UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
DC  20549





Form
10-K










(Mark
one)


x
            Annual Report
      under Section 13 or 15(d) of the Securities Exchange Act of
      1934For
      the fiscal year ended September 30, 2009o
            Transition
      Report under Section 13 or 15(d) of the Securities Exchange Act of
      1934For
      the transition period from ______________ to _____________








Commission
File Number: 33-56574





Truewest
Corporation


(Exact
name of registrant as specified in its charter)





Nevada
            25-1605848(State
      of incorporation)
            (IRS
      Employer ID Number)





211 West
Wall Street, Midland, TX 79701


(Address
of principal executive offices)





(432)
682-1761


(Issuer's
telephone number)








Securities
registered under Section 12 (b) of the Exchange Act - None





Securities
registered under Section 12(g) of the Exchange Act: - Common Stock - $0.001 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 o  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 Exchange Act.  Yes o  NO x





Indicate
by check mark whether the registrant has (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or
for such shorter period the Company was required to file such reports), and (2)
has been subject to such filing requirements for the past 90
days.  Yes x  NO o





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. o





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 the definitions of “large accelerated filer”,
“accelerated filer” and “smaller reporting company” in Rule 12b-2 of the
Exchange Act. (Check one):





Large
      accelerated filer o
            Accelerated
      filer oNon-accelerated
      filer o
            Smaller
      reporting company x





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





The
aggregate market value of voting and non-voting common equity held by
non-affiliates as of October 20, 2009 was approximately $13,185 based upon
65,925 shares held by non-affiliates and a closing market price of $0.20 per
share on October 20, 2009.





As of
October 20, 2009, there were 450,800 shares of Common Stock issued and
outstanding.





Truewest
Corporation





Index
to Contents





Page
      NumberPart
      IItem 1
            Business
            3Item 1A
            Risk Factors
            8Item 2
            Properties
            12Item 3
            Legal Proceedings
            13Item 4
            Submission of Matters to a Vote of Security
      Holders
            13Part
      IIItem 5
            Market for Registrant’s Common Equity, Related Stockholder
      Matters and Issuer Purchases of Equity Securities
            13Item 6
            Selected Financial Data
            14Item 7
            Management’s Discussion and Analysis of Financial Condition and
      Results of Operations
            14Item 7A
            Quantitative and Qualitative Disclosures About Market
      Risk
            19Item 8
            Financial Statements and Supplementary Data
            19Item 9
            Changes in and Disagreements with Accountants on Accounting and
      Financial Disclosure
            19Item 9A
            Controls and Procedures
            19Part
      IIIItem 10
            Directors, Executive Officers and Corporate
      Governance
            20Item 11
            Executive Compensation
            23Item 12
            Security Ownership of Certain Beneficial Owners and Management
      and Related Stockholder Matters
            23Item 13
            Certain Relationships and Related Transactions, and Director
      Independence
            24Item 14
            Principal Accountant Fees and Services
            24Part
      IVItem 15
            Exhibits and Financial Statement Schedules
            25Signatures
            36


2


Caution Regarding
Forward-Looking Information





Certain
statements contained in this annual filing, including, without limitation,
statements containing the words "believes", "anticipates", "expects" and words
of similar import, constitute forward-looking statements. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors that
may cause the actual results, performance or achievements of the Company, or
industry results, to be materially different from any future results,
performance or achievements expressed or implied by such forward-looking
statements.





Such
factors include, among others, the following: international, national and local
general economic and market conditions: demographic changes; the ability of the
Company to sustain, manage or forecast its growth; the ability of the Company to
successfully make and integrate acquisitions; raw material costs and
availability; new product development and introduction; existing government
regulations and changes in, or the failure to comply with, government
regulations; adverse publicity; competition; the loss of significant customers
or suppliers; fluctuations and difficulty in forecasting operating results;
changes in business strategy or development plans;
business  disruptions; the ability to attract and retain qualified
personnel; the ability to protect technology; and other factors referenced in
this and previous filings.





Given
these uncertainties, readers of this Form 10-K and investors are cautioned not
to place undue reliance on such forward-looking statements. The Company
disclaims any obligation to update any such factors or to publicly announce the
result of any revisions to any of the forward-looking statements contained
herein to reflect future events or developments.








PART
I





Item 1 - Business





Truewest
Corporation was incorporated in the Commonwealth of Pennsylvania on July 5, 1989
as Diasense, Inc., (“Truewest”, or the "Company") a wholly owned subsidiary of
Biocontrol Technology, Inc., which later changed its name to BICO Inc.
(BICO).  BICO owned approximately 52% of Truewest until July 23, 2004
when BICO sold its entire ownership interest, 11,975,000 shares of common stock,
to Dominion Assets, LLC. The focus of the business was the research and
development of a noninvasive glucose sensor.  As of November 2002 the
Company was dependent solely on BICO to provide the funding for ongoing
operations and BICO stopped funding  due to its own financial
difficulties.  Without funding, between November 2002 and July 2004,
the Company had to suspend operations and stop further development of our
noninvasive glucose sensor.  We resumed limited operations in July
2004 and subsequently resumed development of our noninvasive glucose sensor in
April 2005.  Since the Company’s inception, none of the Company’s
business endeavors since inception have been successful.





On August
16, 2006, the Company received two letters from Dominion Assets, LLC
("Dominion"), demanding immediate payment of principal and interest under,
respectively, (i) that certain Demand Note, dated July 23, 2004, in a principal
amount of $1,954,936, issued by the Company to BICO, Inc. ("BICO") and assigned
by BICO to Dominion, as amended effective September 28, 2004 (the "Demand
Note"), and (ii) the additional loans totaling $50,700 in principal amount
extended by Dominion to the Company under that certain Note and Security
Agreement, dated October 29, 2004, by and between the Company and Dominion, as
amended.





On August
29, 2006, the Company entered into a Voluntary Surrender Agreement (the
"Voluntary Surrender Agreement") with Dominion Assets, LLC ("Dominion") whereby
all of the Company's assets, pledged as collateral to secure loan agreements
under which the Company is in default, were repossessed.  Dominion is
the majority shareholder of the Company.  Keith R. Keeling owns a
majority 75% interest in Dominion and was also a former member of the Company's
Board of Directors and the former CEO of the Company until resigning from both
such positions with the Company on August 4, 2006.





On
September 18, 2006, the Company entered into a unit purchase agreement (Unit
Purchase Agreement) with Glenn A. Little whereby the Company sold and Mr.
Little purchased 1,000 units, with each unit consisting  of
11,100  shares of common stock and 500 common stock purchase warrants,
for an aggregate cash offering price of $125,000.  The common stock
purchase warrants can be exercised from the date the warrants are issued until
the expiration date to purchase common stock at a price of $0.10 per share and
expire five (5) years from the date of issuance.  There were no
commissions or underwriting discounts paid in conjunction with this transaction
and the Company believes that the shares and warrants were exempt from
registration under Section 4(2) of the Securities Act of 1933 as
amended.


3


The
common stock purchase warrants can be exercised at any time from their issuance
on September 18, 2006 through September 18, 2011 at an exercise price of $0.10
per share.  The Company assigned a value of $5,000 to these warrants
from the $125,000 aggregate purchase price.





On
September 18, 2006, connected with yet separate from the aforementioned Unit
Purchase Agreement, the Company entered into a Share Purchase Agreement with
Dominion, the Company’s then-majority shareholder, whereby the Company purchased
from Dominion 11,975,000 shares of common stock of the Company for a purchase
price of $1.00.  The shares were cancelled upon receipt by the Company
and returned to unissued status.





Pursuant
to the provisions of the Unit Purchase Agreement on September 18, 2006,
the  Board
of  Directors  appointed  Glenn
A.  Little as a Director of Truewest, to serve until the next annual
meeting of the shareholders of Truewest or until his successor is duly elected
and qualified and as Chief Executive Officer.  Mr. Little was
appointed as a Director and Chief Executive Officer of the Company.





Effective
September 18, 2006, Anthony Patera resigned from his positions as (i) the
Executive Vice President and (ii) a member of the Board of Directors of the
Company.  Notification of such resignation was received from Mr.
Patera on September 18, 2006 via a letter addressed to Glenn Little, a member of
the Board of Directors of the Company.





As a
result of these transactions Mr. Little became the majority stockholder of the
Company and acts as the Company’s sole officer and director.





Redomicile and change of
corporate name





On
January 22, 2007, the Company filed Articles of Merger and Plan of Merger with
the Commonwealth of Pennsylvania and the State of Nevada to change the Company’s
domicile from Pennsylvania to Nevada by means of a merger with and into a Nevada
corporation formed on November 3, 2006 solely for the purpose of effecting the
reincorporation.  The Articles of Incorporation and Bylaws of the
Nevada corporation are the Articles of Incorporation and Bylaws of the surviving
corporation.  Such Articles of Incorporation maintained the Company’s
corporate name of Diasense, Inc. and modified the Company’s capital structure to
allow for the issuance of up to 100,000,000 shares of $0.001 par value common
stock and up to 50,000,000 shares of $0.001 par value preferred
stock.  The effect of this action is reflected in the accompanying
financial statements as of the first day of the first period
presented.





On March
19, 2008, the Company changed its corporate name to Truewest
Corporation.





Matters related to the
Company’s common equity





On
November 14, 2006, the Company filed a Definitive Schedule 14C - Information
Statement Pursuant to Section 14C of the Securities Exchange Act of 1934 noting
actions to be taken without a meeting upon the written consent of the holders of
a majority of the outstanding shares of the voting capital stock of the
Company.  The actions at this meeting included 1) to reverse split the
currently issued and outstanding common stock (Reverse Split) of the Company on
a 100,000 shares for one (1) share basis, with no stockholder being reversed to
less than a round lot of 100 shares; and 2) to change the Company’s state of
incorporation from Pennsylvania to Nevada.  On January 19, 2006,
shareholders holding a majority of the Company’s common stock voted to rescind
the reverse stock portion of the previous approval.





On June
20, 2007, the Company filed another Preliminary Schedule 14C - Information
Statement Pursuant to Section 14C of the Securities Exchange Act of 1934 noting
the following actions to be taken by the Company’s Board of Directors pursuant
to actions taken by a written consent of a majority of stockholders without
meeting “1. To reverse split the currently issued and outstanding common stock
(the "Common Stock") of the Company on a 12,500 shares for 1 share basis, with
fractional shares paid in cash at the rate of ($.05) cents for each fractional
share and 2. To increase the number of shares the Company is authorized to issue
to 100,000,000 shares of common stock par value $.001 and 50,000,000 shares of
preferred stock par value $.001 to be issued in such services and designations
as determined from time to time by the Board of Directors.





The
Company's Board of Directors initially approved Item No. 1 above on February 28,
2007 and recommended that the Company effect the reverse split of its currently
issued and outstanding Common Stock.  The Board of Directors approved
Item No. 2 above on December 1, 2006 in connection with the Company's change of
domicile from Pennsylvania to Nevada at which time the Company's authorized
capital stock was increased from 40,000,000 shares of common stock par value
$0.01 to 100,000,000 shares of Common Stock par value $0.001 and 50,000,000
shares of Preferred Stock par value $0.001 to be issued in such series and
designations as may be determined by the Board of Directors.  That
approval was adopted at the same time as a proposed 100,000 to 1 reverse split
with fractional shares rounded up to the nearest whole share and no shareholder
rounded to less than a round lot of 100 shares.  The Company’s Board
of Directors decided not to proceed with that reverse split as announced in its
Form 8−K filed on January 19, 2007.  The change in domicile, however,
from Pennsylvania to Nevada was completed and as a result the Company's
authorized capital was increased as stated above.


4


On or
about December 2, 2008, the Company completed the aforementioned reverse stock
split on the basis of one (1) share for each 12,500 shares issued and
outstanding, with fractional shares paid in cash at the rate of five ($.05)
cents for each fractional share.  This action reduced the number of
issued and outstanding shares from 22,105,051 to 1,596.  The effect of
this action is presented in the accompanying financial statements as of the
first day of the first period presented.





On March
17, 2008, the Company filed a Definitive Schedule 14C - Information Statement
Pursuant to Section 14C of the Securities Exchange Act of 1934 with respect to
the above mentioned 1 for 5 reverse stock split with stockholder’s positions
rounded to the nearest whole share with a contemporaneous 100 for 1 forward
split of the Company’s common stock.  This action became effective
immediately and the effects are reflected in the accompanying financial
statements as of the first day of the first period presented.





As a
result of the aforementioned reverse and forward splits, the Company’s issued
and outstanding shares of common stock went from 22,105,151 to
52,000.





Business
Plan





Our
current business plan is to seek and identify a privately-held operating company
desiring to become a publicly held company by combining with us through a
reverse merger or acquisition type transaction.  Private companies
wishing to have their securities publicly traded may seek to merge or effect an
exchange transaction with a shell company with a significant stockholder
base.  As a result of the merger or exchange transaction, the
stockholders of the private company will hold a majority of the issued and
outstanding shares of the shell company.  Typically, the
directors  and officers of the private company become the directors
and officers of the shell company.  Often the name of the private
company becomes the name of the shell company.





We have
no capital and must depend on the resources of Mr. Little to provide us with the
necessary funds to implement our business plan. We intend to seek opportunities
demonstrating the potential of long-term growth as opposed to short-term
earnings.  However, at the present time, we have not identified any
business opportunity that we plan to pursue, nor have we  reached any
agreement or definitive understanding with any person concerning an acquisition
or merger.





Glenn A.
Little, our sole officer and director, will be primarily responsible for
investigating combination  opportunities.  However, we
believe that business opportunities may also come to our attention from various
sources, including Mr. Little, professional advisors such as attorneys, and
accountants, securities broker-dealers,
venture  capitalists,  members of the financial community,
and others who may present unsolicited proposals.  We have no plan,
understanding, agreements, or commitments with any individual for such person to
act as a finder of opportunities for us.





No direct
discussions regarding the possibility of a combination are currently ongoing and
we can give no  assurances  that we will be successful in
finding or acquiring a desirable business opportunity, given the limited funds
that are expected to be available to us for implementation of our business
plan.  Furthermore, we can give no assurances that any acquisition, if
it occurs, will be on terms that are favorable to us or our current
stockholders.





We do not
propose to restrict our search for a candidate to any particular geographical
area or industry, and therefore,  we are unable to predict the nature
of our future business operations.  Our  management's
discretion in the selection of business opportunities is unrestricted, subject
to the availability of such opportunities, economic conditions, and other
factors.





Any
entity which has an interest in being acquired by, or merging into us, is
expected to be an entity that desires to become a public company and establish a
public trading market for its securities.  In connection with such a
merger or  acquisition, it is anticipated that an amount of common
stock constituting control of us would be issued by us.





We do not
foresee that we will enter into a merger or acquisition transaction with any
business with which Glenn A. Little is currently affiliated.





