations and carry out its business
plan.  These conditions raise substantial doubt about the Company’s
ability to continue as a going concern.




Management’s
plan in this regards, include seeking environmental remediation contracts from
potential clients and raising additional funds through a private placement
offering of the Company’s common stock. As of November 30, 2009, the Company has
realized revenue of $45,525.  Management believes that the Company’s
business development and capital raising or merger and acquisition activities
will provide them with the ability to continue as a going concern.




The
financial statements do not include any adjustments relating to the carrying
amounts of recorded assets or the carrying amounts and classification of
recorded liabilities that may be required should the Company be unable to
continue as a going concern.




The
Company’s lack of operating history and financial resources raise substantial
doubt about its ability to continue as a going concern.  The financial
statements do not include adjustments that might result from the outcome of this
uncertainty and if the Company is unable to generate significant revenue or
secure financing, then the Company may be required to cease or curtail its
operations.




18




Item 2. Management’s Discussion and Analysis of Financial Condition and
Results of Operations





Forward-Looking
Statements





The
following discussion and analysis is provided to increase the understanding of,
and should be read in conjunction with, the Financial Statements of the Company
and Notes thereto included elsewhere in this Report. Historical results and
percentage relationships among any amounts in these financial statements are not
necessarily indicative of trends in operating results for any future period. The
statements, which are not historical facts contained in this Report, including
this Plan of Operations, and Notes to the Financial Statements, constitute
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Such statements are based on currently available
operating, financial and competitive information, and are subject to various
risks and uncertainties. Future events and the Company's actual results may
differ materially from the results reflected in these forward-looking
statements. Factors that might cause such a difference include, but are not
limited to, dependence on existing and future key strategic and strategic
end-user customers, limited ability to establish new strategic relationships,
ability to sustain and manage growth, variability of operating results, the
Company's expansion and development of new service lines, marketing and other
business development initiatives, the commencement of new engagements,
competition in the industry, general economic conditions, dependence on key
personnel, the ability to attract, hire and retain personnel who possess the
technical skills and experience necessary to meet the service requirements of
its clients, the potential liability with respect to actions taken by its
existing and past employees, risks associated with international sales, and
other risks described in the Company's other SEC filings.





The safe
harbors of forward-looking statements provided by Section 21E of the Exchange
Act are unavailable to issuers of penny stock. As we issued securities at a
price below $5.00 per share, our shares are considered penny stock and such safe
harbors set forth under the Reform Act are unavailable to us.





PLAN OF
OPERATIONS





We engage
primarily in environmental remediation activities.





Since
inception, we have completed two contracts.  The first is with
Alliance Petroleum in Bedford Park, Illinois completed on December 15,
2008.





The
second contract is with Park Forest Marathon in Park Forest, Illinois completed
on November 26, 2008.





In
addition, we have 16 remediation contracts that we are awaiting funding to
commence.





Development Stage Revenues
and Expenditures




Development
stage revenues during the period from inception on February 28, 2008 to November
30, 2009 were $45,525.  Development stage expenditures during the
period from inception on February 28, 2008 to November 30, 2009 were $851,833,
which consisted primarily of professional, consulting and marketing fees of
$316,651 and general and administrative expenses of $418,128 related to our
formation, our registration statement and related expenses of becoming and being
a public company and initial operations; $160,310 in cost of sales related to
our operations and $2,269 of depreciation expenses.




Financial Condition,
Liquidity and Capital Resources





Our
principal capital resources have been acquired through the sale of shares of our
common stock and loans from our president and private lenders.





At
November 30, 2009, we had total assets of $25,212 consisting of cash, property
and equipment and deposits.





At
November 30, 2009, our total liabilities were $518,955, consisting of loans from
officer and private lender, accounts payable, credit card payable, accrued
compensation, and deferred revenue.


19





Cash
Requirements





We intend
to provide funding for our activities, if any, through collection of potential
receivables from our remediation activities and borrowing from our current
officers and directors. Our previous president orally agreed to provide us
necessary funding to maintain minimal operations and fund the cost of our
becoming a public company at interest of 5%, payable upon demand. At November
30, 2009, the unpaid amount advanced was $22,146. He is not obligated to make
any further advances. We do not anticipate our prior president providing further
funding.





We have a
loan agreement with two private lenders who have now become our officers and
directors to advance us up to $75,000 in stages through September 30,
2009.  At November 30, 2009, $101,896 had been
advanced.  The Due Date is the earlier of: (i) the collection of
Receivables by Borrower, (ii) a Change in Control Transaction of Borrower, or
(iii) December 31, 2009.   Change in Control means any
transaction pursuant to which more than 50% of the voting rights of the stock of
Borrower are transferred, directly or indirectly, to any person, firm or
entity.  Our current officers and directors have indicated they will
continue to provide us funding under the above loan agreement and to increase
the amount agreed to be advanced and extend the due date as necessary to
continue our current operations and to meet our obligations under the Merger
Agreement.  At December 31, 2009, they agreed to extend the due date
until closing of the merger under the Merger Agreement.  Except as set
forth below, we have no agreement, commitment or understanding to secure any
such funding from any other source.





