**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


Washington,
      D.C. 20549







**FORM
      10-KSB**





**x** **ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE**


**SECURITIES
      EXCHANGE ACT OF 1934**





For
      the
      year ended December 31, 2006





o  **TRANSITION
      REPORT UNDER SECTION 13 OR 15(d) OF THE**


**SECURITIES
      EXCHANGE ACT OF 1934**





For
      the
      transition period from ______ to _______





*Commission
      file number 0-24623*




**NEW
                GENERATION HOLDINGS, INC.**(Exact
                name of registrant as specified in its
                charter)




Delaware
            
            13-4056896(State
                or other jurisdiction of incorporation)
            
            (IRS
                employer identification no.)




c/o
                245 Park Avenue
              New
                York, New York 10167Address
                of principal executive offices) (Zip
                Code)




Issuer's
      telephone number: (212) 792-4030




**Securities
      registered pursuant to Section 12(b) of the Exchange Act:**


Title
                of each class
            
            Name
                of each exchange on which registeredNone
            
            None





**Securities
      registered pursuant to Section 12(g) of the Act:**





Common
      Stock, par value $.001 per share





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 registrant was required to file such reports),
      and (2) has been subject to such filing requirements for the past 90 days. x Yes o No





Check
      if
      there is no disclosure of delinquent filers in response to Item 405 of
      Regulation S-B contained in this form, and no disclosure will be contained,
      to
      the best of registrant's knowledge, in definitive proxy or information
      statements incorporated by reference in Part III of this Form 10-KSB or any
      amendment to this Form 10-KSB. x





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





The
      issuer's consolidated revenues from continuing operations for the year ended
      December 31, 2006 were $0.





As
      of February 21, 2007, the issuer had 88,670,336 shares of Common
      Stock, par value $0.001 per share, outstanding. The aggregate value of the
      common stock of the Company held by non-affiliates as of February 21, 2007
      was
      approximately $22,135,350.





**Transitional
      Small Business Disclosure Format YES**  o  **NO**  x












**PART
      I**





**FORWARD-LOOKING
      STATEMENTS**





When
      used
      in this Form 10-KSB, in filings by the Company with the Securities and Exchange
      Commission (the "SEC"), in the Company's press releases or other public or
      stockholder communications, or in oral statements made with the approval of
      an
      authorized executive officer of the Company, the words or phrases "would be,"
      "will allow," "intends to," "will likely result," "are expected to," "will
      continue," "is anticipated," "estimate," "project," or similar expressions
      are
      intended to identify "forward-looking statements" within the meaning of the
      Private Securities Litigation Reform Act of 1995.





The
      Company cautions readers not to place undue reliance on any forward looking
      statements, which speak only as of the date made, are based on certain
      assumptions and expectations which may or may not be valid or actually occur,
      and which involve various risks and uncertainties. The Company's actual results
      for future periods could differ materially from those anticipated or
      projected.





Unless
      otherwise required by applicable law, the Company does not undertake, and
      specifically disclaims any obligation, to update any forward-looking statements
      to reflect occurrences, developments, unanticipated events or circumstances
      after the date of such statement.








**ITEM
      1. DESCRIPTION OF BUSINESS.**





New
      Generation Holdings, Inc. ("we," "us," "NGH", “our” or the "Company") is a
      Delaware corporation founded in 1999.





**RECENT
      DEVELOPMENT - SPIN OFF OF PLASTINUM CORP.**





At
      December 31, 2006, the Company’s sole business operations consisted of the
      business conducted through its approximately 94% owned subsidiary, Plastinum
      Corp. (“Plastinum”).





EFFECTIVE
      FEBRUARY 20, 2007, THE COMPANY “SPUN OFF” PLASTINUM TO ITS STOCKHOLDERS AND NOW
      NO LONGER OWNS ANY INTEREST IN PLASTINUM OR THE PLASTINUM BUSINESS DISCUSSED
      HEREIN, CURRENTLY HAS NO BUSINESS OPERATIONS AND IS A "SHELL" COMPANY WITH
      NO
      MATERIALS ASSETS .





The
      spin
      off of Plastinum is discussed in greater detail under the heading “PLASTINUM
      SPIN OFF” below.





**COMPANY
      HISTORY**





Our
      shares were publicly traded on the Nasdaq OTC:BB under the symbol "NGPX" until
      May 23, 2003 at which time our shares were delisted from the OTC:BB as a result
      of our failure to timely file our Form 10-KSB for the year ended December 31,
      2002. Our business went completely dormant in the beginning of 2003 due to
      a
      lack of liquidity and we did not have sufficient resources to make our public
      filings. Since that time, we have raised limited funds which have enabled us
      to
      complete our public filings and to invest in research and development in an
      attempt to commercialize our plastic technology. As of January 23, 2006 and
      through the date of this filing, we have been current in our public filings.





The
      Company had hoped to build shareholder value through the operation of two
      separate and distinct business focuses: (a) the expansion and operation of
      a
      mainframe computer software development business through our wholly owned
      subsidiary New Generation Partners, Inc.; and (b) the continued
      commercialization of our patented plastic processing technology through our
      subsidiary, Plastinum Corp. (formerly New Generation Plastic, Inc.). During
      the
      period December 2000 through February 2001, the Company acquired Minerva
      Softcare N.V., a company formed under the laws of the country of Belgium, and
      its wholly owned subsidiaries, Case Belgium N.V., Case Nederland B.V., and
      Case
      France S.A (the "Minerva Group"). The Minerva Group was an integrated technology
      infrastructure solutions provider, which specialized in developing and marketing
      data warehousing, life cycle management and data modeling platforms and
      solutions. The Minerva Group's operations were principally located in Belgium,
      with its other significant operations in France, the United Kingdom, and the
      Netherlands. Due to a lack of liquidity caused by declining sales and an overall
      downturn in worldwide demand for software, Minerva could no longer profitably
      sell its software. Minerva entered into a master license agreement with Ikan
      Finanz AG as of December 31, 2002 pursuant to which it licensed substantially
      all of its proprietary software in exchange for certain royalty payments upon
      sales made by Ikan or any sublicensee. Ikan also agreed to employ most of
      Minerva's then existing employees. Ikan failed to make any sales of Minerva
      software in the first quarter of 2003 and we were forced to cease Minerva's
      operations toward the end of the first quarter of 2003 culminating with a
      liquidation of Minerva Softcare N.V. under the bankruptcy laws of the Country
      of
      Belgium in April of 2003. At approximately the same time, we suspended all
      of
      our business operations due to a lack of liquidity and accordingly failed to
      timely file our annual report on Form 10-KSB for the year ended December 31,
      2002 and all subsequent quarterly and annual reports prior to the Form 10-KSB
      for the year ended December 31, 2005. We have since raised limited funds and
      filed our annual reports for the years ended December 31, 2002 through December
      31, 2005 and all of our quarterly reports through and including the period
      ended
      September 30, 2006, and we are now current in our filings.








**PLASTINUM**





As
      discussed below under the heading of “Plastinum Spin Off”, at December 31, 2006
      the Company owned approximately 94% of the issued and outstanding equity of
      Plastinum. On February 20, 2007, the Company effected the spin off of all of
      its
      ownership interest in Plastinum to the Company’s stockholders of record as of
      December 29, 2006 and the Company no longer owns any interest in Plastinum
      or
      the Plastinum business.





***Plastinum
      Business***





THE
      DISCUSSION BELOW REFLECTS THE FACT THAT THE COMPANY OWNED APPROXIMATELY 94%
      OF
      PLASTINUM AT DECEMBER 31. 2006, BUT SHOULD BE READ WITH CAUTION AS THE COMPANY
      NO LONGER OWNS ANY INTEREST IN PLASTINUM OR THE PLASTINUM
      BUSINESS .
      For
      additional information about Plastinum, please see the public filings of
      Plastinum made with the Securities and Exchange Commission.





Plastinum owns
      and develops a patented and proprietary plastic blending technology, whereby
      various kinds of plastic can be mixed without the use of expensive chemical
      additives. The uniqueness of this blending technology stems from its potential
      cost-effective applications in many fields of the plastic industry, from the
      recycling of plastic electronic scrap to the creation of new thermo plastic
      compounds.





The
      core
      of the Plastinum technology consists of an ultra high speed shearing chamber
      that creates in situ compatibilization of otherwise non-compatible polymers,
      resulting in a continuous mix that offers similar properties as virgin polymers.
      The process has the ability to mix multiple non-compatible polymers and create
      new, blended compounds that can be used as ingredients in conventional plastic
      manufacturing processes.





Focusing
      on the current WEEE (Waste Electrical and Electronic Equipment) EU
      legislation, Plastinum has specifically targeted the mixed plastic computer
      scrap sector for the launch of Plastinum’s first commercial-size plant.
      Currently, in this sector, plastic recycling technologies rely on sorting and
      separating the different plastics by type of polymer prior to recycling. This
      whole process is inefficient and expensive; hence most plastic is dumped in
      landfills or incinerated with troublesome ecological implications.





Plastinum
      believes that its blending technology is unique and can add value, particularly
      in this sector, since it can treat various types of plastic scrap, and it does
      not require separation or chemical additives. More importantly, Plastinum
      believes that the process is environmentally friendly and can be undertaken
      on
      economically viable terms. Plastinum believes that the cost to
      manufacturers or other users of Plastinum’s recycled plastic compound will be
      lower than virgin ABS cost.





Plastinum
      is currently in the process of implementing its business plan and
      expects to open its first pilot plant in The Netherlands. This plant will
      be Plastinum’s showcase for the recycling of plastic waste coming from the WEEE
      sector. Plastinum has rented a building, effective October 1, 2006, and
      Plastinum’s equipment has been moved to this location. Labor is being recruited
      and the plastic waste supply is being secured. We have identified contractors
      to
      assist in the construction of the plant for processing computer scrap. The
      plant
      will be located in the EMMTEC Industry & Business Park, Emmen, The
      Netherlands. Initial plant development commenced November 1, 2006. The
      anticipated cost of acquiring and outfitting the plant is $150,000, of which
      approximately $50,000 had been spent as of December 31, 2006. This amount has
      been funded and is anticipated to continue to be funded with the proceeds of
      the
      $500,000 Convertible Promissory Notes issued by Plastinum in July 2006 and
      working capital advances from Plastinum’s President and CEO.




Plastinum
      is currently discussing various possibilities for the acquisition of source
      materials with interested parties in the EU as well as in the US and Asia.
      The
      potential acquisition strategies would involve either profit sharing
      collaboration or the straight purchase of source materials. Plastinum has not
      yet reached agreement with any such parties.





In
      the
      EU, it is anticipated that source materials will be purchased from specific
      sources. Plastinum is currently being assisted by two separate waste consulting
      and trading companies, both located in The Netherlands. Both companies have
      preliminarily indicated that they will assist in the organization of the supply
      of plastic eWaste and/or sale of the finished products. Terms are being
      negotiated but these companies understand that if Plastinum reaches agreement
      with them, Plastinum intends to pay them based on sales of the Plastinum
      products.




In
      the
      US, a source has been found to secure a supply for a total of 7,500 tons of
      plastic eWaste annually. Plastinum has made a proposal for exclusive delivery
      of
      the source material needed. Plastinum is awaiting a response, which is expected
      before the end of the first quarter of 2007.





Plastinum
      has a research agreement in place with Polymer Service Center B.V. Groningen
      (“Polymer”) in The Netherlands. Polymer is commissioned to accelerate the
      development and commercialization of Plastinum’s technology.








Plastinum
      recently expanded the research objectives of the Polymer agreement. The expanded
      research objectives are to:





·
            demonstrate
                the improved performance of the Plastinum technology relative to
                conventional blending equipment;


·
            demonstrate
                the commercial potential of the Plastinum technology by processing
                several
                readily available mixed plastic waste streams and innovative blends
                from
                virgin materials; and


·
            gain
                process understanding to predict material properties and develop
                quality
                control software in commercial
                machines.




The
      initial agreement with Polymer involved the fine tuning of the Plastinum
      process. The initial estimate of the cost for this work was approximately
      $28,000 and a total of approximately $34,000 has been paid. No further payments
      are anticipated under the initial contract. Plastinum has incurred approximately
      $63,000 of additional costs under the expanded agreement, of which $13,000
      has
      been paid.





The
      strategies for commercial implementation of the Plastinum technology range
      from
      stand-alone plants, as stated above, to units integrated within an existing
      plastic processing facility, to licensing arrangements with potential
      joint-venture partners.





***Plastinum
      Competition***




Plastinum’s
      major competitors consist of companies that purchase mixed plastic waste in
      order to separate and regrind, which entails a different process from
      Plastinum’s blending process. The separation process is complex and may result
      in a large loss of material, which makes that process more costly than
      Plastinum’s blending process. Therefore, Plastinum believes that its main
      competition will be for the acquisition of eWaste materials.





***Plastinum
      Patents***





The
      Plastinum Process is currently protected by U.S. Patent Number 6,107,400 and
      European Patent Number 92907183.5-2307.





**PLASTINUM
      SPIN OFF**





At
      December 31, 2006, the Company owned approximately 94% of the issued and
      outstanding equity securities of Plastinum. On January 31, 2007, the Company
      filed definitive proxy materials (after having originally filed preliminary
      proxy materials on July 12, 2006) with the SEC for the purpose of, among other
      things, electing directors, selecting the Company's independent auditors and
      approving a pro rata distribution (or "spin off") of Plastinum to our
      stockholders of record as of December 29, 2006 whereby the stockholders of
      the
      Company would receive one share of Plastinum common stock for each share of
      NGH
      common stock the stockholder owned. On February 16, 2007, a meeting of the
      Company’s stockholders was held where all of the matters to be voted upon as set
      forth in the definitive proxy materials were approved and/or ratified. The
      spin-off of Plastinum was thereafter effected on February 20, 2007 and the
      Company no longer owns any interest in Plastinum or the Plastinum business
      discussed herein and currently has no business operations.





**RESEARCH
      AND DEVELOPMENT**





In
      2005,
      NGH spent approximately $715,000 on research and development of the Plastinum
      technology. In 2006, NGH spent approximately $719,000 on research and
      development of the Plastinum technology. Through December 31, 2006, NGH has
      spent approximately $1,614,000 on research and development of the Plastinum
      technology. Plastinum anticipates expending approximately $500,000 towards
      research and development activities during the next twelve months in connection
      with the continued development of the Plastinum technology.




**NUMBER
      OF EMPLOYEES**





As
      of
      December 31, 2006, the Company, including Plastinum, had five employees, Jacques
      Mot, our Chief Executive Officer, Patrick Sulzer, our Chief Operating Officer,
      and three Plastinum plant employees in The Netherlands. As of today, the Company
      has two employees. We also use independent contractors to fulfill various
      research and development and administrative functions.





**COSTS
      AND EFFECTS OF COMPLIANCE WITH ENVIRONMENTAL LAWS**




Neither
      NGH nor Plastinum currently has costs associated with compliance with
      environmental laws or regulations; however there can be no assurance that such
      costs will not be incurred in future to the extent the Plastinum technology
      is
      exploited.





**DEPENDENCE
      ON KEY CUSTOMERS; MAJOR SUPPLIERS**





Neither
      NGH nor Plastinum as yet have any customers or suppliers and are therefore
      not
      dependent on any customer or supplier.







**ITEM
      2. DESCRIPTION OF PROPERTIES.**





**LOCATION
      AND DESCRIPTION OF PROPERTIES**





We
      have a
      month to month oral lease for approximately 150 square feet of office space
      located at 14, Rue du Rhône CH-1204, Geneva, Switzerland.




We
      also
      pay approximately $430 per month for use of a conference room, on an as needed
      basis, at 245 Park Avenue, New York, NY.





Plastinum
      leases its plant in The Netherlands pursuant to a one year lease with an annual
      rental of approximately $43,000.








**ITEM
      3. LEGAL PROCEEDINGS.**




The
      Company may become subject to legal proceedings and claims, which arise in
      the
      ordinary course of its business. Although occasional adverse decisions or
      settlements may occur, the Company believes that the final disposition of such
      matters should not have a material adverse affect on its financial position,
      results of operations or liquidity. We are a defendant in certain actions
      brought by certain of our creditors which we have accrued as liabilities on
      our
      financial statements. Except for such actions, as of December 31, 2006, we
      are
      not a party to any legal proceedings or claims.




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





None.