Investigation and Selection
of Business Opportunities





Certain
types of business acquisition transactions may be completed without requiring us
to first submit the transaction to our stockholders for their
approval.  If the proposed transaction is structured in such a fashion
our stockholders (other than Glenn A. Little, our majority stockholder) will not
be provided with financial or other information relating to the candidate prior
to the completion of the transaction.


5


If a
proposed business combination or business acquisition transaction is structured
that requires our stockholder approval, and we are a reporting company, we will
be required to provide our stockholders with information as applicable under
Regulations 14A and 14C under the Exchange Act.





The
analysis of business  opportunities will be undertaken by or under the
supervision of Glenn A. Little, our  president and sole
director.  In analyzing potential merger candidates, our management
will consider, among other things, the following factors:





·
            Potential
      for future earnings and appreciation of value of
    securities;


·
            Perception
      of how any particular business opportunity will be received by the
      investment community and by our
stockholders;


·
            Eligibility
      of a candidate, following the business combination, to qualify its
      securities for listing on a national  exchange or on a national
      automated securities quotation system, such as
  NASDAQ.


·
            Historical
      results of operation;


·
            Liquidity
      and availability of capital
resources;


·
            Competitive
      position as compared to other companies of similar size and experience
      within the industry segment as well as within the industry as a
      whole;


·
            Strength
      and diversity of existing management or management prospects that are
      scheduled for recruitment;


·
            Amount
      of debt and contingent liabilities;
and


·
            The
      products and/or services and marketing concepts of the target
      company.





There is
no single factor that will be controlling in the selection of a business
opportunity.  Our management will attempt to analyze all factors
appropriate to each  opportunity and make a determination based upon
reasonable investigative  measures and available
data.  Potentially available business opportunities may occur in many
different industries and at various stages of development, all of which will
make the task of comparative  investigation and analysis of such
business opportunities extremely difficult and complex.  Because of
our limited capital available for investigation and our dependence on one
person, Glenn A. Little, we may not discover or adequately evaluate adverse
facts about the business opportunity to be acquired.





We are
unable to predict when we may participate in a business
opportunity.  We expect, however, that the analysis of specific
proposals and the selection of a business opportunity may take several
months.





Prior to
making a decision to participate in a business transaction, we will generally
request that we be provided with written materials regarding the business
opportunity containing as much relevant information as possible,
including,  but not limited to, a description of products, services
and company history; management resumes; financial
information;  available projections, with related assumptions upon
which they are based; an explanation of proprietary products
and  services; evidence of existing patents, trademarks, or service
marks, or rights thereto; present and proposed forms of  compensation
to management; a description of transactions between such company and its
affiliates during the relevant  periods; a description of present and
required facilities; an analysis of risks and competitive conditions; a
financial plan of operation and estimated capital requirements; audited
financial statements, or if audited financial statements are
not  available, unaudited financial statements, together with
reasonable assurance that audited financial statements would be able to be
produced to comply with the requirements of a Current Report on Form 8-K to be
filed with the Securities  and Exchange Commission, or Commission,
upon consummation of the business combination.





As part
of our investigation, our executive officer may meet personally with management
and key personnel, may visit and inspect material facilities, obtain independent
analysis or verification of certain provided information,
check  references of management and key personnel, and take
other  reasonable investigative measures, to the extent of our limited
financial and management resources.





We
believe that various types of potential candidates might find a business
combination with us to be attractive.  These include candidates
desiring to create a public market for their securities in order to enhance
liquidity for current stockholders, candidates which have long-term plans for
raising capital through public sale of securities and believe that the prior
existence of a public market for their securities would be beneficial, and
candidates which plan to acquire additional assets through issuance of
securities rather than for cash, and believe that the  development of
a public market for their securities will be of assistance in that
process.  Companies, which have a need for an immediate cash infusion,
are not likely to find a potential business combination with us to be a prudent
business transaction alternative.





Employees





The
Company currently has no employees. Management of the Company expects to use
consultants, attorneys and accountants as necessary, and does not anticipate a
need to engage any full-time employees so long as it is seeking and evaluating
business opportunities. The need for employees and their availability will be
addressed in connection with the decision whether or not to acquire or
participate in specific business opportunities.


6


Item 1A- Risk Factors





The
Company's business and plan of operation is subject to numerous risk factors,
including, but not limited to, the following:





Limited
Operating History makes Potential Difficult to Assess





The
Company has had no operating history nor any revenues or earnings from
operations since 1989.  All efforts from our  inception
through 1989 were unsuccessful.  The Company has no assets or
financial resources.  The Company will, in all likelihood, continue to
sustain operating expenses without corresponding revenues, at least until the
consummation of a business combination.  This will most likely result
in the Company incurring a net operating loss which will increase continuously
until the Company can consummate a business combination with a target
company.  There is no assurance that the Company can identify such a
target company and consummate such a business combination.





Our sole
officer and director is also our largest stockholder and control a significant
percentage of our common stock, the Company competes with businesses owned by
him and his interests may conflict with those of our other
stockholders.





As of the
date of this filing, Glenn A. Little, our Chief Executive Officer, Chief
Financial Officer and sole director beneficially owns approximately 85.38% of
our issued and outstanding common stock.  As a result, this
stockholder is able to exercise significant influence over most matters
requiring approval by our stockholders, including the election of directors and
the approval of significant corporate transactions.  Such a
concentration of ownership may have the effect of delaying or preventing a
change in control of us, including transactions in which stockholders might
otherwise receive a premium for their shares over then current market
prices.





Further,
Glenn A. Little holds equivalent positions in other entities identical or
similar to the Company.  Accordingly, the Company is engaged in direct
competition with other comparable entities either owned or controlled by Mr.
Little.  Mr Little’s interests in these entities present potential
conflicts of interest with those of the Company and its
stockholders.





It is
anticipated that the Company’s principal shareholder may actively negotiate or
otherwise consent to the purchase of a portion of his common stock as a
condition to, or, in connection with, a proposed merger or acquisition
transaction.  In this process, the Company’s principal shareholders
may consider his own personal pecuniary benefit rather than the best interest of
other Company shareholders.  Depending upon the nature of a proposed
transaction, Company shareholder other than the principal shareholders may not
be afforded the opportunity to approve or consent to a particular
transaction.





There is
No Agreement For A Business Combination and No Minimum Requirements for a
Business Combination





The
Company has no current arrangement, agreement or understanding with respect to
engaging in a business combination with a specific entity.  There can
be no assurance that the Company will be successful in identifying and
evaluating suitable business opportunities or in concluding a business
combination.  No particular industry or specific business within an
industry has been selected for a target company.  The Company has not
established a specific length of operating history or a specified level of
earnings, assets, net worth or other criteria which it will require a target
company to have achieved, or without which the Company would not consider a
business combination with such business entity.  Accordingly, the
Company may enter into a business combination with a business entity having no
significant operating history, losses, limited or no potential for immediate
earnings, limited assets, negative net worth or other negative
characteristics.  There is no assurance that the Company will be able
to negotiate a business combination on terms favorable to the
Company.





No
Assurance of Success or Profitability





There is
no assurance that the Company will acquire a favorable business
opportunity.  Even if the Company should become involved in a business
opportunity, there is no assurance that it will generate revenues or profits, or
that the market price of the Company’s outstanding shares will be increased
thereby.


7


Type of
Business To Be Acquired





The type
of business to be acquired may be one that desires to avoid effecting its own
public offering and the accompanying expense, delays, uncertainties, and federal
and state requirements which purport to protect investors.  Because of
the Company’s limited capital, it is more likely than not that any acquisition
by the Company will involve other parties whose primary interest is the
acquisition of control of a publicly traded Company.  Moreover, any
business opportunity acquired may be currently unprofitable or present other
negative factors.





Lack of
Diversification





Because
of the limited financial resources that the Company has, it is unlikely that the
Company will be able to diversify its acquisitions or operations.  The
Company’s probable inability to diversify its activities into more than one area
will subject the Company to economic fluctuations within a particular business
or industry and therefore increase the risks associated with the Company’s
operations.





Only One
Director and Officer





Because
management consists of only one person, while seeking a business combination,
Glenn A. Little, the Company’s President, will be the only person responsible in
conducting the day-to-day operations of the Company.  The Company does
not benefit from multiple judgments that a greater number of directors or
officers would provide, and the Company will rely completely on the judgment of
its one officer and director when selecting a target company.  Mr.
Little  anticipates devoting only a limited amount of time per month
to the business of the Company.  Mr. Little has not entered into a
written employment agreement with the Company and he is not expected to do
so.  The Company does not anticipate obtaining key man life insurance
on Mr. Little.  The loss of the services of Mr. Little would adversely
affect development of the Company’s business and its likelihood of continuing
operations.





Dependence
Upon Management, Limited Participation of Management





The
Company will be entirely dependant upon the experience of its officer and
director in seeking, investigating, and acquiring a business and in making
decisions regarding the Company’s operations.  Because investors will
not be able to evaluate the merits of possible future business acquisitions by
the Company, they should critically assess the information concerning the
Company’s officers and directors.  (See Management.)





Possible
Need For Additional Financing





The
Company has very limited funds, and such funds, may not be adequate to take
advantage of any available business opportunities.  Even if the
Company’s currently available funds prove to be sufficient to pay for its
operations until it is able to acquire an interest in, or complete a transaction
with, a business opportunity, such funds will clearly not be sufficient to
enable it to exploit the opportunity.  Thus, the ultimate success of
the Company will depend, in part, upon its availability to raise additional
capital.  In the event that the Company requires modest amounts of
additional capital to fund its operations until it is able to complete a
business acquisition or transaction, such funds, are expected to be provided by
the principal shareholder.  However, the Company has not investigated
the availability, source, or terms that might govern the acquisition of the
additional capital which is expected to be required in order to exploit a
business opportunity, and will not do so until it has determined the level of
need for such additional financing.  There is no assurance that
additional capital will be available from any source or, if available, that it
can be obtained on terms acceptable to the Company.  If not available,
the Company’s operations will be limited to those that can be financed with its
modest capital.





Dependence
Upon Outside Advisors





To
supplement the business experience of its officer and director, the Company may
be required to employ accountants, technical experts, appraisers, attorneys, or
other consultants or advisors.  The selection of any such advisors
will be made by the Company’s officer, without any input by
shareholders.  Furthermore, it is anticipated that such persons may be
engaged on an as needed basis without a continuing fiduciary or other obligation
to the Company.  In the event the officer of the Company considers it
necessary to hire outside advisors, he may elect to hire persons who are
affiliates, if those affiliates are able to provide the required
services.





Regulation
of Penny Stocks





The U. S.
Securities and Exchange Commission (SEC) has adopted a number of rules to
regulate “penny stocks.” Because the securities of the Company may constitute
“penny stocks” within the meaning of the rules (as any equity security that has
a market price of less than $5.00 per share or with an exercise price of less
than $5.00 per share,




8


largely
traded in the National Association of Securities Dealers’ (NASD) OTC Bulletin
Board or the “Pink Sheets”, the rules would apply to the Company and to its
securities.  The Commission has adopted Rule 15g-9 which established
sales practice requirements for certain low price securities.  Unless
the transaction is exempt, it shall be unlawful for a broker or dealer to sell a
penny stock to, or to effect the purchase of a penny stock by, any person unless
prior to the transaction: (i) the broker or dealer has approved the person’s
account for transactions in penny stock pursuant to this rule and (ii) the
broker or dealer has received from the person a written agreement to the
transaction setting forth the identity and quantity of the penny stock to be
purchased.  In order to approve a person’s account for transactions in
penny stock, the broker or dealer must: (a) obtain from the person information
concerning the person’s financial situation, investment experience, and
investment objectives; (b) reasonably determine that transactions in penny stock
are suitable for that person, and that the person has sufficient knowledge and
experience in financial matters that the person reasonably may be expected to be
capable of evaluating the risks of transactions in penny stock; deliver to the
person a written statement setting forth the basis on which the broker or dealer
made the determination (i) stating in a highlighted format that it is unlawful
for the broker or dealer to affect a transaction in penny stock unless the
broker or dealer has received, prior to the transaction, a written agreement to
the transaction from the person; and (ii) stating in a highlighted format
immediately preceding the customer signature line that (iii) the broker or
dealer is required to provide the person with the written statement; and (iv)
the person should not sign and return the written statement to the broker or
dealer if it does not accurately reflect the person’s financial situation,
investment experience, and investment objectives; and © receive from the person
a manually signed and dated copy of the written statement.  It is also
required that disclosure be made as to the risks of investing in penny stock and
the commissions payable to the broker-dealer, as well as current price
quotations and the remedies and rights available in cases of fraud in penny
stock transactions.  Statements, on a monthly basis, must be sent to
the investor listing recent prices for the Penny Stock and information on the
limited market.  Shareholders should be aware that, according to
Securities and Exchange Commission Release No. 34-29093, the market for penny
stocks has suffered in recent years from patterns of fraud and
abuse.  Such patterns include (i) control of the market for the
security by one or a few broker-dealers that are often related to the promoter
or issuer; (ii) manipulation of prices through prearranged matching of purchases
and sales and false and misleading press releases; (iii) “boiler room” practices
involving high pressure sales tactics and unrealistic price projections by
inexperienced sales persons; (iv) excessive and undisclosed bid ask differential
and markups by selling broker-dealers; and (v) the wholesale dumping of the same
securities by promoters and broker dealers after prices have been manipulated to
a desired level, along with the resulting inevitable collapse of those prices
and with consequent investor losses.  The Company’s management is
aware of the abuses that have occurred historically in the penny stock
market.  Although the Company does not expect to be in a position to
dictate the behavior of the market or of broker-dealers who participate in the
market, management will strive within the confines of practical limitations to
prevent the described patterns from being established with respect to the
Company’s securities.





There May
Be A Scarcity of and/or Significant Competition For Business Opportunities
and/or Combinations





The
Company is and will continue to be an insignificant participant in the business
of seeking mergers with and acquisitions of business entities.  A
large number of established and well financed entities, including venture
capital firms, are active in mergers and acquisitions of companies which may be
merger or acquisition target candidates for the Company.  Nearly all
such entities have significantly greater financial resources, technical
expertise and managerial capabilities than the Company and, consequently, the
Company will be at a competitive disadvantage in identifying possible business
opportunities and successfully completing a business
combination.  Moreover, the Company will also compete in seeking
merger or acquisition candidates with other public shell companies, some of
which may also have funds available for use by an acquisition
candidate.





