**U.S.
        SECURITIES AND EXCHANGE COMMISSION**
 **WASHINGTON,
        D.C. 20549**
 
 **FORM
        10-KSB**
 
 (Mark
        One)
 x**ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT OF 1934**
 For
        the
        fiscal year ended: December 31, 2006.
  o**TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE
        ACT**
 For
        the
        transition period from ____________to____________.
  SEC
        File Number: 333-135188
 
 **DRIVER
        PASSPORT INC.**
 (Name
        of
        small business issuer in its charter)
  **North
                    Dakota**
                
                (State
                    or other jurisdiction
                  of
                      incorporation or organization)
              **20-3955577**
                
                (I.R.S.
                  employer
                identification
                    number)
 
 **1168
        12th Street N.E. Grand Forks, ND 58201**
 (Address
        of principal executive offices and zip code)
  **800-743-1824**
 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, $0.01 par
        value
  Check
        whether the issuer (1) filed all reports required to be filed by Section
        13 or
        15(d) of the Exchange Act during the past 12 months (or for such shorter
        period
        that the registrant was required to file such reports), and (2) has been
        subject
        to such filing requirements for the past 90 days. Yes: [X] No: [ ]
  Check
        if
        there is no disclosure of delinquent filers in response to Item 405 of
        Regulation S-B is not contained in this form, and no disclosure will be
        contained, to the best of registrant's knowledge, in definitive proxy or
        information statements incorporated by reference in Part III of the Form
        10-KSB
        or any amendment to this Form 10-KSB [X]
  State
        the
        number of shares outstanding of each of the issuer's classes of common equity,
        as of the latest practicable date: 27,717,000 shares of common stock outstanding
        as of August 8, 2006.
 
 Transitional
        Small Business Disclosure Format (check one): Yes [  ] No [X]
 
 Indicate
        by check mark whether the registrant is a shell company (as defined by Rule
        12b-2 of the Exchange Act). Yes: [X ] No: [  ]
  1
  **TABLE
        OF CONTENTS**
  **Item**
                
                **Page**1
                Description
                    of Business
                4.2
                Description
                    of Properties
                7.3
                Legal
                    Proceedings
                8.4
                Submission
                    of Matters to a Vote of Security Holders
                8.**PART
                    II**5
                Market
                    for Common Equity and Related Stockholder Matters
                86
                Plan
                    of Operation
                107
                Financial
                    Statements
                128
                Changes
                    In and Disagreements With Accountants on Accounting and Financial
                    Disclosure
                138A
                Controls
                    and Procedures
                138B
                Other
                    Information
                13**PART
                    III**9
                Directors,
                    Executive Officers, Promoters and Control Persons; Compliance
                    with Section
                    16(a) of the Exchange Act
                1310
                Executive
                    Compensation
                1411
                Security
                    Ownership of Certain Beneficial Owners and Management and Related
                    Stockholder Matters
                1412
                Certain
                    Relationships and Related Transactions
                1513
                Exhibits
                1514
                Principal
                    Accountant Fees and Services
                18Signatures
                19
  2
  FORWARD-LOOKING
        STATEMENTS
  Information
        included or incorporated by reference in this filing may contain
        forward-looking statements within the meaning of Section 27A of the Securities
        Act and Section 21E of the Exchange Act. This information may involve
        known and unknown risks, uncertainties and other factors which may cause our
        actual results, performance or achievements to be materially different from the
        future results, performance or achievements expressed or implied by any forward-looking
        statements. Forward-looking statements, which involve assumptions
        and describe our future plans, strategies and expectations, are generally
        identifiable by use of the words "may," "will," "should," "expect," "anticipate,"
        "estimate," "believe," "intend" or "project" or the negative of these
        words or other variations on these words or comparable terminology.
  This
        filing contains forward-looking statements, including statements regarding,
        among other things, (a) Driver Passport’s projected sales and profitability,
        (b) Driver Passport’s growth strategies, (c) anticipated trends in Driver
        Passport’s industry, (d) and Driver Passport’s future financing plans . These
        statements may be found under "Management's Discussion and Analysis or Plan
        of
        Operation" and "Description of Business," as well as in this filing generally.
        Actual events or results may differ materially from those discussed in
        forward-looking statements
        as a result of various factors. In light of these risks and uncertainties,
        there can be no assurance that the forward-looking statements contained
        in this filing will in fact occur. In addition to the information expressly
        required to be included in this filing, Driver Passport will provide such further
        material information, if any, as may be necessary to make the required statements,
        in light of the circumstances under which they are made not misleading.
  3
  **Part
        I**