We have
$23,068 of cash and are continuing operations by minimizing expenditures to the
maximum extent possible and through the forbearance of our
creditors.  We are focusing on collection of potential receivables
from past operations, determining how to move forward with existing remediation
contracts and on closing the merger agreement.




Our
independent auditors have indicated that there is substantial doubt about our
ability to continue, as a going concern, over the next twelve
months.  There is uncertainty regarding our ability to commence
operations of our remediation business plan without additional financing.
 We have a history of operating losses, limited funds and no agreements,
commitments or understandings to secure additional financing except as set forth
above. Our future success is dependent upon our ability to achieve profitable
operations, generate cash from operating activities and obtain additional
financing. There is no assurance that we will be able to generate sufficient
cash from operations, sell additional shares of common stock or borrow
additional funds. Our inability to obtain additional cash could have a material
adverse affect on our financial position, results of operations and our ability
to continue in existence.





Item 3.  Quantitative and Qualitative Disclosure about
Market Risk




Not
Applicable




Item 4. Controls and Procedures





Evaluation of Disclosure
Controls and Procedures




We
carried out an evaluation, under the supervision and with the participation of
our management, including our principal executive officer and principal
financial officer, of the effectiveness of our disclosure controls and
procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act
(defined below)). Based upon that evaluation, our principal executive officer
and principal financial officer concluded that, as of the end of the period
covered in this report, our disclosure controls and procedures were effective to
ensure that information required to be disclosed in reports filed under the
Securities Exchange Act of 1934, as amended (the "Exchange Act") is recorded,
processed, summarized and reported within the required time periods and is
accumulated and communicated to our management, including our principal
executive officer and principal financial officer, as appropriate to allow
timely decisions regarding required disclosure.


20




Our
management, including our principal executive officer and principal financial
officer, does not expect that our disclosure controls and procedures or our
internal controls will prevent all error or fraud.  A control system,
no matter how well conceived and   operated, can provide only
reasonable, not absolute, assurance that the objectives of the control system
are met. Further, the design of a control system must reflect the fact that
there are resource constraints and the benefits of controls must be considered
relative to their costs.  Due to the inherent limitations in all
control systems, no evaluation of controls can provide absolute assurance that
all control issues and instances of fraud, if any, have been detected.
Accordingly, management believes that the financial statements included in this
report fairly present in all material respects our financial condition, results
of operations and cash flows for the periods presented.




Changes in Internal Control
Over Financial Reporting




In
addition, our management, with the participation of our Principal Executive
Officer and Principal Financial Officer, has determined that no change in our
internal control over financial reporting occurred during or subsequent to the
quarter ended November 30, 2009 that has materially affected, or is (as that
term is defined in Rules 13(a)-15(f) and 15(d)-15(f) of the Securities Exchange
Act of 1934) reasonably likely to materially affect, our internal control over
financial reporting.





PART
II - OTHER INFORMATION




Item 1. Legal Proceedings





On
January 7, 2010, we settled a lawsuit for unpaid rent with Chatham Executive
Suites, LLC, paying $3,925 and receiving a full release. At November 30, 2009
such amount was fully accrued.





Item 1A:  Risk Factors





A smaller
reporting company is not required to provide the information required by this
Item.




Item 2. Changes in Securities





None




Item 3. Defaults upon Senior Securities.




None




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




None




Item 5. Other Information.




None


21





Item 6. Exhibits





Exhibit
                    Number
                  
                  Name and/or Identification of Exhibit31.1
                  
                  Certification
      of the Chief Executive Officer pursuant to Section 302 of the
      Sarbanes-Oxley Act of 2002.31.2
                  
                  Certification
      of the Chief Executive Officer and
      Chief Financial Officer pursuant to U.S.C. Section 1350 as
      adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002.32.1
                  
                  Certification
      of Principal Executive Officer pursuant to Section 906 of the
      Sarbanes-Oxley Act of 200232.2
                  
                  Certification
      of Principal Financial Officer pursuant to Section 906 of the
      Sarbanes-Oxley Act of
2002


22


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.





INTERNATIONAL
      DEVELOPMENT
                  AND
      ENVIRONMENTAL HOLDINGSBy:
                /s/ Bernard J. Tanenbaum
      IIIBernard J. Tanenbaum IIIPresidentBy
                /s/ Michael T.
      WilliamsMichael
      T. WilliamsPrincipal
      Financial and PrincipalAccounting
      Officer


23