Reporting
Requirements May Delay or Preclude Acquisition





Pursuant
to the requirements of Section 13 of the Exchange Act, the Company is required
to provide certain information about significant acquisitions including audited
financial statements of the acquired company.  These audited financial
statements must be furnished within 4 days following the effective date of a
business combination.  Obtaining audited financial statements are the
economic responsibility of the target company.  The additional time
and costs that may be incurred by some potential target companies to prepare
such financial statements may significantly delay or essentially preclude
consummation of an otherwise desirable acquisition by the
Company.  Acquisition prospects that do not have or are unable to
obtain the required audited statements may not be appropriate for acquisition so
long as the reporting requirements of the Exchange Act are
applicable.  When a non-reporting company becomes the successor of a
reporting company by merger, consolidation, exchange of securities, and
acquisition of assets or otherwise, the successor company is required to provide
in a Current Report on Form 8-K the same kind of information that would appear
in a Registration Statement or an Annual Report on Form 10-K, including audited
and pro forma financial statements.  The Commission treats these Form
8-K filings in the same way it treats the filing of Registration Statements on
Form 10.  The Commission subjects them to its standards of review
selection, and the Commission may issue substantive comments on the sufficiency
of the disclosures represented.  If the Company enters into a business
combination with a non-reporting company, such non-reporting company will not
receive reporting status until the Commission has determined that it will not
review the 8-K filing or all of the comments have been cleared by the
Commission.


9


Lack of
Market Research or Marketing Organization





The
Company has neither conducted, nor have others made available to it, market
research indicating that demand exists for the transactions contemplated by the
Company.  In the event demand exists for a transaction of the type
contemplated by the Company, there is no assurance the Company will be
successful in completing any such business combination.





Probable
Change in Control of The Company and/or Management





In
conjunction with completion of a business acquisition, it is anticipated that
the Company will issue an amount of the Company’s authorized but unissued common
stock that represents the greater majority of the voting power and equity of the
Company, which will, in all likelihood, result in shareholders of a target
company obtaining a controlling interest in the Company.  As a
condition of the business combination agreement, the current shareholder of the
Company may agree to sell or transfer all or a portion of the Company’s common
stock he owns so to provide the target company with all or majority
control.  The resulting change in control of the Company will likely
result in removal of the present officer and director of the Company and a
corresponding reduction in or elimination of his participation in the future
affairs of the Company.





Possible
Dilution of Value of Shares Upon Business Combination





A
business combination normally will involve the issuance of a significant number
of additional shares.  Depending upon the value of the assets acquired
in such business combination, the per share value of the Company’s common stock
may increase or decrease, perhaps significantly.





Limited
or No Public Market Exists





There is
currently a limited  public market for the Company’s common stock, via
the “Pink Sheets” and no assurance can be given that a market will develop or
that a shareholder ever will be able to liquidate his investment without
considerable delay, if at all.  If a market should develop, the price
may be highly volatile.  Factors such as those discussed in this “Risk
Factors” section may have a significant impact upon the market price of the
securities offered hereby.  Owing to the low price of the securities,
many brokerage firms may not be willing to effect transactions in the
securities.  Even if a purchaser finds a broker willing to effect a
transaction in theses securities, the combination of brokerage commissions,
state transfer taxes, if any, and any other selling costs may exceed the sales
proceeds.





Registration
of Shares is Required





It is the
SEC’s position that securities issued by a “shell” company cannot be sold under
the exemption from registration provided by Rule 144 promulgated under the
Securities Act of 1933 (the “Act”), but must be registered under the Securities
Act of 1933.  Any other securities issued to individuals in the
capacity of management, affiliates, control persons and promoters will also be
registered with the SEC prior to resale and shall be issued with appropriate
restricted legend to reflect the registration requirements.  The
Company will make appropriate provisions under the Securities Act of 1933 to
register the Company’s shares for resale.”





Blue Sky
Consideration





Because
the securities registered hereunder have not been registered for resale under
the Blue Sky laws of any state, the holders of such shares and persons who
desire to purchase them in any trading market that might develop in the future,
should be aware, that there may be significant state Blue Sky law restrictions
upon the ability of investors to sell the securities and of purchasers to
purchase the securities.  Accordingly, investors should consider the
secondary market for the Company’s securities to be a limited one.





Additional
Risks Doing Business in a Foreign Country





The
Company may effectuate a business combination with a merger target whose
business operations or even headquarters, place of formation or primary place of
business are located outside the United States of America. In such event, the
Company may face the significant additional risks associated with doing business
in that country.  In addition to the language barriers, different
presentations of financial information, different business practices, and other
cultural differences and barriers that may make it difficult to evaluate such a
merger target, ongoing business risks result from the international political
situation, uncertain legal systems and applications of law, prejudice against
foreigners, corrupt practices, uncertain economic policies and potential
political and economic instability that may be exacerbated in various foreign
countries.


10


Taxation





Federal
and state tax consequences will, in all likelihood, be major considerations in
any business combination that the Company may undertake.  Currently,
such transactions may be structured so as to result in tax-free treatment to
both companies, pursuant to various federal and state tax
provisions.  The Company intends to structure any business combination
so as to minimize the federal and state tax consequences to both the Company and
the target entity; however, there can be no assurance that such business
combination will meet the statutory requirements of a tax-free reorganization or
that the parties will obtain the intended tax-free treatment upon a transfer of
stock or assets.  A non-qualifying reorganization could result in the
imposition of both federal and state taxes, which may have an adverse effect on
both parties to the transaction.








Item 2 - Properties





The
Company currently maintains a mailing address at 211 West Wall Street, Midland,
Texas 79701.  The Company’s telephone number there is (432)
682-1761.  Other than this mailing address, the Company does not
currently maintain any other office facilities, and does not anticipate the need
for maintaining office facilities at any time in the foreseeable
future.  The Company pays no rent or other fees for the use of the
mailing address as these offices are used virtually full-time by other
businesses of the Company’s President.





It is
likely that the Company will not establish an office until it has completed a
business acquisition transaction, but it is not possible to predict what
arrangements will actually be made with respect to future office
facilities.








Item3 - Legal Proceedings





The
Company is not a party to any pending legal proceedings, and no such proceedings
are known to be contemplated.








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





None





PART
II





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





Market for
Trading





The
Company’s securities are eligible for trading on the OTC Bulletin Board under
SEC Rule 15c2-11, Subsection (a)(5).  The Company’s trading symbol is
“TRWS”  As of the date of this report, the Company’s securities have
experienced irregular and infrequent trading volumes and pricing.





The table
below sets forth the high and low bid prices for the Company's common stock as
obtained from the “historical quotes” section of
www.bigcharts.com.  Bids represent inter−dealer prices, without retail
mark−up, markdown or commissions, and may not represent actual
transactions.  We specifically note that the last three documented
trades of the Company’s securities (dated October 24, 2008, July 31, 2009 and
October 8, 2009) were for 100 shares each, 300 shares total, as reported on
www.bigcharts.com, with the last reported trade being dated October 8, 2009 at
$0.20 per share.





The
following table sets forth the high and low closing bid prices for the periods
indicated:





High
            
            
            LowYear ended September 30,
    20081st
      Quarter (October 2007-December 2007)
            
            $
            0.25
            
            
            $
            0.252nd
      Quarter (January 2008-March 2008)
            
            $
            0.25
            
            
            $
            0.253rd
      Quarter (April 2008-June 2008)
            
            $
            2.25
            
            
            $
            0.254th
      Quarter (July 2008-September 2008)
            
            $
            3.00
            
            
            $
            2.25


11




Year ended September 30,
    20091st
      Quarter (October 2008-December 2008)
            
            $
            3.00
            
            
            $
            1.252nd
      Quarter (January 2009-March 2009)
            
            $
            1.25
            
            
            $
            1.253rd
      Quarter (April 2009-June 2009)
            
            $
            1.25
            
            
            $
            1.254th
      Quarter (July 2009-September 2009)
            
            $
            1.25
            
            
            $
            0.20





These
quotations were sourced from the “historical quotes” section of
www.bigcharts.com and represent inter-dealer prices without retail markup,
markdown or commissions.  Accordingly, these quotations may or may not
necessarily represent actual transactions.





As of
October 20, 2009, there were approximately 296 shareholders of record of the
Company's common stock





Common
Stock





The
Company’s Articles of Incorporation authorize the issuance of 100,000,000 shares
of $0.001 par value Common Stock.  Each record holder of Common Stock
is entitled to one vote for each share held on all matters properly submitted to
the stockholders for their vote.  The Company’s Articles of
Incorporation do not permit for cumulative voting for the election of
directors.





Holders
of outstanding shares of Common Stock are entitled to such dividends as may be
declared from time to time by the Board of Directors out of legally available
funds; and, in the event of liquidation, dissolution or winding up of the
affairs of the Company, holders are entitled to receive, ratably, the net assets
of the Company available to stockholders after distribution is made to the
preferred stockholders, if any, who are given preferred rights upon
liquidation.  Holders of outstanding shares of Common Stock have no
preemptive, conversion or redemptive rights.  All of the issued and
outstanding shares of Common Stock are, and all unissued shares when offered and
sold will be, duly authorized, validly issued, fully paid, and
non-assessable.   To the extent that additional shares of the
Company’s Common Stock are issued, the relative interests of then existing
stockholders may be diluted.





Preferred
Stock





The
Company’s Articles of Incorporation allow for the issuance of up to 50,000,000
shares of $0.001 par value Preferred Stock.





As of the
date of this filing, there are no shares of Preferred Stock issued and
outstanding.





Stock Option
Plan





The
Company currently has no stock option plan.





Dividend
policy





No
dividends have been paid to date and the Company’s Board of Directors does not
anticipate paying dividends in the foreseeable future.  It is the
current policy to retain all earnings, if any, to support future growth and
expansion.





Recent Issuances of
Unregistered Securities





On
September 18, 2006, the Company entered into a unit purchase agreement (Unit
Purchase Agreement) with Glenn A. Little whereby the Company sold and Mr.
Little purchased 1,000 units, with each unit consisting  of
11,100  shares of common stock and 500 common stock purchase warrants,
for an aggregate cash offering price of $125,000.  The common stock
purchase warrants can be exercised from the date the warrants are issued until
the expiration date to purchase common stock at a price of $0.10 per share and
expire five (5) years from the date of issuance.  There were no
commissions or underwriting discounts paid in conjunction with this transaction
and the Company believes that the shares and warrants were exempt from
registration under Section 4(2) of the Securities Act of 1933 as
amended.





The
common stock purchase warrants can be exercised at any time from their issuance
on September 18, 2006 through September 18, 2011 at an exercise price of $0.10
per share.  The Company assigned a value of $5,000 to these
warrants.





On May 1,
2008, a total of 398,800 warrants, including 367,075 warrants held by Glenn A.
Little, were exercised at a price of $0.10 per share which resulted in the
issuance of 398,800 shares of restricted, unregistered common stock for a gross
proceeds of $39,880.  There were no commissions or underwriting
discounts paid in conjunction with this transaction and the Company believes
that the shares issued upon the exercise of the corresponding warrants were
exempt from registration under Section 4(2) of the Securities Act of 1933, as
amended.


12


Recent Acquisition of
Securities





On
September 18, 2006, connected with yet separate from the aforementioned Unit
Purchase Agreement, the Company entered into a Share Purchase Agreement with
Dominion, the Company’s then-majority shareholder, whereby the Company purchased
from Dominion 11,975,000 shares of common stock of the Company for a purchase
price of $1.00.  The shares were cancelled upon receipt by the Company
and returned to unissued status.





Restricted
Securities





We
currently have approximately 384,875 shares of issued and outstanding common
stock that qualify as “restricted securities” as defined by Rule 144 of the
Securities Exchange Act of 1933, as amended.





Transfer
Agent





Our
independent stock transfer agent is Securities Transfer
Corporation.  Their address is 2591 Dallas Parkway, Suite 102, Frisco,
Texas 75034.  Their contact numbers are (469) 633-0101 for voice calls
and (469) 633-0088 for fax transmissions.  Their website is located at
www.stctransfer.com.





Reports to
Stockholders





The
Company intends to remain compliant with its obligations under the Securities
Exchange Act of 1934, as amended, and, therefore, plans to furnish its
stockholders with an annual report for each fiscal year ending September 30
containing financial statements audited by its registered independent public
accounting firm.  In the event the Company enters into a business
combination with another Company, it is the present intention of management to
continue furnishing annual reports to stockholders.  Additionally, the
Company may, in its sole discretion, issue unaudited quarterly or other interim
reports to its stockholders when it deems appropriate.  The Company
intends to maintain compliance with the periodic reporting requirements of the
Securities Exchange Act of 1934.








Item 6 - Selected Financial Data





Not
required for registrant.








Item7 - Management’s Discussion and Analysis of Financial Condition
and Results of Operations





(1)
            Caution
      Regarding Forward-Looking
Information





Certain
statements contained in this annual filing, including, without limitation,
statements containing the words "believes", "anticipates", "expects" and words
of similar import, constitute forward-looking statements. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors that
may cause the actual results, performance or achievements of the Company, or
industry results, to be materially different from any future results,
performance or achievements expressed or implied by such forward-looking
statements.





Such
factors include, among others, the following: international, national and local
general economic and market conditions: demographic changes; the ability of the
Company to sustain, manage or forecast its growth; the ability of the Company to
successfully make and integrate acquisitions; existing government regulations
and changes in, or the failure to comply with, government regulations; adverse
publicity; competition; fluctuations and difficulty in forecasting operating
results; changes in business strategy or development plans;
business  disruptions; the ability to attract and retain qualified
personnel; and other factors referenced in this and previous
filings.





Given
these uncertainties, readers of this Form 10-K and investors are cautioned not
to place undue reliance on such forward-looking statements. The Company
disclaims any obligation to update any such factors or to publicly announce the
result of any revisions to any of the forward-looking statements contained
herein to reflect future events or developments.





(2)
            General





The
Company was initially incorporated as Diasense, Inc. on July 5, 1989 in
accordance with the Laws of the Commonwealth of Pennsylvania.


13


On
January 22, 2007, the Company filed Articles of Merger and Plan of Merger with
the Commonwealth of Pennsylvania and the State of Nevada to change the Company’s
domicile from Pennsylvania to Nevada by means of a merger with and into a Nevada
corporation formed on November 3, 2006 solely for the purpose of effecting the
reincorporation.  The Articles of Incorporation and Bylaws of the
Nevada corporation are the Articles of Incorporation and Bylaws of the surviving
corporation.  Such Articles of Incorporation maintained the Company’s
corporate name of Diasense, Inc. and modified the Company’s capital structure to
allow for the issuance of up to 100,000,000 shares of $0.001 par value common
stock and up to 50,000,000 shares of $0.001 par value preferred
stock.  Although the merger documents were filed in both Pennsylvania
and Nevada on January 22, 2007, the Commonwealth of Pennsylvania required
completion of certain documents in order to issue a tax clearance certificate to
complete the merger. The required tax clearance was not issued until March 22,
2007 which formally completed the domicile relocation to Nevada.  The
effect of this action is reflected in the accompanying financial statements as
of the first day of the first period presented.