ITEM
          1 -
          DESCRIPTION OF BUSINESS
  Business
        Development
  Driver
        Passport, LLC., was incorporated as a limited liability company in North
        Dakota
        on October 12, 2004. On January 1, 2006, Driver Passport, Inc., a newly formed
        North Dakota corporation acquired the DriverPassport.com website together
        with
        all tangible and intellectual property rights and all other assets owned
        by the
        LLC for 25,500,000 shares of common stock of Driver Passport, Inc. On January
        2,
        2006, the LLC was dissolved, and the shares of stock were conveyed to the
        LLC's
        sole member, Mr. Randy Brown, our president.
  Our
        address is 1168 12th Street N.E., Grand Forks, ND 58201 and our telephone
        number
        is 800-743-1824.
  We
        are:
 
 ·
              a
                  development stage;·
              that
                  has no operating history; and·
              has
                  earned no revenues.
 
 Since
        our
        inception, we have devoted our activities to the following:
 
 ·
              Developing
                  our business plan·
              Obtaining
                  our products·
              Determining
                  the market for the services we intend to offer on our
                  website·
              Developing
                  a marketing plan.
  Driver
        Passport
 
 We
        are a
        real-time, internet, driver security program allowing shippers to verify
        and
        validate the driver prior to loading cargo. We provide an online system with
        photo, driver license and transport equipment verification that provides
        one
        more check for shippers prior to loading their cargo.
  4
  Driver
        Passport is designed to provide quick and easy verification for client companies
        shipping with participating carriers. Our website is available 24 hours per
        day,
        365 days per year.
 
 Client
        companies apply for participation in Driver Passport. Once the account is
        activated, the client administrator creates the user records, driver files,
        site
        files and site specific security requirements. Driver Passport issues badge
        numbers and generates the driver badges based upon the driver files entered
        into
        the system.
 
 Drivers
        are assigned Driver Passport Identification Badges with individual
        identification numbers. These numbers, the driver’s photo and other pertinent
        driver information are maintained in a web-based security system as on *online* verification badge. The shipper and receiver not only has a second photo
        identification card supplementing the driver’s license, but this form of
        identification can be verified instantly on the Driver Passport
        website.
 
 In
        addition to verifying the driver’s identity, the program shows the driver’s
        current operating endorsements, tractor, and trailer number.
 
 Updates
        to the Driver Passport site are immediate and real-time Tractor and trailer
        information, order information and site access is updated
        instantaneously.
 
 Client
        companies will pay an annual membership fee. Transportation companies will
        also
        pay monthly per-driver fees in addition to annual membership. This encourages
        client administrators to review their active driver files and inactivate
        any
        drivers no longer employed.
 
 We
        anticipate our pricing will be as follows:
  ***Shipping
          and Receiving Pricing -*** Annual
          Membership (up to 25 users per site)
 Tiered
          pricing:
 1-10
                    sites
                $500.00/each11-20
                    sites
                $450.00/each21-30
                    sites
                $350.00/each31-40
                    sites
                $225.00/each41
                    plus sites
                $130.00/each
 A
‘Site’
        is a physical location and could be a production facility, warehouse, terminal
        or corporate office. Sites allow customized security protocol for users at
        specific locations.
  ***Transport
        Company Pricing -*** Annual
        Membership (up to 25 users per site)
 Tiered
        pricing:
 1-10
                  sites
              $500.00/each11-20
                  sites
              $450.00/each21-30
                  sites
              $350.00/each31-40
                  sites
              $225.00/each41
                  plus sites
              $130.00/each
 
