UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                               AMENDMENT NO. 1 TO
                                    FORM 10-K

(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

                   For the fiscal year ended December 31, 2010

                                       OR

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

             For the transition period from __________ to __________

                        Commission File Number 000-52402

                                SAVWATT USA, INC
                    (formerly known as Ludvik Capital, Inc.)
             (Exact name of registrant as specified in its charter)

           Delaware                                              27-2478133
(State or other jurisdiction of                               (I.R.S. Employer
 Incorporation or organization)                              Identification No.)

           1100 Wicomico Street, Suite 700, Baltimore, Maryland 21224
                    (Address of principal executive offices)

                                 (866) 641-3507
              (Registrant's telephone number, including area code)

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

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

                               Title of Each Class
                         Common Stock, $.0001 par value

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

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

Indicate  by check  mark  whether  the  registrant:  (1) has filed  all  reports
required by Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during
the  preceding  12 months (or for such  shorter  period that he  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes [ ] No [X]

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation S- K is not contained  herein,  and will not be contained,  to the
best  of  the  registrant's   knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part  III of this  Form  10-K or any
amendment to this Form 10-K. [X]

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

Large accelerated filer [ ]                        Accelerated filer [ ]
Non- accelerated filer [ ]                         Smaller reporting company [X}

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

The aggregate  marker value of the voting and  non-voting  common equity held by
non-affiliates computed by reference to the price at which the common equity was
last sold, or the average bid and asked price of such common  equity,  as of the
last business day of the Registrant's  second fiscal quarter (June 30, 2010) was
approximately $1,166,158.

On April 13,  2011,  371,089,237  shares of the  Registrant's  common stock were
outstanding.

                    DOCUMENTS INCORPORATED BY REFERENCE: NONE
<PAGE>
                                TABLE OF CONTENTS

ITEMS                                                                       PAGE
-----                                                                       ----

                                     PART I
Item 1.  Business                                                             4
Item 1A. Risk Factors                                                         7
Item 2.  Properties                                                          14
Item 3.  Legal Proceedings                                                   14
Item 4.  (Removed and Reserved)                                              14

                                     PART II

Item 5.  Market For Common Equity and Related Stockholder Matters and
         Issuer Purchases of Equity Securities                               15
Item 6.  Selected Financial Data                                             17
Item 7.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations                                           17
Item 7A. Quantitative and Qualitative Disclosure About Market Risk           18
Item 8.  Financial Statements                                                18
Item 9.  Changes in and Disagreements with Accountants on Accounting
         and Financial Disclosure                                            18
Item 9A. Controls and Procedures                                             19
Item 9B. Other Information                                                   19

                                    PART III

Item 10. Directors, Executive Officers and Corporate Governance              20
Item 11. Executive Compensation                                              23
Item 12. Security Ownership of Certain Beneficial Owners and Management
         and Related Stockholder Matters                                     24
Item 13. Certain Relationships and Related Transactions, and Director
         Independence                                                        25
Item 14. Principal Accounting Fees and Services                              25

                                     PART IV

Item 15. Exhibits, Financial Statement Schedules                             25

                                       2
<PAGE>
                                EXPLANATORY NOTE

     This Amendment No. 1 on Form 10-K/A  ("Amendment  No. 1") amends the Annual
Report on Form 10-K for SavWatt USA, Inc.  ("Company") for the fiscal year ended
December  31, 2010  ("Original  Form  10-K").  This  amendment is being filed in
response to SEC Staff comments and is being filed to add management's conclusion
that our internal control over financial  reporting was effective as of December
31, 2010.  This  Amendment  No. 1 may be relied on as the final Annual Report on
Form 10-K for the fiscal year ended  December  31,  2010,  and should be read in
conjunction  with the  Company's  other filings with the SEC. The filing of this
Amendment  No. 1 is not an admission  that our original  Form 10-K  included any
untrue  statement  of a  material  fact or  omitted  to  state a  material  fact
necessary to make the statements therein not misleading.

                              CAUTIONARY STATEMENT

     This Form 10-K contains "forward-looking  statements" within the meaning of
the Private  Securities  Litigation  Reform Act of 1995.  Some of the statements
contained  in this Form 10-K for SavWatt  USA,  Inc.,  formerly  known as Ludvik
Capital, Inc. ("Company"),  discuss future expectations,  contain projections of
results of  operation or  financial  condition or state other  "forward-looking"
information.   These   statements  are  subject  to  known  and  unknown  risks,
uncertainties,  and other factors that could cause the actual  results to differ
materially  from  those  contemplated  by the  statements.  The  forward-looking
information  is  based  on  various   factors  and  is  derived  using  numerous
assumptions.

     Management  expresses its  expectations,  beliefs and  projections  in good
faith  and  believes  the  expectations   reflected  in  these   forward-looking
statements  are based on  reasonable  assumptions;  however,  Management  cannot
assure current stockholders or prospective stockholders that these expectations,
beliefs  and  projections  will  prove  to  be  correct.   Such  forward-looking
statements  reflect the current views of Management  with respect to the Company
and anticipated future events.

     Management cautions current stockholders and prospective  stockholders that
such forward-looking statements,  including,  without limitation, those relating
to the Company's future business prospects,  demand for its products,  revenues,
capital needs, expenses, development and operation costs, wherever they occur in
this Form 10-K, as well as in the documents  incorporated  by reference  herein,
are not guarantees of future  performance or results,  but are simply  estimates
reflecting  the best  judgment of  Management  and involve a number of risks and
uncertainties  that could cause actual results to differ  materially  from those
suggested by such forward-looking statements.

      Important factors that may cause actual results to differ from projections
include, for example:

     *    the  success or failure of  management's  efforts to  implement  their
          business strategy;
     *    the  ability  of the  Company  to  raise  sufficient  capital  to meet
          operating requirements;
     *    the  uncertainty  of consumer  demand for our  products,  services and
          technologies;
     *    the  ability  of the  Company  to protect  its  intellectual  property
          rights;
     *    the  ability  of  the  Company  to  compete  with  major   established
          companies;
     *    the effect of changing economic conditions;
     *    the ability of the Company to attract and retain quality employees;
     *    the current global recession and financial uncertainty; and
     *    other risks which may be described in future filings with the SEC.

     Words such as "anticipates,"  "expects,"  "intends,"  "plans,"  "believes,"
"seeks,"  "estimates," and variations of such words and similar  expressions are
intended to identify such forward-looking  statements.  These statements are not
guarantees of future performance and are subject to certain risks, uncertainties
and  assumptions  that are difficult to predict.  Therefore,  actual results and
outcomes may differ  materially from what is expressed or forecasted in any such
forward-looking  statements.  Unless required by law, the Company  undertakes no
obligation  to update  publicly  any  forward-looking  statements,  whether as a
result of new information, future events or otherwise.

                                       3
<PAGE>
                                    FOREWORD

     The Company was  incorporated on October 20, 2006, under the name of Ludvik
Capital,  Inc. We changed  our name to SavWatt  USA,  Inc. on April 5, 2010.  On
January 12, 2007, we filed a Form 10 registration  statement under section 12(g)
of the  Securities  Exchange  Act of 1934,  as amended  ("Exchange  Act").  As a
consequence of filing our Form 10, we became  subject to the periodic  reporting
requirements  of the  Exchange Act and were  required to file Annual  Reports on
Form 10-K,  Quarterly  Reports on Form 10-Q,  Current Reports on Form 8-K, Proxy
Statements  pursuant to Regulation 14A and Schedule 14C  Information  Statements
pursuant to the Exchange Act.

                                     PART I

ITEM 1. BUSINESS.

HISTORY

     SavWatt USA, Inc.  ("Company")  was  incorporated  in the State of Delaware
under the name of "Ludvik  Capital,  Inc." on  October  20,  2006.  Our name was
changed to SavWatt USA, Inc. on April 5, 2010. The Company was originally formed
for the purpose of becoming a successor and survivor  corporation by merger with
Patriot  Advisors,   Inc.  and  Templar  Corporation   pursuant  to  a  plan  of
reorganization  and merger  approved  by the  United  States  Bankruptcy  Court,
District of Maine,  Case No. 04-20328.  The Company's prior business plan was to
make investments in public and private companies by providing long-term debt and
equity investment capital to fund the growth, acquisitions and recapitalizations
of small and  middle-market  companies  in a variety  of  industries,  primarily
located  in the  Untied  States.  Our prior  management  was not  successful  in
carrying out its business plan.

CURRENT BUSINESS

     Emitting more light per watt than incandescent bulbs and capable to lasting
up to 100,000 hours, LED lights are revolutionizing  the lighting industry.  LED
lights  contain no harmful  ultraviolet  rays, do not flicker,  or contain toxic
substances. Additionally, by using LED lighting, energy consumption can decrease
up to 80%. SavWatt USA, Inc (also referred to as "the Company")  distributes LED
technology through a network of independent distributors.  Operating nationwide,
the  Company  will create  partnerships  with  manufacturers  to secure the best
selection of LED street  lights,  tubes,  spot,  and  floodlights.  SavWatt will
supply commercial businesses and retailers,  as well as municipalities and state
governments, with warranty-guaranteed lighting technology. The Company will work
closely with each client find the best solution to its lighting needs.

     In the past year,  the market for LED  technology  in the United States has
grown from $7 billion to $10.7 billion.  This tremendous growth is reflective of
inherent  benefits of LED  technology:  a longer  product  lifetime  and greatly
improved  energy  efficiency.  To spur  adoption of energy  efficient  products,
federal  law  mandates  that all  light  bulbs are 30% more  efficient  by 2012.
Federal tax deductions of up to $.60 per square foot are additionally  available
if a lighting  system reduces power usage by 25 to 40% of the standard  lighting
power values specified by AHSRAE standard 90.1-2001.  By 2012, the LED market in
the United States is expected to be valued at $20.4 billion.

PRODUCTION:

     SavWatt will be sourcing LED products from factories in the FarEast.  These
factories  assemble  LED bulbs,  fixtures  and  apparatuses  based on  SavWatt's
specifications  and bill of material  requirements.  UL or ETL certification for
these  products and factories are  supervised  by SavWatt  technicians.  SavWatt
opened an office in Shenzen,  China to supervise production schedules,  shipment
arrangements,  samples and quality control inspections. All factories contracted
by  SavWatt  will go  through a quality  control  and  performance  test  before
becoming  a master  supplier  for  SavWatt  products.  An  agreement  which each
supplier will protect SavWatt as to use of our brand,  intellectual property and
proprietary information to extent that is enforceable in China.

                                       4
<PAGE>
     In addition, the Company will begin assembling certain LED tubes in its new
Baltimore Facility in the 2nd quarter of 2011.

     We are a development stage enterprise and have had nominal operations since
inception.

     Our fiscal year end is December 31.

HOW TO CONTACT US

     The  Company's  principal  executive  offices are located at 1100  Wicomico
Street,  Suite 700,  Baltimore,  Maryland 21224.  Our telephone  number is (866)
641-3507.

COMPETITIVE BUSINESS CONDITIONS

     The lighting industry is intensely  competitive and many of our competitors
are  large,  well  funded  companies  that  have  substantially  larger  staffs,
manufacturing and distribution  facilities and financial  resources than we have
at the  present  time.  In the  LED  market,  we  compete  with  companies  that
manufacture  or sell  nitride-based  LED  chips as well as those  that  sell LED
components.  Competitors  are  offering  new blue,  green  and  white  LEDs with
aggressive prices and improved performance. These competitors may reduce average
sales prices faster than we are able to reduce costs,  and  competitive  pricing
pressures may accelerate the rate of decline of our average sales prices.

     The Company  will  compete  with major  lighting  manufacturers,  including
General  Electric,   Philips,  and  Sylvania.   Although  these  companies  have
established  reputations  in  the  marketplace,  each  lacks  the  mobility  and
creativity  to meet the new market  demand  for LED  lighting  in a  competitive
manner.  SavWatt additionally faces competition from smaller U.S.-based lighting
companies, but a majority of these lack the branding or marketing expertise that
the Company possesses

EFFECT OF EXISTING OR PROBABLE GOVERNMENTAL REGULATIONS

      We  purchase  our  products  from  overseas  sources.  As  a  result,  our
international  sales and purchases are subject to numerous U.S. and foreign laws
and  regulations,   including,  without  limitation,  tariffs,  trade  barriers,
regulations relating to import-export control, technology transfer restrictions,
the International  Traffic in Arms Regulation  promulgated under the Arms Export
Control Act, the Foreign Corrupt  Practices Act and the anti-boycott  provisions
of the U.S. Export  Administration Act. If we fail to comply with these laws and
regulations,   we  could  be  liable  for  administrative,   civil  or  criminal
liabilities,  and in the extreme  case,  we could be suspended or debarred  from
government  contracts or our export  privileges could be suspended,  which could
have a material adverse effect on our business.

      International  sales and  purchases are also subject to a variety of other
risks, including risks arising from currency fluctuations, collection issues and
taxes. Our international  sales are subject to variability as our selling prices
become less competitive in countries with currencies that are declining in value
against the U.S.  Dollar and more  competitive in countries with currencies that
are increasing in value against the U.S. Dollar. In addition,  our international
purchases  can become more  expensive  if the U.S.  Dollar  weakens  against the
foreign  currencies in which we are billed. We have not entered into any foreign
currency derivative  financial  instruments;  however, we may choose to do so in
the future in an effort to manage or hedge our foreign exchange rate risk.

     The Company's  common stock is registered  pursuant to Section 12(g) of the
Securities  Exchange Act of 1934, as amended  ("Exchange  Act").  As a result of
such registration, the Company is subject to Regulation 14A of the Exchange Act,
which regulates proxy  solicitations.  Section 14(a) requires all companies with
securities registered pursuant to Section 12(g) thereof to comply with the rules
and regulations of the Commission regarding proxy solicitations,  as outlined in
Regulation 14A. Matters submitted to stockholders of the Company at a special or
annual meeting thereof or pursuant to a written consent will require the Company
to provide its  stockholders  with the information  outlined in Schedules 14A or
14C of Regulation 14;  preliminary  copies of this information must be submitted
to the Commission at least 10 days prior to the date that  definitive  copies of
this information are forwarded to stockholders.

                                       5
<PAGE>
     The  Company  is also  required  to file  annual  reports  on Form 10-K and
quarterly  reports on Form 10-Q with the Commission on a regular basis, and will
be required to disclose  certain  events in a timely  manner,  (e.g.  changes in
corporate  control;  acquisitions  or  dispositions  of a significant  amount of
assets  other than in the  ordinary  course of business;  and  bankruptcy)  in a
Current Report on Form 8-K.

     WE ARE SUBJECT TO THE  REQUIREMENTS  OF SECTION  404 OF THE  SARBANES-OXLEY
ACT. IF WE ARE UNABLE TO TIMELY  COMPLY WITH SECTION 404 OR IF THE COSTS RELATED
TO COMPLIANCE ARE  SIGNIFICANT,  OUR  PROFITABILITY,  STOCK PRICE AND RESULTS OF
OPERATIONS AND FINANCIAL CONDITION COULD BE MATERIALLY ADVERSELY AFFECTED.