On March
19, 2008, the Company changed its corporate name to Truewest
Corporation.





On August
29, 2006, the Company entered into a Voluntary Surrender Agreement with Dominion
whereby all of the Company's assets, which had previously been pledged as
collateral to secure loan agreements were repossessed.  Through the
date of the Voluntary Surrender Agreement, the Company’s business efforts were
focused on developing a noninvasive glucose sensor (Sensor).  The
Sensor was proposed to use electromagnetic technology to measure the
concentration of glucose in human tissue without requiring the user to take a
blood sample.





The
Company’s current principal business activity is to seek a suitable reverse
acquisition candidate through acquisition, merger or other suitable business
combination method.





The
Company has never fully or successfully implemented any business plan(s) and,
accordingly, is considered to be in the development stage.





(3)
            Results
      of Operations





The
Company had no operating revenue for either of the years ended September 30,
2009 or 2008, respectively.  The Company does not expect to generate
any meaningful revenue or incur operating expenses for purposes other than
fulfilling the obligations of a reporting company under the Securities Exchange
Act of 1934 unless and until such time that the Company’s completes a business
combination transaction and commences meaningful operations.





General
and administrative expenses for each of the years ended September 30, 2009 and
2008 were approximately $11,400 and $45,000, respectively.  All of the
aforementioned expenses directly relate to the maintenance of the Company’s
compliance with the Securities Exchange Act of 1934, as amended.





It is
anticipated that future expenditure levels will remain in line with the Fiscal
2009 expenditure levels until such time that the Company completes a business
combination transaction.  Upon completion of a business combination
transaction, it is anticipated that the Company’s expenses will increase
significantly.





Earnings
per share for the respective years ended September 30, 2009 and 2008 were
approximately $(0.03) and $(0.21) per share based on the weighted-average shares
issued and outstanding at the end of each respective period as adjusted for the
cumulative effect of all reverse and forward split transactions which are
reflected as of the first day of the first period presented in the accompanying
financial statements.





(4)
            Plan
      of Business





General





The
Company’s current purpose is to seek, investigate and, if such investigation
warrants, merge or acquire an interest in business opportunities presented to it
by persons or companies who or which desire to seek the perceived advantages of
a Exchange Act registered corporation.  As of the date of this
registration statement, the Company has no particular acquisitions in mind and
has not entered into any negotiations regarding such an acquisition, and neither
the Company’s officer and director nor any promoter and affiliate has engaged in
any negotiations with any representatives of the owners of any business or
company regarding the possibility of a merger or acquisition between the Company
and such other company.





Pending
negotiation and consummation of a combination, the Company anticipates that it
will have, aside from carrying on its search for a combination partner, no
business activities, and, thus, will have no source of revenue. Should the
Company incur any significant liabilities prior to a combination with a private
company, it may not be able to satisfy such liabilities as are
incurred.


14


If the
Company’s management pursues one or more combination opportunities beyond the
preliminary negotiations stage and those negotiations are subsequently
terminated, it is foreseeable that such efforts will exhaust the Company’s
ability to continue to seek such combination opportunities before any successful
combination can be consummated. In that event, the Company’s common stock will
become worthless and holders of the Company’s common stock will receive a
nominal distribution, if any, upon the Company’s liquidation and
dissolution.





Management





The
Company is a shell corporation, and currently has no full-time
employees.  Glenn A. Little is the Company’s sole officer, director,
and controlling stockholder.  All references herein to management of
the Company are to Mr. Little.  Mr. Little, as president of the
Company, has agreed to allocate a limited portion of his time to the activities
of the Company without compensation.  Potential conflicts may arise
with respect to the limited time commitment by Mr. Little and the potential
demands of the Company’s activities.





The
amount of time spent by Mr. Little on the activities of the Company is not
predictable.  Such time may vary widely from an extensive amount when
reviewing a target company to an essentially quiet time when activities of
management focus elsewhere, or some amount in between.  It is
impossible to predict with any precision the exact amount of time Mr. Little
will actually be required to spend to locate a suitable target
company.  Mr. Little estimates that the business plan of the Company
can be implemented by devoting less than 4 hours per month but such figure
cannot be stated with precision.





Search
for Business Opportunities





The
Company’s search will be directed toward small and medium-sized enterprises,
which have a desire to become reporting corporations and which are able to
provide audited financial statements.  The Company does not propose to
restrict its search for investment opportunities to any particular geographical
area or industry, and may, therefore, engage in essentially any business, to the
extent of its limited resources.  The Company’s discretion in the
selection of business opportunities is unrestricted, subject to the availability
of such opportunities, economic conditions, and other factors.  No
assurance can be given that the Company will be successful in finding or
acquiring a desirable business opportunity, and no assurance can be given that
any acquisition, which does occur, will be on terms that are favorable to the
Company or its current stockholders.





The
Company may merge with a company that has retained one or more consultants or
outside advisors.  In that situation, the Company expects that the
business opportunity will compensate the consultant or outside
advisor.  As of the date of this filing, there have been no
discussions, agreements or understandings with any party regarding the
possibility of a merger or acquisition between the Company and such other
company.  Consequently, the Company is unable to predict how the
amount of such compensation would be calculated at this time.





The
Company will not restrict its search to any specific kind of firm, but may
acquire a venture, which is in its preliminary or development stage, one which
is already in operation, or in a more mature stage of its corporate
existence.  The acquired business may need to seek additional capital,
may desire to have its shares publicly traded, or may seek other perceived
advantages which the Company may offer.  The Company does not intend
to obtain funds to finance the operation of any acquired business opportunity
until such time as the Company has successfully consummated the merger or
acquisition transaction.  There are no loan arrangements or
arrangements for any financing whatsoever relating to any business
opportunities.





Evaluation
of Business Opportunities





The
analysis of business opportunities will be under the supervision of the
Company’s sole officer and director, who is not a professional business
analyst.  In analyzing prospective business opportunities, management
will consider such matters as available technical, financial and managerial
resources; working capital and other financial requirements; history of
operations, if any; prospects for the future; nature of present and expected
competition; the quality and experience of management services which may be
available and the depth of that management; the potential for further research,
development, or exploration; specific risk factors not now foreseeable, but
which then may be anticipated to impact the proposed activities of the Company;
the potential for growth or expansion; the potential for profit; the perceived
public recognition or acceptance of products, services, or trades; name
identification; and other relevant factors.  In many instances, it is
anticipated that the historical operations of a specific business opportunity
may not necessarily be indicative of the potential for the future because of a
variety of factors, including, but not limited to, the possible need to expand
substantially, shift marketing approaches, change product emphasis, change or
substantially augment management, raise capital and the like.  To the
extent possible,





15


the
Company intends to utilize written reports and personal investigation to
evaluate the above factors.  Prior to making a decision to participate
in a business opportunity, the Company will generally request that it be
provided with written materials regarding the business opportunity containing as
much relevant information as possible, including, but not limited to, such items
as a description of products, services and company history; management resumes;
financial information; available projections, with related assumptions upon
which they are based; an explanation of proprietary products and services;
evidence of existing patents, trademarks, or service marks, or rights thereto;
present and proposed forms of compensation to management; a description of
transactions between such company and its affiliates during the relevant
periods; a description of present and required facilities;, an analysis of risks
and competitive conditions; a financial plan of operation and estimated capital
requirements; audited financial statements, or if they are not available at that
time, unaudited financial statements, together with reasonable assurance that
audited financial statements would be able to be produced within a required
period of time; and the like.





The
Company is currently subject to the reporting requirements of the Exchange
Act.  Under the Exchange Act, any merger or acquisition candidate will
become subject to the same reporting requirements of the Exchange Act as the
Company following consummation of any merger or acquisition.  Thus, in
the event the Company successfully completes the acquisition of or merger with
an operating business entity, that business entity must provide audited
financial statements for at least two most recent fiscal years or, in the event
the business entity has been in business for less than two years, audited
financial statements will be required from the period of
inception.  Acquisition candidates that do not have or are unable to
obtain the required audited statements will not be considered appropriate for
acquisition.





Management
believes that various types of potential merger or acquisition candidates might
find a business combination with the Company to be attractive. These include
acquisition candidates desiring to create a public market for their shares in
order to enhance liquidity for current stockholders, acquisition candidates
which have long-term plans for raising capital through public sale of securities
and believe that the possible prior existence of a public market for their
securities would be beneficial, and acquisition candidates which plan to acquire
additional assets through issuance of securities rather than for cash, and
believe that the possibility of development of a public market for their
securities will be of assistance in that process. Acquisition candidates, who
have a need for an immediate cash infusion, are not likely to find a potential
business combination with the Company to be an attractive alternative.
Nevertheless, the Company has not conducted market research and is not aware of
statistical data which would support the perceived benefits of a merger or
acquisition transaction for the owners of a business opportunity. The Company is
unable to predict when it may participate in a business opportunity. It expects,
however, that the analysis of specific proposals and the selection of a business
opportunity may take several months or more. There can also be no assurances
that we are able to successfully pursue a business opportunity. In that event,
there is a substantial risk to the Company that failure to complete a business
combination will significantly restrict its business operation and force
management to cease operations and liquidate the Company.





(5)
            Liquidity
      and Capital Resources





At
September 30, 2009 and 2008, respectively, the Company had working capital of
approximately $(54,700) and $(39,600), respectively.





The
Company and it’s controlling stockholder, Glenn A. Little, agreed that
additional funds may be necessary in the future to support the corporate entity
and comply with the periodic reporting requirements of the Securities Exchange
Act of 1934, as amended.  On September 29, 2006, the Company and it’s
sole officer and director, Glenn A. Little, acknowledged that outside funds are
necessary to support the corporate entity and comply with the periodic reporting
requirements of the Securities Exchange Act of 1934, as amended.  To
this end, Mr. Little agreed to lend the Company up to$50,000 with a maturity
period not to exceed two (2) years from the initial funding date at an interest
rate of 6.0% per annum.  Through September 30, 2009 and 2008,
respectively, Mr. Little has advanced approximately $66,000 under this
agreement.  This loan matured on September 30, 2008.  The
Company and Mr. Little intend to negotiate an extension of the maturity date
into some future period.  At this time, Mr. Little has made no demand
for payment.





There are
no assurances that the Company will be able to either (1) consummate a business
combination transaction with a privately-owned business seeking to become a
public company; (2) if successful, achieve a level of revenues adequate to
generate sufficient cash flow from operations; or (3) obtain additional
financing through either private placement, public offerings and/or bank
financing necessary to support the Company's current working capital
requirements.  To the extent that funds generated from any private
placements, public offerings and/or bank financing are insufficient to support
the Company, the Company will have to raise additional working
capital.  No assurance can be given that additional financing will be
available, or if available, will be on terms acceptable to the
Company.  If adequate working capital is not available, the Company
may not be able to fulfill its current business plan.


16


The
Company's ultimate continued existence is dependent upon its ability to generate
sufficient cash flows from operations to support its daily operations as well as
provide sufficient resources to retire existing liabilities and obligations on a
timely basis.





The
Company’s need for capital may change dramatically as a result of any business
acquisition or combination transaction. There can be no assurance that the
Company will identify any such business, product, technology or company suitable
for acquisition in the future. Further, there can be no assurance that the
Company would be successful in consummating any acquisition on favorable terms
or that it will be able to profitably manage the business, product, technology
or company it acquires.





The
Company has no current plans, proposals, arrangements or understandings with
respect to the sale or issuance of additional securities prior to the location
of a merger or acquisition candidate.  Accordingly, there can be no
assurance that sufficient funds will be available to the Company to allow it to
cover the expenses related to such activities.





The
Company’s Articles of Incorporation authorize the issuance of up to 50,000,000
shares of preferred stock and 100,000,000 shares of common stock.  The
Company’s ability to issue preferred stock may limit the Company’s ability to
obtain debt or equity financing as well as impede potential takeover of the
Company, which takeover may be in the best interest of
stockholders.  The Company’s ability to issue these authorized but
unissued securities may also negatively impact our ability to raise additional
capital through the sale of our debt or equity securities.





The
Company anticipates future sales of equity securities to facilitate either the
consummation of a business combination transaction or to raise working capital
to support and preserve the integrity of the corporate
entity.  However, there is no assurance that the Company will be able
to obtain additional funding through the sales of additional equity securities
or, that such funding, if available, will be obtained on terms favorable to or
affordable by the Company.





It is the
belief of management and significant stockholders that they will provide
sufficient working capital necessary to support and preserve the integrity of
the corporate entity.   However, there is no legal obligation for
either management or significant stockholders to provide additional future
funding.  Further, the Company is at the mercy of future economic
trends and business operations for the Company’s majority stockholder to have
the resources available to support the Company.  Should this pledge
fail to provide financing, the Company has not identified any alternative
sources.





If no
additional operating capital is received during the next twelve months, the
Company will be forced to rely on existing cash in the bank and upon additional
funds loaned by management and/or significant stockholders to preserve the
integrity of the corporate entity at this time.  In the event, the
Company is unable to acquire advances from management and/or significant
stockholders, the Company’s ongoing operations would be negatively
impacted.





While the
Company is of the opinion that good faith estimates of the Company’s ability to
secure additional capital in the future to reach our goals have been made, there
is no guarantee that the Company will receive sufficient funding to sustain
operations or implement any future business plan steps.





Further,
the Company is at the mercy of future economic trends and business operations
for the Company’s majority stockholder to have the resources available to
support the Company.





In such a
restricted cash flow scenario, the Company would be unable to complete its
business plan steps, and would, instead, delay all cash intensive
activities.  Without necessary cash flow, the Company may become
dormant during the next twelve months, or until such time as necessary funds
could be raised in the equity securities market.





Regardless
of whether the Company’s cash assets prove to be inadequate to meet the
Company’s operational needs, the Company might seek to compensate providers of
services by issuances of stock in lieu of cash.





(6)
            Critical
      Accounting Policies





Our
financial statements and related public financial information are based on the
application of accounting principles generally accepted in the United States
(GAAP).  GAAP requires the use of estimates; assumptions, judgments
and subjective interpretations of accounting principles that have an impact on
the assets, liabilities, revenue and expense amounts reported.  These
estimates can also affect supplemental information contained in our external
disclosures including information regarding contingencies, risk and financial
condition.  We believe our use of estimates and underlying accounting
assumptions adhere to GAAP and are consistently and conservatively
applied.  We base our estimates on historical experience and on
various other assumptions that we believe to be reasonable under the
circumstances.  Actual results may differ materially from these
estimates under different assumptions or conditions. We continue to monitor
significant estimates made during the preparation of our financial
statements.


17


Our
significant accounting policies are summarized in Note D of our financial
statements.  While all these significant accounting policies impact
our financial condition and results of operations, we view certain of these
policies as critical. Policies determined to be critical are those policies that
have the most significant impact on our financial statements and require
management to use a greater degree of judgment and estimates.  Actual
results may differ from those estimates. Our management believes that given
current facts and circumstances, it is unlikely that applying any other
reasonable judgments or estimate methodologies would cause effect on our
consolidated results of operations, financial position or liquidity for the
periods presented in this report.