 5
  A
‘Site’
        is a physical location and could be a production facility, warehouse, terminal
        or corporate office. Sites allow customized security protocol for users at
        specific locations.
  ***Driver
        Passport Inc. Badges (Initial issue)***
 Tiered
        pricing:
 1-5,000
                  drivers
              $20.00/driver5,001-10,000drivers
              $15.00/driver10,001
                  plus drivers
              $10.00/driver
 
 ***Replacement
        badges:***
 $20.00/each
                  plus shipping and handling
 
 ***Monthly
        Driver Charge***
 Tiered
        pricing:
 1-5,000
                  drivers
              $1.00/driver/month5,001-10,000
                  drivers
              $0.80/driver/month10,001
                  or more drivers
              $0.70/driver/month
  Planned
        Marketing and Distribution
 
 Driver
        Passport Inc. targeted markets include chemical, food, and pharmaceutical
        transporters and facilities. The Department of Transportation (DOT) implemented
        stricter security requirements for all production, warehouse and transporters
        of
        hazardous materials. Regulations surrounding hazmat chemical security were
        written into HM232 and have been adopted within 49CFR. These regulations
        affect
        agricultural, industrial and fine chemicals. FDA, USDA and DHS recognize
        terrorism risk for food and pharmaceutical industries and are beginning
        increased security requirements for producers, warehouses and transporters
        of
        food and pharmaceutical products.
 
 We
        intend
        to sell initially in the US and in Canada.
 
 Competition
 
 We
        compete with many other companies selling transportation security systems.
        Some
        of our competitors are more established and have substantially greater resources
        us. We do not yet compete in this market.
  *Biometric
        technology.* Not
        every shipping and/or receiving location will have the biometric readers,
        primarily due to the cost, which will make difficult seamless security
        throughout the supply chain. With the recent additional costs facing
        transportation companies, i.e. fuel costs, criminal background checks, and
        driver availability, we believe transportation companies cannot afford to
        expend
        large sums of cash for hardware. Transportation companies also cannot afford
        not
        to take transportation security seriously.
  6
 
 *Global
        Positioning Systems.* Global
        Positioning Systems are expensive and operate in a reactive manner by tracing
        errant equipment after an emergency has occurred. Driver Passport allows
        for a
        pro-active approach to security. The driver is verified prior to loading
        or
        unloading the transport equipment. Validation occurs prior to
        shipping.
 
 Driver
        Passport intends to compete by offering a system that is reasonably priced,
        easy
        to use, and available to anyone with internet access. Because it is easily
        accessible, with no capital expenditure requirement, and user friendly, Driver
        Passport would be readily available and could be used throughout the supply
        chain maintaining seamless security.
  Employees
 
 We
        have
        the following employees:
 
 *Full
        time:*
 Management
        - 2
 Sales
        -
        1
 
 *Part
        time:*
 Sales
        -
        1


**ITEM 2
        - DESCRIPTION OF PROPERTY**
  We
        currently rent the following property:
 
 ·
              Address:
                  City/State/Zip: 1168 12thSt
                  NE Grand Forks, ND 58201·
              Number
                  of Square Feet: 1500·
              Name
                  of Landlord: Dakota Fusion·
              Term
                  of Lease: Annual, expiring 12/31/07·
              Monthly
                  Rental: $550·
              Is
                  adequate for current needs
 
 We
        do not
        intend to renovate, improve, or develop properties. We are not subject to
        competitive conditions for property and currently have no property to insure.
        We
        have no policy with respect to investments in real estate or interests in
        real
        estate and no policy with respect to investments in real estate mortgages.
        Further, we have no policy with respect to investments in securities of or
        interests in persons primarily engaged in real estate activities.
  7
 