     The Company is required to comply with the provisions of Section 404 of the
Sarbanes-Oxley  Act of  2002,  which  requires  that we  document  and  test our
internal  controls  and  certify  that we are  responsible  for  maintaining  an
adequate  system of internal  control  procedures for the 2010 fiscal year. This
section also requires that our  independent  registered  public  accounting firm
opine on those internal controls and management's  assessment of those controls.
We are currently  evaluating our existing controls against the standards adopted
by the Committee of Sponsoring  Organizations of the Treadway Commission (COSO).
During the course of our ongoing  evaluation  and  integration  of the  internal
controls of our business,  we may identify areas requiring  improvement,  and we
may have to design enhanced  processes and controls to address issues identified
through this review (see Item 9A, below for a discussion  our internal  controls
and procedures).

     We believe that the  out-of-pocket  costs,  the  diversion of  management's
attention from running the day-to-day  operations and operational changes caused
by the need to comply with the requirement of Section 404 of the  Sarbanes-Oxley
Act could be significant.  If the time and costs associated with such compliance
exceed  our  current  expectations,  our  results of  operations  and the future
Exchange Act filings of our Company could be materially adversely affected.

     Aside from  required  compliance  with federal and state  securities  laws,
regulations and rules,  and federal,  state and local tax laws,  regulations and
rules,  the Company is not aware of any other  governmental  regulations  now in
existence  or that may arise in the future that would have a material  effect on
the business of the Company.

INTELLECTUAL PROPERTY RIGHTS

     The Company  presently holds no intellectual  property rights.  The Company
intends  to seek  copyright  and  trademark  protection  of its trade  names and
products. The Company's success and ability to compete are dependent to a degree
on the Company's  name and product  recognition.  Accordingly,  the Company will
primarily  rely on  copyright,  trade  secret and  trademark  law to protect its
product and brand names of our  products or the name(s)  under which the Company
conducts its business.  Effective trademark  protection may not be available for
the Company's trademarks.

      The  Company's  competitors  or others may adopt  product or service names
similar to the Company's,  thereby impeding the Company's ability to build brand
identity and possibly leading to customer confusion.  The Company's inability to
adequately  protect its product,  brand, trade names and trademarks would have a
material  adverse  effect on the  Company's  business,  financial  condition and
operating results.  Despite any precautions the Company takes, a third party may
be able to copy or otherwise  obtain and use the  Company's  technology or other
proprietary  information without  authorization or to develop similar technology
independently.

      Policing  unauthorized  use of the Company's  products is made  especially
difficult by the global nature of the Internet and the difficulty in controlling
the  ultimate  destination  or security  of products or other data.  The laws of
other countries may afford the Company little or no effective protection for the
Company's intellectual property.

EMPLOYEES

     We  currently  have 17  full-time  employees.  We also have five  part-time
consultants,  including  Isaac H.  Sutton,  our  President.  We believe that our
relations  with our employees are good.  Our employees are not  represented by a
union or covered by a collective bargaining agreement.

                                       6
<PAGE>
REPORTS TO SECURITY HOLDERS

      The public may view and obtain copies of the Company's  reports,  as filed
with the Securities and Exchange Commission,  at the SEC's Public Reference Room
at 100 F Street,  NE, Room 1580,  Washington,  D.C.  20549.  Information  on the
Public  Reference  Room is  available  by  calling  the  SEC at  1-800-SEC-0330.
Additionally,  copies of the Company's reports are available and can be accessed
and   downloaded   via   the   internet   on  the   SEC's   internet   site   at
http://www.sec.gov.

ITEM 1A. RISK FACTORS.

     Investing in the Company,  involves a number of significant  risks relating
to our business and investment objective. As a result, there can be no assurance
that we will achieve our investment objective.

BUSINESS RISKS

     Business  risks  are  risks  that  are  associated  with  general  business
conditions,  the economy, and the operations of the Company.  Business risks are
not  risks  associated  with our  specific  investments  or an  offering  of our
securities.

OUR RESULTS OF OPERATIONS,  FINANCIAL  CONDITION AND BUSINESS COULD BE HARMED IF
WE WERE UNABLE TO BALANCE CUSTOMER DEMAND AND CAPACITY.

     As customer  demand for our products  changes,  the Company must be able to
ramp up or adjust our  production  capacity to meet demand.  We are  continually
taking steps to address our manufacturing capacity needs for our products. If we
are not able to  increase  our  capacity  or if we  increase  our  capacity  too
quickly, our business and results of operations could be adversely impacted.  If
we experience  delays or unforeseen costs associated with adjusting our capacity
levels, we may not be able to achieve our financial targets.

OUR BUSINESS  MAY BE ADVERSELY  AFFECTED BY THE GLOBAL  ECONOMIC  DOWNTURN,  THE
CONTINUING  UNCERTAINTIES IN THE FINANCIAL MARKETS AND OUR, OR OUR CUSTOMERS' OR
SUPPLIERS' ABILITY TO ACCESS THE CAPITAL MARKETS.

     The global economy is currently in a pronounced  economic downturn.  Global
financial markets are continuing to experience  disruptions,  including severely
diminished liquidity and credit  availability,  declines in consumer confidence,
declines in economic  growth,  increases in unemployment  rates, and uncertainty
about economic stability. Given these uncertainties,  there is no assurance that
there  will not be  further  deterioration  in the  global  economy,  the global
financial markets and consumer  confidence.  We are unable to predict the likely
duration and severity of the current global economic  downturn or disruptions in
the financial markets. If economic conditions  deteriorate further, our business
and results of operations could be materially and adversely affected.

IF  WE  FAIL  TO  EVALUATE,  IMPLEMENT  AND  INTEGRATE  STRATEGIC  OPPORTUNITIES
SUCCESSFULLY, OUR BUSINESS MAY SUFFER.

     From time to time, we evaluate strategic  opportunities available to us for
product, technology or business acquisitions. If we choose to make acquisitions,
we face  certain  risks,  such as failure of the  acquired  business to meet our
performance  expectations,  diversion  of  management  attention,  retention  of
existing  customers of our current and acquired  businesses,  and  difficulty in
integrating  the acquired  business's  operations,  personnel  and financial and
operating systems into our current business.

     We may not be able to adequately  address these risks or any other problems
that arise from any future  acquisitions.  Any failure to successfully  evaluate
strategic  opportunities  and address risks or other problems that arise related
to any acquisition could adversely affect our business, results of operations or
financial condition.

WE FACE SIGNIFICANT CHALLENGES MANAGING OUR GROWTH.

     We will  transform  our  business  to support a global  components  and LED
lighting  product customer base. In order to manage our growth and change in our
strategy  effectively,  we must continue to:

                                       7
<PAGE>
     *    maintain  or  contract  for  adequate  manufacturing   facilities  and
          equipment to meet customer demand;
     *    maintain a sufficient supply of raw materials to support our growth;
     *    expand  research  and  development,  sales  and  marketing,  technical
          support, distribution capabilities and administrative functions;
     *    expand the skills and capabilities of our current management team;
     *    add experienced senior level managers; and
     *    attract and retain qualified employees.

     While we intend to focus on  managing  our costs and  expenses  during  the
extremely  challenging  economic  environment,  over the long term, we expect to
invest  substantially  to support our growth and may have additional  unexpected
costs. We may not be able to expand quickly enough to exploit  potential  market
opportunities.

     In connection with our efforts to  cost-effectively  manage our growth,  we
will initially produce our products overseas and will rely on subcontractors for
production  capacity,  logistics support and certain  administrative  functions,
such  as  payroll  processing.   If  these  service  providers  do  not  perform
effectively,  we may not be able to achieve the  expected  cost  savings and may
incur additional  costs to correct errors or fulfill customer demand.  Depending
on the  function  involved,  such errors may also lead to  business  disruption,
processing  inefficiencies  or the loss of or  damage to  intellectual  property
through security breach,  or impact employee morale.  Our operations may also be
negatively  impacted if any of these service providers do not have the financial
capability to withstand the continuing financial downturn.

LITIGATION COULD ADVERSELY AFFECT OUR OPERATING RESULTS AND FINANCIAL CONDITION.

     We  may  be  involved  in  patent  or  trademark  infringement  litigation.
Defending against potential litigation will likely require significant attention
and  resources  and,  regardless  of the outcome,  result in  significant  legal
expenses,  which could adversely  affect our results unless covered by insurance
or recovered from third parties. If our defenses are ultimately unsuccessful, or
if we are  unable to  achieve a  favorable  resolution,  we could be liable  for
damage awards that could  materially  adversely affect our results of operations
and financial condition.

OUR  BUSINESS  MAY BE  IMPAIRED BY CLAIMS  THAT WE, OR OUR  CUSTOMERS,  INFRINGE
INTELLECTUAL PROPERTY RIGHTS OF OTHERS.

     Vigorous   protection   and  pursuit  of   intellectual   property   rights
characterize  our industry.  These traits have resulted in significant and often
protracted  and  expensive  litigation.  Litigation to determine the validity of
patents  or  claims  by  third  parties  of  infringement  of  patents  or other
intellectual  property  rights could  result in  significant  legal  expense and
divert the  efforts  of our  technical  personnel  and  management,  even if the
litigation  results  in a  determination  favorable  to us.  In the  event of an
adverse result in such litigation, we could be required to:

     *    pay substantial damages;
     *    indemnify our customers;
     *    stop the manufacture, use and sale of products found to be infringing;
     *    incur asset impairment charges;
     *    discontinue the use of processes found to be infringing;
     *    expend significant  resources to develop  non-infringing  products and
          processes; and/or
     *    obtain a license to use third party technology.

                                       8
<PAGE>
     There can be no  assurance  that third  parties  will not attempt to assert
infringement claims against us, or our customers,  with respect to our products.
In  addition,  our  customers  may  face  infringement  claims  directed  to the
customer's  products that incorporate our products,  and an adverse result could
impair the customer's  demand for our products.  We may also promise  certain of
our  customers  that we will  indemnify  them in the event  they are sued by our
competitors for  infringement  claims directed to the products we supply.  Under
these indemnification  obligations,  we could be responsible for future payments
to  resolve  infringement  claims  against  them.  From time to time we  receive
correspondence asserting that our products or processes are or may be infringing
patents  or other  intellectual  property  rights of others.  If we believe  the
assertions may have merit or in other  appropriate  circumstances,  we will take
appropriate  steps to seek to  obtain a license  or to avoid  the  infringement.
However,  we cannot predict  whether a license will be available;  that we would
find the terms of any license  offered  acceptable;  or that we would be able to
develop  an  alternative  solution.  Failure  to obtain a  necessary  license or
develop an alternative solution could cause us to incur substantial  liabilities
and costs and to suspend the manufacture of affected products.

     In addition to patent  protection,  we also rely on trade secrets and other
non-patented  proprietary  information  relating to our product  development and
manufacturing activities. We try to protect this information through appropriate
efforts to maintain its secrecy, including requiring employees and third parties
to sign confidentiality agreements. We cannot be sure that these efforts will be
successful or that the confidentiality  agreements will not be breached. We also
cannot be sure  that we would  have  adequate  remedies  for any  breach of such
agreements or other  misappropriation  of our trade  secrets,  or that our trade
secrets  and  proprietary  know-how  will  not  otherwise  become  known  or  be
independently discovered by others.

IF WE ARE UNABLE TO  EFFECTIVELY  DEVELOP,  MANAGE  AND EXPAND OUR  DISTRIBUTION
CHANNELS FOR OUR PRODUCTS, OUR OPERATING RESULTS MAY SUFFER.

     We have expanded into new business  channels that are different  from those
that we have  historically  operated  in as we grow  our  business  and sell LED
lighting  products.  If  we  are  unable  to  effectively  penetrate  these  new
distribution  channels  to ensure our  products  are  reaching  the  appropriate
customer base, our financial results may be adversely impacted.  In addition, if
we successfully  penetrate these new distribution  channels, we cannot guarantee
that  customers  will accept our products or that we will be able to manufacture
and deliver them in the time line established by our customers.

IF OUR  PRODUCTS  FAIL TO  PERFORM  OR FAIL TO  MEET  CUSTOMER  REQUIREMENTS  OR
EXPECTATIONS,  WE COULD INCUR  SIGNIFICANT  ADDITIONAL  COSTS,  INCLUDING  COSTS
ASSOCIATED WITH THE RECALL OF THOSE ITEMS.

     The  manufacture of our products  involves  highly complex  processes.  Our
customers  specify quality,  performance and reliability  standards that we must
meet. If our products do not meet these standards, we may be required to replace
or rework the  products.  In some cases,  our  products  may contain  undetected
defects or flaws that only become evident after  shipment.  Even if our products
meet standard  specifications,  our customers may attempt to use our products in
applications they were not designed for or in products that were not designed or
manufactured  properly,  resulting in product  failures  and  creating  customer
satisfaction issues.

     If we experience product quality,  performance or reliability  problems and
defects or failures,  we may need to recall our  products.  These  recalls could
result  in  significant  losses  due to: o costs  associated  with the  removal,
collection and destruction of the product recalled;

     *    payments made to replace recalled product;
     *    a rise in warranty expense and costs associated with customer support;
     *    the write down or  destruction  of existing  inventory  subject to the
          recall;
     *    lost sales due to the unavailability of product for a period of time;
     *    delays, cancellations or rescheduling of orders for our products; or
     *    increased product returns.

                                       9
<PAGE>
     We also may be the target of product  liability  lawsuits  and could suffer
losses from a significant  product  liability  judgment against us if the use of
our products at issue is determined to have caused injury. A significant product
recall or product liability case could also result in adverse publicity,  damage
to our reputation, and a loss of customer confidence in our products.

THE  MARKETS  IN WHICH WE  OPERATE  ARE  HIGHLY  COMPETITIVE  AND HAVE  EVOLVING
TECHNICAL REQUIREMENTS.

     The markets for our products are highly competitive.  In the LED market, we
compete with companies that manufacture or sell  nitride-based LED chips as well
as those that sell LED components.  Competitors are offering new blue, green and
white LEDs with aggressive  prices and improved  performance.  These competitors
may reduce  average sales prices  faster than we are able to reduce  costs,  and
competitive  pricing pressures may accelerate the rate of decline of our average
sales prices.

AS A RESULT  OF OUR  CONTINUED  EXPANSION  IN LED  COMPONENTS  AND LED  LIGHTING
PRODUCTS, OUR CUSTOMERS MAY REDUCE ORDERS.

     Through acquisitions and organic growth, we intend to continue to expand in
new  markets  for LED  lighting  products.  In these  new  markets,  some of our
customers may perceive us as a competitor. In response, our customers may reduce
their orders for our products.  This reduction in orders could occur faster than
our  sales  growth  in these new  markets,  which  could  adversely  affect  our
business, results of operations or financial condition.

OUR  OPERATING  RESULTS  ARE  SUBSTANTIALLY  DEPENDENT  ON THE  DEVELOPMENT  AND
ACCEPTANCE OF NEW PRODUCTS.