Item7A - Quantitative and Qualitative Disclosures about Market
Risk





The
carrying amount of cash, accounts receivable, accounts payable and notes
payable, as applicable, approximates fair value due to the short term nature of
these items and/or the current interest rates payable in relation to current
market conditions.





Interest
rate risk is the risk that the Company’s earnings are subject to fluctuations in
interest rates on either investments or on debt and is fully dependent upon the
volatility of these rates.  The Company does not use derivative
instruments to moderate its exposure to interest rate risk, if any.





Financial
risk is the risk that the Company’s earnings are subject to fluctuations in
interest rates or foreign exchange rates and are fully dependent upon the
volatility of these rates.  The Company does not use derivative
instruments to moderate its exposure to financial risk, if any.








Item
8 - Financial Statements and Supplementary Data





The
required financial statements begin on page F-1 of this document.








Item 9 - Changes in and Disagreements with Accountants on Accounting
and Financial Disclosures





None








Item9A - Controls and Procedures





Disclosure Controls and
Procedures.  Our management, under the supervision and with the
participation of our Chief Executive Officer (CEO) and Chief Financial Officer
(CFO), has evaluated the effectiveness of our disclosure controls and procedures
as defined in Rules 13a-15 promulgated under the Exchange Act as of the end of
the period covered by this Annual Report. Based on such evaluation, our CEO and
CFO have concluded that, as of the end of the period covered by this Annual
Report, our disclosure controls and procedures are
effective.  Disclosure controls and procedures are controls and
procedures designed to ensure that information required to be disclosed in our
reports filed or submitted under the Exchange Act is recorded, processed,
summarized and reported within the time periods specified in the Commission’s
rules and forms and include controls and procedures designed to ensure that
information we are required to disclose in such reports is accumulated and
communicated to management, including our CEO and CFO, as appropriate, to allow
timely decisions regarding required disclosure.





Management’s Annual Report on
Internal Control over Financial Reporting.Management is
responsible for establishing and maintaining adequate internal control over
financial reporting, as such term is defined in Rule 13a-15(f) of the Exchange
Act.





Internal
control over financial reporting is defined under the Exchange Act as a process
designed by, or under the supervision of, our CEO and CFO and effected by our
board of directors, management and other personnel, to provide reasonable
assurance regarding the reliability of financial reporting and the preparation
of financial statements for external purposes in accordance with generally
accepted accounting principles and includes those policies and procedures
that:





3⁄4
            Pertain
      to the maintenance of records that in reasonable detail accurately and
      fairly reflect the transactions and dispositions of our
      assets;





3⁄4
            Provide
      reasonable assurance that transactions are recorded as necessary to permit
      preparation of financial statements in accordance with generally accepted
      accounting principles, and that our receipts and expenditures are being
      made only in accordance with authorizations of our management and
      directors; and


18


3⁄4
            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 limitation, internal control over financial reporting may not
prevent or detect misstatements.  Also, projections of any evaluations
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 and procedures may
deteriorate.  Accordingly, even an effective system of internal
control over financial reporting will provide only reasonable assurance with
respect to financial statement preparation.





Management's
assessment of the effectiveness of the Company's internal control over financial
reporting is as of the year ended September 30, 2009.  We are
currently considered to be a shell company in as much as we have no specific
business plans, no operations, revenues or employees.  Because we have
only one officer and director, the Company's internal controls are deficient for
the following reasons, (1) there are no entity level controls because there is
only one person serving in the dual capacity of sole officer and sole director,
(2) there are no segregation of duties as that same person approves, enters, and
pays the Company's bills, and (3) there is no separate audit
committee.  As a result, the Company's internal controls have an
inherent weakness which may increase the risks of errors in financial reporting
under current operations and accordingly are deficient as evaluated against the
criteria set forth in the Internal Control - Integrated Framework issued by the
committee of Sponsoring Organizations of the Treadway
Commission.  Based on our evaluation, our management concluded that
our internal controls over financial reporting were not effective as of
September 30, 2009.





This
Annual Report does not include an attestation report of our registered public
accounting firm regarding our 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 SEC that
permit us to provide only management’s report in this Annual
Report.





Changes in Internal Control over
Financial Reporting.  There was no change in our internal
control over financial reporting that occurred during the quarter ended
September 30, 2009 that has materially affected, or is reasonably likely to
materially affect, our internal control over financial reporting which internal
controls will remain deficient until such time as the Company completes a merger
transaction or acquisition of an operating business at which time management
will be able to implement effective controls and procedures.








PART
III





Item 10 - Directors, Executive Officers and Corporate
Governance




Name
                              Age
                              Position Held and
      TenureGlenn
      A. Little
                              56
                              President,
      Chief Executive Officer Chief Financial Officer and
    Director
 The
director named above will serve until the next annual meeting of the Company’s
stockholders or until any successors are duly elected and have
qualified.  Directors will be elected for one-year terms at the annual
stockholders meeting.  Officers will hold their positions at the
pleasure of the board of directors, absent any employment agreement, of which
none currently exists or is contemplated.  There is no arrangement or
understanding between any of the directors or officers of the Company and any
other person pursuant to which any director or officer was or is to be selected
as a director or officer, and there is no arrangement, plan or understanding as
to whether non-management shareholders will exercise their voting rights to
continue to elect the current directors to the Company’s board.  There
are also no arrangements, agreements or understandings between non-management
shareholders that may directly or indirectly participate in or influence the
management of the Company’s affairs.





The
directors and officers will devote their time to the Company's affairs on an as
needed basis, which, depending on the circumstances, could amount to as little
as two hours per month, or more than forty hours per month, but more than likely
encompass less than four (4) hours per month.  There are no agreements
or understandings for any officer or director to resign at the request of
another person, and none of the officers or directors are acting on behalf of,
or will act at the direction of, any other person.





Biographical
Information





Glenn A.
Little,  is a graduate of The University of Florida,
Gainesville (Bachelor of Science in Business Administration) and the American
Graduate School of International Management (Master of Business Administration -
International Management) and has been the principal of Little and Company
Investment Securities (LITCO), a Securities Broker/Dealer with offices in
Midland, Texas since 1979.  Before founding LITCO, Mr. Little was a
stockbroker with Howard, Weil, Labouisse Friedrich in their New Orleans,
Louisiana and Midland, Texas offices and also worked for First National Bank of
Commerce in New Orleans, Louisiana.




19




Mr.
Little was appointed an Adjudicatory Official for the State Bar of Texas and
served in that capacity from 1997 through 2003.





Mr.
Little currently serves as an officer and director of Eight Dragons Company,
Truewest Corporation and 8888 Acquisition Corp., all Nevada
corporations.  Each of the afore-referenced companies is current in
the filing of their periodic reports with the SEC. Additionally, each of the
afore-referenced companies for which Mr. Little acts as an officer and director
may be deemed reporting shell corporations.  Mr. Little will devote as
much of his time to our business affairs as may be necessary to implement our
business plan.





Indemnification
of Officers and Directors.





We have
the authority under the Nevada General Corporation Law to indemnify our
directors and officers to the extent provided for in such
statute.  Set forth below is a discussion of Nevada law
regarding  indemnification which we believe discloses the material
aspects of such law on this subject.  The Nevada law provides, in
part, that a corporation may indemnify a director or officer or other person who
was, is or is threatened to be made a named defendant or  respondent
in a proceeding because such person is or was a director, officer, employee or
agent of the corporation, if it is determined that such person:





·
            conducted
      himself in good faith;


·
            reasonably
      believed, in the case of conduct in his official capacity as a director or
      officer of the corporation, that his conduct was in the corporation's best
      interest and, in all other cases, that his conduct was at least not
      opposed to the corporation's best interests;
and


·
            in
      the case of any criminal proceeding, had no reasonable cause to believe
      that his conduct was unlawful.





A
corporation may indemnify a person under the Nevada law against judgments,
penalties, including excise and similar taxes, fines, settlement, unreasonable
expenses actually incurred by the person in connection with the
proceeding.  If the person is found liable to the corporation or is
found liable on the basis that personal benefit was improperly received by the
person, the indemnification is limited to reasonable expenses actually incurred
by the person in connection  with the proceeding, and shall not be
made in respect of any proceeding in which the person shall have been found
liable for willful or intentional misconduct in the performance of his duty to
the corporation.  The corporation may also pay or  reimburse
expenses incurred by a person in connection with his appearance as witness or
other participation in a proceeding at a time when he is not a named defendant
or respondent in the proceeding.





Our
Articles of Incorporation provides that none of our directors shall be
personally liable to us or our stockholders for monetary damages for an act or
omission in such directors' capacity as a director; provided, however, that
the  liability of such director is not limited to the extent that such
director is found liable for (a) a breach of
the  directors'  duty of loyalty to us or our stockholders,
(b) an act or omission not in good faith that constitutes a breach of duty of
the  director to us or an act or omission that involves intentional
misconduct or a knowing violation of the law, (c) a transaction from which the
director received an improper benefit, whether or not the benefit resulted from
an action taken  within the scope of the director's office, or (d) an
act or omission for which the liability of the director is expressly provided
under Nevada law.  Limitations on liability provided for in our
Articles of Incorporation do not restrict  the availability of
non-monetary remedies and do not affect a director's responsibility under any
other law, such as the federal securities laws or state or federal environmental
laws.





We
believe that these provisions will assist us in attracting and retaining
qualified individuals to serve as executive  officers and
directors.  The inclusion of these provisions in our Articles of
Incorporation may have the effect of  reducing a likelihood of
derivative litigation against our directors and may discourage or deter
stockholders or management from bringing a lawsuit against directors for breach
of their duty of case, even though such an action, if successful, might
otherwise have benefitted us or our stockholders.





Our
Bylaws provide that we will indemnify our directors to the fullest extent
provided by Nevada General Corporation Law and we may, if and to the extent
authorized by our board of directors, so indemnify our officers and other
persons  whom we have the power to indemnify against liability,
reasonable expense or other matters.





Insofar
as indemnification for liabilities arising under the Securities Act may be
permitted to our directors,  officers and controlling persons pursuant
to the foregoing provisions, or otherwise, we have been advised that in the
opinion of the Commission such indemnification is against public policy as
expressed in the Securities Act and is, therefore, unenforceable. In the event
that a claim for indemnification against such liabilities is asserted by such
director, officer, or controlling person in  connection with the
securities being registered, we will (unless in the opinion of our counsel the
matter has been settled by controlling precedent) submit to a court of
appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the Securities Act and will be governed by
the final adjudication of such issue.




20




Conflicts
of Interest





The sole
officer of the Company will not devote more than a small portion of his time to
the affairs of the Company. There will be occasions when the time requirements
of the Company’s business conflict with the demands of the officer’s other
business and investment activities. Such conflicts may require that the Company
attempt to employ additional personnel. There is no assurance that the services
of such persons will be available or that they can be obtained upon terms
favorable to the Company.





The
officer, director and principal stockholder of the Company may actively
negotiate for the purchase of a portion of their common stock as a condition to,
or in connection with, a proposed merger or acquisition transaction. It is
anticipated that a substantial premium may be paid by the purchaser in
conjunction with any sale of shares by the Company’s officer, director and
principal stockholder made as a condition to, or in connection with, a proposed
merger or acquisition transaction. The fact that a substantial premium may be
paid to the Company’s sole officer and director to acquire his shares creates a
conflict of interest for him and may compromise his state law fiduciary duties
to the Company’s other stockholders. In making any such sale, the Company’s sole
officer and director may consider his own personal pecuniary benefit rather than
the best interests of the Company and the Company’s other stockholders, and the
other stockholders are not expected to be afforded the opportunity to approve or
consent to any particular buy-out transaction involving shares held by Company
management.





The
Company has adopted a policy under which any consulting or finders fee that may
be paid to a third party for consulting services to assist management in
evaluating a prospective business opportunity would be paid in stock rather than
in cash. Any such issuance of stock would be made on an ad hoc basis.
Accordingly, the Company is unable to predict whether, or in what amount, such
stock issuance might be made.





It is not
currently anticipated that any salary, consulting fee, or finders fee shall be
paid to any of the Company’s directors or executive officers, or to any other
affiliate of the Company except as described under Executive Compensation
above.





Although
management has no current plans to cause the Company to do so, it is possible
that the Company may enter into an agreement with an acquisition candidate
requiring the sale of all or a portion of the Common Stock held by the Company’s
current stockholders to the acquisition candidate or principals thereof, or to
other individuals or business entities, or requiring some other form of payment
to the Company’s current stockholders, or requiring the future employment of
specified officers and payment of salaries to them. It is more likely than not
that any sale of securities by the Company’s current stockholders to an
acquisition candidate would be at a price substantially higher than that
originally paid by such stockholders. Any payment to current stockholders in the
context of an acquisition involving the Company would be determined entirely by
the largely unforeseeable terms of a future agreement with an unidentified
business entity.





Involvement
on Certain Material Legal Proceedings During the Past Five (5)
Years





(1)
            No
      director, officer, significant employee or consultant has been convicted
      in a criminal proceeding, exclusive of traffic violations or is subject to
      any pending criminal proceeding.





(2)
            No
      bankruptcy petitions have been filed by or against any business or
      property of any director, officer, significant employee or consultant of
      the Company nor has any bankruptcy petition been filed against a
      partnership or business association where these persons were general
      partners or executive officers.





(3)
            No
      director, officer, significant employee or consultant has been permanently
      or temporarily enjoined, barred, suspended or otherwise limited from
      involvement in any type of business, securities or banking
      activities.





(4)
            No
      director, officer or significant employee has been convicted of violating
      a federal or state securities or commodities
  law.


21


Communications
with the Board





Individuals
may communicate with the Company’s Board of Directors or individual directors by
writing to the Company’s Secretary at 211 West Wall Street, Midland, TX
76701.  The Secretary will review all such correspondence and forward
to the Board of Directors a summary of all such correspondence and copies of all
correspondence that, in the opinion of the Secretary, relates to the functions
of the Board or committees thereof or that he otherwise determines requires
their attention.  Directors may review a log of all such
correspondence received by the Company and request copies.  Concerns
relating to accounting, internal control over financial reporting or auditing
matters will be immediately brought to the attention of the Board of Directors
and handled in accordance with its procedures established with respect to such
matters.





Code
of Ethics





The
Company’s Board of Directors has adopted a Code of Ethics which applies to its
Chief Executive Officer and Chief Financial Officer, which was filed as an
exhibit to this Form 10-K for the year ended September 30, 2009.  A
copy of the code of ethics is available in print without charge to any person
who sends a request to the office of the Secretary of the Company at 211 West
Wall Street, Midland, TX 76701.