**PART
      II**





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





**MARKET
      INFORMATION**





Our
      business went completely dormant in the beginning of 2003 due to a lack of
      liquidity and we did not have sufficient resources to make our public filings.
      Since that time, we have raised limited funds which have enabled us to complete
      our public filings and to invest in research and development in an attempt
      to
      commercialize our plastic technology. Our independent auditors have since
      completed audits for the years ended December 31, 2002, December 31, 2003,
      December 31, 2004 and December 31, 2005 and we have been current in our public
      filings since January 23, 2006. Commencing on May 23, 2003 our shares were
      delisted from the OTC Bulletin Board based upon our failure to timely file
      our
      annual report on Form 10-KSB for the year ended December 31, 2002 and prices
      for
      our common stock were quoted on the “pink sheets” until June 12, 2006 when our
      shares were relisted on the OTC Bulletin Board. The following table sets forth
      for the periods indicated the high and low bid quotations for our common stock
      for the period from January 1, 2005 through December 31, 2006. These quotations
      reflect inter-dealer prices, without retail mark-up, markdown or commission,
      and
      may not necessarily represent actual transactions.





**High**
            
            **Low**4th
                Quarter 2006, ended 12/31/06
            
            $
            0.75
            
            $
            0.503rd
                Quarter 2006, ended 9/30/06
            
            $
            0.57
            
            $
            0.262nd
                Quarter 2006, ended 6/30/06
            
            $
            0.31
            
            $
            0.261st
                Quarter 2006, ended 3/31/06
            
            $
            0.32
            
            $
            0.204th
                Quarter 2005, ended 12/31/05
            
            $
            0.34
            
            $
            0.303rd
                Quarter 2005, ended 9/30/05
            
            $
            0.38
            
            $
            0.172nd
                Quarter 2005, ended 6/30/05
            
            $
            0.23
            
            $
            0.141st
                Quarter 2005, ended 3/31/05
            
            $
            0.24
            
            $
            0.17





**HOLDERS**





There
      were 172 stockholders of record of our common stock as of December 31,
      2006.




**DIVIDEND
      POLICY**





We
      have
      not paid any dividends since our inception. We do not anticipate paying
      dividends on our common stock in the foreseeable future but plan to retain
      earnings, if any, for the operation and expansion of our business.




**RECENT
      SALES OF UNREGISTERED SECURITIES**




During
      the year ended December 31, 2006, we sold a total of 2,568,300 shares of our
      common stock and warrants to purchase an additional 2,568,300 shares of our
      common stock to non-U.S. investors in reliance upon Regulation S. The warrants
      have an exercise price of $0.35 per share and expire three years from the date
      of issuance.




**ISSUER
      PURCHASES OF EQUITY SECURITIES**





The
      following table provides information about purchases by us and our affiliated
      purchasers during the year ended December 31, 2006 of equity securities that
      are
      registered by us pursuant to Section 12 of the Securities Exchange Act of 1934:


**Period**
            
            **(a)**
              **Total
                Number of Shares (or Units) Purchased)**
            
            **(b)**
              **Average
                Price Paid per Share (or Unit)**
            
            **(c)**
              **Total
                Number of Shares (or Units)********Purchased as Part of Publicly Announced Plans or
                Programs**
            
            **(d)**
              **Maximum
                Number (or Approximate Dollar Value) of Shares (or Units)********that May Yet Be Purchased Under the Plans or
                Programs**10/01/06-10/31/06
            
            
            
            
            
            0
            
            $
            0
            
            
            
            
            
            0
            
            
            
            
            
            011/01/06-11/30/06
            
            
            
            
            
            0
            
            $
            0
            
            
            
            
            
            0
            
            
            
            
            
            012/01/06-12/30/06
            
            
            
            
            
            0
            
            $
            0
            
            
            
            
            
            0
            
            
            
            
            
            0









**ITEM
      6.**  **MANAGEMENT'S
      DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS.**





Statements
      included in this Plan of Operations, and in future filings by us with the
      Securities and Exchange Commission, in our press releases and in oral statements
      made with the approval of an authorized executive officer which are not
      historical or current facts are "forward-looking statements" and are subject
      to
      certain risks and uncertainties that could cause actual results to differ
      materially from historical earnings and those presently anticipated or
      projected. You are cautioned not to place undue reliance on any such
      forward-looking statements, which speak only as of the date made. The following
      important factors, among others, in some cases have affected and in the future
      could affect our actual results and could cause our actual financial performance
      to differ materially from that expressed in any forward-looking statement:
      (i)
      the extremely competitive conditions that currently exist in the market for
      companies similar to us and (ii) lack of resources to maintain our good standing
      status and requisite filings with the Securities and Exchange Commission. The
      foregoing list should not be construed as exhaustive and we disclaim any
      obligation subsequently to revise any forward-looking statements to reflect
      events or circumstances after the date of such statements or to reflect the
      occurrence of anticipated or unanticipated events. The following discussion
      should be read in conjunction with our financial statements and their
      explanatory notes included as part of this annual report.




**CRITICAL
      ACCOUNTING POLICIES**





The
      preparation of our consolidated financial statements in conformity with
      accounting principles generally accepted in the United States requires us to
      make estimates and judgments that affect our reported assets, liabilities,
      revenues, and expenses, and the disclosure of contingent assets and liabilities.
      We base our estimates and judgments on historical experience and on various
      other assumptions we believe to be reasonable under the circumstances. Future
      events, however, may differ markedly from our current expectations and
      assumptions. While there are a number of significant accounting policies
      affecting our consolidated financial statements; we believe the following
      critical accounting policies involve the most complex, difficult and subjective
      estimates and judgments:




***Use
      of Estimates***





The
      preparation of financial statements in conformity with generally accepted
      accounting principles requires management to make estimates and assumptions
      that
      affect the amounts reported in the consolidated financial statements and
      accompanying disclosures. Although these estimates are based on management's
      best knowledge of current events and actions the Company may undertake in the
      future, actual results may differ from those estimates.





***Foreign
      Currency Translation***





The
      Company translates the foreign currency financial statements of its foreign
      subsidiaries in accordance with the requirements of Statement of Financial
      Accounting Standards No. 52, "Foreign Currency Translation." Assets and
      liabilities are translated at current exchange rates, and related revenue and
      expenses are translated at average exchange rates in effect during the period.
      Resulting translation adjustments are recorded as a separate component in
      stockholders' equity. Foreign currency transaction gains and losses are included
      in the statement of income.








***Going
      Concern***




On
      February 20, 2007, the Company effected the spin off of its Plastinum subsidiary
      as detailed under “RECENT DEVELOPMENTS - Plastinum Spin Off”. Consequently, we
      currently have no operating business and no assets. At present, we have
      insufficient capital on hand to fund our operations through 2007. The foregoing
      matters raise substantial doubt about our ability to continue as a going
      concern.








**RECENT
      ACCOUNTING PRONOUNCEMENTS**





In
      July
      2006, the FASB issued FASB Interpretation (FIN) No. 48, *“Accounting
      for Uncertainty in Income Taxes—An Interpretation of FASB Statement
      No. 109”* (FIN
      48). This Interpretation clarifies the accounting for uncertainty in income
      taxes recognized in a company’s financial statements. FIN 48 requires companies
      to determine whether it is “more likely than not” that a tax position will be
      sustained upon examination by the appropriate taxing authorities before any
      part
      of the benefit can be recorded in the financial statements. It also provides
      guidance on the recognition, measurement and classification of income tax
      uncertainties, along with any related interest and penalties. FIN 48 will also
      require significant additional disclosures. This Interpretation will be
      effective for fiscal years beginning after December 15, 2006. We will
      implement this Interpretation in the first quarter of 2007 on a prospective
      basis. We are currently evaluating the potential impact this Interpretation
      will
      have on our financial position and results of operations.




In
      September 2006, the FASB issued SFAS No. 157, *“Fair
      Value Measurements”*  *,* which
      provides guidance on how to measure assets and liabilities that use fair value.
      SFAS 157 will apply whenever another US GAAP standard requires (or permits)
      assets or liabilities to be measured at fair value but does not expand the
      use
      of fair value to any new circumstances. This standard also will require
      additional disclosures in both annual and quarterly reports. SFAS 157 will
      be
      effective for financial statements issued for fiscal years beginning after
      November 15, 2007, and will be adopted by us beginning in the first quarter
      of
      2008. We are currently evaluating the potential impact this standard may have
      on
      our financial position and results of operations, but do not believe the impact
      of the adoption will be material.




In
      September 2006, the SEC staff issued Staff Accounting Bulletin (SAB) No. 108, *“Considering
      the Effects of Prior Year Misstatements when Quantifying Misstatements in
      Current Year Financial Statements”* (“SAB
      108”). SAB 108 was issued in order to eliminate the diversity of practice in how
      public companies quantify misstatements of financial statements, including
      misstatements that were not material to prior years’ financial statements. We
      will initially apply the provisions of SAB 108 in connection with the
      preparation of our annual financial statements for the year ending December
      31,
      2006. We have evaluated the potential impact SAB 108 may have on our financial
      position and results of operations and do not believe the impact of the
      application of this guidance will be material.





**MANAGEMENT'S
      PLAN OF OPERATION**





The
      following discussion and analysis provides information which our management
      believes to be relevant to an assessment and understanding of our results of
      operations and financial condition. This discussion should be read together
      with
      our financial statements and the notes to financial statements, which are
      included in this report. THE
      FOLLOWING SHOULD BE READ WITH CAUTION AS ON FEBRUARY 20, 2007, THE COMPANY
      EFFECTED THE SPIN OFF OF ITS PLASTINUM SUBSIDIARY AS DETAILED UNDER “RECENT
      DEVELOPMENTS - PLASTINUM SPIN OFF”. CONSEQUENTLY, WE CURRENTLY HAVE NO OWNERSHIP
      INTEREST IN PLASTINUM AND NO OPERATING BUSINESS AND ARE A “SHELL”
      COMPANY WITH NO
      MATERIAL ASSETS.





**Overview**





The
      post
      September 11, 2001 worldwide economic malaise has wrought severe consequences
      on
      the capital markets in general and likewise on NGH. The private equity market's
      focus has shifted from seed and second phase financings to financings for more
      established companies with revenue and profitability. The amount of risk capital
      available for investments in ventures like NGH has dropped to about 10% of
      the
      capital that was available in 1999 and 2000.




Despite
      the state of the market, NGH attempted to make a private placement during May,
      June and July of 2002 through the investment-banking firm M.H. Meyerson (MHM)
      in
      New York. The purpose was to raise US $5,500,000, in order to refinance New
      Generation Partners Inc., and its subsidiary Minerva Softcare NV/SA (Minerva)
      as
      well as building the first Plastinum eWaste factory. MHM failed in its efforts
      and NGH decided to terminate them in the fall of 2002. Thereafter, NGH decided
      to focus on developing industrial and personal relationships with alternative
      finance strategies.





One
      of
      the main concerns for NGH was the Minerva activity, because it was suffering
      a
      great deal due to the collapse of the IT market. Several efforts were made
      to
      create a reseller relationship with IBM and other IT industry leaders. NGH
      hired
      a consulting group in Canada that consisted of previous top executives from
      IBM,
      and directed them to strengthen the relationship with IBM and other
      organizations. Unfortunately, after 4 months of negotiations, just when Minerva
      was about to receive an EMEA (Europe, Middle-East, Asia) reseller agreement
      from
      IBM, IBM acquired Rational Corporation, which was the main competitor to
      Minerva's product. The failure to attain a foothold with IBM combined with
      the
      fact that several other large software sales never closed, caused Minerva's
      management to find alternative solutions. In order to reduce its operating
      cost
      to a minimum, Minerva sold the rights to develop, maintain and sell its products
      to another corporation, Ikan AG. The licensee hired 22 of the Minerva people
      and
      agreed to pay royalties on sales of the products. Sales never materialized
      and
      no royalties were paid, and Minerva management was obliged to file for
      bankruptcy according to the laws of Belgium.








In
      December, 2002, due to the lack of liquidity and decreased sales, the Minerva
      Group began winding down its operations. Subsequently, the Minerva Group ceased
      operating and on April 7, 2003 was forced into an involuntary receivership
      under
      the laws of the Country of Belgium. The Belgium Court appointed a Trustee to
      oversee the Minerva liquidation and foreclosed on substantially all of its
      assets. As a result of the placement of the Minerva Group into an involuntary
      receivership and liquidation, the Company's control of the Minerva Group ceased,
      and accordingly, the Company has deconsolidated the Minerva Group as of April
      7,
      2003 by reducing consolidated accumulated deficit in the amount of the net
      liabilities of the Minerva Group of $3,882,801.





At
      December 31, 2006, we were pursuing a new business plan related to Plastinum
      and
      the Plastinum Process described below and were considered to be in the
      development stage as defined by  SFAS No. 7, “ *Accounting
      and reporting by Development Stage Enterprises* ”.




**Plastinum
      and the Plastinum Process**




Plastinum
      owns and is developing patented and proprietary plastic blending technology,
      whereby various kinds of plastic can be mixed without the use of expensive
      chemical additives. We believe that the uniqueness of this blending technology
      stems from its potential cost-effective applications in many fields of the
      plastic industry from the recycling of computer scrap to the creation of new
      thermo plastic compounds, and, in conjunction with saw dust, to the creation
      of
      new versions of wood plastic.




Plastinum’s
      mission is to commercialize the technology through applications in the virgin
      plastic markets (polymer alloys) and the plastic recycling sector (recycling
      of
      obsolete computer and other electronic equipment).




Plastinum
      believes its patented proprietary process, the Plastinum technology, is capable
      of producing homogeneous, commercially usable polymer end products from mixed
      virgin plastic and/or recycled waste plastic without chemical additives, or
      so-called compatibilizers, which link non-compatible resins.





**RESULTS
      OF OPERATIONS**





**YEAR
      ENDED DECEMBER 31, 2006 COMPARED TO THE YEAR ENDED DECEMBER 31,
      2005**




Operating
      losses from continuing operations decreased from $540,245 for the year ended
      December 31, 2005 to $182,963 for the year ended December 31, 2006. The decrease
      of $357,282 was primarily the result of a decrease in consulting fees of
      $349,031.




We
      also
      recorded net other financing expense and interest of $6,472,670 in 2006, with
      an
      expense of $1,680,981 in 2005. This other expense consists primarily of non-cash
      charges for the change in fair value of the warrant liability of $6,434,329
      and
      $922,677 for the years ended December 31, 2006 and 2005, respectively, and
      a
      non-cash charge for a discount related to a beneficial conversion feature of
      $758,304 in 2005.




Loss
      from
      discontinued operations was $1,927,963 for the year ended December 31, 2006
      and
      $2,522,334 for the year ended December 31, 2005. The discontinued operations
      reflect the operations of our Plastinum subsidiary, which will no longer be
      a
      part of our operations subsequent to the spin-off described
      previously.





**LIQUIDITY
      AND CAPITAL RESOURCES**





As
      of
      December 31, 2006, we had a deficiency in working capital of $2,010,372. For
      the
      year ended December 31, 2006, we generated a net cash flow deficit from
      operating activities of $1,668,285 consisting primarily of a net loss of
      $8,583,596, adjusted for a net change in liabilities of $222,381, equity based
      compensation expense of $240,268 and non-cash financial charges of $6,493,417.
      We have funded our operations through the sale of common stock through private
      placements. We do not have sufficient capital resources to meet projected cash
      flow deficits and will continue to rely on debt and equity funding. If we are
      unable to raise additional capital through debt or equity financings, on terms
      acceptable to us, and are not successful in generating sufficient liquidity
      from
      operations, then this lack of financing would have a material adverse effect
      on
      our business, results of operations, liquidity and financial
      condition.





We
      have
      relied mostly on advances from stockholders and sales of our common stock.
      There
      is no assurance that the stockholders will continue to provide sufficient funds
      for us to successfully continue our operations. Therefore, we will need
      additional capital to continue our operations and will endeavor to raise funds
      through the sale of equity shares and revenues from operations.




During
      2006 we raised $256,830 in subscriptions for 2,568,300 shares of common stock
      (and warrants to purchase an additional 2,568,300 shares of common stock at
      a
      purchase price of $0.35 per share exercisable for a period of three years)
      in a
      Regulation S offering to foreign investors that commenced in April of 2004;
      however, we currently have no commitments for additional financing and there
      is
      no guarantee that we will be successful in raising additional required
      funds.