     Our future  success may depend on our ability to develop new and lower cost
solutions  for  existing  and new  markets  and for  customers  to accept  those
solutions. We must introduce new products in a timely and cost-effective manner,
and we must secure production orders for those products from our customers.  The
development of new products is a highly  complex  process,  and we  historically
have  experienced  delays in completing the development and  introduction of new
products.  The successful development and introduction of these products depends
on a number of factors, including the following:

     *    achievement of technology  breakthroughs required to make commercially
          viable devices;
     *    the accuracy of our predictions for market  requirements  and evolving
          standards;
     *    acceptance of our new product designs;
     *    acceptance of new technology in certain markets;
     *    the availability of qualified research and development personnel;
     *    our timely completion of product designs and development;
     *    our ability to expand sales and  influence  key customers to adopt our
          products;
     *    our  ability  to  develop  repeatable  processes  to  manufacture  new
          products  in  sufficient  quantities  and  at  low  enough  costs  for
          commercial sales;

WE ARE SUBJECT TO RISKS RELATED TO INTERNATIONAL PURCHASES AND SALES.

     We  purchase  our  products  from  overseas  sources.   As  a  result,  our
international  sales and purchases are subject to numerous U.S. and foreign laws
and  regulations,   including,  without  limitation,  tariffs,  trade  barriers,
regulations relating to import-export control, technology transfer restrictions,
the International  Traffic in Arms Regulation  promulgated under the Arms Export
Control Act, the Foreign Corrupt  Practices Act and the anti-boycott  provisions
of the U.S. Export  Administration Act. If we fail to comply with these laws and
regulations,   we  could  be  liable  for  administrative,   civil  or  criminal
liabilities,  and in the extreme  case,  we could be suspended or debarred  from
government  contracts or our export  privileges could be suspended,  which could
have a material adverse effect on our business.

                                       10
<PAGE>
     International  sales and  purchases  are also subject to a variety of other
risks, including risks arising from currency fluctuations, collection issues and
taxes. Our international  sales are subject to variability as our selling prices
become less competitive in countries with currencies that are declining in value
against the U.S.  Dollar and more  competitive in countries with currencies that
are increasing in value against the U.S. Dollar. In addition,  our international
purchases  can become more  expensive  if the U.S.  Dollar  weakens  against the
foreign  currencies in which we are billed. We have not entered into any foreign
currency derivative  financial  instruments;  however, we may choose to do so in
the future in an effort to manage or hedge our foreign exchange rate risk.

CHANGES IN OUR EFFECTIVE  TAX RATE MAY HAVE AN ADVERSE  EFFECT ON OUR RESULTS OF
OPERATIONS.

     Our future  effective  tax rates may be  adversely  affected by a number of
factors including:

     *    changes in  government  administrations,  such as the  Presidency  and
          Congress of the U.S. as well as in the states and  countries  in which
          we operate, including the highly predicted expiration of the so-called
          "Bush Tax Cuts;"
     *    changes in tax laws or  interpretation of such tax laws and changes in
          generally accepted accounting principles;
     *    the  jurisdiction  in which  profits are  determined  to be earned and
          taxed;
     *    the  resolution  of  issues  arising  from  tax  audits  with  various
          authorities;
     *    changes in the valuation of our deferred tax assets and liabilities;
     *    adjustments  to  estimated  taxes upon  finalization  of  various  tax
          returns;
     *    increases  in expenses  not  deductible  for tax  purposes,  including
          write-offs  of  acquired   in-process  research  and  development  and
          impairment of goodwill in connection with acquisitions;
     *    changes in available tax credits;
     *    the recognition and measurement of uncertain tax positions;
     *    the lack of sufficient excess tax benefits (credits) in our additional
          paid in capital  ("APIC")  pool in  situations  where our realized tax
          deductions  for  certain  stock-based  compensation  awards  (such  as
          non-qualified  stock options and restricted stock) are less than those
          originally anticipated; and
     *    the repatriation of non-U.S. earnings for which we have not previously
          provided for U.S. taxes, or any changes in legislation that may result
          in these  earnings  being  taxed  within the U.S.,  regardless  of our
          decision regarding repatriation of funds.

     For example,  current proposals have been made by various U.S. governmental
bodies to change the U.S. tax laws that include,  among other  things,  limiting
U.S. tax deductions for expenses related to un-repatriated foreign-source income
and  modifying  the U.S.  foreign tax credit  rules.  Although  the scope of the
proposed changes is unclear,  it is possible that these or other changes in U.S.
tax laws could increase our U.S.  income tax liability and adversely  affect our
profitability.  At this time,  we cannot  determine the timing that the proposed
changes, if enacted, are to become effective.

     Any significant  increase in our future effective tax rates could adversely
impact net income for future  periods.  In addition,  the  determination  of our
income tax provision  requires complex  estimations,  significant  judgments and
significant  knowledge and experience concerning the applicable tax laws. To the
extent  our  income  tax  liability  materially  differs  from  our  income  tax
provisions  and accruals  due to factors,  including  the above,  which were not
anticipated at the time we estimated our tax  provision,  our net income or cash
flows could be adversely affected.

                                       11
<PAGE>
IN ORDER TO COMPETE, WE MUST ATTRACT, MOTIVATE AND RETAIN KEY EMPLOYEES, AND OUR
FAILURE TO DO SO COULD HARM OUR RESULTS OF OPERATIONS.

     In order to compete,  we must attract,  motivate and retain  executives and
other key employees, including those in managerial,  technical, sales, marketing
and support positions.  Hiring and retaining qualified  executives,  scientists,
engineers, technical staff and sales personnel are critical to our business, and
competition  for experienced  employees in our industry can be intense.  To help
attract,  motivate and retain key employees, we may use stock-based compensation
awards such as non-qualified stock options and restricted stock. If the value of
such stock awards does not  appreciate,  as measured by the  performance  of the
price of our common stock, or if our share-based  compensation  otherwise ceases
to be viewed as a valuable benefit, our ability to attract,  retain and motivate
employees  could be  weakened,  which  could harm our  business  and  results of
operations.

OUR OPERATIONS IN FOREIGN COUNTRIES,  INCLUDING CHINA AND OTHER ASIAN COUNTRIES,
EXPOSE US TO CERTAIN RISKS INHERENT IN DOING BUSINESS INTERNATIONALLY, WHICH MAY
ADVERSELY AFFECT OUR BUSINESS, RESULTS OF OPERATIONS OR FINANCIAL CONDITION.

     As a result of our  operations,  manufacturing  facilities and  subcontract
arrangements in foreign  countries that expose us to certain risks. For example,
fluctuations in exchange rates may affect our revenues,  expenses and results of
operations  as well as the value of our assets and  liabilities  as reflected in
our financial statements. We are also subject to other types of risks, including
the following:

     *    protection of intellectual property and trade secrets;
     *    tariffs and other barriers;
     *    timing and availability of export licenses;
     *    rising labor costs;
     *    disruptions in the  infrastructure  of the foreign  countries where we
          operate;
     *    difficulties in accounts receivable collections;
     *    difficulties in staffing and managing international operations;
     *    the  burden of  complying  with  foreign  and  international  laws and
          treaties; and
     *    the burden of  complying  with and changes in  international  taxation
          policies.

     In addition, abrupt political change, terrorist activity and armed conflict
pose a risk of general economic  disruption in affected  countries,  which could
result in an adverse effect on our business and results of operations.

CATASTROPHIC EVENTS MAY DISRUPT OUR BUSINESS.

     A  disruption  or failure of our  systems or  operations  in the event of a
natural disaster or man-made catastrophic event could cause delays in completing
sales,  continuing  production or  performing  other  critical  functions of our
business,  especially  in the  case of a  single  site  for our  operations  and
assembly.  A catastrophic event that results in the destruction or disruption to
our supply  chain or any of our  critical  business  or  information  technology
systems could severely affect our ability to conduct normal business  operations
and, as a result, our operating results could be adversely affected.

OUR RESULTS OF OPERATIONS  COULD VARY AS A RESULT OF THE METHODS,  ESTIMATES AND
JUDGMENTS THAT WE USE IN APPLYING OUR ACCOUNTING POLICIES,  INCLUDING CHANGES IN
THE ACCOUNTING REGULATIONS TO BE APPLIED.

     The methods, estimates and judgments that we use in applying our accounting
policies have a significant  impact on our results of operations.  Such methods,
estimates and  judgments  are, by their nature,  subject to  substantial  risks,
uncertainties  and assumptions,  and factors may arise over time that lead us to

                                       12
<PAGE>
change our methods, estimates and judgments. Changes in those methods, estimates
and judgments could significantly affect our results of operations.

     Likewise,  our results of operations  may be impacted due to changes in the
accounting  rules  to be  applied,  such  as the  increased  use of  fair  value
measurement rules and the potential  requirement that U.S.  registrants  prepare
financial  statements  in  accordance  with  International  Financial  Reporting
Standards.

RISK FACTORS RELATED TO OUR COMMON STOCK

THERE IS NO LIQUID MARKET FOR OUR COMMON STOCK.

     Our  shares  are  traded  Over  the  Counter  and the  trading  volume  has
historically  been very low.  An active  trading  market  for our shares may not
develop or be sustained.  We cannot predict at this time how actively our shares
will trade in the public market or whether the price of our shares in the public
market will reflect our actual financial performance.

OUR COMMON STOCK PRICE HAS FLUCTUATED  CONSIDERABLY  AND STOCKHOLDERS MAY NOT BE
ABLE RESELL THEIR SHARES AT OR ABOVE THE PRICE AT WHICH SHARES WERE PURCHASED.

     The market price of our common stock may fluctuate significantly. From July
2007, the day we began trading  publicly as LDVK, until March 28, 2011 our share
prices  per share have  fluctuated  in  dramatic  fashion.  Our share  price has
fluctuated  in  response  to  various  factors.  Speculation  in  the  press  or
investment community about our strategic position,  financial condition, results
of operations,  or significant  transactions can also cause changes in our stock
price. In particular,  speculation  around our market  opportunities  for energy
efficient  lighting may have dramatic effects on our stock price,  especially as
various  government  agencies  announce  their  planned  investments  in  energy
efficient technology, including lighting.

OUR COMMON STOCK MAY BE CONSIDERED A "PENNY STOCK" AND MAY BE DIFFICULT TO SELL.

     The SEC has adopted  regulations which generally define "penny stock" to be
an equity  security  that has a market  price of less than $5.00 per share or an
exercise price of less than $5.00 per share, subject to specific exemptions. The
market price of our common stock has been for much of its trading  history since
July 2007, and may continue to be less than $5.00 per share, and, therefore, may
be  designated  as a "penny  stock"  according  to SEC rules.  This  designation
requires  any broker or dealer  selling  these  securities  to disclose  certain
information  concerning  the  transaction,  obtain a written  agreement from the
purchaser  and determine  that the purchaser is reasonably  suitable to purchase
the  securities.  These rules may  restrict the ability of brokers or dealers to
sell our  common  stock and may affect the  ability of  investors  to sell their
shares.

COMPLIANCE  AND  CHANGING  REGULATIONS  AND  PUBLIC  DISCLOSURE  MAY  RESULT  IN
ADDITIONAL EXPENSE.

     Changing laws,  regulations and standards relating to corporate  governance
and public disclosure may create uncertainty  regarding  compliance matters. New
or  changed   laws,   regulations   and   standards   are   subject  to  varying
interpretations  in many cases. As a result,  their  application in practice may
evolve over time. We are committed to  maintaining  high  standards of corporate
governance and public disclosure. Complying with evolving interpretations of new
or changed  legal  requirements  may cause us to incur higher costs as we revise
current practices,  policies and procedures,  and may divert management time and
attention from the  achievement of revenue  generating  activities to compliance
activities.  If our efforts to comply with new or changed laws,  regulations and
standards differ from the activities  intended by regulatory or governing bodies
due to uncertainties  related to practice,  our reputation might be harmed which
would could have a significant  impact on our stock price and our  business.  In
addition,  the ongoing  maintenance of these procedures to be in compliance with
these laws,  regulations and standards  could result in significant  increase in
costs.

OUR PRINCIPAL STOCKHOLDER HAS SIGNIFICANT VOTING POWER AND MAY TAKE ACTIONS THAT
MAY NOT BE IN THE BEST INTERESTS OF ALL OTHER STOCKHOLDERS.

                                       13
<PAGE>
     The  Company's  majority  shareholder  is Sutton  Global  Associates,  Inc.
("Sutton  Global"),  which owns  approximately  47% of our common stock.  Sutton
Global is beneficially  owned and controlled by Isaac H. Sutton our Chairman and
President.  Mr. Sutton has voting and dispositive  control of the shares held by
Sutton Global. He may be able to exert  significant  control over our management
and affairs requiring  stockholder  approval,  including approval of significant
corporate  transactions.  This concentration of ownership may expedite approvals
of Company  decisions,  or have the effect of delaying or preventing a change in
control,  adversely  affect the market price of our common  stock,  or be in the
best interests of all our stockholders.

YOU COULD BE DILUTED FROM THE ISSUANCE OF ADDITIONAL COMMON STOCK.

     As of March 28,  2011,  there were  278,504,388  shares of common stock
issued and outstanding and 5,000,000 shares of preferred stock  outstanding.  We
are  authorized  to  issue  up to  2,000,000,000  shares  of  common  stock  and
200,000,000 shares of preferred stock. To the extent of such authorization,  our
Board of Directors will have the ability,  without seeking stockholder approval,
to issue additional  shares of common stock or preferred stock in the future for
such  consideration  as the Board of  Directors  may  consider  sufficient.  The
issuance of additional  common stock or preferred stock in the future may reduce
your proportionate ownership and voting power.

ITEM 2. PROPERTIES.

     The Company does not own any real estate.

     On July 1, 2010, the Company relocated its principal executive offices from
New York City to 6801 Eastern Avenue, Suite 203, Baltimore,  Maryland 21224. Our
new offices contain  approximately 2,000 square feet under a written lease for a
term of three years at an annual rent of $23,000.

     On February 11, 2011,  the Company  entered into a lease for  approximately
24,561  square feet at 1100 Wicomico  Street,  Suite 700,  Baltimore,  Maryland,
under a written  lease for a term of ten years.  This new  facility  will be the
Company's  new  principal  executive  offices,  as well as a  manufacturing  and
assembly facility.  We will not have to pay rent on this facility until February
1, 2012. Thereaftter, we will pay rent as follows:

     February 1, 2012 - January 31, 2013         $ 9,926.74 per month
     February 1, 2013 - January 31, 2016         $11,564.14 per month
     February 1, 2016 - January 31, 2019         $12,526.11 per month
     February 1, 2019 - January 31, 2021         $13,549.49 per month

ITEM. 3 LEGAL PROCEEDINGS.

     The  Company is not the  subject of any pending  legal  proceedings  to the
knowledge of  management,  nor is there any presently  contemplated  against the
Company by any federal,  state,  or local  government  agency.  Further,  to the
knowledge  of  management,  no director or  executive  officer is a party to any
action in which his interest is adverse to the Company.

ITEM 4. (REMOVED AND RESERVED)

                                       14
<PAGE>
                                    PART II

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

     As of the date of this Annual Report,  the Company's Common Stock is quoted
on the Pink  Sheets  under the symbol  "SAVW.OB."  The market for the  Company's
Common Stock is limited,  volatile  and sporadic and the price of the  Company's
Common  Stock could be subject to wide  fluctuations  in  response to  quarterly
variations in operating results,  news announcements,  trading volume,  sales of
Common Stock by officers,  directors and principal  shareholders of the Company,
general  market  trends,  changes in the  supply  and  demand for the  Company's
shares, and other factors.