Section
16(a) Beneficial Ownership Compliance





Section
16(a) of the Exchange Act requires the Company’s directors, executive officers
and persons who own more than ten percent of a registered class of the Company’s
equity securities (“10% holders”), to file with the Securities and Exchange
Commission (the “SEC”) initial reports of ownership and reports of changes in
ownership of Common Stock and other equity securities of the
Company.  Directors, officers and 10% holders are required by SEC
regulation to furnish the Company with copies of all of the Section 16(a)
reports they file.





Based
solely on a review of reports furnished to the Company during the fiscal year
ended September 30, 2009 or written representations from the Company’s directors
and executive officers, there are no known incidents of non-compliance for the
reporting year.








Item 11 - Executive Compensation





Since the
change in control in September 2006, management of the Company requires less
than four (4) hours per calendar quarter.  Accordingly, no officer or
director has received any compensation from the Company.  Until the
Company acquires additional capital, it is not anticipated that any officer or
director will receive compensation from the Company other than reimbursement for
out-of-pocket expenses incurred on behalf of the Company.  See Certain
Relationships and Related Transactions.





The
Company has no stock option, retirement, pension, or profit-sharing programs for
the benefit of directors, officers or other employees, but the Board of
Directors may recommend adoption of one or more such programs in the
future.




SUMMARY COMPENSATION
TABLE
 
 Name
      and
                                                                        Principal
      Position
                                                                      
                                                                      Year
                                                                      
                                                                      Salary
      ($)
                                                                      
                                                                      Bonus
      ($)
                                                                      
                                                                      Stock
                                                                        Awards($)
                                                                      
                                                                      Option
                                                                        Awards($)
                                                                      
                                                                      Non-Equity
                                                                        Incentive
      Plan
                                                                        Compensation($)
                                                                      
                                                                      Change
      in
                                                                        Pension
                                                                        Value
      and
                                                                        Nonqualified
                                                                        Deferred
                                                                        Compensation
                                                                        Earnings($)
                                                                      
                                                                      All
      Other
                                                                        Compensation($)
                                                                      
                                                                      Total($)Glenn
      A. Little,
                                                                      
                                                                      2009
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-Principal
      Executive Officer
                                                                      
                                                                      2008
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-2007
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $
      -0-
                                                                      
                                                                      $ 
      -0-
                                                                      
                                                                      $
      -0-


The
Company has no other Executive Compensation issues which would require the
inclusion of other mandated table disclosures.


22


Item 12 - Security Ownership of Certain Beneficial Owners and
Management





The
following table sets forth, as of the date of this Annual Report, the number of
shares of Common Stock owned of record and beneficially by executive officers,
directors and persons who hold 5% or more of the outstanding Common Stock of the
Company.  Also included are the shares held by all executive officers
and directors as a group.




Shares
      Beneficially Owned (1)Name
      and address (2)
                              
                              Number
      of Shares
                              
                              
                              Percentage
      (3)Glenn
      A. Little (4)
                              
                              
                              384,875
                              
                              
                              
                              85.38
                              %Directors
      and officers as a group
                              
                              
                              384,875
                              
                              
                              
                              85.38
                              %(1
      person)







(1)
            On
      October 20, 2009, there were 450,800 shares of our common stock
      outstanding and no shares of preferred stock issued and
      outstanding.  We have 101,200 outstanding stock warrants and no
      outstanding stock options.


(2)
            Under
      applicable SEC rules, a person is deemed the "beneficial owner" of a
      security with regard to which the  person directly or
      indirectly, has or shares (a) the voting power, which includes the power
      to vote or direct the  voting of the security, or (b) the
      investment power, which includes the power to dispose,  or
      direct the disposition, of the security, in each case irrespective of the
      person's economic interest in the security.  Under SEC rules, a
      person is deemed to beneficially own securities which the person has the
      right to acquire within 60 days through the exercise of any option or
      warrant or through the conversion of another
  security.


(3)
            In
      determining the percent of voting stock owned by a person on September 30,
      2009 (a) the numerator is the number of shares of common stock
      beneficially owned by the person, including shares the beneficial
      ownership of which may be acquired within 60 days upon the exercise of
      options or warrants or conversion of convertible
      securities,  and (b) the denominator is the total of (I) the
      450,800 shares of common stock outstanding on September 30, 2008, and
      (ii) any shares of common stock which the person has the right to acquire
      within 60 days upon the exercise of options or warrants or conversion of
      convertible securities.  Neither the numerator nor the
      denominator  includes shares which may be issued upon the
      exercise of any other options or warrants or the conversion of any other
      convertible securities.


(4)
            Mr.
      Little is our sole officer and director.  Mr. Little’s address
      is 211 West Wall Street, Midland, Texas
79701.








Item 13 - Certain Relationships and Related
Transactions





On
September 18, 2006, the Company entered into a unit purchase agreement (Unit
Purchase Agreement) with Glenn A. Little whereby the Company sold and Mr.
Little purchased 1,000 units, with each unit consisting  of
11,100  shares of common stock and 500 common stock purchase warrants,
for an aggregate cash offering price of $125,000.  The common stock
purchase warrants can be exercised from the date the warrants are issued until
the expiration date to purchase common stock at a price of $0.10 per share and
expire five (5) years from the date of issuance.  There were no
commissions or underwriting discounts paid in conjunction with this transaction
and the Company believes that the shares and warrants were exempt from
registration under Section 4(2) of the Securities Act of 1933 as
amended.





The
common stock purchase warrants can be exercised at any time from their issuance
on September 18, 2006 through September 18, 2011 at an exercise price of $0.10
per share.  The Company assigned a value of $5,000 to these warrants
from the $125,000 aggregate purchase price.





On May 1,
2008, a total of 367,075 warrants held by Glenn A. Little, were exercised at a
price of $0.10 per share which resulted in the issuance of 367,075 shares of
restricted, unregistered common stock for a gross proceeds of
$36,707.50.  There were no commissions or underwriting discounts paid
in conjunction with this transaction and the Company believes that the shares
issued upon the exercise of the corresponding warrants were exempt from
registration under Section 4(2) of the Securities Act of 1933, as
amended.








Item 14 - Principal Accountant Fees and Services





The
Company paid or accrued the following fees in each of the prior two fiscal years
to it’s principal accountant, S. W. Hatfield, CPA of Dallas,
Texas:


23





Year
      ended
            
            
            Year
      endedSeptember
      30,
            
            
            September
      30,2008
            
            
            20071.
      Audit fees
            
            $
            7,800
            
            
            $
            7,2282.
      Audit-related fees
            
            
            —
            
            
            
            —3.
      Tax fees
            
            
            300
            
            
            
            5854.
      All other fees
            
            
            —
            
            
            
            —Totals
            
            $
            8,100
            
            
            $
            7,813





The
Company has not designated a formal audit committee.  However, as
defined in Sarbanes-Oxley Act of 2002, the entire Board of Directors (Board), in
the absence of a formally appointed committee, is, by definition, the Company’s
audit committee.





In
discharging its oversight responsibility as to the audit process, commencing
with the engagement of S. W. Hatfield, CPA, the Board obtained from the
independent auditors a formal written statement describing all relationships
between the auditors and the Company that might bear on the auditors’
independence as required by auditing standards generally accepted in the United
States of America.  The Board discussed with the auditors any
relationships that may impact their objectivity and independence, including fees
for non-audit services, and satisfied itself as to the auditors’
independence.





The Board
discussed and reviewed with the independent auditors all matters required to be
discussed by auditing standards generally accepted in the United States of
America, including those described in the applicable auditing standards
regarding communications with Audit Committees.





The Board
reviewed the audited financial statements of the Company as of and for the years
ended September 30, 2009 and 2008 with management and the independent
auditors.  Management has the sole ultimate responsibility for the
preparation of the Company’s financial statements and the independent auditors
have the responsibility for their examination of those statements.





Based on
the above-mentioned review and discussions with the independent auditors and
management, the Board of Directors approved the Company’s audited financial
statements and recommended that they be included in its Annual Report on Form
10-K for the year ended September 30, 2009 for filing with the U. S. Securities
and Exchange Commission.





The
Company’s principal accountant, S. W. Hatfield, CPA did not engage any other
persons or firms other than the principal accountant’s full-time, permanent
employees.





Item 15 - Exhibits and Financial Statement Schedules





Exhibits





14.1
            Financial Code of Ethics


31.1
            Certification pursuant to Section 302 of Sarbanes-Oxley
      Act of 2002


32.1
            Certification pursuant to Section 906 of Sarbanes-Oxley
      Act of 2002.











(Remainder
of this page left blank intentionally)














(Financial
statements follow, beginning on Page F-1)


24


TRUEWEST CORPORATION





Contents





PageReport
      of Registered Independent Certified Public Accounting Firm
            F-2Financial
      StatementsBalance
      Sheetsas
      of September 30, 2009 and 2008
            F-3Statements
      of Operations and Comprehensive Lossfor
      the years ended September 30, 2009 and 2008and
      for the period from July 5, 1989 (date of inception)through
      September 30, 2009
            F-4Statement
      of Changes in Stockholders' Equityfor
      the years ended September 30, 2009 and 2008
            F-5Statements
      of Cash Flowsfor
      the years ended September 30, 2009 and 2008and
      for the period from July 5, 1989 (date of inception)through
      September 30, 2009
            F-6Notes
      to Financial Statements
            F-8


F-1





Letterhead of S. W.
Hatfield, CPA








Report of Registered
Independent Certified Public Accounting Firm








Board of
Directors and Stockholders


Truewest
Corporation





We have
audited the accompanying balance sheets of Truewest Corporation (Company) (a
Nevada corporation and a development stage company) as of September 30, 2009 and
2008 and the related statements of operations and comprehensive loss, changes in
stockholders' equity (deficit) and cash flows for each of the two years ended
September 30, 2009 and 2008, respectively.  These financial
statements are the responsibility of the Company's management.  Our
responsibility is to express an opinion on these financial statements based on
our audits.





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 audit 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 control over financial reporting.  Our audit 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 also includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation.  We believe
that our audits provide a reasonable basis for our opinion.





In our
opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Truewest Corporation as of
September 30, 2009 and 2008 and the results of its operations and its cash flows
for each of the two years ended September 30, 2009 and 2008,
respectively,  in conformity with accounting principles generally
accepted in the United States of America.





The
columns on each of the accompanying statements of operations and comprehensive
loss and the statements of cash flows labeled for the period July 5, 1989 (date
of inception) through September 30, 2009 are unaudited and, as such, we express
no opinion or other form of assurance on the representations made
therein.





The
accompanying financial statements have been prepared assuming that the Company
will continue as a going concern.  As discussed in Note C to the
financial statements, the Company has no viable operations or significant assets
and is dependent upon significant stockholders to provide sufficient working
capital to maintain the integrity of the corporate entity.  These
circumstances create substantial doubt about the Company's ability to continue
as a going concern and are discussed in Note C.  The financial
statements do not contain any adjustments that might result from the outcome of
these uncertainties.










/s/ S. W. Hatfield, CPAS.
      W. HATFIELD, CPA


Dallas,
Texas


October
19, 2009


F-2


TRUEWEST
CORPORATION


(a
development stage company)


Balance
Sheets


September
30, 2009 and 2008








September
      30,
            
            
            September
      30,2009
            
            
            2008ASSETSCurrent
      AssetsCash
      on hand and in bank
            
            $
            20,142
            
            
            $
            31,323Total
      Current Assets
            
            
            20,142
            
            
            
            31,323Total
      Assets
            
            $
            20,142
            
            
            $
            31,323LIABILITIES
      AND STOCKHOLDERS’ EQUITY (DEFICIT)LiabilitiesCurrent
      LiabilitiesAccounts
      payable - trade
            
            $
            —
            
            
            $
            —Note
      payable to controlling shareholder
            
            
            66,000
            
            
            
            66,000Accrued
      interest payable to controlling stockholder
            
            
            8,848
            
            
            
            4,888Total
      Liabilities
            
            
            74,848
            
            
            
            70,888Commitments
      and ContingenciesStockholders’
      Equity (Deficit)Preferred
      stock - $0.001 par value50,000,000
      shares authorizedNone
      issued and outstanding
            
            
            —Common
      stock - $0.001 par value.100,000,000
      shares authorized.450,800
      shares issued and outstanding
            
            
            451
            
            
            
            451Additional
      paid-in capital
            
            
            48,116,101
            
            
            
            48,116,101Common
      stock warrants
            
            
            1,012
            
            
            
            1,012Deficit
      accumulated during the development stage
            
            
            (48,172,270
            )
            
            
            (48,157,129
            )Total
      Stockholders’ Equity (Deficit)
            
            
            (54,706
            )
            
            
            (39,565
            )Total
      Liabilities and Stockholders’ Equity
            
            $
            20,142
            
            
            $
            31,323














The
accompanying notes are an integral part of these financial
statements.


F-3


TRUEWEST
CORPORATION


(a
development stage company)


Statements
of Operations and Comprehensive Loss


Years
ended September 30, 2009 and 2008 and


Period
from July 5, 1989 (date of inception) through September 30, 2009








(Unaudited)Period
      fromJuly
      5, 1989(date
      of inception)Year
      ended
            
            
            Year
      ended
            
            
            throughSeptember
      30,
            
            
            September
      30,
            
            
            September
      30,2009
            
            
            2008
            
            
            2009Revenues
            
            $
            —
            
            
            $
            —
            
            
            $
            —Operating
      ExpensesGeneral
      and administrative expenses
            
            
            11,379
            
            
            
            42,065
            
            
            
            17,155,059Depreciation
      expense
            
            
            —
            
            
            
            —
            
            
            
            91,495Research
      and development expense
            
            
            —
            
            
            
            —
            
            
            
            10,556,405Technology
      and patent rights acquired
            
            
            —
            
            
            
            —
            
            
            
            2,650,000Expense
      related to warrant extensions
            
            
            —
            
            
            
            —
            
            
            
            17,890,676Amortization
      of goodwill
            
            
            —
            
            
            
            —
            
            
            
            535,057Total
      operating expenses
            
            
            11,379
            
            
            
            42,065
            
            
            
            48,878,692Loss
      from operations
            
            
            (11,379
            )
            
            
            (42,065
            )
            
            
            (48,878,692
            )Other
      Income (Expense)Interest
      expense
            
            
            (3,960
            )
            
            
            (3,385
            )
            
            
            (345,453
            )Other
      income
            
            
            198
            
            
            
            300
            
            
            
            1,043,722Other
      expense
            
            
            —
            
            
            
            —
            
            
            
            (67,405
            )Equity
      in loss from unconsolidated subsidiaries
            
            
            —
            
            
            
            —
            
            
            
            (575,412
            )Impairment
      loss
            
            
            —
            
            
            
            —
            
            
            
            (690,124
            )Gain
      from sale of stock
            
            
            —
            
            
            
            —
            
            
            
            1,341,094Total
      other income (expense)
            
            
            (3,762
            )
            
            
            (3,085
            )
            
            
            706,422Loss
      before provision for income taxes
            
            
            (15,141
            )
            
            
            (45,150
            )
            
            
            (48,172,270
            )Provision
      for income taxes
            
            
            —
            
            
            
            —
            
            
            
            —Net
      Loss
            
            
            (15,141
            )
            
            
            (45,150
            )
            
            
            (48,172,270
            )Comprehensive
      income
            
            
            —
            
            
            
            —
            
            
            
            —Comprehensive
      Loss
            
            $
            (15,141
            )
            
            $
            (45,150
            )
            
            $
            (48,172,270
            )Earnings
      per share of common stock outstanding computed on net loss
    -basic
      and fully diluted
            
            $
            (0.03
            )
            
            $
            (0.21
            )Weighted-average
      number of shares outstanding - basic and fully diluted
            
            
            450,800
            
            
            
            217,622














The
accompanying notes are an integral part of these financial
statements.