On
      May
      24, 2006, Plastinum issued 1,430,000 shares of its common stock to Lombard
      Odier
      Deutsch CIE for an aggregate purchase price of $500,500 as a result of a partial
      exercise of a warrant issued by the Company.




During
      June and August, Plastinum issued an aggregate of 1,985,584 shares of its common
      stock in consideration for services provided pursuant to consulting agreements
      with the Company.




On
      July
      10, 2006, Plastinum entered into a Convertible Loan Agreement with Mr. Jacques
      Mot and a third party pursuant to which Plastinum borrowed an aggregate of
      $500,000. The loans are convertible into an aggregate of 1,000,000 shares of
      Plastinum Common Stock. If not converted earlier, the notes mature on May 31,
      2010. In addition , the lenders received warrants to purchase an aggregate
      of
      1,000,000 shares of Plastinum common stock at an exercise price of $.50 per
      share.




As
      of
      December 31, 2006, Plastinum received advances from Mr. Jacques Mot aggregating
      $457,720 for working capital purposes. The advances are non-interest
      bearing.





There
      can
      be no assurance that we will generate revenues from operations or obtain
      sufficient capital on acceptable terms, if at all. Failure to obtain such
      capital or generate such operating revenues would have an adverse impact on
      our
      financial position and results of operations and ability to continue as a going
      concern. Our operating and capital requirements during the next fiscal year
      and
      thereafter will vary based on a number of factors, including the level of sales
      and marketing activities for our plastic services and products. There can be
      no
      assurance that additional private or public financings including debt or equity
      financing, will be available as needed, or, if available, on terms favorable
      to
      us. Any additional equity financing may be dilutive to stockholders and such
      additional equity securities may have rights, preferences or privileges that
      are
      senior to those of our existing common stock.





Furthermore,
      debt financing, if available, will require payment of interest and may involve
      restrictive covenants that could impose limitations on our operating
      flexibility. Our failure to successfully obtain additional future funding may
      jeopardize our ability to continue our business and operations.




If
      we
      raise additional funds by issuing equity securities, existing stockholders
      may
      experience a dilution in their ownership. In addition, as a condition to giving
      additional funds to us, future investors may demand, and may be granted, rights
      superior to those of existing stockholders.





**TRENDS,
      RISKS AND UNCERTAINTIES**





We
      have
      sought to identify what we believe to be the most significant risks to our
      business, but we cannot predict whether, or to what extent, any of such risks
      may be realized nor can we guarantee that we have identified all possible risks
      that might arise. Investors should carefully consider all of such risk factors
      before making an investment decision with respect to our common
      stock.





***The
      Company has No Business Operations and No Material
      Assets***





At
      December 31, 2006, the Company’s sole business operations consisted of the
      business conducted through its approximately 94% owned subsidiary, Plastinum.





EFFECTIVE
      FEBRUARY 20, 2007, THE COMPANY “SPUN OFF” PLASTINUM TO ITS STOCKHOLDERS AND NOW
      NO LONGER OWNS ANY INTEREST IN PLASTINUM OR THE PLASTINUM BUSINESS DISCUSSED
      HEREIN AND CURRENTLY HAS NO BUSINESS OPERATIONS AND IS A "SHELL" COMPANY WITH
      NO
      MATERIAL ASSETS.





The
      spin
      off of Plastinum is discussed in greater detail above under “RECENT DEVELOPMENTS
      - PLASTINUM SPIN OFF”.




***Cautionary
      Factors That May Affect Future Results***





We
      provide the following cautionary discussion of risks, uncertainties and possible
      inaccurate assumptions relevant to our business and our products. These are
      factors that we think could cause our actual results to differ materially from
      expected results. Other factors besides those listed here could adversely affect
      us.





***Our
      Financial Results May Be Affected By Factors Outside Of Our
      Control***





Our
      future operating results may vary significantly from quarter to quarter due
      to a
      variety of factors, many of which are outside of our control. Our anticipated
      expense levels are based, in part, on our estimates of future revenues but
      may
      vary from what we expect. We may be unable to adjust spending rapidly enough
      to
      compensate for any unexpected revenues shortfall. Accordingly, any significant
      shortfall in revenues in relation to our planned expenditures would materially
      adversely affect our business, operating results, and financial
      condition.








We
      cannot
      predict with certainty our revenues and operating results. Further, we believe
      that period-to-period comparisons of our operating results are not necessarily
      a
      meaningful indication of future performance.





***Employees***





As
      of
      December 31, 2006, we had 5 employees, Jacques Mot, our Chief Executive Officer,
      Patrick Sulzer, our Chief Operating Officer and three Plastinum plant employees
      in The Netherlands. Prior to January 1, 2005, Mr. Mot served as a consultant.
      Subsequent to the spin off of Plastinum, we have two employees. As we grow,
      we
      will need to attract an unknown number of qualified employees. This projected
      increase in personnel is dependent upon our generating revenues and obtaining
      sources of financing. There is no guarantee that we will be successful in
      raising the funds required or generating revenues sufficient to fund the
      projected increase in the number of employees.





***Business
      Concentration***





During
      the year ended December 31, 2006, the Company recognized no revenues from
      continuing operations and, accordingly, had no relationships with customers
      from
      continuing operations.




***Potential
      Fluctuations In Quarterly Operating Results***





Our
      quarterly operating results may fluctuate significantly in the future as a
      result of a variety of factors, most of which are outside of our control,
      including: the demand for products or services we may develop; seasonal trends
      in purchasing, the amount and timing of capital expenditures and other costs
      relating to the development of our products; price competition or pricing
      changes in the industry; technical difficulties or system downtime; general
      economic conditions, and economic conditions specific to the consumer plastics
      recycling industry. Our quarterly results may also be significantly impacted
      by
      the impact of the accounting treatment of acquisitions, financing transactions
      or other matters. Particularly at our early stage of development, such
      accounting treatment can have a material impact on the results for any quarter.
      Due to the foregoing factors, among others, it is likely that our operating
      results will fall below our expectations or those of investors in some future
      quarter.




***Dependence
      Upon Management***





Our
      future performance and success are dependant upon the efforts and abilities
      of
      our management. To a very significant degree, we are dependent upon the
      continued services of Jacques Mot, our president and chief executive officer
      and
      Patrick Sulzer, our Chief Operating Officer. If we lost the services of Mr.
      Mot
      and/or Mr. Sulzer before we could get qualified replacements, that loss could
      materially adversely affect our business. We do not maintain key man life
      insurance on either Mr. Mot or Mr. Sulzer.




***Lack
      Of Independent Directors***





We
      do not
      have a majority of independent directors on our board of directors and we cannot
      guarantee that our board of directors will have a majority of independent
      directors in the future. In the absence of a majority of independent directors,
      our executive officers, which are also principal stockholders and directors,
      could establish policies and enter into transactions without independent review
      and approval thereof. This could present the potential for a conflict of
      interest between our stockholders and us generally and the controlling officers,
      stockholders or directors.





***Limitation
      Of Liability And Indemnification Of Officers And
      Directors***





Our
      officers and directors are required to exercise good faith and high integrity
      in
      our management affairs. Our Certificate of Incorporation provides, however,
      that
      our officers and directors shall have no liability to our stockholders for
      losses sustained or liabilities incurred which arise from any transaction in
      their respective managerial capacities unless they violated their duty of
      loyalty, did not act in good faith, engaged in intentional misconduct or
      knowingly violated the law, approved an improper dividend or stock repurchase,
      or derived an improper benefit from the transaction. Our articles and bylaws
      also provide for the indemnification by us of the officers and directors against
      any losses or liabilities they may incur as a result of the manner in which
      they
      operate our business or conduct the internal affairs, provided that in
      connection with these activities they act in good faith and in a manner that
      they reasonably believe to be in, or not opposed to, our best interests, and
      their conduct does not constitute gross negligence, misconduct or breach of
      fiduciary obligations.





***Management
      Of Potential Growth***





Subject
      to receipt of financing, we hope to experience rapid growth, which, if achieved,
      will place a significant strain on our managerial, operational, and financial
      systems resources. To accommodate our current size and manage growth, we must
      continue to implement and improve our financial strength and our operational
      systems, and expand.








There
      is
      no guarantee that we will be able to effectively manage the expansion of our
      operations, or that our systems, procedures or controls will be adequate to
      support our expanded operations or that we will be able to obtain facilities
      to
      support our growth. Our inability to effectively manage our future growth would
      have a material adverse effect on us.




***Limited
      Market Due To Penny Stock***





Our
      stock
      differs from many stocks, in that it is a "penny stock." The Securities and
      Exchange Commission has adopted a number of rules to regulate "penny stocks."
      These rules include, but are not limited to, Rules 3a5l-l, 15g-1, 15g-2, 15g-3,
      15g-4, 15g-5, 15g-6 and 15g-7 under the Securities and Exchange Act of 1934,
      as
      amended. Because our securities probably constitute "penny stock" within the
      meaning of the rules, the rules would apply to our securities and us. The rules
      may further affect the ability of owners of our stock to sell their securities
      in any market that may develop for them. There may be a limited market for
      penny
      stocks, due to the regulatory burdens on broker-dealers. The market among
      dealers may not be active. Investors in penny stock often are unable to sell
      stock back to the dealer that sold them the stock. The mark-ups or commissions
      charged by the broker-dealers may be greater than any profit a seller may make.
      Because of large dealer spreads, investors may be unable to sell the stock
      immediately back to the dealer at the same price the dealer sold the stock
      to
      the investor. In some cases, the stock may fall quickly in value. Investors
      may
      be unable to reap any profit from any sale of the stock, if they can sell it
      at
      all. Stockholders should be aware that, according to the Securities and Exchange
      Commission Release No. 34- 29093, the market for penny stocks has suffered
      in
      recent years from patterns of fraud and abuse. These patterns
      include:




Control
      of the market for the security by one or a few broker-dealers that are often
      related to the promoter or issuer;





Manipulation
      of prices through prearranged matching of purchases and sales and false and
      misleading press releases; “boiler room” practices involving high pressure sales
      tactics and unrealistic price projections by inexperienced sales persons;
      excessive and undisclosed bid-ask differentials and markups by selling
      broker-dealers; and the wholesale dumping of the same securities by promoters
      and broker-dealers after prices have been manipulated to a desired level, along
      with the inevitable collapse of those prices with consequent investor
      losses.





Furthermore,
      the “penny stock” designation may adversely affect the development of any public
      market for our shares of common stock or, if such a market develops, its
      continuation. Broker-dealers are required to personally determine whether an
      investment in "penny stock" is suitable for customers. Penny stocks are
      securities (i) with a price of less than five dollars per share; (ii) that
      are
      not traded on a "recognized" national exchange; (iii) whose prices are not
      quoted on the NASDAQ automated quotation system (NASDAQ-listed stocks must
      still
      meet requirement (i) above); or (iv) of an issuer with net tangible assets
      less
      than $2,000,000 (if the issuer has been in continuous operation for at least
      three years) or $5,000,000 (if in continuous operation for less than three
      years), or with average annual revenues of less than $6,000,000 for the last
      three years. Section 15(g) of the Exchange Act, and Rule 15g-2 of the Commission
      require broker-dealers dealing in penny stocks to provide potential investors
      with a document disclosing the risks of penny stocks and to obtain a manually
      signed and dated written receipt of the document before effecting any
      transaction in a penny stock for the investor's account. Potential investors
      in
      our common stock are urged to obtain and read such disclosure carefully before
      purchasing any shares that are deemed to be "penny stock." Rule 15g-9 of the
      Commission requires broker-dealers in penny stocks to approve the account of
      any
      investor for transactions in such stocks before selling any penny stock to
      that
      investor.





This
      procedure requires the broker-dealer to (i) obtain from the investor information
      concerning his financial situation, investment experience and investment
      objectives; (ii) reasonably determine, based on that information, that
      transactions in penny stocks are suitable for the investor and that the investor
      has sufficient knowledge and experience as to be reasonably capable of
      evaluating the risks of penny stock transactions; (iii) provide the investor
      with a written statement setting forth the basis on which the broker-dealer
      made
      the determination in (ii) above; and (iv) receive a signed and dated copy of
      such statement from the investor, confirming that it accurately reflects the
      investor's financial situation, investment experience and investment objectives.
      Compliance with these requirements may make it more difficult for the Company's
      stockholders to resell their shares to third parties or to otherwise dispose
      of
      them.





***The
      Trading Price Of Our Common Stock May Decrease Due To Factors Beyond Our
      Control.***





The
      trading price of the common stock is subject to significant fluctuations in
      response to numerous factors, including:





·
            Variations
                in anticipated or actual results of
                operations;


·
            Announcements
                of new products or technological innovations by us or our
                competitors;


·
            Changes
                in earnings estimates of operational results by
                analysts;


·
            Results
                of product demonstrations.


·
            Inability
                of market makers to combat short positions on the
                stock;


·
            Inability
                of the market to absorb large blocks of stock sold into the
                market;


·
            Comments
                about us or our markets posted on the
                Internet.





Moreover,
      the stock market from time to time has experienced extreme price and volume
      fluctuations, which have particularly affected the market prices for emerging
      growth companies and which often have been unrelated to the operating
      performance of the companies. These broad market fluctuations may adversely
      affect the market price of our common stock. If our stockholders sell
      substantial amounts of their common stock in the public market, the price of
      our
      common stock could fall. These sales also might make it more difficult for
      us to
      sell equity or equity related securities in the future at a price we deem
      appropriate.








***We
      Pay No Dividends***





We
      have
      never declared nor paid cash dividends on our capital stock. We currently intend
      to retain any earnings for funding growth however these plans may change
      depending upon capital raising requirements.





***Quantitative
      and Qualitative Disclosure about Market Risk***





We
      believe that we do not have any material exposure to interest or commodity
      risks. We are exposed to certain economic and political changes in international
      markets where we compete, such as inflation rates, recession, foreign ownership
      restrictions, and trade policies and other external factors over which we have
      no control.





Our
      financial results are quantified in U.S. dollars and a majority of our
      obligations and expenditures with respect to our operations are incurred in
      euros, with the balance in U.S. dollars and Swiss franc. Our functional currency
      has been the euro. In the past the majority of our revenues were derived from
      the business operations of our wholly owned subsidiaries, the Minerva Group,
      whose operations were conducted in euros. Although we do not believe we
      currently have any materially significant market risks relating to our
      operations resulting from foreign exchange rates, due to our limited operations,
      our lack of revenue and that the euro and Swiss franc are not highly
      inflational, if we enter into financing or other business arrangements
      denominated in currency other than the U.S. dollars, variations in the exchange
      rate may give rise to foreign exchange gains or losses that may be
      significant.





We
      currently have no material long-term debt obligations. We do not use financial
      instruments for trading purposes and we are not a party to any leverage
      derivatives.




***Doubt
      as to Ability to Continue as Going Concern***





The
      Company's independent certified public accountant has stated in their report
      included in this Annual Report that we have incurred operating losses
      from our inception, and that we are dependent upon management's ability to
      develop profitable operations. These factors among others may raise substantial
      doubt about our ability to continue as a going concern.





We
      anticipate raising any necessary capital from outside investors coupled with
      bank or mezzanine lenders. As of the date of this report, we have not entered
      into any negotiations with any third parties to provide such
      capital.





**RECENT
      DEVELOPMENTS**




***Debt
      Exchange Agreement***




We
      entered into a Debt Exchange Agreement with our president and chief executive
      officer, Jacques Mot and our subsidiary Plastinum dated as of December 7, 2005.
      Pursuant to the Debt Exchange Agreement, we issued Mr. Mot a Convertible
      Promissory Note in the original principal amount of $753,304 representing
      outstanding amounts owed to him under his Consulting Agreement through December
      31, 2004. The Convertible Promissory Note bore interest at a rate of 10% per
      annum, was payable on demand and was convertible at the option of Mr. Mot into
      shares of our Preferred Stock, or into shares of Plastinum Preferred Stock,
      subject to stockholder approval of the "spin off" of Plastinum. The conversion
      rate under the note was $1.507 per share of Preferred Stock (whether NGH or
      Plastinum) and each share of Preferred Stock was convertible into 73 shares
      of
      Common Stock subject to adjustment for stock splits, stock dividends or similar
      transactions.