     The  following  table  sets  forth the high and low sales  prices  for each
quarter  relating to the  Company's  Common Stock for the last two fiscal years.
These quotations reflect  inter-dealer prices without retail mark-up,  markdown,
or commissions, and may not reflect actual transactions.


                                            High         Low
                                           ------      -------
               Fiscal 2009
               First Quarter (2)           $ .130      $ .0100
               Second Quarter (1)          $ .020      $ .0021
               Third Quarter (1)           $ .015      $ .0023
               Fourth Quarter (1)          $ .012      $ .0024

               Fiscal 2010
               First Quarter (2)           $ .012      $ .0035
               Second Quarter (1)          $ .04       $ .0035
               Third Quarter (1)           $ .089      $ .0036
               Fourth Quarter (1)          $ .10       $ .0125

----------
(1)  This  represents  the  closing  bid  information  for the stock on the Pink
     Sheets. The bid and ask quotations  represent prices between dealers and do
     not include  retail markup,  markdown or commission.  They do not represent
     actual  transactions  and have not been  adjusted  for stock  dividends  or
     splits.
(2)  This represents the closing price for the stock on the Pink Sheets.

     Our common stock is  considered  a "penny  stock." The  application  of the
"penny stock" rules to our common stock could limit the trading and liquidity of
the common  stock,  adversely  affect the market  price of our common  stock and
increase your transaction costs to sell those shares. The Commission has adopted
regulations  which  generally  define a "penny stock" to be any equity  security
that has a market price (as defined) of less than $5.00 per share or an exercise
price of less than $5.00 per share, subject to certain exceptions.

     Shareholders  should be aware that,  according to SEC Release No.  34-29093
dated April 17,  1991,  the market for penny stocks has suffered in recent years
from  patterns  of fraud and abuse.  Such  patterns  include  (1) control of the
market for the security by one or a few broker-dealers that are often related to
the promoter or issuer; (2) manipulation of prices through prearranged  matching
of purchases and sales and false and misleading press releases;  (3) boiler room
practices   involving   high-pressure   sales  tactics  and  unrealistic   price
projections  by  inexperienced  sales  persons;  (4) excessive  and  undisclosed
bid-ask  differential  and  markups  by  selling  broker  dealers;  and  (5) the
wholesale dumping of the same securities by promoters and  broker-dealers  after
prices  have been  manipulated  to a desired  level,  along  with the  resulting
inevitable  collapse of those prices and with consequent  investor  losses.  The
occurrence of these  patterns or practices  could increase the volatility of our
share price.

     Our  management is aware of the abuses that have occurred  historically  in
the penny stock market.

HOLDERS

     As of April 13, 2011 there were approximately 162 shareholders of record of
the Company's Common Stock.

                                       15
<PAGE>
DIVIDENDS

     The Company has not declared any cash  dividends with respect to its common
stock or preferred stock during the last two fiscal years and does not intend to
declare dividends in the foreseeable future. There are no material  restrictions
limiting or that are likely to limit the  Company's  ability to pay dividends on
its outstanding securities.

RECENT ISSUANCE OF UNREGISTERED SECURITIES

     On August 17, 2007,  the Company  effected a 2:1 forward stock split of its
issued and outstanding shares of common stock. The share numbers below have been
adjusted for such stock split.  Since  October 20, 2006,  the Company has issued
the following  common stock without  registration  under the  Securities  Act of
1933:

     On February 7, 2007 the United States  Bankruptcy Court for the District of
Maine  entered an order  confirming  the  December 12, 2006  agreement  with the
Debtor whereby,  there were 40,000,000  (post forward stock split)  unrestricted
shares of the Company's Common Stock issued to creditors and plan participants.

     On  June  19,  2007,  the  Company  issued  24,196  common  shares  for the
acquisition of CyberSentry. This investment was assessed to have no value.

     On July 30, 2007,  the Company issued  2,055,710  shares of common stock to
unrelated parties for $10,000 in services.

     October 1, 2007,  the Company issued  4,325,000  shares of common stock for
$64,875  which was for  repayment of advisory  fees payable to a related  party,
Ludvik Nominees Pty Ltd., an entity controlled by Frank Kristan,  who at time of
issuance was the President of the Company.

     On October 3, 2007,  the Company issued  10,000,000  shares of common stock
for  $150,000  which was for  repayment  of advisory  fees  payable to a related
party, Ludvik Nominees Pty Ltd.

     On January 15, 2008, the Company issued  15,000,000  shares of common stock
for  $225,000  which was for  repayment  of advisory  fees  payable to a related
party, Ludvik Nominees Pty Ltd.

     June 27,  2008,  the Company  issued  3,069,269  shares of common stock for
$44,375  which was for  repayment of advisory  fees payable to a related  party,
Ludvik Nominees Pty Ltd.

     On  February 1, 2009,  the Company  issued  5,000,000  common  shares to an
unrelated party, for $50,000 in services.

     On April 5,  2010,  the  Company  amended  its  Articles  of  Incorporation
changing  the  name of the  Company  to  SavWatt  USA,  Inc and  increasing  the
authorized  capital stock from  100,000,000  to  2,000,000,000  shares of Common
Stock and 200,000,000 shares of Preferred Stock, par value $.0001 per share.

     On May 31, 2010 and June 10, 2010 the  Company  sold a total of  24,000,000
common shares for $240,000.

     On July 10,  2010,  the Company sold  5,000,000  shares of common stock for
$50,000.

     On September 17, 2010 the Company sold 8,333,333 shares of common stock for
$25,000.

     On October 14, 2010 the Company  issued  500,000 shares of its common stock
as additional  consideration  pursuant to a 90 day  promissory  note. The shares
issued were valued at $21,249 and recorded as interest expense.

     In November and December  2010,  the Company  issued  31,850,000  shares of
Common Stock for services rendered by consultants  valued at $1,311,325 which is
recorded in the statement of operations as stock based compensation.

                                       16
<PAGE>
     From  October 2010 through  December  2010,  the  Company's  assignee  debt
holders  converted  $173,469 of their outstanding debt into 18,374,278 shares of
the Company's common stock.

     In December 2010, the Company  recorded  $51,556  related to the conversion
expense  resulting  from a modification  in the  conversion  price on two of the
Company's notes, upon conversion.

     During the period of January  2011  through  the filing  date,  the company
issued 133,752,022 common shares for converting $363,654 of indebtedness.

     During the period of January  2011  through  the filing  date,  the Company
issued 4,600,000 shares of Common Stock for services.

     On January  11,  2011,  an officer of the  Company  converted  $250,000  of
indebtedness into 5,000,000 shares of Series A Preferred Stock of the Company.

     The Company did not utilize or engage a principal underwriter in connection
with any of the above securities  transactions.  The 40,000,000 shares issued on
February 7, 2007, were issued based on a court order issued by the United States
Bankruptcy  Court,  District of Maine,  Case No.  04-20328,  issued  pursuant to
Section  1145  of  the  Bankruptcy  Code,  and,   therefore,   did  not  require
registration under Section 5 of the Securities Act of 1933, as amended.

     Management  believes that, except for the 40,000,000 shares issued pursuant
to the  bankruptcy  preceding,  all of above  shares of common stock were issued
pursuant to the exemption from registration under Section 4(2) of the Securities
Act of 1933, as amended.

ITEM 6. SELECTED FINANCIAL DATA.

     Not applicable.

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

CAUTIONARY FORWARD - LOOKING STATEMENT

     The following  discussion  should be read in conjunction with our financial
statements and related notes.

     Certain matters  discussed  herein may contain  forward-looking  statements
that are  subject  to risks and  uncertainties.  Such  risks  and  uncertainties
include, but are not limited to, the following:

     *    the volatile and competitive nature of our industry,
     *    the uncertainties surrounding the rapidly evolving markets in which we
          compete,
     *    the uncertainties surrounding technological change of the industry,
     *    our dependence on its intellectual property rights,
     *    the success of marketing efforts by third parties,
     *    the changing demands of customers and
     *    the arrangements with present and future customers and third parties.

     Should one or more of these risks or  uncertainties  materialize  or should
any of the underlying assumptions prove incorrect, actual results of current and
future  operations  may vary  materially  from those  anticipated.  See also the
disclosures under "Cautionary Statement" following the Table of Contents in this
Annual Report.

                                       17
<PAGE>
RESULTS OF OPERATIONS

     The Company has not generated any significant  revenues since its inception
on October 20,2006.

FOR THE YEAR ENDED DECEMBER 31, 2010 AND 2009

     The Company's operations for years ended December 31, 2010 and 2009 consist
of General and  administrative  expenses  incurred in the amount of $274,243 and
$0, and professional fees amounting to $453,273 and $410,000, respectively.

FOR THE PERIOD FROM OCTOBER 20, 2006 (INCEPTION) TO December 31, 2010.

     Expenses from  inception  consist of  professional  fees of $1,685.873  and
general and  administrative  expenses  consisting  of  organization  and related
expenses of $291,654 and $36,011,369 related to stock based compensation.

LIQUIDITY AND CAPITAL RESOURCES

     We have financed our operations  from inception to date through the sale of
common stock,  amounting to $315,000, and through the issuance of a $50,000 loan
payable.

     We had minimal cash on hand as of December  31, 2010 and a working  capital
deficiency of $2,060,161  We will  continue to need  additional  cash during the
following  twelve  months and these needs will  coincide  with the cash  demands
resulting  from  implementing  our business plan and remaining  current with our
Securities and Exchange Commission  filings.  There is no assurance that we will
be able to obtain  additional  capital as  required,  or obtain  the  capital on
acceptable terms and conditions.

GOING CONCERN

     The accompanying  consolidated  financial  statements have been prepared in
conformity with generally  accepted  accounting  principles,  which  contemplate
continuation  of the  Company  as a going  concern.  The  Company  has not begun
generating revenue,  is considered a development stage company,  has experienced
recurring  net operating  losses and had a net loss of  $2,824,137  for the year
ended  December  31,  2010.  These  factors  raise  substantial  doubt about the
Company's ability to continue as a going concern.

     These  consolidated  financial  statements  do not include any  adjustments
relating to the recoverability and classification of recorded asset amounts,  or
amounts  and   classification   of  liabilities  that  might  result  from  this
uncertainty.  We will need to raise  funds or  implement  our  business  plan to
continue operations.

OFF-BALANCE SHEET ARRANGEMENTS

     We do  not  have  any  off-balance  sheet  arrangements  that  have  or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial  condition,  revenues or expenses,  results of  operations,
liquidity,  capital  expenditures  or  capital  resources  that is  material  to
investors.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK.

     Not Applicable.

ITEM 8. FINANCIAL STATEMENTS.

     Our consolidated  financial  statements and supplementary data may be found
beginning at Page F-1.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS.

     On  June  2,  2010,  the  Company  engaged  Sherb  & Co.  LLP as its  first
certifying  auditors.  Sherb & Co. is located at 805 Third Avenue, New York, New
York.

                                       18
<PAGE>
ITEM 9A. CONTROLS AND PROCEDURES.

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

     We conducted an evaluation under the supervision and with the participation
of our  management,  including our Chief  Executive  Officer and Chief Financial
Officer,  of the  effectiveness  of the design and  operation of our  disclosure
controls and  procedures.  The term  "disclosure  controls and  procedures,"  as
defined in Rules  13a-15(e) and 15d-15(e)  under the Securities and Exchange Act
of 1934, as amended  ("Exchange Act"),  means controls and other procedures of a
company that are designed to ensure that information required to be disclosed by
the  company  in the  reports  it files or  submits  under the  Exchange  Act is
recorded, processed,  summarized and reported, within the time periods specified
in the Securities and Exchange Commission's rules and forms. Disclosure controls
and  procedures  also  include,  without  limitation,  controls  and  procedures
designed to ensure that information required to be disclosed by a company in the
reports  that it files or submits  under the  Exchange  Act is  accumulated  and
communicated to the company's management,  including its principal executive and
principal  financial  officers,  or persons  performing  similar  functions,  as
appropriate,  to allow timely decisions regarding required disclosure.  Based on
this  evaluation,  our  Chief  Executive  Officer  and Chief  Financial  Officer
concluded as of December 31, 2010,  that our disclosure  controls and procedures
were effective as of December 31, 2010.

MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

     Our management is responsible for  establishing  and  maintaining  adequate
internal  control over  financial  reporting as defined in Rules  13a-15(f)  and
15d-15(f) under the Exchange Act. Our internal control over financial  reporting
is  designed  to provide  reasonable  assurance  regarding  the  reliability  of
financial  reporting and the  preparation  of financial  statements for external
purposes in  accordance  with  generally  accepted  accounting  principles.  Our
internal control over financial reporting includes those policies and procedures
that:

     1.   pertain  to the  maintenance  of  records  that in  reasonable  detail
          accurately and fairly reflect the transactions and dispositions of our
          assets;
     2.   provide  reasonable   assurance  that  transactions  are  recorded  as
          necessary to permit preparation of financial  statements in accordance
          with U.S. GAAP, and that our receipts and  expenditures are being made
          only in  accordance  with  the  authorization  of our  management  and
          directors; and
     3.   provide reasonable  assurance regarding prevention or timely detection
          of  unauthorized  acquisition,  use or  disposition of our assets that
          could have a material effect on the financial statements.

     Because  of its  inherent  limitations,  internal  control  over  financial
reporting  may not prevent or detect  misstatements.  Also,  projections  of any
evaluation  of  effectiveness  to future  periods  are  subject to the risk that
controls may become  inadequate  because of changes in  conditions,  or that the
degree of compliance with the policies or procedures may deteriorate.

     Management   assessed  the  effectiveness  of  our  internal  control  over
financial  reporting as of December 31, 2010,  and  concluded  that our internal
control over  financial  reporting  was  effective.  In making this  assessment,
management  used  the  framework  set  forth  in the  report  entitled  Internal
Control--Integrated   Framework   issued   by  the   Committee   of   Sponsoring
Organizations of the Treadway Commission, or COSO. The COSO framework summarizes
each of the components of a company's internal control system, including (i) the
control  environment,  (ii) risk  assessment,  (iii)  control  activities,  (iv)
information and communication,  and (v) monitoring.  This annual report does not
include an attestation report of our registered public accounting firm regarding
internal control over financial  reporting.  Management's report was not subject
to attestation by our registered  public  accounting  firm pursuant to temporary
rules of the Securities and Exchange  Commission that permits us to provide only
management's report in this annual report.

CHANGES IN INTERNAL CONTROLS

     There has been no change in our internal  control over financial  reporting
during our most  recent  fiscal  quarter  that has  materially  affected,  or is
reasonably  likely to materially  affect,  our internal  control over  financial
reporting.

                                       19
<PAGE>
ITEM 9B. OTHER INFORMATION.

     None.