F-4


TRUEWEST
CORPORATION


(a
development stage company)


Statement
of Changes in Stockholders’ Equity


For the
years ended September 30, 2009 and 2008








DeficitaccumulatedCommon
            
            
            Additional
            
            
            
            
            
            during
      theCommon
      Stock
            
            
            stock
            
            
            paid-in
            
            
            
            
            
            developmentShares
            
            
            Amount
            
            
            subscribed
            
            
            capital
            
            
            Warrants
            
            
            stage
            
            
            TotalBalances
      at October 1, 2007
            
            
            22,105,151
            
            
            $
            221,051
            
            
            
            —
            
            
            $
            47,851,633
            
            
            $
            5,000
            
            
            $
            (48,111,979
            )
            
            $
            (34,295
            )Effect
      of redomicile to Nevada
            
            
            —
            
            
            
            (198,946
            )
            
            
            —
            
            
            
            198,946
            
            
            
            —
            
            
            
            —
            
            
            
            —Cumulative
      effect of Fiscal 2008reverse
      and forward stock splits
            
            
            (22,053,151
            )
            
            
            (22,053
            )
            
            
            —
            
            
            
            22,053
            
            
            
            —
            
            
            
            —
            
            
            
            —Issuance
      of common stock for cashupon
      exercise of warrants
            
            
            398,800
            
            
            
            399
            
            
            
            —
            
            
            
            43,469
            
            
            
            (3,988
            )
            
            
            —
            
            
            
            39,880Net
      loss for the year
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            (45,150
            )
            
            
            (45,150
            )Balances
      at September 30, 2008
            
            
            450,800
            
            
            
            51
            
            
            
            —
            
            
            
            48,116,101
            
            
            
            1,012
            
            
            
            (48,157,129
            )
            
            
            (39,595
            )Net
      loss for the year
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            (15,141
            )
            
            
            (15,141
            )Balances
      at September 30, 2009
            
            
            450,800
            
            
            $
            51
            
            
            $
            —
            
            
            $
            48,116,101
            
            
            $
            1,012
            
            
            $
            (48,172,270
            )
            
            $
            (54,706
            )














The
accompanying notes are an integral part of these financial
statements.




F-5


TRUEWEST
CORPORATION


(a
development stage company)


Statements
of Cash Flows


Years
ended September 30, 2009 and 2008 and


Period
from July 5, 1989 (date of inception) through September 30, 2009








(Unaudited)Period
      fromJuly
      5, 1989(date
      of inception)Year
      ended
            
            
            Year
      ended
            
            
            throughSeptember
      30,
            
            
            September
      30,
            
            
            September
      30,2009
            
            
            2008
            
            
            2009Cash
      Flows from Operating ActivitiesNet
      loss for the period
            
            $
            (15,141
            )
            
            $
            (45,150
            )
            
            $
            (48,172,270
            )Adjustments
      to reconcile net loss tonet
      cash provided by operating activitiesDepreciation
      and amortization
            
            
            —
            
            
            
            —
            
            
            
            626,552Gain on
      sale of stock purchased for investment
            
            
            —
            
            
            
            —
            
            
            
            (1,341,094
            )Warrants issued
      for services
            
            
            —
            
            
            
            —
            
            
            
            515,515Expense
      related to warrant extensions
            
            
            —
            
            
            
            —
            
            
            
            17,890,676Common
      stock issued for services
            
            
            —
            
            
            
            —
            
            
            
            138,950Common
      stock issued for License and Marketing agreement
            
            
            —
            
            
            
            —
            
            
            
            80,000Impairment
      loss
            
            
            —
            
            
            
            —
            
            
            
            704,491Inventory
      deposit - BICO
            
            
            —
            
            
            
            —
            
            
            
            (1,000,000
            )Equity
      in loss of unconsolidated subsidiaries
            
            
            —
            
            
            
            —
            
            
            
            575,412Accrued
      interest contributed to equity
            
            
            —
            
            
            
            —
            
            
            
            324,879Increase
      (Decrease) inAccounts
      payable
            
            
            —
            
            
            
            —
            
            
            
            —Accrued
      interest payable
            
            
            3,960
            
            
            
            3,385
            
            
            
            8,848Net
      cash used in operating activities
            
            
            (11,181
            )
            
            
            (41,765
            )
            
            
            (29,648,041
            )Cash
      Flows from Investing ActivitiesPurchase
      of property and equipment
            
            
            —
            
            
            
            —
            
            
            
            (303,746
            )Proceeds
      from sale of property and equipment
            
            
            —
            
            
            
            —
            
            
            
            175,000Net
      cash paid for common stockpurchased
      for investment
            
            
            —
            
            
            
            —
            
            
            
            (459,500
            )Net
      activity on notes receivable from related parties
            
            
            —
            
            
            
            —
            
            
            
            (138,538
            )Net
      cash provided by (used in) investing activities
            
            
            —
            
            
            
            —
            
            
            
            (726,784
            )Cash
      Flows from Financing ActivitiesCash
      received from notes payable toFormer
      majority shareholder and others
            
            
            —
            
            
            
            —
            
            
            
            396,200Current
      majority shareholder
            
            
            —
            
            
            
            31,000
            
            
            
            66,000Convertible
      notes
            
            
            —
            
            
            
            —
            
            
            
            95,000Cash
      paid on notes payable
            
            
            —
            
            
            
            —
            
            
            
            (42,500
            )Cash
      received from sale of common stock
            
            
            —
            
            
            
            —
            
            
            
            11,096,834Cash
      received on Regulation S sale of common stock
            
            
            —
            
            
            
            —
            
            
            
            288,751Cash
      received on sale of common stock to BICO
            
            
            —
            
            
            
            —
            
            
            
            4,200,000Cash
      received on warrant exercises
            
            
            —
            
            
            
            39,880
            
            
            
            157,946Net
      activity on cash advanced to/received from BICO
            
            
            —
            
            
            
            —
            
            
            
            14,160,060Cash
      paid to acquire treasury stock
            
            
            —
            
            
            
            —
            
            
            
            (35,001
            )Cash
      contributed as capital to support operations
            
            
            —
            
            
            
            —
            
            
            
            11,677Net
      cash provided by financing activities
            
            
            —
            
            
            
            70,880
            
            
            
            30,394,967Increase
      (Decrease) in Cash
            
            
            (11,181
            )
            
            
            29,115
            
            
            
            20,142Cash
      at beginning of period
            
            
            31,323
            
            
            
            2,208
            
            
            
            —Cash
      at end of period
            
            $
            20,142
            
            
            $
            31,323
            
            
            $
            20,142








-
Continued -














The
accompanying notes are an integral part of these financial
statements.


F-6


TRUEWEST
CORPORATION


(a
development stage company)


Statements
of Cash Flows - Continued


Years
ended September 30, 2009 and 2008 and


Period
from July 5, 1989 (date of inception) through September 30, 2009








(Unaudited)Period
      fromJuly
      5, 1989(date
      of inception)Year
      ended
            
            
            Year
      ended
            
            
            throughSeptember
      30,
            
            
            September
      30,
            
            
            September
      30,2009
            
            
            2008
            
            
            2009Supplemental
      Disclosure of Interest and Income Taxes PaidInterest
      paid for the year
            
            $
            —
            
            
            $
            —
            
            
            $
            11,725Income
      taxes paid for the year
            
            $
            —
            
            
            $
            —
            
            
            $
            —Supplemental
      Disclosure of Non-Cash Investing and Financing ActivitiesIssuance
      of 371,000 shares of common stockto
      satisfy $303,000 note payable
            
            $
            —
            
            
            $
            —
            
            
            $
            303,000Issuance
      of 3,000,000 shares of common stockto
      BICO in payment of intercompany debt
            
            $
            —
            
            
            $
            —
            
            
            $
            10,500,000














The
accompanying notes are an integral part of these financial
statements.


F-7


TRUEWEST
CORPORATION


(a
development stage company)


Notes
to Financial Statements


September
30, 2009 and 2008








Note
A - Organization and Description of Business





Truewest
Corporation (Company) was incorporated on July 5, 1989 as Diasense, Inc. in
accordance with the Laws of the Commonwealth of Pennsylvania.





On
January 22, 2007, the Company filed Articles of Merger and Plan of Merger with
the Commonwealth of Pennsylvania and the State of Nevada to change the Company’s
domicile from Pennsylvania to Nevada by means of a merger with and into a Nevada
corporation formed on November 3, 2006 solely for the purpose of effecting the
reincorporation.  The Articles of Incorporation and Bylaws of the
Nevada corporation are the Articles of Incorporation and Bylaws of the surviving
corporation.  Such Articles of Incorporation maintained the Company’s
corporate name of Diasense, Inc. and modified the Company’s capital structure to
allow for the issuance of up to 100,000,000 shares of $0.001 par value common
stock and up to 50,000,000 shares of $0.001 par value preferred
stock.  Although the merger documents were filed in both Pennsylvania
and Nevada on January 22, 2007, the Commonwealth of Pennsylvania required
completion of certain documents in order to issue a tax clearance certificate to
complete the merger. The required tax clearance was not issued until March 22,,
2007 which formally completed the domicile relocation to Nevada.  The
effect of this action is reflected in the accompanying financial statements as
of the first day of the first period presented.





On March
19, 2008, the Company changed its corporate name to Truewest
Corporation.





On August
29, 2006, the Company entered into a Voluntary Surrender Agreement whereby all
of the Company's assets, which had previously been pledged as collateral to
secure loan agreements by and between the Company and Company’s lender, who was
also the Company’s majority shareholder, under which the Company was then in
default, were repossessed.  Through the date of the Voluntary
Surrender Agreement, the Company’s business efforts were focused on developing a
noninvasive glucose sensor (Sensor).  The Sensor was proposed to use
electromagnetic technology to measure the concentration of glucose in human
tissue without requiring the user to take a blood sample.





The
Company’s current principal business activity is to seek a suitable reverse
acquisition candidate through acquisition, merger or other suitable business
combination method.





The
Company has never fully implemented any business plan(s) and, accordingly, is
considered to be in the development stage.








Note
B - Preparation of Financial Statements





The
Company follows the accrual basis of accounting in accordance with accounting
principles generally accepted in the United States of America and has a year-end
of September 30.





The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period.  Actual results could differ from those
estimates.





Management
further acknowledges that it is solely responsible for adopting sound accounting
practices, establishing and maintaining a system of internal accounting control
and preventing and detecting fraud.  The Company’s system of internal
accounting control is designed to assure, among other items, that 1) recorded
transactions are valid; 2) valid transactions are recorded; and 3) transactions
are recorded in the proper period in a timely manner to produce financial
statements which present fairly the financial condition, results of operations
and cash flows of the Company for the respective periods being
presented.


F-8


TRUEWEST
CORPORATION


(a
development stage company)


Notes
to Financial Statements - Continued


September
30, 2009 and 2008








Note
C - Going Concern Uncertainty





On August
29, 2006, the Company entered into a Voluntary Surrender Agreement (Voluntary
Surrender Agreement) with Dominion Assets, LLC (Dominion) whereby all of the
Company's assets, which had previously been pledged as collateral to secure loan
agreements under which the Company was then in default, were
repossessed.  Dominion was, at that time, the majority shareholder of
the Company.





The
Company’s current principal business activity is to seek a suitable reverse
acquisition candidate through acquisition, merger or other suitable business
combination method.





The
Company's continued existence is dependent upon its ability to generate
sufficient cash flows from operations to support its daily operations as well as
provide sufficient resources to retire existing liabilities and obligations on a
timely basis.





The
Company anticipates future sales of equity securities to facilitate either the
consummation of a business combination transaction or to raise working capital
to support and preserve the integrity of the corporate
entity.  However, there is no assurance that the Company will be able
to obtain additional funding through the sales of additional equity securities
or, that such funding, if available, will be obtained on terms favorable to or
affordable by the Company.





If no
additional operating capital is received during the next twelve months, the
Company will be forced to rely on existing cash in the bank and upon additional
funds loaned by management and/or significant stockholders to preserve the
integrity of the corporate entity at this time.  In the event, the
Company is unable to acquire advances from management and/or significant
stockholders, the Company’s ongoing operations would be negatively
impacted.





It is the
intent of management and significant stockholders to provide sufficient working
capital necessary to support and preserve the integrity of the corporate
entity.  However, no formal commitments or arrangements to advance or
loan funds to the Company or repay any such advances or loans
exist.  There is no legal obligation for either management or
significant stockholders to provide additional future funding.





While the
Company is of the opinion that good faith estimates of the Company’s ability to
secure additional capital in the future to reach our goals have been made, there
is no guarantee that the Company will receive sufficient funding to sustain
operations or implement any future business plan steps.








Note
D - Summary of Significant Accounting Policies





1.      Cash and cash
equivalents





For
Statement of Cash Flows purposes, the Company considers all cash on hand and in
banks, certificates of deposit and other highly-liquid investments with
maturities of three months or less, when purchased, to be cash and cash
equivalents.





2.      Property and
Equipment





Property
and equipment were recorded at historical cost.  These costs were
depreciated over the estimated useful lives of the individual assets using the
straight-line method, generally seven to thirty-nine years.





Gains and
losses from disposition of property and equipment are recognized as incurred and
are included in operations.





In
accordance with the provisions required by the Property, Plant and Equipment
Topic of the FASB Accounting Standards Codification whereby the Company follows
the policy of evaluating all property and equipment as of the end of each
reporting quarter.  Effective September 30, 2006, the Company had no
assets subject to this accounting pronouncement.