On
      July
      10, 2006, the Company, Mr. Mot, and Plastinum entered into an Election to
      Convert and Amendment to Debt Exchange Agreement which amended the Debt Exchange
      Agreement dated as of December 7, 2005. Pursuant to the Election to Convert
      and
      Amendment to Debt Exchange Agreement, Mr. Mot converted the outstanding
      principal and accrued interest under the Convertible Promissory Note issued
      by
      the Company to Mr. Mot in the approximate outstanding balance of $796,645 into
      528,629.58 shares of our Series A Preferred Stock. The Series A Preferred Stock
      voted together with the Common Stock on an "as-converted" basis. On February
      16,
      2007, the Series A Preferred Stock automatically converted into 38,672,076
      shares of the Company's Common Stock upon the filing of an Amendment to the
      Company’s Certificate of Incorporation increasing the number of authorized
      shares of the Company’s Common Stock to 150,000,000 shares. On February 20,
      2007, with the effectiveness of the "spin off" of Plastinum to the Company's
      stockholders, Mr. Mot also received the same number of shares of common stock
      of
      Plastinum.




***Processing
      of plastic polymers***





During
      the second quarter of 2004 we were able to reactivate the Plastinum BT 30
      machine, which had been in storage since mid 2002, due to lack of operating
      capital. Since then, we have engaged HPB Equipment, located in Beligneux/France
      to warehouse and store the Plastinum BT 30 prototype machine. We have also
      engaged an engineer on a consulting basis in order to operate the machinery
      and
      develop further testing for clients within the plastic industry. Plastinum
      has
      also recently built its first industrial size machine, with a capacity of 350KG
      per hour, or 2,400 Tons annually.







The
      Company has been able to raise funds through a private placement in Europe,
      which is ongoing. The use of proceeds are to update all SEC filings, reactivate
      the Plastinum BT 30, retain plastic engineering professionals as well as hiring
      executives on management level and to build the first Plastinum 350KG
      commercially viable machine and plant.





***Consulting
      Arrangements***





Pursuant
      to an engagement letter with Robert Scherne, CPA, P.C. dated February 10, 2006,
      we retained Robert Scherne as our interim Chief Financial Officer on a
      consulting basis. Pursuant to the terms of the engagement letter, we pay Robert
      Scherne, CPA, P.C. at an hourly rate of $150 per hour, $90 of which is payable
      in cash and $60 of which is payable in restricted shares of our common stock.
      The amount of common stock due to Mr. Scherne is determined on a monthly basis
      by dividing $60 per billed hour by 50% of our average trading price for the
      prior ninety days. Mr. Scherne's engagement may be terminated by either party
      upon notice to the other party.





On
      March
      15, 2006, we executed a Consulting Agreement with Patrick Hellinckx relating
      to
      the provision of advice regarding financing options. Pursuant to the Consulting
      Agreement, we paid Mr. Hellinckx $7,800 and Plastinum issued 231,900 shares
      of
      its common stock to Mr. Hellinckx on June 20, 2006. In addition, Mr. Hellinckx
      has the right to receive warrants to purchase 231,900 shares of Common Stock
      of
      either NGH or Plastinum. As of December 31, 2006, no warrants have been issued.
      When issued, the warrants will have an exercise price of $0.35 per share for
      either our Common Stock or Plastinum Common Stock and will expire five years
      from the date of issuance. The Consulting Agreement expired on December 31,
      2006.





On
      March
      15, 2006, we executed a Consulting Agreement with Volarder Corp. relating to
      the
      provision of advice regarding financing options. Pursuant to the Consulting
      Agreement, we paid Volarder Corp. $27,180 and Plastinum issued 714,847 shares
      of
      its common stock to Volarder Corp. on August 1, 2006. In addition, Volarder
      Corp. has the right to receive warrants to purchase714,847 shares of Common
      Stock of either NGH or Plastinum. As of December 31, 2006, no warrants have
      been
      issued. When issued, the warrants will have an exercise price of $0.35 per
      share
      for either our Common Stock or Plastinum Common Stock and will expire five
      years
      from the date of issuance. The Consulting Agreement expired on December 31,
      2006.





On
      March
      15, 2006, we executed a Consulting Agreement with Polymer Consulting relating
      to
      the provision of advice regarding financing options. Pursuant to the Consulting
      Agreement, we paid Polymer Consulting $153,400 and Plastinum issued 801,487
      shares of its common stock to Polymer Consulting on June 20, 2006. In addition,
      Polymer Consulting has the right to receive warrants to purchase 801,487 shares
      of Common Stock of either NGH or Plastinum. As of December 31, 2006, no warrants
      have been issued. When issued, the warrants will have an exercise price of
      $0.35
      per share for either our Common Stock or Plastinum Common Stock and will expire
      five years from the date of issuance. The Consulting Agreement expired on
      December 31, 2006.





On
      March
      15, 2006, we executed a Consulting Agreement with Marc de Ridder relating to
      the
      provision of advice regarding financing options. Pursuant to the Consulting
      Agreement, Plastinum issued 136,950 shares of its common stock to Mr. de Ridder
      on June 20, 2006. In addition, Mr. de Ridder has the right to receive warrants
      to purchase 136,950 shares of Common Stock of either NGH or Plastinum. As of
      December 31, 2006, no warrants have been issued. When issued, the warrants
      will
      have an exercise price of $0.35 per share for either our Common Stock or
      Plastinum Common Stock and will expire five years from the date of issuance.
      The
      Consulting Agreement expired on December 31, 2006.





On
      March
      15, 2006, we executed a Consulting Agreement with Jan Rasschaert relating to
      the
      provision of advice regarding financing options. Pursuant to the Consulting
      Agreement, Plastinum issued 100,400 shares of its common stock to Mr. Rasschaert
      on June 20, 2006. In addition, Mr. Rasschaert has the right to receive warrants
      to purchase 100,400 shares of Common Stock of either NGH or Plastinum. As of
      December 31, 2006, no warrants have been issued. When issued, the warrants
      will
      have an exercise price of $0.35 per share for either our Common Stock or
      Plastinum Common Stock and will expire five years from the date of issuance.
      The
      Consulting Agreement expired on December 31, 2006.





***Plastinum
      Spin Off***





At
      December 31, 2006, the Company owned approximately 94% of the issued and
      outstanding equity securities of Plastinum. On January 31, 2007, the Company
      filed definitive proxy materials (after having originally filed preliminary
      proxy materials on July 12, 2006) with the SEC for the purpose of, among other
      things, electing directors, selecting the Company's independent auditors and
      approving a pro rata distribution (or "spin off") of Plastinum to our
      stockholders of record as of December 29, 2006 whereby the stockholders of
      the
      Company would receive one share of Plastinum common stock for each share of
      NGH
      common stock the stockholder owned. On February 16, 2007, a meeting of the
      Company’s stockholders was held where all of the matters to be voted upon as set
      forth in the definitive proxy materials were approved and/or ratified. THE
      SPIN-OFF OF PLASTINUM WAS THEREAFTER EFFECTED ON FEBRUARY 20, 2007 AND THE
      COMPANY NO LONGER OWNS ANY INTEREST IN PLASTINUM OR THE PLASTINUM BUSINESS
      DISCUSSED HEREIN AND CURRENTLY HAS NO BUSINESS OPERATIONS AND IS A “SHELL” COMPANY
      WITH NO
      MATERIAL ASSETS .







**OFF-BALANCE
      SHEET ARRANGEMENTS**





We
      do not
      have any off-balance sheet arrangements.





**ITEM
      7. FINANCIAL STATEMENTS**





The
      following financial statements are included herewith: the Company's audited
      Financial Statements as of and for the fiscal year ended December 31, 2006
      and
      December 31, 2005.





THESE
      FINANCIAL STATEMENTS SHOULD BE REVIEWED WITH CAUTION AS ON FEBRUARY 20, 2007,
      THE COMPANY EFFECTED THE SPIN OFF OF ITS PLASTINUM SUBSIDIARY AS DETAILED UNDER
      “RECENT DEVELOPMENTS - PLASTINUM SPIN OFF”. CONSEQUENTLY, WE CURRENTLY HAVE NO
      OWNERSHIP INTEREST IN PLASTINUM, NO OPERATING BUSINESS AND NO MATERIAL
      ASSETS .










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





None.




**ITEM
      8A. CONTROLS AND PROCEDURES**





The
      Company maintains disclosure controls and procedures (as defined in Rule
      13a-15(e) and Rule 15d-15(e) under the Securities Exchange Act of 1934, as
      amended) that are designed to ensure that information required to be disclosed
      in our periodic reports filed under the Exchange Act is recorded, processed,
      summarized and reported within the time periods specified in the SEC's rules
      and
      forms, and that such information is accumulated and communicated to our
      management, including our principal executive/financial officer, to allow timely
      decisions regarding required disclosure.




As
      of
      December 31, 2005, our management carried out an evaluation under the
      supervision of our Chief Executive Officer and our Chief Financial Officer
      of
      the effectiveness of the design and operation of our system of disclosure
      controls and procedures pursuant to the Securities Exchange Act.





As
      previously disclosed in a Current Report on Form 8-K , which we filed on
      November 15, 2006 and as described in our Explanatory Note to the Form 10-K/A
      for the year ended December 31, 2005 and Note E to its accompanying consolidated
      financial statements, as a result of comments raised by the Division of
      Corporate Finance of the Securities & Exchange Commission (the
“Commission”), we determined that accounting errors were made in connection with
      accounting for and disclosing the beneficial conversion feature embedded in
      a
      convertible note as a liability as of the date of issuance instead of equity.
      As
      a result, we determined, as of December 31, 2005, that our disclosure controls
      were not effective.





Based
      on
      the impact of the aforementioned accounting error, we determined to restate
      our
      consolidated financial statements as of December 31, 2005 and 2004 and the
      years
      then ended and the period April 7, 2003 (date of inception as a development
      state) through December 31, 2005.





Subsequent
      to the date of the financial statements, we implemented the following remedial
      measures to address the identified material weaknesses:





·
            We
                reviewed all convertible securities to identify any securities that
                may
                have embedded beneficial conversion features.





·
            We
                improved the supervision and training of our accounting staff to
                understand and implement applicable accounting requirements, policies
                and
                procedures applicable to the accounting and disclosure of convertible
                securities.





As
      of
      December 31, 2006, our management conducted a further evaluation under the
      supervision of our Chief Executive Officer and our Chief Financial Officer
      of
      the effectiveness of the design and operation of our system of disclosure
      controls and procedures pursuant to the Securities Exchange Act. Based upon
      that
      evaluation, the Chief Executive Officer and Chief Financial Officer concluded
      that the Company's disclosure controls and procedures were effective, as of
      the
      date of their evaluation, for the purposes of recording, processing, summarizing
      and timely reporting material information required to be disclosed in reports
      filed by the Company under the Securities Exchange Act of 1934.




Changes
      in Disclosure Controls and Procedures




Other
      than as disclosed above, there were no changes in our internal controls over
      financial reporting that occurred during the year ended December 31, 2006
      that have materially affected, or are reasonably likely to materially affect,
      our internal control over financial reporting.


.








**ITEM
      8B. OTHER INFORMATION**





None.







**PART
      III**





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





**MANAGEMENT**





The
      following table sets forth the names, ages and positions of our executive
      officers and directors as of December 31, 2005:





**Name**
            
            **Age**
            
            **Position
                and Offices with the Company**Jacques
                Mot
            
            50
            
            Chairman
                of the Board of Directors, President and CEOMarcel
                Rokegem
            
            57
            
            DirectorPatrick
                Sulzer
            
            32
            
            Chief
                Operating OfficerRobert
                Scherne
            
            50
            
            Chief
                Financial Officer












Jacques
      Mot served as the Chairman of the Board, President and CEO from April of 1999
      to
      January 24, 2000 and again from February 2002 until the present. Mr. Mot was
      also a Director of Argenta & Magnum Management Company Ltd. - - Gibraltar, a
      company that was engaged in providing financial advisory services. From 1987
      to
      1992, Mr. Mot was the General Manager and Director of Iesa Investissements
      S.A.,
      a portfolio management and investment company, where he handled portfolio and
      investment management on a confidential basis. Mr. Mot attended the University
      of Lausanne, Switzerland studying economics from 1976-1979.





Marcel
      Rokegem has served as a Director since 1999. As of 1991 he acted as an
      independent investment consultant. From 1987 to 1991 he was co-founding partner
      and director of Euro Suisse Securities, a member of the London Stock Exchange.
      From 1982 to 1987 he was co-founding partner and director of Jesup and Lamont
      International, an affiliate of Jesup and Lamont Securities Co., a member of
      the
      New York Stock Exchange and one of the oldest Wall Street firms. Prior to that
      Mr. Rokegem was partner in charge of the international department of Biard,
      Hombergen, Pringiers and Co., a member of the Brussels Stock Exchange. He
      started his career with Kredietbank in Brussels where he was responsible for
      international equity trading and sales. He attended the Antwerp Jesuit
      University where he studied AES (Applied Economic Science). He is a diploma
      holder from I.S.M.A. and is an officially recognized insurance
      consultant.





Patrick
      Sulzer has served as Chief Operating Officer since April 2005. He acted as
      an
      independent consultant to NGP during the six months prior to taking an official
      position with the Company. From August 2002 until November 2004, he worked
      as
      Logistics & Operations Manager for TechnoMarine group, an international
      watch company with offices in Europe, USA and Asia. Prior to that Mr Sulzer
      was
      an auditor with PriceWaterhouseCoopers. He graduated from Oxford Brookes
      University in 2001 (BA 2:1) where he studied Finance & Management. In
      addition, he attended two years the University of Fribourg where he studied
      law.





Robert
      Scherne has provided his services as the interim Chief Financial Officer of
      New
      Generation Holdings, Inc. since February, 2006 on a leased basis through Robert
      C. Scherne, CPA, PC, a company that specializes in providing financial
      management personnel to businesses on a temporary basis. Mr. Scherne has
      been the principal of Robert C. Scherne, CPA, PC, since March 2003. Prior
      to that, Mr. Scherne was employed as an accountant by Merdinger, Fruchter
      Rosen and Company from December 1993 to December 2002; by Louis Sturz
& Co. and its successor firm Grossman, Russo & Shapiro from
      July 1986 until November 2002; and by L.H. Frishkoff &Co. and its
      successor firm A. Uzzo &Co. from July 1978 to June 1986.
      Mr. Scherne holds a Bachelors of Business Administration degree in
      Accounting from Pace University (New York City), and is an active member of
      the
      American Institute of Certified Public Accountants and the New York State
      Society of Certified Public Accountants.




**SECTION
      16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE**




To
      the
      Company’s knowledge, no director, officer or beneficial owner of more than ten
      percent of any class of equity securities of the Company failed to file on
      a
      timely basis reports required by Section 16(a) of the Exchange Act during
      2006.





**CODE
      OF ETHICS POLICY**





We
      have
      not adopted a code of ethics that applies to our principal executive officer,
      principal financial officer, principal accounting officer or controller or
      persons performing similar functions as we have not had the financial resources
      to do so and our businesses had until recently been dormant.








**ITEM
      10. EXECUTIVE COMPENSATION**





The
      following table sets forth information regarding compensation paid by us to
      our
      Chief Executive Officer:




**SUMMARY
      COMPENSATION TABLE**


Name
                  & Principal Position
              
              Year
              
              Salary
                  ($)
              
              Bonus
                  ($)
              
              Stock
                  Awards ($)
              
              Option
                  Awards ($)
              
              Non-Equity
                  Incentive Plan Compensation ($)
              
              Nonqualified
                  Deferred Compensation Earnings ($)
              
              All
                  Other Compensation ($)
              
              Total
                  ($)Jacques
                  Mot
              
              
              2006
              
              
              324,000
              
              
              -
              
              
              -
              
              
              120,134
                  (1
              )
              
              -
              
              
              -
              
              
              -
              
              
              444,134Chief
                  Executive
              
              
              2005
              
              
              324,000
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              324,000OfficerPatrick
                  Sulzer
              
              
              2006
              
              
              91,377
              
              
              -
              
              
              -
              
              
              120,134
                  (1
              )
              
              -
              
              
              -
              
              
              -
              
              
              211,511Chief
                  Operating
              
              
              2005
              
              
              96,500
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              96,500Officer
  (1)
                On
                    July 10, 2006 Mr. Mot and Mr. Sulzer were each granted a five
                    year option
                    to purchase 3,000,000 shares of Plastinum common stockat
                    an exercise price of $0.10 per share. The options vest over a
                    three year
                    period with 1,000,000 optionsvesting
                    on the first, second and third anniversaries of the grant date.
                    The option
                    grant was valued using the Black Scholesoption
                    pricing model assuming a two year life, no expected dividend
                    payments, a
                    volitility of 136% and a risk free rate of
                    4.9%




**Employment
      Agreements**





We
      entered into a Consulting Agreement with Jacques Mot dated July 5, 2000 pursuant
      to which Mr. Mot receives $27,000 per month for his services to the Company.
      The
      Agreement has a one (1) year term with automatic renewal unless terminated
      by
      either party. As of January 1, 2005, Mr. Mot became an employee of the Company
      and he receives the same compensation as he received under his Consulting
      Agreement.