                                    PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

The Company's directors and executive  officers,  and their ages as of March 23,
2011 are as follows:

<TABLE>
<CAPTION>
    Name                   Period               Age                    Position(s)
    ----                   ------               ---                    -----------
<S>               <C>                         <C>      <C>
Frank Kristan      10/20/2006 to 3/31/2010      51      Chairman of the Board of Directors
                                                        President and Chief Executive Officer
                                                        Secretary and Treasurer

Isaac H. Sutton    3/31/2010 to Present         57      Chairman of the Board of Directors President
                                                        and Secretary

Michael Haug       7/1/2010 to Present          45      Chief Executive Officer

Adam R. Kolodny    04/01/11 to Present          48      Chief Financial Officer
</TABLE>

MICHAEL F. HAUG, 45, CHIEF EXECUTIVE OFFICER

     As an  experienced  insurance  and  financial  representative  since  1993,
Michael  has worked  for well  known  companies  such as  Liberty  Mutual,  John
Hancock,  and AIG. He also formed his own insurance  agencies  called  Financial
Solutions in 1999 and Z-Group  International  in 2007.  In 2007  Michael  became
heavily involved in commercial  lighting,  working as consultant to Global Green
Works and later AEI lighting.  A graduate of The University of Baltimore in 1990
in Business  Administration,  Michael has always had a passion for businesses to
improve their Leadership in Energy & Environmental Design (LEED). His motivation
and  mission in life has been green  projects  and  energy  efficient  lighting.
Michael is proud to bring  lighting  education to the  forefront.  He has helped
municipalities,  private  enterprises,  and  schools  save  money and  energy by
increasing their awareness of energy efficient  lighting.  Michael also has been
affiliated  with many LEED programs to stay on top of the ever  changing  energy
environment.  This  diversification  has helped propel Michael to the top of the
financial and energy lighting work place.

ISAAC H. SUTTON, 57, PRESIDENT AND SOLE DIRECTOR

     Mr.  Sutton is a media-savvy  strategic  marketing  executive.  He combines
in-depth global  marketing  experience with practical  business  knowledge.  His
experience includes founding positions at Aprica Juvenile Products, Fusen Usagi,
Inc., Exus Networks, Inc., Starinvest Group, Inc., and, presently,  GoIP Global,
Inc. His career began at I.S. Sutton & Sons,  Inc., an importer of products from
the Far East. In 1978, he managed a major Ronald  McDonald import Doll Promotion
for one year  overseas at the age of 24.  Examples of his  innovative  marketing
work  and  vision  can be seen in the  companies  he  founded.  His  goal-driven
accomplishments   in  Uzbekistan  drew  upon  his   considerable   aptitudes  to
successfully  implement a World Bank  project  designed to assist the country in
increasing its GNP for cotton.  Media and  information has been Ike's vision and
goal during the past several  years.  Rooted in the belief that  technology  can
facilitate   supplying   knowledge   and   information   throughout   the  world
inexpensively,  GoIP was  founded.  Based on this  premise and the  licensing of
various worldwide technologies, GoIP will deliver information and education over
cell phones.  From 2001 through 2006, Ike was the CEO of Starinvest Group, Inc.,
a public  company  elected to be a "Business  Development  Company," one of less
than 50 in the United States.  Mr Sutton earned his Bachelor of Arts degree from
Pace University in New York.

                                       20
<PAGE>
FRANK KRISTAN, 51, FORMER PRESIDENT

     Mr. Kristan served as the Company's  President and Chief Executive  Officer
from  October  20,  2006,  until  March 31,  2010.  Mr.  Kristan is  currently a
part-time consultant to the Company in charge of new business  development.  Mr.
Kristan  is the  President  of  Ludvik  Nominees  Pty Ltd and was  formerly  the
President and CEO of Patriot  Advisors,  Inc. Patriot Advisors provided business
advisory services to investment funds,  corporations and individuals.  From 1994
to  2004,  Patriot  Advisors  managed  funds on  behalf  of  private  companies,
producing  an  internal  rate of return in excess of 25% per annum  during  that
period. At the time Mr. Kristan concluded his involvement with the funds,  total
assets  under  management  exceeded  $50  million.  Patriot  Advisors  had  also
performed on guarantees to deliver financing in excess of $ 50 million. Over the
ten year  period,  Patriot  Advisors  had  focused  its  business  advisory  and
management efforts primarily on companies in the technology,  telecommunications
and internet related industries.  Prior to forming Patriot Advisors, Mr. Kristan
was the Principal and CEO of Kristan  Associates,  a financial  consulting  firm
providing  business advisory services for the  telecommunications  and financial
services industries. Mr. Kristan began his career at Affiliated Computer Systems
where he provided  computer  and  operational  advisory  services to banking and
financial services institutions involved in merger and acquisition transactions.
Mr. Kristan earned his BS in Mathematics from University of Western Australia.

ADAM R KOLODNY, 48, CHIEF FINANCIAL OFFICER

     Mr. Kolodny is a seasoned senior executive with  cross-industry  experience
in the management of high growth,  dynamic global  companies.  From 2008 through
2010,  Mr.  Kolodny  served  as an  operational  and  financial  consultant  for
companies engaged in, among other things,  manufacturing and data services. From
2001 through 2007, Mr. Kolodny served as the Chief  Operating  Officer and Chief
Financial Officer for PT-1 Communications.  He was appointed to this position by
that   company's   secured   lenders.   Mr.Kolodny  was   instrumental   in  the
re-engineering of PT-1 Communications. Mr. Kolodny began his professional career
as an accountant  with  Laventhol & Horwath,  where he focused on technology and
public   companies.   He  received  his  Bachelor  of  Business   Administration
(Accounting) from Hofstra University n 1986.

DIRECTORSHIPS

     No  Director  of the  Company  or  person  nominated  or chosen to become a
Director holds any other  directorship in any company with a class of securities
registered pursuant to Section 12 of the 1934 Act or subject to the requirements
of Section  15(d) of such Act or any other  company  registered as an investment
company under the Investment Company Act of 1940.

EMPLOYMENT CONTRACTS

     On July 1, 2010,  the Company  entered  into an  employment  contract  with
Michael  Haug,  our  Chief  Executive  Officer,  for a one year term with a base
salary of $84,000 per year. In addition,  the Company agreed to issue  2,000,000
shares of common  stock to Mr.  Haug as a signing  bonus and such shares vest at
the end of the  term of the  agreement.  Mr.  Haug  will  also  be  entitled  to
participate in the Company's  health care and bonus plans when  implemented  but
not later than December 31, 2010.

SIGNIFICANT EMPLOYEES

     No other significant employees exist.

                                       21
<PAGE>
FAMILY RELATIONSHIPS

     There  are no  family  relationships  between  or among  our  officers  and
directors.

INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS

     During the past ten years, no present director, executive officer or person
nominated to become a director or an executive officer of the Company:

     (1)  was a general  partner or executive  officer of any  business  against
          which any  bankruptcy  petition  was filed,  either at the time of the
          bankruptcy or two years prior to that time;

     (2)  was  convicted in a criminal  proceeding or named subject to a pending
          criminal  proceeding  (excluding  traffic  violations  and other minor
          offenses);

     (3)  was  subject  to any  order,  judgment  or  decree,  not  subsequently
          reversed,   suspended   or   vacated,   of  any  court  of   competent
          jurisdiction,   permanently   or   temporarily   enjoining,   barring,
          suspending  or  otherwise  limiting  his  involvement  in any  type of
          business, securities or banking activities; or

     (4)  was found by a court of competent  jurisdiction  (in a civil  action),
          the  Securities  and  Exchange  Commission  or the  Commodity  Futures
          Trading  Commission to have violated a Federal or state  securities or
          commodities law, and the judgment has not been reversed,  suspended or
          vacated.

AUDIT COMMITTEE FINANCIAL EXPERT AND IDENTIFICATION OF AUDIT COMMITTEE

     The Company has no separately  designated standing audit committee or other
committee performing similar functions. The Board of Directors acts as the audit
committee.  None of the  directors  qualifies  as an Audit  Committee  Financial
Expert.

MATERIAL CHANGES TO THE METHOD BY WHICH THE SHAREHOLDERS MAY RECOMMEND  NOMINEES
TO THE BOARD OF DIRECTORS

     None.

SECTION 16(a) BENEFICIAL OWNERSHIP COMPLIANCE

     Section 16(a) of the Securities Exchange Act of 1934 requires the Company's
executive  officers,  directors and persons who own more than ten percent of the
Company's Common Stock, to file initial reports of beneficial  ownership on Form
3,  changes  in  beneficial  ownership  on  Form 4 and an  annual  statement  of
beneficial ownership on Form 5, with the SEC. Such executive officers, directors
and greater than ten percent  shareholders  are required by SEC rules to furnish
the Company  with  copies of all such forms that they have filed.  No one on the
Company's management team was delinquent on such filings in 2010.

CODE OF BUSINESS CONDUCT AND ETHICS

     The Company has adopted a Code of Business Conduct and Ethics applicable to
its officers,  including its principal  executive officer,  principal  financial
officer,  principal  accounting  officer  or  controller  and any other  persons
performing  similar  functions.  The Code will be provided free of charge by the
Company to interested  parties upon request.  Requests should be made in writing

                                       22
<PAGE>
and directed to the Company at the  following  address:  1100  Wicomico  Street,
Suite 700, Baltimore, Maryland 21224

ITEM 11. EXECUTIVE COMPENSATION.

     The  following  table sets  forth the  aggregate  compensation  paid by the
Company to officers or directors of the Company during the periods indicated:

                           SUMMARY COMPENSATION TABLE

<TABLE>
<CAPTION>
                                                                  Non-Equity
                                                                  Incentive    Nonqualified
Name and                                                            Plan        Deferred       All Other
Principal                                   Stock       Option     Compen-       Compen-        Compen-
Position       Year   Salary($)  Bonus($)   Awards($)   Awards($)  sation($)     sation($)    sation($)(1)  Totals($)(1)
--------       ----   ---------  --------   ---------   ---------  ---------     ---------    ------------  ------------
<S>             <C>       <C>       <C>          <C>        <C>        <C>           <C>         <C>          <C>

Frank          2009    $     0     $  0     $     0       $  0       $  0          $   0        $360,000       $360,000
Kristan,       2008    $     0     $  0     $     0       $  0       $  0          $   0        $360,000       $360,000
President      2007    $     0     $  0     $     0       $  0       $  0          $   0        $360,000       $360,000
and CEO

Isaac H.       2010    $15,000     $  0     $     0       $  0       $  0          $   0        $ 30,000       $ 45,000
Sutton,
Chariman,
President

Michael        2010    $42,000     $  0     $85,000       $  0       $  0          $   0        $      0       $127,000
Haug, CEO
</TABLE>

----------
(1)  Represents  consulting  fees paid to Ludvik  Nominees Pty.  Ltd., a company
     owned and controlled by Mr. Kristan.

STOCK OPTIONS AND WARRANTS

     There were no stock options or warrants outstanding on December 31, 2010

OPTION/SAR GRANTS TABLE

     There were no stock  options/SARS  granted under the Company's stock option
plans to executive officers and directors during fiscal 2010.

AGGREGATE OPTION/SAR EXERCISES AND FISCAL YEAR-END OPTION/SAR VALUE TABLE

     There were no exercises of stock  options/SAR by executive  officers during
fiscal 2010.

LONG-TERM INCENTIVE PLAN AWARDS

     There were no long-term incentive plan awards made during fiscal 2010.

COMPENSATION OF DIRECTORS

     The  Company has no formal or standard  compensation  arrangement  with the
members of its Board of Directors or with committee members.

                                       23
<PAGE>
REPRICING OPTIONS

     During the fiscal year ended December 31, 2010, the Company did not reprice
any stock options.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
         RELATED STOCKHOLDER MATTERS.

The  following  tables  set  forth  certain  information   regarding  beneficial
ownership of the Company's capital stock as of March 28, 2010 by (i) each person
who is known by the Company to  beneficially  own more than five  percent of any
class of the Company's capital stock,  (ii) each of the Company's  directors and
executive  officers,  and (iii) all  directors  and  executive  officers  of the
Company as a group.

<TABLE>
<CAPTION>
  Title of             Name and Address of            Amount and Nature of      Percent
   Class                 Beneficial Owner             Beneficial Ownership      of Class
   -----                 ----------------             --------------------      --------
<S>                <C>                                <C>                      <C>
Common Stock       Isaac H. Sutton (1)                      50,723,310           18.21%
                   Sutton Global Associates, Inc.
                   475 Park Ave South 30th FL
                   New York, New York 10016

Common Stock       Michael Haug                              2,000,000             .72%
                   6801 Eastern Avenue, Suite 203
                   Baltimore, MD 21224

Common Stock       Adam R Kolodny                                   -0-             -0-
                   6801 Eastern Avenue, Suite 203
                   Baltimore, MD 21224

Common Stock       All Executive Officers and               52,723,310           19.93%
                   Directors as a Group (1 person)

Preferred A        Isaac H. Sutton (1)                       5,000,000             100%
                   Sutton Global Associates, Inc.
                   475 Park Ave South 30th FL
                   New York, New York 10016
</TABLE>

----------
(1)  Mr. Sutton has sole voting and dispositive power over these shares since he
     owns a majority of the common stock of Sutton Global Associates, Inc.

                                       24
<PAGE>
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR
         INDEPENDENCE.

     Ludvik  Nominees,  Pty, Ltd. was the  exclusive  adviser to Company for the
period October 10, 2006 through March 31, 2010.  Ludvik Nominees Pty Ltd is 100%
owned by Frank Kristan, our former President and Chief Executive Officer. During
the period from  inception  to March 31, 2010 Ludvik  Nominees was an advisor to
the  Company,  fees were  charged  quarterly.  A total of  $2,017,417  including
interest was billed.  $484,250 was converted to 32,394,269 shares and $1,503,167
remains owing.

     Mr Isaac H. Sutton,  the Company's  President and Sole Director,  is also a
shareholder in SavWatt Industries,  LLC and a debtor of the Company. Mr Isaac H.
Sutton the Company's President and Sole Director is a beneficial owner in Sutton
Global  Associates,  Inc and GoIP Global, Inc both companies which have provided
at certain times, short term loans to the Company.

     We do not have any independent directors or director committee members.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

INDEPENDENT PUBLIC ACCOUNTANTS

     On June 2, 2010, the Company engaged Sherb & Co. LLP, 805 Third Avenue, New
York,  New York as its  certifying  auditors  to audit the  Company's  financial
statements  for the fiscal years ended December 31, 2009,  2008,  2007 and 2006.
Prior to such engagement, the Company had not engaged a certifying audit firm.

     (1) Audit Fees. For the fiscal years ended December 31, 2010, the Company's
auditors  charged us $12,000 for  services  rendered for the audit of our annual
financial statements.

     (2)  Audit-Related  Fees.  For the fiscal year ended December 31, 2010, our
auditors charged us $6,000 for audit-related services (review).

     (3) Tax Fees. Our auditors did not provide tax compliance,  tax advice,  or
tax planning advice for the fiscal year ended December 31, 2010.

     (4) All Other Fees. None.

(5) Audit Committee's  Pre-Approval Policies and Procedures.  The Company had no
audit  committee  during the fiscal year ended December 31, 2010;  hence,  there
were no pre-approval policies or procedures in effect during such fiscal year.