F-9


TRUEWEST
CORPORATION


(a
development stage company)


Notes
to Financial Statements - Continued


September
30, 2009 and 2008








Note
D - Summary of Significant Accounting Policies - Continued





3.         Income
Taxes





The
Company files income tax returns in the United States of America and may file,
as applicable and appropriate, various state(s).  With few exceptions,
the Company is no longer subject to U.S. federal, state and local, as
applicable, income tax examinations by regulatory taxing authorities for years
before 2005.  The Company does not anticipate any examinations of
returns filed since 2005.





The
Company uses the asset and liability method of accounting for income
taxes.  At June 30, 2009 and 2008, respectively, the deferred tax
asset and deferred tax liability accounts, as recorded when material to the
financial statements, are entirely the result of temporary
differences.  Temporary differences generally represent differences in
the recognition of assets and liabilities for tax and financial reporting
purposes, primarily accumulated depreciation and amortization, allowance for
doubtful accounts and vacation accruals.





The
Company has adopted the provisions required by the Income Taxes topic of the
FASB Accounting Standards Codification.  The Codification Topic
requires the recognition of potential liabilities as a result of management’s
acceptance of potentially uncertain positions for income tax treatment on a
“more-likely-than-not” probability of an assessment upon examination by a
respective taxing authority.  As a result of the implementation of
Codification’s Income Tax Topic, the Company did not incur any liability for
unrecognized tax benefits.





4.         Earnings (loss) per
share





Basic
earnings (loss) per share is computed by dividing the net income (loss)
available to common stockholders by the weighted-average number of common shares
outstanding during the respective period presented in our accompanying financial
statements.





Fully
diluted earnings (loss) per share is computed similar to basic income (loss) per
share except that the denominator is increased to include the number of common
stock equivalents (primarily outstanding options and warrants).





Common
stock equivalents represent the dilutive effect of the assumed exercise of the
outstanding stock options and warrants, using the treasury stock method, at
either the beginning of the respective period presented or the date of issuance,
whichever is later, and only if the common stock equivalents are considered
dilutive based upon the Company’s net income (loss) position at the calculation
date.





At
September 30, 2009 and 2008, and subsequent thereto, the Company’s outstanding
warrants are considered to be common stock equivalents; however, the issued and
outstanding warrants are considered anti-dilutive due to the Company’s net
operating loss position.





5.         Treasury
Stock





The
Company accounts for treasury stock acquisitions and sales pursuant to the
tenets of the Equity Topic of the FASB Accounting Standards Codification whereby
treasury stock acquisitions are first charged against par value and any excess
purchase price is first charged to additional paid-in capital and then to
retained earnings.  Any subsequent sale of treasury stock is first
credited to par value and any excess is credited to additional paid-in
capital.





6.         Research and development
costs





Research
and development expenses were charged to operations as
incurred.  Patents, Licenses and Marketing Agreements acquired from
the Company’s former parent company were charged to operations as
acquired.


F-10


TRUEWEST
CORPORATION


(a
development stage company)


Notes
to Financial Statements - Continued


September
30, 2009 and 2008








Note
E - Fair Value of Financial Instruments





The
carrying amount of cash, accounts receivable, accounts payable and notes
payable, as applicable, approximates fair value due to the short term nature of
these items and/or the current interest rates payable in relation to current
market conditions.





Interest
rate risk is the risk that the Company’s earnings are subject to fluctuations in
interest rates on either investments or on debt and is fully dependent upon the
volatility of these rates.  The Company does not use derivative
instruments to moderate its exposure to interest rate risk, if any.





Financial
risk is the risk that the Company’s earnings are subject to fluctuations in
interest rates or foreign exchange rates and are fully dependent upon the
volatility of these rates.  The company does not use derivative
instruments to moderate its exposure to financial risk, if any.








Note
F - Note Payable to Officer/Director





On
September 29, 2006, the Company and it’s sole officer and director, Glenn A.
Little, acknowledged that outside funds are necessary to support the corporate
entity and comply with the periodic reporting requirements of the Securities
Exchange Act of 1934, as amended.  To this end, Mr. Little agreed to
lend the Company up to$50,000 with a maturity period not to exceed two (2) years
from the initial funding date at an interest rate of 6.0% per
annum.  Through September 30, 2009 and 2008, respectively, Mr. Little
has advanced approximately $66,000 under this agreement.  This loan
matured on September 30, 2008.  The Company and Mr. Little intend to
negotiate an extension of the maturity date into some future
period.  At this time, Mr. Little has made no demand for
payment.








Note
G - Income Taxes





The
components of income tax (benefit) expense for each of the years ended September
30, 2009 and 2008 and for the period from July 5, 1989 (date of inception)
through September 30, 2009, are as follows:





(Unaudited)Period
      fromJuly
      5, 1989(date
      of inception)Year
      ended
            
            
            Year
      ended
            
            
            throughSeptember
      30,
            
            
            September
      30,
            
            
            September
      30,2009
            
            
            2008
            
            
            2009Federal:Current
            
            $
            —
            
            
            $
            —
            
            
            $
            —Deferred
            
            
            —
            
            
            
            —
            
            
            
            ——
            
            
            
            —
            
            
            
            —State:Current
            
            
            —
            
            
            
            —
            
            
            
            —Deferred
            
            
            —
            
            
            
            —
            
            
            
            ——
            
            
            
            —
            
            
            
            —Total
            
            $
            —
            
            
            $
            —
            
            
            $
            —





Concurrent
with a September 2006 change in control, the Company has a net operating loss
carryforward for future periods of approximately $95,000.  The
ultimate amount and availability of any future net operating loss carryforwards
may be subject to limitations set forth by the Internal Revenue Code. Factors
such as the number of shares ultimately issued within a three year look-back
period; whether there is a deemed more than 50 percent change in control; the
applicable long-term tax exempt bond rate; continuity of historical business;
and subsequent income of the Company all enter into the annual computation of
allowable annual utilization of the carryforwards.


F-11


TRUEWEST
CORPORATION


(a
development stage company)


Notes
to Financial Statements - Continued


September
30, 2009 and 2008








Note
G - Income Taxes - Continued





The
Company's income tax expense (benefit) for each of the years ended September 30,
2009 and 2008 and for the period from July 5, 1989 (date of inception) through
September 30, 2009, respectively, differed from the statutory federal rate of 34
percent as follows:





(Unaudited)Period
      fromJuly
      5, 1989(date
      of inception)Year
      ended
            
            
            Year
      ended
            
            
            throughSeptember
      30,
            
            
            September
      30,
            
            
            September
      30,2009
            
            
            2008
            
            
            2009Statutory
      rate applied to income before income taxes
            
            $
            (5,000
            )
            
            $
            (15,000
            )
            
            $
            (16,378,000
            )Increase
      (decrease) in income taxes resulting from:State
      income taxes
            
            
            —
            
            
            
            —
            
            
            
            —Other,
      including reserve for deferred tax assetand
      application of net operating loss carryforward
            
            
            5,000
            
            
            
            15,000
            
            
            
            16,378,000Income
      tax expense
            
            $
            —
            
            
            $
            —
            
            
            $
            —





Temporary
differences, consisting primarily of statutory deferrals of expenses for
organizational costs, statutory differences in the depreciable/amortizable lives
for property and equipment and patents and the recognition of expense charges
related to the issuance of warrants, between the financial statement carrying
amounts and tax bases of assets and liabilities give rise to deferred tax assets
and/or liabilities.  As of September 30, 2009 and 2008, respectively,
after taking the September 2006 change in control into
consideration:





September
      30,
            
            
            September
      30,2009
            
            
            2008Deferred
      tax assetsNet
      operating loss carryforwards
            
            $
            20,000
            
            
            $
            15,000Less
      valuation allowance
            
            
            (20,000
            )
            
            
            (15,000
            )Net
      Deferred Tax Asset
            
            $
            —
            
            
            $
            —








Note
H - Common Stock Transactions





On
September 18, 2006, the Company entered into a unit purchase agreement (Unit
Purchase Agreement) to sell 1,000 Units to Glenn A. Little (Little) for $125,000
cash.  Each Unit consisted of 11,100 shares of common stock and 500
common stock purchase warrants or an aggregate of 11,100,000 shares of common
stock and 500,000 common stock purchase warrants.  There were no
commissions or underwriting discounts paid in conjunction with this transaction
and the Company believes that the shares and warrants were exempt from
registration under Section 4(2) of the Securities Act of 1933 as
amended.




The
common stock purchase warrants can be exercised at any time from their issuance
on September 18, 2006 through September 18, 2011 at an exercise price of $0.10
per share.  The Company assigned a value of $5,000 to these
warrants.





On
September 18, 2006, connected with yet separate from the aforementioned Unit
Purchase Agreement, the Company entered into a Share Purchase Agreement with
Dominion, the Company’s then-majority shareholder, whereby the Company purchased
from Dominion 11,975,000 shares of common stock of the Company for a purchase
price of $1.00.  The shares were cancelled upon receipt by the Company
and returned to unissued status.


F-12


TRUEWEST
CORPORATION


(a
development stage company)


Notes
to Financial Statements - Continued


September
30, 2009 and 2008








Note
H - Common Stock Transactions - Continued





On
November 14, 2006, the Company filed a Definitive Schedule 14C - Information
Statement Pursuant to Section 14C of the Securities Exchange Act of 1934 noting
actions to be taken without a meeting upon the written consent of the holders of
a majority of the outstanding shares of the voting capital stock of the
Company.  The actions at this meeting included 1) to reverse split the
currently issued and outstanding common stock (Reverse Split) of the Company on
a 100,000 shares for one (1) share basis, with no stockholder being reversed to
less than a round lot of 100 shares; and 2) to change the Company’s state of
incorporation from Pennsylvania to Nevada.  On January 19, 2006,
shareholders holding a majority of the Company’s common stock voted to rescind
the reverse stock portion of the previous approval.





On June
20, 2007, the Company filed another Preliminary Schedule 14C - Information
Statement Pursuant to Section 14C of the Securities Exchange Act of 1934 noting
the following actions to be taken by the Company’s Board of Directors pursuant
to actions taken by a written consent of a majority of stockholders without
meeting “1. To reverse split the currently issued and outstanding common stock
(the "Common Stock") of the Company on a 12,500 shares for 1 share basis, with
fractional shares paid in cash at the rate of ($.05) cents for each fractional
share and 2. To increase the number of shares the Company is authorized to issue
to 100,000,000 shares of common stock par value $.001 and 50,000,000 shares of
preferred stock par value $.001 to be issued in such services and designations
as determined from time to time by the Board of Directors.





The
Company's Board of Directors initially approved Item No. 1 above on February 28,
2007 and recommended that the Company effect the reverse split of its currently
issued and outstanding Common Stock.  The Board of Directors approved
Item No. 2 above on December 1, 2006 in connection with the Company's change of
domicile from Pennsylvania to Nevada at which time the Company's authorized
capital stock was increased from 40,000,000 shares of common stock par value
$0.01 to 100,000,000 shares of Common Stock par value $0.001 and 50,000,000
shares of Preferred Stock par value $0.001 to be issued in such series and
designations as may be determined by the Board of Directors.  That
approval was adopted at the same time as a proposed 100,000 to 1 reverse split
with fractional shares rounded up to the nearest whole share and no shareholder
rounded to less than a round lot of 100 shares.  The Company’s Board
of Directors decided not to proceed with that reverse split as announced in its
Form 8−K filed on January 19, 2007.  The change in domicile, however,
from Pennsylvania to Nevada was completed and as a result the Company's
authorized capital was increased as stated above.





On or
about December 2, 2008, the Company completed the aforementioned reverse stock
split on the basis of one (1) share for each 12,500 shares issued and
outstanding, with fractional shares paid in cash at the rate of five ($.05)
cents for each fractional share.  This action reduced the number of
issued and outstanding shares from 22,105,051 to 1,596.  The effect of
this action is presented in the accompanying financial statements as of the
first day of the first period presented.





On March
17, 2008, the Company filed a Definitive Schedule 14C - Information Statement
Pursuant to Section 14C of the Securities Exchange Act of 1934 with respect to
the above mentioned 1 for 5 reverse stock split with stockholder’s positions
rounded to the nearest whole share with a contemporaneous 100 for 1 forward
split of the Company’s common stock.  This action became effective
immediately and the effects are reflected in the accompanying financial
statements as of the first day of the first period presented.





As a
result of the aforementioned reverse and forward splits, the Company’s issued
and outstanding shares of common stock went from 22,105,151 to
52,000.





On May 1,
2008, a total of 398,800 warrants, including 367,075 warrants held by Glenn A.
Little, were exercised at a price of $0.10 per share which resulted in the
issuance of 398,800 shares of restricted, unregistered common stock for a gross
proceeds of $39,880.  There were no commissions or underwriting
discounts paid in conjunction with this transaction and the Company believes
that the shares issued upon the exercise of the corresponding warrants were
exempt from registration under Section 4(2) of the Securities Act of 1933, as
amended.


F-13


TRUEWEST
CORPORATION


(a
development stage company)


Notes
to Financial Statements - Continued


September
30, 2009 and 2008











Note
I - Stock Warrants





During
August 2006, the Company reached termination agreements with all holders of the
Company’s Common Stock Warrants and terminated all issued and outstanding
warrants.  As of September 30, 2009 and 2008, respectively, the only
outstanding warrants relate to the aforementioned September 18, 2006 transaction
with Glenn A. Little.





On May 1,
2008, 398,800 warrants were exercised to acquire an equivalent number of
restricted, unregistered shares of common stock for gross proceeds of
$39,880.





Number
      of
            
            
            WeightedWarrant
      shares
            
            
            Average
      PriceBalance
      at October 1, 2007
            
            
            500,000
            
            
            $
            0.10Issued
            
            
            —
            
            
            
            —Exercised
            
            
            (398,800
            )
            
            
            (0.10
            )Expired
            
            
            —
            
            
            
            —Balance
      at September 30, 2008
            
            
            101,200
            
            
            $
            0.10Issued
            
            
            —
            
            
            
            —Exercised
            
            
            —
            
            
            
            —Expired
            
            
            —
            
            
            
            —Balance
      at September 30, 2009
            
            
            101,200
            
            
            $
            0.10














(Remainder
of this page left blank intentionally)














(Signatures
follow on next page)


F-14


SIGNATURES





In accord
with Section 13 or 15(d) of the Securities Act of 1933, as amended, the Company
caused this report to be signed on its behalf by the undersigned, thereto duly
authorized.





Truewest
      CorporationDated:
      October 22, 2009
            By:
            /s/
      Glenn A. LittleGlenn
      A. LittlePresident,
      Sole DirectorChief
      Executive Officer andChief
      Financial Officer




In
accordance with the Securities Exchange Act of 1934, as amended, this report has
been signed below by the following persons on behalf of the Company and in the
capacities and on the date as indicated.




Truewest
      CorporationDated:
      October 22, 2009
              By:
              /s/
      Glenn A. LittleGlenn
      A. LittlePresident,
      Sole DirectorChief
      Executive Officer andChief
      Financial Officer
 25