Pursuant
      to an engagement letter with Robert Scherne, CPA, P.C. dated February 10, 2006,
      we retained Robert Scherne as our interim Chief Financial Officer on a
      consulting basis. Pursuant to the terms of the engagement letter, we pay Robert
      Scherne, CPA, P.C. at an hourly rate of $150 per hour, $90 of which is payable
      in cash and $60 of which is payable in restricted shares of our common stock.
      The amount of common stock due to Mr. Scherne is determined on a monthly basis
      by dividing $60 per billed hour by 50% of our average trading price for the
      prior ninety days. Mr. Scherne's engagement may be terminated by either party
      upon notice to the other party.





**OUTSTANDING
      EQUITY AWARDS AT FISCAL YEAR END**


Option
                  Awards
              
              Stock
                  AwardsName
              
              Number
                  of Securities Underlying Unexercised Options (#)
                  Exercisable
              
              Number
                  of Securities Underlying Unexercised Options (#)
                  Unexercisable
              
              Equity
                  Incentive Plan Awards: Number of Securities Underlying Unexercised
                  Unearned Options (#)
              
              Option
                  Exercise Price ($)
              
              Estimated
                  Per Share Market Value at Grant Date if Greater than Exercise Price
                  ($)
              
              Option
                  Expiration Date
              
              Number
                  of Shares or Units of Stock That Have Not Vested (#)
              
              Market
                  Value of Shares or Units of Stock That Have Not Vested ($)
              
              Equity
                  Incentive Plan Awards: Number of Unearned Shares, Units or Other
                  Rights
                  That Have Not Vested (#)
              
              Equity
                  Incentive Plan Awards: Market or Payout Value of Unearned Shares,
                  Units or
                  Other Rights That Have Not Vested ($)Jacques
                  Mot
              
              
              -
              
              3,000,000
                  (1
              )
              3,000,000
                  (1
              )
              
              0.10
              
              
              0.29
              
              
              7/10/2011
              
              
              -
              
              
              -
              
              
              -
              
              
              -1,100,000
              
              
              -
              
              
              -
              
              
              1.18
              
              
              N/A
              
              
              3/1/2007
              
              
              -
              
              
              -
              
              
              -
              
              
              -Patrick
                  Sulzer
              
              
              -
              
              3,000,000
                  (1
              )
              3,000,000
                  (1
              )
              
              0.10
              
              
              0.29
              
              
              7/10/2011
              
              
              -
              
              
              -
              
              
              -
              
              
              -
  (1)
              Represents
                  options to purchase Plastinum common
                  stock




**DIRECTOR
      COMPENSATION**


Name
              
              Fees
                  Earned or Paid in Cash ($)
              
              Stock
                  Awards ($)
              
              Option
                  Awards ($)
              
              Non-Equity
                  Incentive Plan Compensation ($)
              
              Nonqualified
                  Deferred Compensation Earnings ($)
              
              All
                  Other Compensation ($)
              
              Total
                  ($)Marcel
                  Rokegem
              
              
              50,728
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              50,728




We
      do not
      currently have a compensation plan for members of our Board of Directors for
      service on our Board, but we expect that a compensation plan for Directors
      will
      be adopted in the future.









**ITEM
      11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
      MANAGEMENT.**





The
      following table sets forth, certain information, as of February 20, 2007,
      regarding beneficial ownership of our common stock by





-
            each
                stockholder known by us to be the beneficial owner of more than five
                percent (5%) of the outstanding shares of our common
                stock;





-
            each
                of our directors;





-
            each
                of the named executive officers;
                and





-
            all
                of our current executive officers and directors as a
                group.





**Name
                of  Beneficial Owner**
            
            **Number
                of Shares**
              **Beneficially
                Owned (1)**
            
            **Percent
                of Class (1)**Jacques
                Mot(2)
            
            
            39,872,076
            
            
            44.4
            %Marcel
                Rokegem
            
            
            50,000
            
            
            *
            %Alfons
                de Maeseneir(3)
            
            
            9,579,000
            
            
            10.4
            %Lombard
                Odier Darier Hentsch & CIE(4)
            
            
            8,570,000
            
            
            9.3
            %Robert
                Scherne(5)
            
            
            79,637
            
            
            *
            %All
                executive officers and directors as a group
            
            
            40,001,713
            
            
            44.5
            %




*
      less
      than 1%







(1)
            Shares
                of common stock subject to warrants or other instruments currently
                exercisable or exercisable within 60 days of the date hereof are
                deemed
                outstanding for computing the number of shares beneficially owned
                and the
                percentage of outstanding shares of the class held by a person holding
                such warrants, but are not deemed outstanding for computing the percentage
                of any other person.(2)
            Includes
                (i) 1,100,000 vested options to purchase common stock at an exercise
                price
                of $1.18 per share and (ii) 38,672,076 shares of common stock issued
                February 16, 2007 upon conversion of 528,629.58 shares of preferred
                stock.(3)
            Includes
                warrants immediately exercisable to purchase 3,227,000 shares of
                common
                stock at a purchase price of $0.35 per share.(4)
            Includes
                warrants immediately exercisable to purchase 3,570,000 shares of
                common
                stock at a purchase price of $0.35 per share.(5)
            Includes
                79,637 shares of Common Stock which Mr. Mr. Scherne was entitled to
                receive through December 29, 2006, but which shares were pending
                issuance until such time as the Company would have sufficient authorized
                shares available for such issuance. On February 16, 2007, the Company
                filed an Amendment to its Certificate of Incorporation which increased
                the
                number of shares of Common Stock authorized for issuance and we expect
                to
                issue the shares of Common Stock to which Mr. Scherne is entitled
                during
                the first quarter of 2007.




**ITEM
      12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.**




We
      entered into a Debt Exchange Agreement with our president and chief executive
      officer, Jacques Mot and our subsidiary Plastinum dated as of the December
      7,
      2005. Pursuant to the Debt Exchange Agreement, we issued Mr. Mot a Convertible
      Promissory Note in the original principal amount of $753,304 representing
      outstanding amounts owed to him under his Consulting Agreement through December
      31, 2004. The Convertible Promissory Note bore interest at a rate of 10% per
      annum, was payable on demand and was convertible at the option of Mr. Mot into
      shares of our Preferred Stock, or into shares of Plastinum Preferred Stock,
      subject to stockholder approval of the "spin off" of Plastinum. The conversion
      rate under the note was $1.507 per share of Preferred Stock (whether NGH or
      Plastinum) and each share of Preferred Stock is convertible into 73 shares
      of
      Common Stock subject to adjustment for stock splits, stock dividends or similar
      transactions.





On
      July
      10, 2006, the Company, Mr. Mot, and Plastinum entered into an Election to
      Convert and Amendment to Debt Exchange Agreement which amended the Debt Exchange
      Agreement dated as of December 7, 2005. Pursuant to the Election to Convert
      and
      Amendment to Debt Exchange Agreement, Mr. Mot converted the outstanding
      principal and accrued interest under the Convertible Promissory Note issued
      by
      the Company to Mr. Mot in the approximate outstanding balance of $796,645 into
      528,629.58 shares of our Series A Preferred Stock. The Series A Preferred Stock
      voted together with the Common Stock on an "as-converted" basis. On February
      16,
      2007, the Series A Preferred Stock automatically converted into 38,672,076
      shares of the Company's Common Stock upon the filing of an Amendment to the
      Company’s Certificate of Incorporation increasing the number of authorized
      shares of the Company’s Common Stock to 150,000,000 shares. On February 20,
      2007, with the effectiveness of the "spin-off" of Plastinum to the Company's
      stockholders, Mr. Mot also received the same number of shares of common stock
      of
      Plastinum.








On
      March
      31, 2005, NGH issued to WBEMS 2005, LLC a warrant to purchase 200,000 shares
      of
      NGH common stock and pursuant to a Joinder Agreement dated June 2, 2006, the
      Warrant may now be exercised for Plastinum common stock as well. The Warrant
      is
      exercisable for a period of three years at an exercise price of $0.25 per share.
      WBEMS 2005, LLC is 100% owned by the principals of our outside legal counsel,
      Westerman Ball Ederer Miller & Sharfstein, LLP (“WBEMS”), and the warrant
      was issued at the approximate fair market value as additional compensation
      for
      legal services rendered. As of February 20, 2007, WBEMS and/or its affiliates
      own approximately 130,000 shares of our common stock in addition to the
      warrant.




On
      July
      10, 2006, Plastinum entered into a Convertible Loan Agreement with Mr. Jacques
      Mot and a third party pursuant to which Plastinum borrowed an aggregate of
      $500,000, of which $200,000 was from Mr. Mot. The loans are convertible into
      an
      aggregate of 1,000,000 shares of Plastinum Common Stock. If not converted
      earlier, the notes mature on May 31, 2010. In addition, the lenders received
      warrants to purchase an aggregate of 1,000,000 shares of Plastinum common stock
      at an exercise price of $.50 per share.




As
      of
      December 31, 2006, Plastinum received advances from Mr. Jacques Mot aggregating
      $457,720 for working capital purposes. The advances are non-interest
      bearing.









**ITEM
      13. EXHIBITS LIST**





(a)
            The
                following documents are filed as part of this
                Form:





Financial
      Statements. See index of Financial Statements on page F-1 at the beginning
      of
      the attached Financial Statements.





(b)
            Exhibits




&(3)
            (i)
            Certificate
                of Incorporation++
            (iv)
            By-Laws++(4)
            (i)
            Specimen
                Certificate for Common Stock++
            (ii)
            Form
                of Warrant at $6.00 expiring 2 years after Commencement
                Date++
            (iii)
            Form
                of Warrant at $12.00 expiring March 5, 2004++
            (iv)
            Form
                of Warrant at $12.00 expiring February 24, 2004^
            (v)
            Form
                of Warrant at $8.00 expiring 2 years after Commencement
                Date(vi)
            Form
                of Warrant at $0.35 expiring 3 years after issuance
                date+(10)
            (i)
            Consulting
                Agreement of Jacques Mot dated as of April 15, 1999.#
            (ii)
            Form
                of Subscription Agreement**
            (iii)
            Share
                Exchange Agreement dated as of December 29, 2000 by and among the
                Company
                and New Generation Partners, Inc., on one hand, and Icare BVBA, Rapide
                BVBA, Rene De Vleeschauwer and Robert Jordaens.***
            (iv)
            Share
                Exchange Agreement dated as of February 28, 2001 by and among the
                Company
                and New Generation Partners, Inc., on one hand, and Icare BVBA, Rapide
                BVBA, Rene De Vleeschauwer and Robert Jordaens.+++
            (v)
            Consulting
                Agreement by and between New Generation Holdings, Inc and Jacques
                Mot
                dated as of July 5, 2000.*
            (vi)
            Demand
                Promissory Note in favor of Jacques Mot dated December 31,
                2002.##
            (vii)
            Form
                of Subscription Agreement for 2004 Regulation S
                Offering****
            (viii)
            Subscription
                Agreement between the Company and Alfons de Maeseneir##
            (ix)
            Debt
                Exchange Agreement among New Generation Holdings, Inc. New Generation
                Partners, Inc. and Jacques Mot dated as of December 7,
                2005.##
            (x)
            Convertible
                Promissory Note in favor of Jacques Mot dated December 7,
                2005(xi)
            Engagement
                Letter between New Generation Holdings, Inc. and Robert S. Scherne,
                CPA,
                PC dated February 10, 2006.(xii)
            Consulting
                Agreement between New Generation Holdings, Inc. and Clanders Inv.
                Ltd.
                dated March 15, 2006.(xiii)
            Consulting
                Agreement between New Generation Holdings, Inc. and Patrick
                Hellinckx dated March 15, 2006.(xiv)
            Consulting
                Agreement between New Generation Holdings, Inc. and Jan Rasschaert
                dated
                March 15, 2006.









(xv)
            Consulting
                Agreement between New Generation Holdings, Inc. and Polymer
                Consulting Limited dated March 15, 2006.(xvi)
            Consulting
                Agreement between New Generation Holdings, Inc. and Volarder Corp.
                Ltd. dated March 15, 2006.&&
            (xvii)
            Election
                to Convert and Amendment to Exchange Agreement among New Generation
                Holdings, Inc., Plastinum Corp. and Jacques Mot dated as of July
                10,
                2006&&
            (xviii)
            Advisory
                Agreement between New Generation Holdings, Inc. and Valley Road Capital,
                dated July 10, 2006.&
            (21)
            Subsidiaries
                of the Registrant&
            (31.1)
            Certificate
                pursuant to section 302 of the Sarbanes-Oxley Act of
                2002.&
            (32.1)
            Certificate
                pursuant to section 906 of the Sarbanes-Oxley Act of
                2002.









&
            Filed
                herewith.+
            Incorporated
                by reference to the Company's Form 10-QSB for the period ending June
                30,
                1999 filed on August 23, 1999.++
            Incorporated
                by reference to the Company's Form 10-KSB for the period beginning
                April
                15, 1999 and ending December 31, 1999 filed on March 30,
                2000.^
            Incorporated
                by reference to the Company's Form 10-QSB for the period ending March
                31,
                2000 filed on May 23, 2000.#
            Incorporated
                by reference to the Company's Form 10-QSB for the period ending June
                30,
                2000 filed on August 30, 2000.*
            Incorporated
                by reference to the Company's Form 10-KSB for the year ended December
                31,
                2002 filed on February 15, 2004.**
            Incorporated
                by reference to the Company's Form 8-K filed on February 28,
                2001***
            Incorporated
                by reference to the Company's Form 8-K filed on March 12,
                2001****
            Incorporated
                by reference to the Company’s Form 8-K filed on May 12,
                2005+++
            Incorporated
                by reference to the Company's Form 10-KSB for year ended December
                31, 2000
                filed on April 16, 2001##
            Incorporated
                by reference to the Company's Form 10-KSB for year ended December
                31, 2004
                filed on December 7, 2005&&
            Incorporated
                by reference to the Company’s Form 8-K filed on July 12,
                2006










**ITEM
      14. PRINCIPAL ACCOUNTANT FEES AND SERVICES**




**PRINCIPAL
      ACCOUNTANT FEES AND SERVICES**





The
      following is a summary of the fees billed to New Generation Holdings, Inc.
      by
      Russell Bedford Stefanou Mirchandani LLP for professional services rendered
      for
      the fiscal years ended December 31, 2006 and 2005:




**Fee
                Category**
            
            **Fiscal
                2006**
              **Fees**
            
            **Fiscal
                2005**
              **Fees**Audit
                Fees
            
            $
            23,000
            
            $
            37,802Audit-Related
                Fees
            
            
            —
            
            
            —Tax
                Fees
            
            
            —
            
            
            —All
                Other Fees
            
            
            —
            
            
            —Total
                Fees
            
            $
            23,000
            
            $
            37,802




AUDIT
      FEES. Consists of fees billed for professional services rendered for the audit
      of New Generation Holdings, Inc.'s consolidated financial statements and review
      of the interim consolidated financial statements included in quarterly reports
      and services that are normally provided by Russell Bedford Stefanou Mirchandani
      LLP in connection with statutory and regulatory filings or
      engagements.





AUDIT-RELATED
      FEES. Consists of fees billed for assurance and related services that are
      reasonably related to the performance of the audit or review of New Generation
      Holding, Inc.'s consolidated financial statements and are not reported under
      "Audit Fees." There were no Audit-Related services provided in fiscal 2006
      or
      2005.





TAX
      FEES.
      Consists of fees billed for professional services for tax compliance, tax advice
      and tax planning. There were no tax services provided in fiscal 2006 or
      2005.





ALL
      OTHER
      FEES. Consists of fees for products and services other than the services
      reported above. There were no management consulting services provided in fiscal
      2006 or 2005.