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

     See the  Exhibits  Index  below for a list of exhibits  attached  hereto or
incorporated by reference pursuant to Item 601 of Regulation S-K.

                                  EXHIBIT INDEX

Exhibit                            Description
-------                            -----------
10.1**        Commercial Office Lease
14*           Code of Business Conduct Ethics
21**          Subsidiaries of the Company
31.1***       Certification of Principal Executive Officer Pursuant to 18 U.S.C.
              Section 1350
31.2***       Certification of Principal Financial Officer Pursuant to 18 U.S.C.
              Section 1350
32.1***       906 Certification of Principal Executive Officer
32.2***       906 Certification of Principal Financial Officer

----------
*    Exhibits  incorporated  herein by reference to Company's  Form 10-K for the
     fiscal Year Ended  December 31, 2006,  filed with the  Commission on August
     17, 2010.
**   Filed previously
***  Filed herewith

                                       25
<PAGE>
                                   SIGNATURES

     In accordance  with Section 13 or 15(d) of the  Securities  Exchange Act of
1934,  the  Registrant has duly caused this Amendment No. 1 to our Annual Report
to be signed on its behalf by the undersigned, thereunto duly authorized.

                                SaVWatt USA, Inc.


Dated: August 3, 2011                /s/ Michael Haug
                                     ------------------------------------------
                                By:  Michael Haug
                                Its: Chief Executive Officer



                                       26
<PAGE>
             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To the Board of Directors and Stockholders of SavWatt USA, Inc.
(f/k/a Ludvik Capital, Inc.
(A Development Stage Company):


We have audited the  accompanying  consolidated  balance  sheets of SavWatt USA,
Inc. f/k/a Ludvik Capital,  Inc. (A Development Stage Company) and subsidiary as
of December  31, 2010 and  December  31,  2009,  and the related  statements  of
operations,  stockholders'  deficit, and cash flows for the years ended December
31, 2010 and 2009 and for the period from  inception,  October 20, 2006  through
December  31,   2010.   These   consolidated   financial   statements   are  the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these financial statements based on our audit.

We conducted our audits in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and  perform  the  audits to  obtain  reasonable  assurance  about  whether  the
financial  statements  are free of  material  misstatement.  The  Company is not
required  to have,  nor were we engaged  to  perform,  an audit of its  internal
controls over financial reporting. Our audits included consideration of internal
control over financial  reporting as a basis for designing audit procedures that
are appropriate in the  circumstances,  but not for the purpose of expressing an
opinion on the  effectiveness  of the Company's  internal control over financial
reporting. Accordingly, we express no such opinion. 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  presentation  of the financial  statements.  We believe that our audits
provide a reasonable basis for our opinion.

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material  respects,  the financial  position of SavWatt USA, Inc.
f/k/a Ludvik  Capital,  Inc. at December  31, 2010 and 2009,  and the results of
operations and cash flows for the years ended December 31, 2010 and 2009 and for
the period from  inception,  October 20, 2006  through  December  31,  2010,  in
conformity with accounting principles generally accepted 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 1 to the
consolidated  financial statements,  the Company has incurred significant losses
from  operations.  These  issues  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 1. These consolidated financial statements do not include
any adjustments that might result from the outcome of this uncertainty.


                                            /s/ Sherb & Co., LLP
                                            ------------------------------------
                                            Certified Public Accountants
New York, New York
April 13, 2011

                                      F-1
<PAGE>
                                SavWatt USA, Inc.
                            f/k/a Ludvik Capital, Inc.
                         (A Development Stage Company)
                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                     December 31,           December 31,
                                                                         2010                  2009
                                                                     ------------           ------------
<S>                                                                  <C>                    <C>
                                     ASSETS

Current assets:
  Cash                                                               $      2,422           $         --
  Accounts receivable                                                         619                     --
  Inventory                                                                42,853                     --
  Other current assets                                                     32,200                     --
                                                                     ------------           ------------
      Total current assets                                                 78,094                     --

Computer Equipment                                                         10,803                     --

                                                                     ------------           ------------
      Total assets                                                   $     88,897           $         --
                                                                     ============           ============

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
  Accounts payable and accrued expenses                              $    112,318           $         --
  Due to related party                                                    504,600                     --
  Stockholder loan payable                                              1,129,698                685,750
  Accrued interest - stockholder                                          175,596                429,082
  Loan payable                                                             50,000                     --
  Convertible loan payable                                                200,000                     --
                                                                     ------------           ------------
      Total liabilities                                                 2,172,212              1,114,832
                                                                     ------------           ------------
Stockholders' deficit
  Common stock, $0.0001 par value, 2,000,000,000 shares
   and 100,000,000 shares authorized, 167,531,786 and
   79,474,175 shares issued and outstanding, respectively                  16,752                  7,947
  Additional paid-in capital                                           37,120,142             35,256,348
  Accumulated deficit during development stage                        (39,203,264)           (36,379,127)
                                                                     ------------           ------------
      Total stockholders' deficit  - SavWatt USA                       (2,066,370)            (1,114,832)

  Noncontrolling interests                                                (16,945)                    --
                                                                     ------------           ------------
      Total stockholders' deficit                                      (2,083,315)            (1,114,832)
                                                                     ------------           ------------

      Total liabilities and stockholders' deficit                    $     88,897           $         --
                                                                     ============           ============
</TABLE>


                     See Notes to the Financial Statements

                                      F-2
<PAGE>
                                SavWatt USA, Inc.
                           f/k/a Ludvik Capital, Inc.
                         (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                                                             From Inception
                                                                                           (October 20, 2006)
                                                 Year Ended             Year Ended              through
                                                December 31,           December 31,           December 31,
                                                    2010                   2009                   2010
                                                ------------           ------------           ------------
<S>                                             <C>                    <C>                    <C>
REVENUES                                        $      4,059           $         --           $      4,059
                                                ------------           ------------           ------------

EXPENSES
  General and administrative                         276,867                     --                291,654
  Professional fees                                  484,606                410,000              1,685,873
  Bad debt expense-related party                     218,636                     --                218,636
  Stock based compensation                         1,311,325                350,001             36,011,369
                                                ------------           ------------           ------------
      Total Expenses                               2,291,434                760,001             38,207,532
                                                ------------           ------------           ------------

LOSS FROM OPERATIONS                              (2,287,375)              (760,001)           (38,203,473)
                                                ------------           ------------           ------------

OTHER INCOME (EXPENSE)
  Other income                                         5,000                     --                  5,010
  Interest expense                                   (33,220)                    --                (33,220)
  Interest expense-related party                    (473,931)              (184,436)              (903,013)
  Debt Conversion Expense                            (51,556)                    --                (51,556)
                                                ------------           ------------           ------------
      Total Other Income (Expense)                  (553,707)              (184,436)              (982,779)
                                                ------------           ------------           ------------

NET LOSS                                          (2,841,082)              (944,437)           (39,186,252)

NET LOSS ATTRIBUTABLE TO
 NONCONTROLLING INTERESTS                             16,945                     --                 16,945
                                                ------------           ------------           ------------

NET LOSS ATTRIBUTABLE TO SAVWATT USA, INC.      $ (2,824,137)          $   (944,437)          $(39,203,264)
                                                ============           ============           ============

NET LOSS PER SHARE, BASIC AND DILUTED           $     (0.027)          $     (0.012)
                                                ============           ============
WEIGHTED AVERAGE NUMBER OF COMMON
 SHARES OUTSTANDING, BASIC AND DILUTED           105,307,057             79,049,517
                                                ============           ============
</TABLE>


                      See Notes to the Financial Statements

                                      F-3
<PAGE>
                                SavWatt USA, Inc.
                           f/k/a Ludvik Capital, Inc.
                         (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                                                        From Inception
                                                                  For the years ended                 (October 20, 2006)
                                                          -----------------------------------              through
                                                          December 31,           December 31,            December 31,
                                                              2010                   2009                    2010
                                                          ------------           --------------          ------------
<S>                                                       <C>                    <C>                     <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                $ (2,824,137)          $     (944,437)         $(39,186,252)
  Adjustments to reconcile net loss to net
   cash used in operating activities:
     Net loss attributable to non controlling interest         (16,945)                      --               (16,945)
     Stock issued for services                               1,311,325                   50,000             1,371,326
     Stock issued for interest                                  21,249                       --                21,249
     Stock based compensation                                       --                  350,001            34,700,044
     Bad debt expense - related party                          218,636                                        218,636
     Debt modification expense                                  51,556                       --                51,556
  Increase (decrease) in cash flows as a result of
   changes in asset and liability account balances:
     Accounts receivable                                          (621)                      --                  (621)
     Inventory                                                 (42,852)                      --               (42,852)
     Other current assets                                      (32,200)                      --               (32,200)
     Accounts payable and accrued expenses                     112,318                       --                97,052
     Related party payable                                     285,965                       --               504,600
     Stockholder loan payable                                   90,000                  360,000             1,260,000
     Accrued interest - stockholder                            473,931                  184,436               903,013
                                                          ------------           --------------          ------------
        Total adjustments                                    2,472,362                  944,437            38,814,400
                                                          ------------           --------------          ------------
        Net cash used in operating activities                 (351,775)                      --              (371,852)
                                                          ------------           --------------          ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchases of computer equipmnet                              (10,803)                      --               (10,803)
                                                          ------------           --------------          ------------
        Net cash provided by financing activities              (10,803)                      --               (10,803)
                                                          ------------           --------------          ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from issuance of common stock                       315,000                       --               335,000
  Proceeds from issuance of loan payable                        50,000                       --                50,000
                                                          ------------           --------------          ------------
        Net cash provided by financing activities              365,000                       --               385,000
                                                          ------------           --------------          ------------

NET DECREASE IN CASH                                             2,422                       --                 2,422

CASH, BEGINNING OF PERIOD                                           --                       --                    --
                                                          ------------           --------------          ------------
CASH, END OF PERIOD                                       $      2,422           $           --          $      2,422
                                                          ============           ==============          ============
SUPPLEMENTAL CASH FLOW INFORMATION:
  Interest paid                                           $         --           $           --          $         --
                                                          ============           ==============          ============
  Income taxes paid                                       $         --           $           --          $         --
                                                          ============           ==============          ============
  Stock issued for repayment of shareholder loan          $         --           $           --          $    484,250
                                                          ============           ==============          ============
  Subscription receivable                                 $         --           $           --          $     20,000
                                                          ============           ==============          ============
  Stockholder loan assigned                               $    373,469           $           --          $    373,469
                                                          ============           ==============          ============
  Common stock issued as a result of debt conversion      $    173,469           $           --          $    173,469
                                                          ============           ==============          ============
  Stockholder loan and accrued interest exchanged
   for a short term convertible note                      $  1,503,167           $           --          $  1,503,167
                                                          ============           ==============          ============
</TABLE>
                       See Notes to Financial Statements

                                      F-4
<PAGE>
                                SavWatt USA, Inc
                            f/k/a Ludvik Capital, Inc.
                         (A Development Stage Company)
                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT

<TABLE>
<CAPTION>
                                                                                                 Deficit
                                                                                               Accumulated
                                                          Common Stock         Additional        During            Total
                                                     ---------------------      Paid-in        Development     Stockholders'
                                                     Shares           $         Capital           Stage           Deficit
                                                     ------         ----        -------           -----           -------
<S>                                                  <C>            <C>         <C>             <C>           <C>
Balance, October 20, 2006 (Inception)                      --    $       --    $        --    $         --     $         --

Stock issued upon merger in accordance with
 Bankruptcy Court order ($.0005 per share)         40,000,000         4,000         16,000              --           20,000

Net loss for the year ended December 31, 2006              --            --             --        (106,914)        (106,914)
                                                   ----------    ----------    -----------    ------------     ------------
Balance, December 31, 2006                         40,000,000         4,000         16,000        (106,914)         (86,914)

Stock issued in connection with acquisition            24,196             2             (2)             --               --

Stock issued for services ($5.52 per share)         2,055,710           205     11,349,795              --       11,350,000

Stock issued to retire debt - Shareholder loans
 ($1.01 per share)                                 14,325,000         1,433     14,466,818              --       14,468,251

Net loss for the year ended December 31, 2007              --            --             --     (26,054,806)     (26,054,806)
                                                   ----------    ----------    -----------    ------------     ------------
Balance, December 31, 2007                         56,404,906         5,640     25,832,611     (26,161,720)        (323,469)

Stock issued to retire debt - Shareholder loans
($.52 per share and $.40 per share)                18,069,269         1,807      9,024,236              --        9,026,043

Net loss for the year ended December 31, 2008              --            --             --      (9,272,970)      (9,272,970)
                                                   ----------    ----------    -----------    ------------     ------------
Balance, December 31, 2008                         74,474,175         7,447     34,856,847     (35,434,690)        (570,396)

Stock issued for services ($.80 per share)          5,000,000           500        399,501              --          400,001

Net loss for the period ended December 31, 2009            --            --             --        (944,437)        (944,437)
                                                   ----------    ----------    -----------    ------------     ------------
Balance, December 31, 2009                         79,474,175         7,947     35,256,348     (36,379,127)      (1,114,832)

Common stock issued for cash                       37,333,333         3,733        311,267              --          315,000

Fair value of common stock issued for services
 (average $.0395 per share)                        31,850,000         3,185      1,308,140              --        1,311,325

Fair value of common stock issued for interest
 (.0425 per share)                                    500,000            50         21,199              --           21,249

Common stock issued pursuant to noteholder debt
 conversion                                        18,374,278         1,837        171,632              --          173,469

Modification expense related to conversion of
 debt                                                      --            --         51,556              --           51,556

Net loss for the year ended December 31, 2010              --            --             --      (2,824,137)      (2,824,137)
                                                 ------------    ----------    -----------    ------------     ------------

Balance, December 31, 2010                        167,531,786    $   16,752    $37,120,142    $(39,203,264)    $ (2,066,370)
                                                 ============    ==========    ===========    ============     ============
</TABLE>

                       See Notes to Financial Statements

                                      F-5
<PAGE>
                                SavWatt USA, Inc.
                            f/k/a Ludvik Capital, Inc
                         (A Development Stage Company)
                   Notes to Consolidated Financial Statements
           From Inception, October 20, 2006 through December 31, 2010

NOTE 1 - ORGANIZATION AND BASIS OF PRESENTATION

Ludvik Capital, Inc. (hereinafter "the Company") was incorporated on October 20,
2006  under the laws of the State of  Delaware  for the  purpose  of  becoming a
successor  corporation  by  merger  with  Patriot  Advisors,  Inc.  and  Templar
Corporation,  pursuant to a plan of  reorganization  and merger  approved by the
United States Bankruptcy  Court,  District of Maine in Case No. 04-20328 whereby
Ludvik Capital, Inc is the continuing entity.

The  Company's  business  plan  consisted  of  investing  in public and  private
companies, providing long term equity and debt investment capital to fund growth
and acquisitions and recapitalizations of small and middle market companies in a
variety of industries primarily located in the United States.

Since inception, the Company has had minimal operations and no revenues earned.

On April 5, 2010, the Company amended its articles of incorporation  and changed
its name to SavWatt USA, Inc.

SavWatt USA,  Inc.  ("SavWatt")  business  plan is to  capitalize on the largely
unaddressed  commercial and consumer market for energy-efficient LED lighting by
investing  in  product  and  corporate  marketing.  With  public  relations  and
advertising throughout the media, a recognized,  popular consumer LED brand will
be  cultivated,  spearheading  and  establishing  a leading  market share in the
growing  energy-efficient  bulb  sector  during  the next  three to five  years.
SavWatt  has the  exclusive  marketing  rights in the United  States to sell LED
street lighting for Unilumin (www.unilumin.com).

The Company is a development stage enterprise.

The Company's year end is December 31.

The Company's corporate headquarters were originally located in Virginia but are
currently located in Baltimore MD.

GOING CONCERN AND BASIS OF PRESENTATION
The  accompanying  financial  statements  have been  prepared  assuming that the
Company  will  continue  as a  going  concern.  As  reflected  in the  financial
statements,  the Company  incurred net losses of  $2,824,137  for the year ended
December  31,  2010.  In  addition,  the  Company  has  incurred a net loss from
inception  (October 20, 2006) through December 31, 2010 and accumulated  deficit
amounting to $39,203,264. Since its inception, the Company has not generated any
revenues and has minimal cash resources.

These  circumstances  raise  substantial  doubt about the  Company's  ability to
continue  as a going  concern.  The  financial  statements  do not  include  any
adjustments that might result from the outcome of this uncertainty. Management's
efforts have been directed towards the development and  implementation of a plan
to generate sufficient revenues to cover all of its present and future costs and
expenses.

Management is taking steps to address this situation. The Company has determined
that it cannot continue with its business operations as outlined in its original
business plan because of a lack of financial  resources;  therefore,  management
has redirected their focus towards  identifying and pursuing  options  regarding
the  development  of a new business plan and direction.  The Company  intends to
explore  various  business  opportunities  that have the  potential  to generate
positive revenue,  profits and cash flow in order to financially accommodate the
costs of being a publicly held company. The Company is in the process of raising
capital  by  implementing  its  business  plan in Led  lighting  and  expects to
generate  sufficient  revenue by the fourth quarter of 2011 with a positive cash
flow.  Until then,  the Company the Company will not have the  required  capital
resources or credit lines available that are sufficient to fund operations.

                                      F-6
<PAGE>
                                SavWatt USA, Inc.
                            f/k/a Ludvik Capital, Inc
                         (A Development Stage Company)
                   Notes to Consolidated Financial Statements
           From Inception, October 20, 2006 through December 31, 2010

The Company has minimal  operating costs and expenses at the present time due to
its limited business activities. The Company, however, will be required to raise
additional   capital   over  the  next   twelve   months  to  meet  its  current
administrative  expenses, and it may do so in connection with or in anticipation
of  possible  acquisition  transactions.  This  financing  may  take the form of
additional sales of its equity securities and/or loans from its directors. There
is no assurance that additional financing will be available,  if required, or on
terms favorable to the Company.

The  financial  statements  do  not  include  any  adjustments  relating  to the
recoverability  and  classification  of  recorded  assets,  or the  amounts  and
classification  of liabilities  that might be necessary in the event the Company
cannot continue in existence.

The  accompanying  financial  statements have been prepared,  in accordance with
accounting  principles generally accepted in the United States ("U.S. GAAP") and
pursuant to the rules and regulations of the Securities and Exchange  Commission
(the "SEC").

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

This  summary of  significant  accounting  policies  is  presented  to assist in
understanding the accompanying  financial  statements.  The financial statements
and notes are representations of the Company's management,  which is responsible
for their  integrity  and  objectivity.  These  accounting  policies  conform to
accounting  principles  generally  accepted in the United  States of America and
have been consistently applied in the preparation of the financial statements.

ACCOUNTING METHOD
The  Company's  financial  statements  are prepared  using the accrual  basis of
accounting in accordance with accounting  principles  generally  accepted in the
United States of America.

PRINCIPLES OF CONSOLIDATION
The  accompanying  consolidated  financial  statements  include the  accounts of
SavWatt  USA,  Inc.,  as well  as Pro Eco  Solutions,  LLC for the  period  from
November 1, 2010 through  December 31, 2010 and are prepared in accordance  with
accounting  principles  generally accepted in the United States ("US GAAP"). All
significant  intercompany  accounts and transactions between the Company and its
subsidiary have been eliminated upon consolidation.

NONCONTROLLING INTERESTS
Noncontrolling  interests in our subsidiary are recorded in accordance  with the
provisions  of ASC 810,  "Consolidation"  and are  reported  as a  component  of
equity.

DEVELOPMENT STAGE ACTIVITIES
The Company has been in the development stage since its formation.

From the Company's  inception through March 2010, the Company was engaged in the
business  of  providing  long-term  equity and debt  investment  capital to fund
growth,  acquisitions and recapitalizations of small and middle market companies
in a variety of industries,  primarily located in the United States. The Company
during  this time  frame  had been very  active  and had  conducted  substantial
operations, as discussed in our numerous reports with the SEC during 2007-2010.

In 2010,  the Company  changed its name to SavWatt USA,  Inc. to reflect our new
primary  business of  producing,  marketing  and selling  Light  Emitting  Diode
("LED")  lighting.  In  furtherance  of our new  business,  we have obtained the
exclusive  marketing rights in the United States to sell LED street lighting for
Unilumin,  a  Chinese  company  as  well  as  setting  up its  distribution  and
production center in Maryland.

CASH AND CASH EQUIVALENTS
For  purposes  of the  statement  of  cash  flows,  the  Company  considers  all
short-term  debt with  original  maturities  of three  months or less to be cash
equivalents.

FAIR VALUE OF FINANCIAL INSTRUMENTS
The Company's financial  instruments may include cash, loans payable and related
accrued interest,  and accounts payable.  All such instruments are accounted for
on a historical cost basis,  which, due to the short maturity of these financial
instruments, approximates fair value at December 31, 2010 and December 31, 2009.

                                      F-7
<PAGE>
                                SavWatt USA, Inc.
                            f/k/a Ludvik Capital, Inc
                         (A Development Stage Company)
                   Notes to Consolidated Financial Statements
           From Inception, October 20, 2006 through December 31, 2010

ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS
Accounts receivable are stated at the amount the Company expects to collect. The
Company  provides an allowance  for  doubtful  accounts  equal to the  estimated
uncollectible  amounts. The Company's estimate is based on historical collection
experience and a review of the current status of trade accounts  receivable.  It
is reasonably possible that the Company's estimate of the allowance for doubtful
accounts will change.

Accounts  receivable are presented net of an allowance for doubtful  accounts of
$0.

As of  December  31,  2010 the  Company  wrote  off a related  party  receivable
amounting  to $218,636 and recorded a bad debt  expense,  based on  management's
Company's  evaluation of the balance and certainty that the balance would not be
collectible in the future.

PROPERTY AND EQUIPMENT AND DEPRECIATION
Property and equipment are recorded at cost.  Expenditures  for major  additions
and  improvements  are  capitalized  and minor  replacements,  maintenance,  and
repairs are charged to expense as  incurred.  When  property and  equipment  are
disposed of, the cost and accumulated depreciation are removed from the accounts
and any resulting  gain or loss is included in the results of operations for the
respective period.

Depreciation  is provided  for over the  estimated  useful  lives of the related
asset using the straight-line method. The estimated useful lives for significant
property and equipment categories are as follows:

     *    Data processing equipment 3 to 5 years

INVENTORY
The Company's inventory consists of entirely of finished goods, and is valued at
lower of cost or market  price.  Cost is  determined  on a  first-in,  first-out
("FIFO") basis.  To ensure  inventory is carried at the lower of cost or market,
the Company  periodically  evaluates  the carrying  value and also  periodically
performs  an  evaluation  of  inventory  for excess  and  obsolete  items.  Such
evaluations  are  based on  management's  judgment  and use of  estimates.  Such
estimates  incorporate  inventory  quantities  on-hand,  aging of the inventory,
sales  forecasts for  particular  product  groupings,  planned  dispositions  of
product lines and overall industry trends.

REVENUE RECOGNITION
Revenue is recognized when all of the following criteria are met: (1) persuasive
evidence that an arrangement  exists; (2) delivery has occurred or services have
been rendered;  (3) the seller's  price to the buyer is fixed and  determinable;
and, (4)  collectability is reasonably  assured.  The Company has not earned any
revenue since inception.

USE OF ESTIMATES
The process of preparing  financial  statements  in conformity  with  accounting
principles  generally  accepted in the United States of America requires the use
of estimates and  assumptions  regarding  certain types of assets,  liabilities,
revenues,   and  expenses.   Such  estimates   primarily   relate  to  unsettled
transactions and events as of the date of the financial statements. Accordingly,
upon settlement, actual results may differ from estimated amounts.

                                      F-8
<PAGE>
                                SavWatt USA, Inc.
                            f/k/a Ludvik Capital, Inc
                         (A Development Stage Company)
                   Notes to Consolidated Financial Statements
           From Inception, October 20, 2006 through December 31, 2010

PROVISION FOR TAXES
Income taxes are provided based upon the liability  method of accounting.  Under
this  approach,   deferred   income  taxes  are  recorded  to  reflect  the  tax
consequences in future years of differences  between the tax basis of assets and
liabilities and their financial reporting amounts at each year-end.  A valuation
allowance  is recorded  against the deferred  tax asset if  management  does not
believe  the  Company  has met the  "more  likely  than not"  standard  to allow
recognition of such an asset.

BASIC AND DILUTED EARNINGS (LOSS) PER SHARE
Basic  earnings per share is  calculated  on the  weighted  effect of all common
shares  issued  and  outstanding,  and is  calculated  by  dividing  net  income
available to common  stockholders  by the weighted  average  shares  outstanding
during the period.  Diluted earnings per share,  which is calculated by dividing
net income  available to common  stockholders by the weighted  average number of
common shares used in the basic earnings per share calculation,  plus the number
of common shares that would be issued  assuming  conversion  of all  potentially
dilutive  securities   outstanding,   is  not  presented  separately  as  it  is
anti-dilutive.

The average number of common shares  outstanding for the period from Inception (
October 20, 2006) through December 31, 2010 has been retroactively  adjusted for
the 2:1 forward stock split effective August 17, 2007.

STOCK BASED  COMPENSATION
The Company accounts for stock based  compensation  transactions  with employees
under the provisions of ASC Topic No. 718,  "Compensation,  Stock  Compensation"
("Topic No. 718").  Topic No. 718 requires the  recognition of the fair value of
equity-based  compensation in net income. The fair value of the Company's equity
instruments are estimated using a Black-Scholes  option  valuation  model.  This
model  requires  the  input  of  highly  subjective  assumptions  and  elections
including  expected stock price volatility and the estimated life of each award.
In addition,  the calculation of equity-based  compensation  costs requires that
the  Company  estimate  the number of awards that will be  forfeited  during the
vesting period.  The fair value of  equity-based  awards granted to employees is
amortized  over the vesting  period of the award and the Company  elected to use
the straight-line method for awards granted after the adoption of Topic No. 718.

The Company accounts for equity based transactions with non-employees  under the
provisions of ASC Topic No.  505-50,  "Equity-Based  Payments to  Non-Employees"
("Topic No. 505-50").  Topic No. 505-50  establishes that  equity-based  payment
transactions  with  non-employees  shall be  measured  at the fair  value of the
consideration received or the fair value of the equity instruments issued, which
ever is more  reliably  measurable.  When the equity  instrument is utilized for
measurement  the fair  value of the equity  instrument  is  estimated  using the
Black-Scholes  option  valuation  model. In general,  the Company  recognizes an
asset or expense in the same  manner as if it was to receive  cash for the goods
or services instead of paying with or using the equity instrument.

FORWARD STOCK SPLIT
All  references  to the Company's  outstanding  shares,  and options,  have been
adjusted to give effect to the 2 for 1 forward stock split effective  August 17,
2007.

RECENTLY ISSUED  ACCOUNTING  PRONOUNCEMENTS  AFFECTING THE COMPANY
The  Financial   Accounting  Standards  Board's  ("FASB")  Accounting  Standards
Codification  (ASC)  became  effective  on July 1, 2009.  At that date,  the ASC
became FASB's  officially  recognized  source of  authoritative  U.S.  generally
accepted accounting  principles ("GAAP") applicable to all public and non-public
non-governmental  entities,  superseding  existing FASB,  American  Institute of
Certified Public Accountants ("AICPA"),  Emerging Issues Task Force ("EITF") and
related  literature.  Rules  and  interpretive  releases  of the SEC  under  the

                                      F-9
<PAGE>
                                SavWatt USA, Inc.
                            f/k/a Ludvik Capital, Inc
                         (A Development Stage Company)
                   Notes to Consolidated Financial Statements
           From Inception, October 20, 2006 through December 31, 2010

authority of federal  securities laws are also sources of authoritative GAAP for
SEC    registrants.    All   other    accounting    literature   is   considered
non-authoritative. The switch to the ASC affects the way companies refer to U.S.
GAAP in financial statements and accounting policies.  Citing particular content
in the ASC involves  specifying the unique  numeric path to the content  through
the Topic, Subtopic, Section and Paragraph structure.

In  February  2010,  the FASB  issued  Accounting  Standards  Update  (ASU)  No.
2010-08--Technical  Corrections to Various Topics.  This update's  purpose is to
eliminate GAAP inconsistencies,  update outdated provisions,  and provide needed
clarifications.  The adoption of ASU No. 2010-08 will not have a material impact
on the Company's financial statements.

Management  does  not  believe  that  any  other  recently  issued,  but not yet
effective,  accounting  standards,  if currently adopted,  could have a material
effect on the accompanying financial statements.

NOTE 3 - FAIR VALUE MEASUREMENTS

The Company adopted FASB ASC 820-Fair Value  Measurements and  Disclosures,  for
assets and  liabilities  measured  at fair value on a recurring  basis.  ASC 820
establishes  a common  definition  for  fair  value to be  applied  to  existing
generally  accepted  accounting  principles  that  require the use of fair value
measurements  establishes  a  framework  for  measuring  fair value and  expands
disclosure about such fair value  measurements.  The adoption of ASC 820 did not
have an impact on the Company's financial position or operating results, but did
expand certain disclosures.

ASC 820 defines  fair value as the price that would be received to sell an asset
or paid to  transfer  a  liability  in an  orderly  transaction  between  market
participants at the measurement date. Additionally,  ASC 820 requires the use of
valuation techniques that maximize the use of observable inputs and minimize the
use of unobservable inputs. These inputs are prioritized below:

     Level 1:  Observable  inputs  such as quoted  market  prices in active
               markets  for  identical  assets or liabilities

     Level 2:  Observable market-based inputs or unobservable inputs that are
               corroborated by market data

     Level 3:  Unobservable  inputs  for which  there is little or no market
               data,  which  require  the use of the reporting  entity's  own
               assumptions.

The Company  did not have any Level 1, Level 2 or Level 3 assets or  liabilities
as of December 31, 2010 and December 31, 2009.