**POLICY
      ON AUDIT COMMITTEE PRE-APPROVAL OF AUDIT AND PERMISSIBLE NON-AUDIT SERVICES
      OF
      INDEPENDENT AUDITORS**





The
      Company currently does not have a designated Audit Committee, and accordingly,
      the Company's Board of Directors' policy is to pre-approve all audit and
      permissible non-audit services provided by the independent auditors. These
      services may include audit services, audit-related services, tax services and
      other services. Pre-approval is generally provided for up to one year and any
      pre-approval is detailed as to the particular service or category of services
      and is generally subject to a specific budget. The independent auditors and
      management are required to periodically report to the Company's Board of
      Directors regarding the extent of services provided by the independent auditors
      in accordance with this pre-approval, and the fees for the services performed
      to
      date. The Board of Directors may also pre-approve particular services on a
      case-by-case basis.










**SIGNATURES**




In
      accordance with Section 13 or 15(d) of the Exchange Act, the Company has caused
      this report to be signed on its behalf on March 6, 2007 by the undersigned,
      thereunto duly authorized.




**NEW
                GENERATION HOLDINGS, INC.**
              **(Registrant)**By:
            /s/ Jacques
                MotJacques
                Mot
              *(Chief
                Presiding Officer)*




In
      accordance with the Exchange Act, this report has been signed below on March
      6,
      2007 by the following persons in the capacities indicated:




By:
            /s/ Jacques
                MotJacques
                Mot
              Director
                and CEO
              (Principal
                Executive Officer)By:
            /s/ Robert
                ScherneRobert
                Scherne
              Interim
                Chief Financial Officer
              (Principal
                Financial and Accounting Officer)By:
            /s/ Marcel
                RokegemMarcel
                Rokegem
              Director










**SECURITIES
      AND EXCHANGE COMMISSION**


**WASHINGTON,
      D.C. 20549**





**FINANCIAL
      STATEMENTS AND SCHEDULES**





**DECEMBER
      31, 2006 AND 2005**





**FORMING
      A PART OF ANNUAL REPORT**


**PURSUANT
      TO THE SECURITIES EXCHANGE ACT OF 1934**





**NEW
      GENERATION HOLDINGS, INC.**











**REPORT
        OF INDEPENDENT REGISTERED CERTIFIED PUBLIC ACCOUNTING FIRM**
 
 
 The
        Board
        of Directors
 New
        Generation Holdings, Inc.
 New
        York,
        New York
 
 We
        have
        audited the accompanying consolidated balance sheet of New Generation Holdings,
        Inc. and subsidiaries ("Company"), a development stage Company, as of December
        31, 2006, and the related consolidated statements of losses, comprehensive
        loss,
        deficiency in stockholders' equity and cash flows for each of the two years
        in
        the period ended December 31, 2006 and for the period April 7, 2003 (date
        of
        inception as a development stage enterprise) to December 31, 2006. These
        consolidated financial statements are the responsibility of the Company's
        management. Our responsibility is to express an opinion on these consolidated
        financial statements based on our audits.
 
 We
        conducted our audits in accordance with standards of the Public Company
        Accounting Oversight Board (United States of America). Those standards require
        that we plan and perform the audit to obtain reasonable assurance about whether
        the financial statements are free of material misstatement. An audit includes
        examining, on a test basis, evidence supporting the amounts and disclosures
        in
        the financial statements. An audit also includes assessing the accounting
        principles used and significant estimates made by management, as well as
        evaluating the overall financial statement presentation. We believe that
        our
        audits provide a reasonable basis for our opinion.
 
 In
        our
        opinion, the financial statements referred to above present fairly, in all
        material respects, the consolidated financial position of New Generation
        Holdings, Inc. as of December 31, 2006, and the consolidated results of its
        operations and its cash flows for each of the two years in the period ended
        December 31, 2006 and from April 7, 2003 (date of inception as a development
        stage enterprise ) to December 31, 2006 in conformity with generally accepted
        accounting principles in the United States of America.
 
 The
        accompanying consolidated financial statements have been prepared assuming
        that
        the Company will continue as a going concern. As discussed in Note A to the
        financial statements, the Company has suffered recurring losses from operations
        that raise substantial doubt about its ability to continue as a going concern.
        Management's plans in regard to these matters are also described in Note
        A. The
        financial statements do not include any adjustments that might result from
        the
        outcome of this uncertainty.
 
 /s/
        RUSSELL BEDFORD STEFANOU MIRCHANDANI LLP
 
 Russell
        Bedford Stefanou Mirchandani LLP
 Certified
        Public Accountants
 
 
 New
        York,
        New York
 February
        25, 2007


NEW GENERATION HOLDINGS, INC.(A Development Stage Company)CONSOLIDATED BALANCE SHEETDECEMBER 31, 2006


AssetsCurrent
                  assets:Cash
              
              $
              13Cash
                  - discontinued operations
              
              
              39,413Total
                  assets
              
              $
              39,426Liabilities
                  and deficiency in stockholders' equityCurrent
                  liabilities:Accounts
                  payable and accrued expenses:
              
              $
              1,110,344Due
                  to stockholder
              
              
              207,429Net
                  current liabilities of discontinued operations
              
              
              732,025Total
                  current liabilities
              
              
              2,049,798Warrant
                  derivatives
              
              
              12,153,356Net
                  non-current liabilities of discontinued operations
              
              
              389,047Total
                  liabilities
              
              
              14,592,201Minority
                  interest - discontinued operations
              
              
              459,745Deficiency
                  in stockholders' equity:Preferred
                  stock, par value $.001 per share; 1,000,000 shares authorized,528,630
                  shares issued and outstanding
              
              
              529Common
                  stock, par value $.001 per share; 50,000,000 shares
                  authorized,49,998,260
                  shares issued and outstanding
              
              
              49,998Additional
                  paid-in capital
              
              
              30,276,005Other
                  comprehensive income
              
              
              20,926Accumulated
                  deficit prior to development stage
              
              
              (31,081,731
              )Deficit
                  accumulated during the development stage
              
              
              (14,278,247
              )Total
                  deficiency in stockholders' equity
              
              
              (15,012,520
              )Total
                  liabilities and deficiency in stockholders' equity
              
              $
              39,426




See
        accompanying notes to consolidated financial statements.







NEW
        GENERATION HOLDINGS, INC.
 (A
        Development Stage Company)
 CONSOLIDATED
        STATEMENTS OF LOSSES
  Cumulative
                  Periodfrom
                  April 7, 2003(Reestablishment
                  ofDevelopment
                  StageCompany)
                  toYears
                  ended December 31,
              
              December
                  31,2006
              
              2005
              
              2006Operating
                  expenses:General
                  and administrative expenses
              
              $
              182,963
              
              $
              540,245
              
              $
              1,053,782Total
                  operating expenses
              
              
              182,963
              
              
              540,245
              
              
              1,053,782Loss
                  from continuing operations beforeother
                  income (expense)
              
              
              (182,963
              )
              
              (540,245
              )
              
              (1,053,782
              )Change
                  in value of warrant liability
              
              
              (6,434,329
              )
              
              (922,677
              )
              
              (7,357,006
              )Interest
                  expense
              
              
              (38,341
              )
              
              (758,304
              )
              
              (796,645
              )Loss
                  from continuing operationsbefore
                  provision for income taxes
              
              
              (6,655,633
              )
              
              (2,221,226
              )
              
              (9,207,433
              )Provision
                  for income taxes
              
              
              -
              
              
              -
              
              
              -Net
                  loss from continuing operations
              
              
              (6,655,633
              )
              
              (2,221,226
              )
              
              (9,207,433
              )Loss
                  from discontinued operations, net of tax
              
              
              (1,927,963
              )
              
              (2,522,334
              )
              
              (5,070,814
              )Net
                  loss
              
              $
              (8,583,596
              )
              $
              (4,743,560
              )
              $
              (14,278,247
              )Net
                  loss per common share, basic and diluted:Continuing
                  operations
              
              $
              (0.14
              )
              $
              (0.05
              )Discontinued
                  operations
              
              $
              (0.04
              )
              $
              (0.07
              )$
              (0.18
              )
              $
              (0.12
              )Weighted
                  average shares outstanding, basic and diluted
              
              
              48,763,203
              
              
              38,114,030Comprehensive
                  loss:Net
                  loss
              
              $
              (8,583,596
              )
              $
              (4,743,560
              )Foreign
                  currency translation (loss) gain
              
              
              (8,043
              )
              
              14,586Comprehensive
                  loss
              
              $
              (8,591,639
              )
              $
              (4,728,974
              )


See
        accompanying notes to consolidated financial statements.







NEW
        GENERATION HOLDINGS, INC.
 (A
        Development Stage Company)
 CONSOLIDATED
        STATEMENT OF DEFICIENCY IN STOCKHOLDERS' EQUITY
  Accumulated
                  DeficitAdditional
              
              Common
              
              Prior
                  to
              
              During
              
              OtherPreferred
                  Stock
              
              Common
                  Stock
              
              Paid-in
              
              Stock
              
              Development
              
              Development
              
              Comprehensive
              
              Stockholders'Shares
              
              Par
                  value
              
              Shares
              
              Par
                  value
              
              Capital
              
              Subscribed
              
              Stage
              
              Stage
              
              Income
              
              DeficiencyBalance,
                  December 31, 2002
              
              
              -
              
              $
              -
              
              
              21,056,690
              
              $
              21,059
              
              $
              29,636,051
              
              $
              -
              
              $
              (34,634,693
              )
              $
              -
              
              $
              -
              
              $
              (4,977,583
              )Disposition
                  of previously controlled wholly and majority owned subsidiaries,
                  net
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              3,882,801
              
              
              -
              
              
              -
              
              
              3,882,801Net
                        loss from January 1, 2003 to April 7,
                        2003
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (329,839
              )
              
              -
              
              
              -
              
              
              (329,839
              )Balance,
                  April 7, 2003
              
              
              -
              
              
              -
              
              
              21,056,690
              
              
              21,059
              
              
              29,636,051
              
              
              -
              
              
              (31,081,731
              )
              
              -
              
              
              -
              
              
              (1,424,621
              )Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (330,321
              )
              
              -
              
              
              (330,321
              )Balance,
                  December 31, 2003
              
              
              -
              
              
              -
              
              
              21,056,690
              
              
              21,059
              
              
              29,636,051
              
              
              -
              
              
              (31,081,731
              )
              
              (330,321
              )
              
              -
              
              
              (1,754,942
              )Sale
                  of common stock
              
              
              -
              
              
              -
              
              
              6,500,120
              
              
              6,500
              
              
              643,514
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              650,014Common
                  stock subscribed
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              54,600
              
              
              -
              
              
              -
              
              
              -
              
              
              54,600Shares
                  physically issued
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -Currency
                  translation adjustment
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              14,383
              
              
              14,383Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (620,770
              )
              
              -
              
              
              (620,770
              )Balance,
                  December 31, 2004
              
              
              -
              
              
              -
              
              
              27,556,810
              
              
              27,559
              
              
              30,279,565
              
              
              54,600
              
              
              (31,081,731
              )
              
              (951,091
              )
              
              14,383
              
              
              (1,656,715
              )Sale
                  of common stock
              
              
              -
              
              
              -
              
              
              18,014,150
              
              
              18,014
              
              
              1,783,401
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              1,801,415Warrants
                  issued for services
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              21,100
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              21,100Shares
                  physically issued
              
              
              -
              
              
              -
              
              
              546,000
              
              
              546
              
              
              54,054
              
              
              (54,600
              )
              
              -
              
              
              -
              
              
              -
              
              
              -Common
                  stock subscribed
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              131,300
              
              
              -
              
              
              -
              
              
              -
              
              
              131,300Beneficial
                  conversion feature
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              753,304
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              753,304Reclassification
                  of warrants to liabilities
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (4,275,966
              )
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (4,275,966
              )Currency
                  translation adjustment
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              14,586
              
              
              14,586Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (4,743,560
              )
              
              -
              
              
              (4,743,560
              )Balance,
                  December 31, 2005 - restated
              
              
              -
              
              
              -
              
              
              46,116,960
              
              
              46,119
              
              
              28,615,458
              
              
              131,300
              
              
              (31,081,731
              )
              
              (5,694,651
              )
              
              28,969
              
              
              (7,954,536
              )Shares
                  physically issued
              
              
              -
              
              
              -
              
              
              1,313,000
              
              
              1,313
              
              
              129,987
              
              
              (131,300
              )
              
              -
              
              
              -
              
              
              -
              
              
              -Sale
                  of common stock
              
              
              -
              
              
              -
              
              
              2,568,300
              
              
              2,566
              
              
              254,264
              
              
              
              
              
              -
              
              
              -
              
              
              -
              
              
              256,830Conversion
                  of debt
              
              
              528,630
              
              
              529
              
              
              -
              
              
              -
              
              
              796,116
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              796,645Warrants
                  issued with debt
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              126,700
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              126,700Stock
                  based compensation
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              240,268
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              240,268Reclassification
                  of warrants to liabilities
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (792,426
              )
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (792,426
              )Reclassification
                  of liabilities to warrants
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              272,043
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              272,043Subsidiary
                  stock issued for accrued expenses
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              633,595
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              633,595Currency
                  translation adjustment
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (8,043
              )
              
              (8,043
              )Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (8,583,596
              )
              
              -
              
              
              (8,583,596
              )Balance,
                  December 31, 2006
              
              
              528,630
              
              
              529
              
              
              49,998,260
              
              $
              49,998
              
              $
              30,276,005
              
              $
              -
              
              $
              (31,081,731
              )
              $
              (14,278,247
              )
              $
              20,926
              
              $
              (15,012,520
              )
  See
          accompanying notes to consolidated financial
          statements.









NEW
        GENERATION HOLDINGS, INC.
 (A
        Development Stage Company)
 CONSOLIDATED
        STATEMENTS OF CASH FLOWS
  Cumulative
                  Periodfrom
                  April 7, 2003(Reestablishment
                  ofDevelopment
                  StageCompany)
                  toYears
                  ended December 31,
              
              December
                  31,2006
              
              2005
              
              2006Cash
                  flows from operating activities:Net
                  loss
              
              $
              (8,583,596
              )
              $
              (4,743,560
              )
              $
              (14,278,247
              )Adjustments
                  to reconcile net loss to netcash
                  used in operating activities:Warrants
                  issued for services
              
              
              -
              
              
              21,100
              
              
              21,100Stock
                  based compensation
              
              
              240,268
              
              
              
              
              
              240,268Amortization
                  of debt discount
              
              
              15,747
              
              
              753,304
              
              
              769,051Change
                  in value of warrant liability
              
              
              6,434,329
              
              
              922,677
              
              
              7,357,006Interest
                  converted to preferred stock
              
              
              43,341
              
              
              
              
              
              43,341Depreciation
              
              
              -
              
              
              -
              
              
              107,790Loss
                  attributed to minority interest
              
              
              (40,755
              )
              
              
              
              
              (40,755
              )Increase
                  (decrease) in liabilities:Accounts
                  payable
              
              
              222,381
              
              
              1,095,569
              
              
              1,448,813Cash
                  used in operating activities
              
              
              (1,668,285
              )
              
              (1,950,910
              )
              
              (4,331,633
              )Cash
                  flows from financing activities:Advances
                  from stockholder
              
              
              455,378
              
              
              -
              
              
              455,378Proceeds
                  from sale of convertible notes
              
              
              500,000
              
              
              -
              
              
              500,000Proceeds
                  from sale of common stock
              
              
              757,430
              
              
              1,932,715
              
              
              3,394,755Cash
                  provided by financing activities
              
              
              1,712,808
              
              
              1,932,715
              
              
              4,350,133Effect
                  of exchange rate changes on cash
              
              
              (8,043
              )
              
              14,586
              
              
              20,926Net
                  (decrease) increase in cash
              
              
              36,480
              
              
              (3,609
              )
              
              39,426Cash,
                  beginning of period
              
              
              2,946
              
              
              6,555
              
              
              -Cash,
                  end of period
              
              $
              39,426
              
              $
              2,946
              
              $
              39,426Supplemental
                  disclosure of non-cash financing activities:Accrued
                  liabilities settled in common stock
              
              $
              633,595
              
              $
              -Conversion
                  of note payable and accrued interestinto
                  preferred stock
              
              
              796,645
              
              
              -Value
                  attributed to warrants issued with debt
              
              
              126,700
              
              
              -Convertible
                  note issued as payment of stockholder advances
              
              
              -
              
              
              753,304Discount
                  related to beneficial conversion feature
              
              
              -
              
              
              753,304


See
        accompanying notes to consolidated financial statements.







**NEW
        GENERATION HOLDINGS, INC.**
 **(A
        Development Stage Company)**
 
 **NOTES
        TO CONSOLIDATED FINANCIAL STATEMENTS**
 
 **DECEMBER
        31, 2006 AND 2005**
 
 **NOTE
        A - SUMMARY OF ACCOUNTING POLICIES**
 
 A
        summary
        of the significant accounting policies applied in the preparation of the
        accompanying consolidated financial statements follows.
 
 **Business
        and Basis of Presentation**
 
 New
        Generation Holdings, Inc. ( *we* ” *,
        “us”,* “ *our
        company* ”
or *“NGH”* ) was
        formed under the laws of the State of Delaware in 1999. We are a development
        stage company, as defined by Statement of Financial Accounting Standards
        (“SFAS”) No. 7 (“SFAS No. 7”), and we are currently developing, through our
        wholly owned subsidiary Plastinum Corp. (“Plastinum”), a proprietary technology
        designed to process and blend two or more discrete plastic polymers. The
        technology is in the final stages of testing and, when testing is completed,
        the
        technology will be marketed primarily in the United States.
  To
        date,
        the Company has generated no sales revenues, has incurred expenses and has
        sustained losses. Consequently, its operations are subject to all the risks
        inherent in the establishment of a new business enterprise. For the period
        from
        entering the development stage on April 7, 2003 through December 31, 2006,
        the
        Company has accumulated losses of $14,278,247.
 
 The
        consolidated financial statements include the accounts of NGH and its domestic
        and foreign subsidiaries that are more than 50% owned and controlled. All
        significant intercompany transactions and balances have been eliminated in
        the
        consolidated financial statement.
  NGH
          has
          presented a proposal to its stockholders to approve a pro-rata distribution
          of
          Plastinum's common stock, commonly referred to as a "spin off", pursuant
          to
          which each stockholder of NGH as of December 29, 2006 will receive one
          share of
          Plastinum common stock for each share of NGH owned. The spin off was approved
          by
          stockholder vote on February 16, 2007 and was effective on February 20,
          2007.
          The results of operations of Plastinum have been presented as discontinued
          operations in the financial statements (see Note K).
 **Restatement**
 
 The
        accompanying statement of deficiency in stockholders' equity for the year
        ending
        December 31, 2005 has been restated to reclassify a beneficial conversion
        feature related to the convertible note described in Note H from a
        liability to additional paid in capital. The result of the restatement is
        to
        increase additional paid-in capital by a like amount. There is no effect on
        net loss or loss per share.
  **Going
        Concern**
 
 The
        financial statements have been prepared on a going concern basis, and do
        not
        reflect any adjustments related to the uncertainty surrounding our recurring
        losses or accumulated deficit
 
 We
        have
        had substantial net losses of $8,583,596 and $4,743,560 for the years ended
        December 31, 2006 and 2005, respectively and have a stockholders' deficiency
        of
        $15,012,520 at December 31, 2006. These factors raise substantial doubt about
        our ability to continue as a going concern. The significant increase in the
        net
        loss for the year ended December 31, 2006 is primarily the result of the
        change
        in fair value of our derivative liabilities (see Note I).
 
 
 The
        continuation of the company as a going concern is dependent on our ability
        to
        develop revenues and to obtain additional financing from outside sources.
 
 **Use
        of Estimates**
 
 The
        preparation of financial statements in conformity with generally accepted
        accounting principles requires management to make estimates and assumptions
        that
        affect the amounts reported in the consolidated financial statements and
        accompanying disclosures. Although these estimates are based on management's
        best knowledge of current events and actions the Company may undertake in
        the
        future, actual results may differ from those estimates.
  **Liquidity**
 
 As
        reflected in the accompanying consolidated financial statements, we incurred
        net
        losses of $8,583,596 and $4,743,560 for the years ended December 31, 2006
        and
        2005, respectively, and have an accumulated deficit of $45,359,978 as of
        December 31, 2006. In addition, our current liabilities exceeded our current
        assets by $2,010,372 as of December 31, 2006. Consequently, our operations
        are
        subject to all risks inherent in the establishment of a new business
        enterprise.
  **Foreign
        Currency Translation**
 
 The
        Company translates the foreign currency financial statements of its foreign
        subsidiaries in accordance with the requirements of SFAS No. 52, "Foreign
        Currency Translation." Assets and liabilities are translated at current exchange
        rates, and related revenue and expenses are translated at average exchange
        rates
        in effect during the period. Resulting translation adjustments are recorded
        as a
        separate component in stockholders' equity. Foreign currency transaction
        gains
        and losses are included in the statement of income.
 
 **Income
        Taxes**
 
 Deferred
        income taxes are provided using the asset and liability method for financial
        reporting purposes in accordance with the provisions of Statements of Financial
        Standards No. 109, "Accounting for Income Taxes". Under this method, deferred
        tax assets and liabilities are recognized for temporary differences between
        the
        tax bases of assets and liabilities and their carrying values for financial
        reporting purposes, and for operating loss and tax credit carryforwards.
        Deferred tax assets and liabilities are measured using enacted tax rates
        expected to apply to taxable income in the years in which those temporary
        differences are expected to be removed or settled. The effect on deferred
        tax
        assets and liabilities of a change in tax rates is recognized in the
        consolidated statements of operations in the period that includes the enactment
        date.
 
 **Cash
        and Cash Equivalents**
 
 Cash
        equivalents are comprised of highly liquid investments with maturity of three
        months or less when purchased. We maintain our cash in bank deposit accounts
        which, at times, may exceed insured limits. We have not experienced any losses
        in our accounts.
 
 **Concentrations
        of Credit Risk**
 
 Financial
        instruments and related items, which potentially subject the Company to
        concentrations of credit risk, consist primarily of cash and cash equivalents.
        The Company places its cash and temporary cash investments with credit quality
        institutions. At times, such investments may be in excess of applicable
        government mandated insurance limits.
  **Fair
        Value of Financial Instruments**
 
 SFAS
        No.
        107, "Disclosures About Fair Value of Financial Instruments," requires
        disclosure of the fair value of certain financial instruments. The carrying
        value of cash and cash equivalents, accounts payable and short-term borrowings,
        as reflected in the balance sheets, approximate fair value because of the
        short-term maturity of these instruments.
 
 
 **Product
        Development Costs**
 
 Product
        development costs include expenses incurred by the Company for research,
        design
        and development of our proprietary technology. We incurred research and
        development expenses of $719,440, $715,487 and $1,614,045 for the years ended
        December 31, 2006 and 2005, and from April 7, 2003 (date of inception of
        development stage) through December 31, 2006, respectively. Research and
        development expenses have been included as a part of discontinued operations
        in
        the financial statements.
 
 **Advertising**
 
 We
        charge
        the costs of advertising to expense as incurred. For the years ended December
        31, 2006 and 2005, we incurred no advertising costs.
 
 **Stock
        Based Compensation**
 
 SFAS
        No. 123, “Accounting for Stock-Based Compensation,” established and
        encouraged the use of the fair value based method of accounting for stock-based
        compensation arrangements under which compensation cost is determined using
        the
        fair value of stock-based compensation determined as of the date of the grant
        or
        the date at which the performance of the services is completed and is recognized
        over the periods in which the related services are rendered. The statement
        also
        permitted companies to elect to continue using the current intrinsic value
        accounting method specified in Accounting Principles Board (“APB”) Opinion
        No. 25, “Accounting for Stock Issued to Employees,” to account for
        stock-based compensation to employees. Prior to the adoption of SFAS 123(R)
        we
        elected to use the intrinsic value based method for grants to our employees
        and
        directors and have disclosed the pro forma effect of using the fair value
        based
        method to account for our stock-based compensation to employees.
 
 On
        December 16, 2004, the Financial Accounting Standards Board (FASB) issued
        SFAS
        No. 123R (revised 2004), “Share-Based Payment” (“Statement 123R”) which is a
        revision of SFAS No. 123. Statement 123R supersedes APB opinion No. 25 and
        amends SFAS No. 95, “Statement of Cash Flows”. Generally, the approach in
        Statement 123R is similar to the approach described in Statement 123. However,
        Statement 123R requires all share-based payments to employees, including
        grants
        of employee stock options, to be recognized in the income statement based
        on
        their fair values. Pro-forma disclosure is no longer an alternative. This
        statement does not change the accounting guidance for share based payment
        transactions with parties other than employees provided in SFAS No. 123(R).
        This
        statement does not address the accounting for employee share ownership plans,
        which are subject to AICPA Statement of Position 93-6, “Employers’ Accounting
        for Employee Stock Ownership Plans.” On April 14, 2005, the SEC amended the
        effective date of the provisions of this statement. The effect of this amendment
        by the SEC is that the Company had to comply with Statement 123R and use
        the
        Fair Value based method of accounting no later than the first quarter of
        2006. We implemented SFAS No. 123(R) on January 1, 2006 using the
        modified prospective method. The fair value of each option grant issued after
        January 1, 2006 will be determined as of grant date, utilizing the Black-Scholes
        option pricing model. The amortization of each option grant will be over
        the
        remainder of the vesting period of each option grant.  We did not have any
        unvested amounts of stock based compensation grants issued and outstanding
        at
        the date of implementation.
 
 We
        use
        the fair value method for equity instruments granted to non-employees and
        use
        the Black Scholes model for measuring the fair value. The stock based fair
        value
        compensation is determined as of the date of the grant or the date at which
        the
        performance of the services is completed (measurement date) and is recognized
        over the periods in which the related services are rendered.
 
 
 Pro
        Forma
        Information
  Employee
        and Director Common Share Purchase Options - There were no equity instruments
        granted to employees during the year ended December 31, 2005 and, therefore,
        pro
        forma financial information has not been presented.
 
 **Reclassifications**
 
 Certain
        reclassifications have been made in prior years' financial statements to
        conform
        to classifications used in the current year.
 
 **Comprehensive
        Income**
 
 SFAS
        No.
        130 , "Reporting Comprehensive Income," establishes standards for reporting
        and
        displaying of comprehensive income, its components and accumulated balances.
        Comprehensive income is defined to include all changes in equity except those
        resulting from investments by owners and distributions to owners. Among other
        disclosures, SFAS 130 requires that all items that are required to be recognized
        under current accounting standards as components of comprehensive income
        be
        reported in a financial statement that is displayed with the same prominence
        as
        other financial statements. Comprehensive income includes gains and losses
        on
        foreign currency translation adjustments and is included as a component of
        stockholders' equity.
 
 **Loss
        Per Share**
 
 We
        use
        SFAS No. 128, “Earnings Per Share” for calculating the basic and diluted
        loss per share. We compute basic loss per share by dividing net loss and
        net
        loss attributable to common shareholders by the weighted average number of
        common shares outstanding. Diluted loss per share is computed similar to
        basic
        loss per share except that the denominator is increased to include the number
        of
        additional common shares that would have been outstanding if the potential
        shares had been issued and if the additional shares were dilutive. Common
        equivalent shares are excluded from the computation of net loss per share
        if
        their effect is anti-dilutive.
  Per
        share
        basic and diluted net loss amounted to $0.18 for the year ended December
        31, 2006 and $0.12 for the year ended December 31, 2005. For the years
        ended December 31, 2006 and 2005, 66,958,646 potential
        shares and 63,838,776 potential shares, respectively, were excluded from
        the shares used to calculate diluted earnings per share as their inclusion
        would
        reduce net loss per share.
  **Recent
        Accounting Pronouncements**
 
 In
        July
        2006, the FASB issued FASB Interpretation (FIN) No. 48, *“Accounting
        for Uncertainty in Income Taxes—An Interpretation of FASB Statement
        No. 109”* (FIN
        48). This Interpretation clarifies the accounting for uncertainty in income
        taxes recognized in a company’s financial statements. FIN 48 requires companies
        to determine whether it is “more likely than not” that a tax position will be
        sustained upon examination by the appropriate taxing authorities before any
        part
        of the benefit can be recorded in the financial statements. It also provides
        guidance on the recognition, measurement and classification of income tax
        uncertainties, along with any related interest and penalties. FIN 48 will
        also
        require significant additional disclosures. This Interpretation will be
        effective for fiscal years beginning after December 15, 2006. We will
        implement this Interpretation in the first quarter of 2007 on a prospective
        basis. We are currently evaluating the potential impact this Interpretation
        will
        have on our financial position and results of operations.
  
 In
        September 2006, the FASB issued SFAS No. 157, *“Fair
        Value Measurements”*  *,* which
        provides guidance on how to measure assets and liabilities that use fair
        value.
        SFAS 157 will apply whenever another US GAAP standard requires (or permits)
        assets or liabilities to be measured at fair value but does not expand the
        use
        of fair value to any new circumstances. This standard also will require
        additional disclosures in both annual and quarterly reports. SFAS 157 will
        be
        effective for financial statements issued for fiscal years beginning after
        November 15, 2007, and will be adopted by us beginning in the first quarter
        of
        2008. We are currently evaluating the potential impact this standard may
        have on
        our financial position and results of operations, but do not believe the
        impact
        of the adoption will be material.
  In
        September 2006, the SEC staff issued Staff Accounting Bulletin (SAB) No.
        108, *“Considering
        the Effects of Prior Year Misstatements when Quantifying Misstatements in
        Current Year Financial Statements”* (“SAB
        108”). SAB 108 was issued in order to eliminate the diversity of practice in
        how
        public companies quantify misstatements of financial statements, including
        misstatements that were not material to prior years’ financial statements. We
        will initially apply the provisions of SAB 108 in connection with the
        preparation of our annual financial statements for the year ending December
        31,
        2006. We have evaluated the potential impact SAB 108 may have on our financial
        position and results of operations and do not believe the impact of the
        application of this guidance will be material.
  **NOTE
        B -CAPITAL STOCK**
  As
          of
          December 31, 2006, NGH was authorized to issue 50,000,000 shares of common
          stock
          with a par value of $.001 per share (see Note K). As of December 31, 2006
          we
          have issued and outstanding 49,998,260 shares of common stock. The Company
          is
          also authorized to issue 1,000,000 shares of preferred stock with a par
          value of
          $.001 per share. There were 528,630 preferred shares outstanding at December
          31,
          2006, and none at December 31, 2005. On February 16, 2007, following approval
          by
          our stockholders, we filed an amendment to our Certificate of Incorporation
          to
          increase the authorized number of shares of Common Stock to
          150,000,000.
  The
        outstanding principal and accrued interest under the convertible note issued
        by
        the Company described in Note H in the approximate outstanding balance of
        $796,645 was converted into 528,630 shares of our Series A Preferred Stock.
        The
        Series A Preferred Stock will vote together with the common stock on an
        "as-converted" basis. The preferred stock will automatically convert into
        38,672,076 shares of the Company's common upon the closing of the contemplated
        spin off of Plastinum to our stockholders and at such time Mr. Mot will also
        receive the same number of shares of common stock of Plastinum (see Note
        K).
  During
        the year ended December 31, 2006, we received subscriptions in the aggregate
        amount of $256,830 to purchase 2,568,300 shares of common stock along with
        warrants to purchase an additional 2,568,300 shares of common stock, at an
        exercise price of $0.35 per share for 2 years, in connection with a private
        placement of our restricted common stock and warrants under Regulation
        S.
 
 During
        May 2006, 1,430,000 warrants were exercised into an equal number of shares
        of
        Plastinum common stock. We received proceeds of $500,500 from this exercise
        and,
        since Plastinum is no longer a wholly owned subsidiary, we have recorded
        this
        amount as a minority interest on the balance sheet, net of allocated losses.
        During June and August, 2006, 1,985,584 shares of Plastinum common stock
        were
        issued to settle accrued consulting fees aggregating $633,595.
 
 During
        the year ended December 31, 2005 we sold 19,873,150 shares of common stock
        for
        proceeds of $1,987,315. In addition to the shares, we issued 16,748,150 common
        share purchase warrants, exercisable at $0.35 per share for a period of 2
        years.
 
 During
        2005 we issued 200,000 common stock purchase warrants for services. The warrants
        are exercisable immediately at an exercise price of $0.25 per share and expire
        if unexercised in three years. The warrants have been valued at $21,100 using
        the Black-Sholes option pricing model with the following assumptions:
        (1) dividend yield of 0%; (2) expected volatility of 60%,
        (3) risk-free interest rate of 3%, and (4) expected life
        of 3 years.
 