The Company  discloses the estimated  fair values for all financial  instruments
for which it is practicable to estimate fair value.  As of December 31, 2010 and
December 31, 2009, the fair value  short-term  financial  instruments  including
subscriptions receivable,  loans payable, accounts payable and accrued expenses,
approximates book value due to their short-term duration.

In addition, the Financial Accounting Standards Board ("FASB") issued, "The Fair
Value Option for  Financial  Assets and  Financial  Liabilities,"  effective for
January  1,  2008.  This  guidance  expands  opportunities  to  use  fair  value
measurements  in financial  reporting and permits  entities to choose to measure
many financial  instruments  and certain other items at fair value.  The Company
did  not  elect  the  fair  value  option  for any of its  qualifying  financial
instruments

                                      F-10
<PAGE>
                                SavWatt USA, Inc.
                            f/k/a Ludvik Capital, Inc
                         (A Development Stage Company)
                   Notes to Consolidated Financial Statements
           From Inception, October 20, 2006 through December 31, 2010

NOTE 4 - OTHER ASSETS

The following is included in other assets:

Deposits for Imports                             $ 25,000
Prepaid Rent                                        5,385
                                                 --------
                                                 $ 30,385
                                                 ========

NOTE 5 - INCOME TAXES

At December  31, 2010 and December 31, 2009 the Company had a deferred tax asset
of approximately $984,000 and $431,000,  respectively,  calculated at a combined
federal and state  expected  rate of 38%. As  management  of the Company  cannot
determine  that it is more  likely than not that the  Company  will  realize the
benefit of the net deferred tax asset,  a valuation  allowance  equal to the net
deferred tax asset has been recorded.

The  significant  components of the deferred tax assets at December 31, 2010 and
December 31, 2009 are as follows:

                                               December 31,         December 31,
                                                  2010                 2009
                                               ----------           ----------

Deferred tax asset-net operating losses        $  724,000           $  171,000
Accrued compensation                              260,000              260,000
Deferred tax asset valuation allowance           (984,000)            (431,000)
                                               ----------           ----------
Net deferred tax asset                         $       --           $       --
                                               ==========           ==========

The  reconciliation  between the statutory federal income tax rate of 35% to the
actual rate is as follows:

                                               December 31,         December 31,
                                                  2010                 2009
                                               ----------           ----------

Expected Federal tax (benefit)                 $ (966,000)          $ (321,000)
Expected State tax (benefit), net of federal     (114,000)             (38,000)
Permanent differences                             527,000              152,000
Change in valuation allowance                     553,000              207,000
                                               ----------           ----------
Effective tax rate                             $       --           $       --
                                               ==========           ==========

At December 31, 2010 and December 31, 2009, the Company had a net operating loss
carry forward of $1,904,000  and  $449,000,  respectively,  which expires in the
year 2030 and 2029, respectively.

                                      F-11
<PAGE>
                                SavWatt USA, Inc.
                            f/k/a Ludvik Capital, Inc
                         (A Development Stage Company)
                   Notes to Consolidated Financial Statements
           From Inception, October 20, 2006 through December 31, 2010

NOTE 6 - STOCKHOLDER LOANS

On December  14th 2006,  the Company  entered  into an Advisory  Agreement  with
Ludvik  Nominees Pty Ltd (a Company 100% owned by Frank Kristan) for services to
be rendered  which were payable based on 3% assets under  management  and 20% of
net profits of Ludvik Capital.  The term of the agreement was  approximately  11
years, maturing on December 31, 2017.

Frank  Kristan  served as President and Chief  Executive  Officer of the Company
from  inception,  October  20,  2006  through  March  31,  2010  and is also the
President of Ludvik Nominees Pty Ltd. On March 31, 2010,  Frank Kristan resigned
as President and Director of the Company.

On March 31, 2010 the original 2006  agreement was  terminated  and a settlement
agreement was created to resolve any outstanding obligations with respect to the
2006 agreement.  In accordance with the settlement agreement both parties agreed
that since  advisory fees under the December 14th 2006  Agreement  were based on
the assets under management that had no value, the Advisor had the option to get
paid a fee of  $30,000  per month  starting  October  2006  including  interest.
Furthermore,  the remaining  principal balance plus accrued interest as of March
31,  2010  was  rolled  over  into  a  Secured  Convertible  Note  amounting  to
$1,503,167.

From the period from inception,  October 20, 2006 through the termination of the
original  agreement,  March 31, 2010, the Company issued its advisors 32,394,269
shares of common stock as payment for services amounting to $484,250

The parties agreed that following  components made up the balance of the Secured
Convertible Note as of March 31, 2010:

         Advisory Fees                             $ 1,260,000
         Accrued Interest                              727,417
         Value of shares issued for payment           (484,250)
                                                   -----------
                                                   $ 1,503,167
                                                   ===========

This note was  payable on June 30,  2010 and bears an  interest  rate of 12% per
annum payable at the end of the term. Upon default, the unpaid principal balance
of this note and any accrued and unpaid  interest  bear  interest at the rate of
18%.  The  outstanding  balance  and  accrued  interest,  all  or  in  part,  is
convertible  at the option of the holder into the  Company's  common  stock at a
conversion price of 50% of the stock price, with a minimum of $.01 per share. As
of  December  31,  2010  and as of the  date of this  filing,  this  note was in
default.  In April  2011,  the  Company  received  a waiver of the  default  and
extended the due date of the note to December 31, 2011,  at an interest  rate of
18%.

In the 3rd and 4th  quarter of 2010 this  stockholder  assigned  $373,469 of the
loan payable to  investors as discussed in Note 7. As of December 31, 2010,  the
stockholder loan balance and related accrued interest amounted to $1,129,698 and
$175,596, respectively.

NOTE 7 - RELATED PARTY TRANSACTIONS

On March 31,  2010,  Isaac H. Sutton was elected to the Board of  Directors  and
currently serves as the Company's new President and sole director.

As of  December  31,  2010,  the Company  recorded  $30,000  expense  related to
consulting fees earned by the Company's President for 6 months.

                                      F-12
<PAGE>
                                SavWatt USA, Inc.
                            f/k/a Ludvik Capital, Inc
                         (A Development Stage Company)
                   Notes to Consolidated Financial Statements
           From Inception, October 20, 2006 through December 31, 2010

During the Period of April 1, 2010 - December  31,  2010,  the Company  received
short term funding from Sutton Global Associates, Inc., which is a related party
since this company is controlled by Isaac H. Sutton the Company's  President and
Sole  Director.  As of December  31, 2010,  the Company owes  $479,600 to Sutton
Global Associates, Inc.

During 2010, the Company advanced certain monies to GoIP Global, a related party
controlled by Isaac H. Sutton the Company's President and Sole Director, to fund
its operations.  In addition, the Company entered into a one year agreement with
GoIP where as GoIP provided  messaging  services to the Company.  As of December
31, 2010, the Company's payable related to these services amounted to $25,000.

In December  2010,  the Company  wrote off $218,636 due from another  affiliated
company SavWatt Industries,  LLC, a company later controlled by Isaac H. Sutton.
The original  owners are now  employees of the Company.  The Company  determined
that this amount would not be collectible and therefore  recorded this amount as
bad debt expense.

NOTE 8 - NONCONTROLLING INTEREST

In  November  2010 the Company  formed a joint  venture in the form of a limited
liability  company Pro Eco Solutions LLC ("LLC"),  whose purpose is specializing
in  comprehensive  support  services  for  all  energy  services  companies  and
performance  contractors.  The Company is a 50.1% member/owner and the Company's
President,  Ike Sutton is also the chief executive  officer of the LLC. Pursuant
to the agreement,  the members'  initial  contribution to the company capital is
$10,000 of which 50.1% or $5,050 relates to the Company's  portion.  The initial
contribution is payable in cash or in the form of a note payable on December 31,
2011.  The  Company  and  the non  controlling  has  yet to  make  this  initial
contribution.  The Company has committed to fund the LLC an additional  $250,000
over the  next 12  months.  As of  December  31,  2010 the  Company  has  funded
approximately  $18,767. This amount has been eliminated upon consolidation.  The
net loss attributable to the non-controlling  interest amounted to $16,945 as of
December  31,  2010 and  represents  the  non-controlling  carrying  value as of
December 31, 2010, as shown in the accompanying balance sheet.

NOTE 9 - DEBT

ASSIGNMENT OF CONVERTIBLE DEBT
In August 2010 through December 2010 a stockholder assigned $373,469 of his loan
payable to investors  transferring  all the rights and interests of the original
note (as disclosed in Note 5). As of December 31, 2010 the assignee debt holders
have converted  $173,469 of their outstanding debt into 18,374,278 shares of the
Company's common stock resulting in the loan payable balance of $200,000.

LOAN PAYABLE
In October 2010, the Company entered into a secured promissory note for $50,000.
The note is  payable  within 90 days and bears an  interest  rate of 5%,  due at
maturity.  In addition to the 5% interest rate the Company issued 500,000 shares
of its common stock as additional consideration. The shares issued are valued at
$21,249 and recorded as interest expense.

NOTE 10 - EQUITY TRANSACTIONS FROM INCEPTION TO THE FILING DATE

On October  20,  2006,  Ludvik  Capital,  Inc.  was  formed to be the  successor
corporation by merger of Patriot Advisors, Inc. and Templar Corporation.

Pursuant to a court order in the US  bankruptcy  court and  December  12th Stock
Purchase  Agreement  between the Company and Ludvik  Nominees  Pty Ltd,  Patriot
Advisors,  Inc. and Templar  Corporation  merged with the Ludvik  Capital,  Inc,
whereby the surviving corporation became the registrant, Ludvik Capital, Inc.

                                      F-13
<PAGE>
                                SavWatt USA, Inc.
                            f/k/a Ludvik Capital, Inc
                         (A Development Stage Company)
                   Notes to Consolidated Financial Statements
           From Inception, October 20, 2006 through December 31, 2010

Ludvik Nominees Pty Ltd was issued 40,000,000 shares (post forward stock split),
of which  approximately  18 million shares of Ludvik common stock were issued to
old  creditors  of  Patriot  Advisors  and  Templar  Corp as  payment  for  past
outstanding  services and approximately 22 million shares of Ludvik common stock
were held by Ludvik Nominees Pty Ltd. for the initial capital of $20,000.

On February 7, 2007 the United States Bankruptcy Court for the District of Maine
entered an order  confirming  the  December 12, 2006  agreement  with the Debtor
whereby, there were 40,000,000 (post forward stock split) unrestricted shares of
the  Company's  Common  Stock  issued to  creditors  and plan  participants  (as
disclosed in Note 6-Equity Transactions).

On June 19, 2007, the Company issued 24,196 common shares for the acquisition of
CyberSentry. This investment was assessed to have no value.

On July 30,  2007,  the  Company  issued  2,055,710  shares of  common  stock to
unrelated  parties,  valued at $5.52 per share for  $10,000 in  services  and an
additional  11,340,000 was recorded as stock based compensation in the Company's
statement of operations.

On August 17, 2007, the Company effected a 2:1 forward stock-split of its issued
and outstanding common stock. The issued and outstanding share capital increased
from 21,042,098 shares of common stock to 42,084,196 shares of common stock. All
per share  amounts  have been  retroactively  restated  to reflect  the  forward
stock-split.

On October 1, 2007, the Company issued 4,325,000 shares of common stock at $1.01
per share,  totaling $4,368,250,  in which $64,875 was for repayment of advisory
fees payable to a related  party,  Ludvik  Nominees Pty Ltd, and  $4,303,375 was
recorded as stock based compensation in the statement of operations.

On October 3, 2007,  the Company  issued  10,000,000  shares of common  stock at
$1.01 per share,  totaling  $10,100,000  in which  $150,000 was for repayment of
advisory  fees  payable  to a  related  party,  Ludvik  Nominees  Pty  Ltd,  and
$9,950,000  was  recorded  as  stock  based  compensation  in the  statement  of
operations.

On January 15, 2008,  the Company  issued  15,000,000  shares of common stock at
$.52 per share,  totaling  $7,800,000  in which  $225,000  was for  repayment of
advisory  fees  payable  to a  related  party,  Ludvik  Nominees  Pty  Ltd,  and
$7,575,000  was  recorded  as  stock  based  compensation  in the  statement  of
operations.

On June 27, 2008,  the Company issued  3,069,269  shares of common stock at $.40
per share,  totaling  $1,227,708  in which $44,375 was for repayment of advisory
fees payable to a related  party,  Ludvik  Nominees Pty Ltd, and  $1,181,669 was
recorded as stock based compensation in the statement of operations.

On February 1, 2009, the Company issued  5,000,000 common shares to an unrelated
party,  valued at $.80 per share  for  $50,000  in  services  and an  additional
$350,001 was recorded as stock based compensation in the Company's  statement of
operations.

On April 5, 2010, the Company amended its Articles of Incorporation changing the
name of the Company to SavWatt USA, Inc and increasing  the  authorized  capital
stock from 100,000,000 to  2,000,000,000  shares of Common Stock and 200,000,000
shares of Preferred Stock, par value $.0001 per share.

On May 31, 2010 and June 10, 2010 the Company sold a total of 24,000,000  common
shares for $240,000.

                                      F-14
<PAGE>
                                SavWatt USA, Inc.
                            f/k/a Ludvik Capital, Inc
                         (A Development Stage Company)
                   Notes to Consolidated Financial Statements
           From Inception, October 20, 2006 through December 31, 2010

On July 10, 2010, the Company sold 5,000,000 shares of common stock for $50,000.

On  September  17, 2010 the Company  sold  8,333,333  shares of common stock for
$25,000.

On October 14, 2010 the Company  issued  500,000  shares of its common  stock as
additional consideration pursuant to a 90 day promissory note. The shares issued
were valued at $21,249 and recorded as interest expense.

In November and December 2010, the Company  issued  31,850,000  shares of Common
Stock  for  services  rendered  by  consultants  valued at  $1,311,325  which is
recorded in the statement of operations as stock based compensation.

From October 2010 through  December  2010,  the Company's  assignee debt holders
converted  $173,469  of their  outstanding  debt into  18,374,278  shares of the
Company's common stock.

In December 2010, the Company recorded $51,556 related to the conversion expense
resulting  from a modification  in the conversion  price on two of the Company's
notes, upon conversion.

During the period of January 2011 through the filing  date,  the company  issued
133,752,022 common shares for converting $363,654 of indebtedness.

During the period of January 2011 through the filing  date,  the Company  issued
4,600,000 shares of Common Stock for services.

On  January  11,  2011,  an  officer  of  the  Company  converted   $250,000  of
indebtedness into 5,000,000 shares of Series A Preferred Stock of the Company.

NOTE 11 - COMMITMENTS AND CONTINGENCIES

On July 1, 2010, the Company  entered into an employment  agreement with Michael
Haug, as the Company's CEO,  which  responsibilities  include  running the daily
operations  of SavWatt USA,  Inc. The term of the agreement is for one year at a
salary of $84,000,  and may be renewed upon mutual  agreement by the Company and
the employee.

NOTE 12 - SUBSEQUENT EVENTS

In February 2011, the company entered 10 year lease for office and manufacturing
space in Baltimore Md. The company will occupy  approximately 23,000 square feet
with annual base rentals beginning at $9,926 per year in the second year.

                                      F-15