 
 Since,
          as
          of December 31, 2006, we did not have sufficient authorized shares to enable
          the
          exercise of our outstanding common stock purchase warrants, we have reclassified
          the fair value of the warrants as a liability on the balance sheet at December
          31, 2006 (see Note I).
  On
        July
        10, 2006, Plastinum issued options to purchase 3,000,000 shares of common
        stock
        to each of two employees. The options vest over a three (3) year period with
        1,000,000 options vesting on each of the first, second and third anniversaries
        of the grant date. The options have an exercise price of $0.10 per share.
        The
        options have been valued at $1,441,609 on the grant date using the Black-Scholes
        model. The assumptions used in the Black-Scholes model are as follows: (1)
        dividend yield of 0%; (2) expected volatility of 136%, (3) risk-free interest
        rate of 4.9%, (4) expected life of 2 years and (5) estimated fair value of
        Plastinum common stock of $0.29 per share. The compensation expense is being
        recorded over the vesting period. During 2006, we have recorded $240,268
        of
        compensation expense related to these options, which is recorded in loss
        from
        discontinued operations.
 
 **NOTE
        C- WARRANTS AND STOCK OPTIONS**
 
 **Employee
        Stock Options**
 
 Transactions
        involving NGH’s stock options issued to employees are summarized as
        follows:
 
 **2006**
              
              **2005****Number**
              
              **Weighted
                  Average Exercise Price**
              
              **Number**
              
              **Weighted
                  Average Exercise Price**Outstanding
                  at beginning of the period
              
              
              3,700,000
              
              $
              1.29
              
              
              4,100,000
              
              $
              1.33Granted
                  during the period
              
              
              —
              
              
              —
              
              
              —
              
              
              —Exercised
                  during the period
              
              
              —
              
              
              —
              
              
              —
              
              
              —Terminated
                  during the period
              
              
              —
              
              
              —
              
              
              (400,000
              )
              
              1.75Outstanding
                  at end of the period
              
              
              3,700,000
              
              $
              1.29
              
              
              3,700,000
              
              $
              1.29Exercisable
                  at end of the period
              
              
              3,700,000
              
              $
              1.29
              
              
              3,700,000
              
              $
              1.29
 
 **Warrants**
 
 Transactions
        involving NGH’s warrant issuances are summarized as follows:
  **2006**
              
              **2005****Number**
              
              **Weighted
                  Average Exercise Price**
              
              **Number**
              
              **Weighted
                  Average Exercise Price**Outstanding
                  at beginning of the period
              
              
              23,448,270
              
              $
              0.35
              
              
              6,500,120
              
              $
              0.35Granted
                  during the period
              
              
              2,568,300
              
              
              0.35
              
              
              16,948,150
              
              
              0.35Exercised
                  during the period
              
              
              (1,430,000
              )
              
              0.35
              
              
              —
              
              
              —Terminated
                  during the period
              
              
              —
              
              
              —
              
              
              —
              
              
              —Outstanding
                  at end of the period
              
              
              24,586,570
              
              $
              0.35
              
              
              23,448,270
              
              $
              0.35Exercisable
                  at end of the period
              
              
              24,586,570
              
              $
              0.35
              
              
              23,448,270
              
              $
              0.35
  Since,
          as
          of December 31, 2006, we did not have sufficient authorized shares to enable
          the
          exercise of our outstanding common stock purchase options and warrants,
          we have
          reclassified the fair value of the options and warrants as a liability
          on the
          balance sheet at December 31, 2006 (see Note I).
  
  The
        number and weighted average exercise prices of NGH’s options and warrants
        outstanding as of December 31, 2006 is as follows:
  **Range
                  of Exercise Prices**
              
              **Remaining**
                **Number**
                **Outstanding**
              
              **Weighted
                  Average**
                **Contractual
                  Life**
                **(Years)**
              
              **Weighted
                  Average**
                **Exercise
                  Price**$0.25
              
              
              200,000
              
              
              
              
              
              1.3
              
              $
              0.25$0.35
              
              
              24,386,570
              
              
              
              
              
              1.5
              
              $
              0.35$1
                  - $2
              
              
              3,650,000
              
              
              
              
              
              .2
              
              $
              1.19$7
                  - $10
              
              
              50,000
              
              
              
              
              
              .2
              
              $
              8.50
 
 **NOTE
        D - INCOME TAXES**
 
 We
        have
        adopted SFAS No. 109 which requires the recognition of deferred tax liabilities
        and assets for the expected future tax consequences of events that have been
        included in the financial statement or tax returns. Under this method, deferred
        tax liabilities and assets are determined based on the difference between
        financial statements and tax bases of assets and liabilities using enacted
        tax
        rates in effect for the year in which the differences are expected to reverse.
        Temporary differences between taxable income reported for financial reporting
        purposes and income tax purposes are insignificant.
 
 For
        income tax reporting purposes, the Company's aggregate unused net operating
        losses approximate $8,653,000 which expire through 2026, subject to limitations
        of Section 382 of the Internal Revenue Code, as amended. The deferred tax
        asset
        related to the carryforward is approximately $3,029,000. The Company has
        provided a valuation reserve against the full amount of the net operating
        loss
        benefit, because in the opinion of management based upon the earning history
        of
        the Company, it is more likely than not that the benefits will not be
        realized.
 
 Components
        of deferred tax assets as of December 31, 2006 are as follows:
 
 Non
                  Current:Net
                  operating loss carryforward
              
              $
              3,029,000Valuation
                  allowance
              
              
              (3,029,000
              )Net
                  deferred tax asset
              
              $
              —
 
 **NOTE
        E - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES**
 
 Accounts
        payable and accrued liabilities at December 31, 2006 are as
        follows:
 **2006**Accounts
                  payable
              
              $
              272,787Accrued
                  expenses
              
              
              837,557Total
              
              $
              1,110,344
 
 
  **NOTE
        F - CONTINGENCIES AND COMMITMENTS**
 
 **Litigation**
  In
        December 2001, a former director of our subsidiary Minerva filed a complaint
        against Minerva in Belgium. The complaint alleges a breach of employment
        contract and reimbursement of certain expenses. In 2001, we recorded a pre-tax
        charge of $77,000 to reserve for this claim and other related costs. At December
        31, 2006, the remaining liability for this obligation was $77,000 and has
        been
        was classified as an accrued expense in the consolidated balance sheet. Although
        we have recorded the potential liability in our financial statements, we
        consider the likelihood of an adverse outcome to be remote.
 
 In
        November 2001, Minerva filed a criminal complaint against the same former
        director mentioned in the prior paragraph for use of forgery, attempt of
        fraud,
        misuse of trust, and misuse of company's assets. The case is pending preliminary
        investigation by the Court.
 
 We
        may
        become subject to other legal proceedings and claims, which arise in the
        ordinary course of its business. Although occasional adverse decisions or
        settlements may occur, we believe that the final disposition of such matters
        should not have a material adverse effect on our financial position, results
        of
        operations or liquidity. We are a defendant in certain actions brought by
        certain of our creditors which we have accrued as liabilities in our financial
        statements. Except for such actions, as of December 31, 2006, we are not
        a party
        to any legal proceedings or claims.
 
 **NOTE
        G - RELATED PARTY TRANSACTIONS**
 
 During
        the year ended December 31, 2002, our president advanced funds to the Company
        for working capital purposes in the form of a non-interest bearing unsecured
        promissory note payable on demand. The net amount of the advances due our
        president at December 31, 2006 is $207,429.
  As
        of
        December 31, 2006, Plastinum has also received advances from our president
        for
        working capital purposes. These advances aggregate $457,720 at December 31,
        2006. This amount is included in net current liabilities of discontinued
        operations.
  Our
          president has also purchased $200,000 of the Plastinum convertible notes
          described in Note J convertible into 400,000 shares of Plastinum common
          stock
          and received warrants to purchase 400,000 shares of Plastinum common stock
          at an
          exercise price of $0.50 per share.
 **NOTE
        H- CONVERTIBLE NOTE PAYABLE TO RELATED PARTY**
  NGH
        entered into a Debt Exchange Agreement with its president and chief executive
        officer, Jacques Mot and its subsidiary Plastinum dated as of December 7,
        2005.
        Pursuant to the Debt Exchange Agreement, we issued Mr. Mot a Convertible
        Promissory Note in the original principal amount of $753,304 representing
        outstanding amounts owed to him under his Consulting Agreement through December
        31, 2004. The Convertible Promissory Note bore interest at a rate of 10%
        per
        annum, was payable on demand and was convertible at the option of Mr. Mot
        into
        shares of our Preferred Stock, or into shares of Plastinum Preferred Stock,
        subject to stockholder approval of the spin off of Plastinum. The conversion
        rate under the note was $1.507 per share of Preferred Stock (whether NGH
        or
        Plastinum) and each share of Preferred Stock is convertible into 73 shares
        of
        Common Stock subject to adjustment for stock splits, stock dividends or similar
        transactions.
  On
        July
        10, 2006, the Company, Mr. Mot, and Plastinum entered into an Election to
        Convert and Amendment to Debt Exchange Agreement which amended the Debt Exchange
        Agreement dated as of December 7, 2005. Pursuant to the Election to Convert
        and
        Amendment to Debt Exchange Agreement, Mr. Mot converted the outstanding
        principal and accrued interest under the Convertible Promissory Note issued
        by
        the Company to Mr. Mot in the approximate outstanding balance of $796,645
        into
        528,630 shares of our Series A Preferred Stock. The Series A Preferred Stock
        will vote together with the Common Stock on an "as-converted" basis. The
        Preferred Stock will automatically convert into 38,672,076 shares of the
        Company's Common upon the closing of the contemplated spin off of Plastinum
        to
        the Company's stockholders and at such time Mr. Mot will also receive the
        same
        number of shares of common stock of Plastinum (see Note K). On
        February 20, 2007, the spin off was effected and Mr. Mot received such
        shares.
 
 
 As
        the
        note was convertible at a discount to market at the date of issue, we have
        determined that there was a beneficial conversion feature associated with
        the
        debt in the amount of $753,304. The note was accounted for as convertible
        debt
        in the financial statements and the embedded conversion option was not accounted
        for as a separate derivative. Since the note was due upon demand this amount
        has
        been charged to interest expense as of the date issued.
  **NOTE
        I - WARRANT AND DERIVATIVE LIABILITIES**
  As
        disclosed in Note B, we do not have sufficient authorized common shares
        available to enable the exercise of outstanding options and warrants. Any
        increase in authorized shares is subject to shareholder approval. Accordingly,
        the Company can not be assured that there will be adequate authorized shares
        to
        settle all contractual obligations under the option and warrant agreements
        outstanding.
  Accordingly,
        in accordance with the provisions of EITF 00-19, "Accounting for Derivative
        Financial Instruments Indexed to and Potentially Settled in a Company's Own
        Stock" the Company has reviewed all instruments previously recorded as permanent
        equity under EITF 00-19. As of August 30, 2005, the initial date on which
        we had
        insufficient shares to settle all contractual obligations under option and
        warrant agreements outstanding, the $735,200 fair value of instruments
        previously recorded as permanent equity was recorded as a liability based
        upon
        fair values computed under a Black Scholes model with the following assumptions:
        (1) dividend yield of 0% (2) expected volatility of 146%
        (3) risk-free interest rate of 4% and (4) expected life and exercise
        prices consistent with each individual instrument.
  Additionally,
        during October through December 2005, the $1,770,382 fair value of
        instruments previously recorded as permanent equity was recorded as a liability
        based upon fair values computed under a Black Scholes model with the following
        assumptions: (1) dividend yield of 0% (2) expected volatility of 146%
        (3) risk-free interest rate of 4.4% and (4) expected life and exercise
        prices consistent with each individual instrument. The fair values of new
        instruments issued during this period have been classified as liabilities
        as of
        the date of issue. This amount aggregated $1,770,383 computed under a Black
        Scholes model with the following assumptions: (1) dividend yield of 0%
        (2) expected volatility of 146% (3) risk-free interest rate of 4.4%
        and (4) expected life and exercise prices consistent with each individual
        instrument.
  At
        December 31, 2005 the fair value of each instrument was again computed
        under a Black Scholes model with the following assumptions: (1) dividend
        yield of 0% (2) expected volatility of 146% (3) risk-free interest
        rate of approximately 4% and (4) expected life and exercise prices
        consistent with each individual instrument. These calculations resulted in
        an
        aggregate value of derivative instruments of approximately $5,199,000. As
        a
        result, for the year ended December 31, 2005 the Company recorded
        approximately $923,000 as a charge to Change in Value of Warrant
        Liability.
  
 During
        January through March, 2006 the fair value of new instruments issued during
        this
        period have been classified as liabilities as of the date of issue. This
        amount
        aggregated $149,362 computed under a Black Scholes model with the following
        assumptions: (1) dividend yield of 0% (2) expected volatility of 141% (3)
        risk-free interest rate of 4.4% and (4) expected life of 2 years.
  During
        April through June, 2006 the fair value of new instruments issued during
        this
        period have been classified as liabilities as of the date of issue. This
        amount
        aggregated $643,064 computed under a Black Scholes model with the following
        assumptions: (1) dividend yield of 0% (2) expected volatility of 138%-146%
        (3)
        risk-free interest rate of 5% and (4) expected life of 2 years.
  During
        May 2006, 1,430,000 warrants were exercised into an equal number of shares
        of
        Plastinum common stock. At the date of exercise, the fair value of the warrants
        exercised was recomputed under a Black Scholes model with the following
        assumptions: (1) dividend yield of 0% (2) expected volatility of 138% (3)
        risk-free interest rate of approximately 5% and (4) expected life of 2 years.
        We
        recorded a credit to Change in Value of Warrant Liability of $30,974, with
        $272,043 being recorded as a credit to additional paid-in capital. The warrant
        liability on that date was reduced by $303,017.
  At
        December 31, 2006 the fair value of each instrument was again computed under
        a
        Black Scholes model with the following assumptions: (1) dividend yield of
        0% (2)
        expected volatility of 122% (3) risk-free interest rate of approximately
        4.8%
        and (4) expected life and exercise prices consistent with each individual
        instrument. These calculations resulted in an aggregate value of derivative
        instruments of approximately $12,153,000. As a result, for the year ended
        December 31, 2006 the Company recorded approximately $6,434,000 as a charge
        to
        Change in Value of Warrant Liability.
  **NOTE
        J - PLASTINUM CONVERTIBLE NOTES PAYABLE**
  On
        July
        10, 2006, Plastinum entered into a Convertible Loan Agreement with Mr. Mot
        and a
        third party pursuant to which Plastinum borrowed an aggregate of $500,000.
        The
        loans are convertible into an aggregate of 1,000,000 shares of Plastinum
        common
        stock. If not converted earlier, the notes mature on May 31, 2010. In addition,
        the lenders received warrants to purchase an aggregate of 1,000,000 shares
        of
        Plastinum common stock at an exercise price of $0.50 per share. In accordance
        with EITF 00-27, a portion of the proceeds was allocated to the warrant based
        on
        its relative fair value, which totaled $126,700 using the Black-Scholes option
        pricing model. The remaining balance was allocated to the convertible notes.
        The
        assumptions used in the Black-Scholes model are as follows: (1) dividend
        yield
        of 0%; (2) expected volatility of 136%, (3) risk-free interest rate of 4.9%,
        (4)
        expected life of 2 years and (5) estimated fair value of Plastinum common
        stock
        of $0.29 per share. The debt discount is being amortized over the term of
        the
        notes. During 2006, amortization as interest expense amounted to $15,747.
        We
        have determined that there is no beneficial conversion feature attributable
        to
        the convertible notes.
  These
        notes have been included in these financial statements as net non-current
        liabilities of discontinued operations.
  **NOTE
        K - SUBSEQUENT EVENTS**
  On
        February 16, 2007, our stockholders approved, and we filed, an Amendment
        to our
        Certificate of Incorporation, effective as of its filing, increasing the
        number
        of our authorized shares of common stock from 50,000,000 to 150,000,000.
  On
        February 16, 2007 our stockholders approved all matters which were voted
        on at a
        stockholders' meeting on that date, including the spin-off of our subsidiary,
        Plastinum Corp. The disposal group has been classified as held for sale in
        the
        financial statements and the assets, liabilities and operations have been
        reported as discontinued operations in these financial statements.