 **ITEM
        3 - LEGAL PROCEEDINGS**
  Mr.
          Brown
          and his affiliates Capital Harvest, Inc., AGSCO, Inc. and Ag-Supplier.com,
          Inc.
          were involved in business litigation with John D. Erickson, Richard Dregseth
          and
          Jon Ramsey District Court of Northeast Judicial District state of North
          Dakota
          located in Grand Forks, North Dakota. In one action, John D. Erickson,
          Richard
          Dregseth and Jon Ramsey alleged Mr. Brown and his affiliates failed to
          give them
          a promised share of the business of Capital Harvest, Inc, which was to
          be a
          captive finance company. In the second action, Mr. Brown’s affiliates seeked
          injunctive relief to keep three individual defendants from using proprietary
          material and for damages in relation to the use of the certain proprietary
          material.
 The
          law
          suits went t o
          a jury
          trial on November 28, 2006. The trial lasted seven days and on December
          6, the
          jury delivered a verdict, where it
          found
          that Randy Brown was not liable to the plaintiffs for either of their claims.
          The plaintiffs have appealed their case to the North Dakota Supreme Court
          to be
          heard sometime in the late spring early summer
          of
          2007.
  **ITEM
        4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS**
 
 None
  **Part
        II**
  **ITEM
        5 -** **MARKET
        FOR THE COMPANY’S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS**
  **A.
          Market Information**
  Our
        Common Stock presently trades on the NASD OTC Bulletin Board under the symbol
        "DPSS.OB."
  As
        of
        December 31, 2006, we had 27,717,000 outstanding shares of Common Stock, $.001 par value. As of December 31, 2006,
        we
        had outstanding 5,000 shares of Preferred Stock. ("Series A Preferred
        Stock").
  The
        following table sets forth certain information with respect to the high and
        low
        market prices of our common stock for the fiscal years ended December 31,
        2006:
  **Year**
              **Period**
              **High**
              **Low**Fiscal
                  Year 2006
              10/1/06
                    - 12/31/06
              $.25
              $.05
  The
        closing price of our Common Stock on December 31, 2006 was $0.25.
  8
  The
        high
        and low prices are based on the average bid and ask prices for our Common
        Stock
        as reported by the OTC Bulletin Board. Such prices are inter-dealer prices
        without retail mark-ups, mark-downs or commissions and may not represent
        actual
        transactions.
  Trades
        of our Common Stock may be subject to Rule 15g-9 of the SEC, which rule imposes
        certain requirements on broker/dealers who sell securities subject to the
        rule
        to persons otherthan established customers and accredited investors. For
        transactions covered by the rule, broker/dealers must make a special suitability
        determination for purchasers of the securities and receive the purchaser’s
        written agreement to the transaction prior to sale. The SEC also has rules
        that
        regulate broker/dealer practices in connection
        with transactions in "penny stocks." Penny stocks generally are equity
        securities with a price of less than $5.00 (other than securities registered
        on
        certain national securities exchanges or quoted on the NASDAQ system, provided
        that current price and volume information with respect to transactions in
        that
        security is provided by the exchange or system). If the Company’s Common Stock
        is deemed to be penny stock, trading in the shares will be subject to additional
        sales practice requirements on broker/dealers who sell penny stock to persons
        other than established customers and accredited investors. "Accredited
        investors" are persons with assets in excess of $1,000,000 or annual income
        exceeding $200,000 or $300,000 together with their spouse. The penny stock
        rules
        require a broker/dealer, prior to a transaction in a penny stock not otherwise
        exempt from the rules, to deliver a standardized risk disclosure document
        prepared by the SEC that provides information about penny stocks and the
        nature
        and level of risks in the penny stock market. The broker/dealer also must
        provide the customer with current bid and offer quotations for the penny
        stock,
        the compensation of the broker/dealer and its salesperson in the transaction,
        and monthly account statements showing the market value of each penny stock
        held
        in the customer’s account. The bid and offer quotations, and the broker/dealer
        and salesperson compensation information, must be given to the customer orally
        or in writing prior to effecting the transaction and must be given to the
        customer in writing before or with the customer’s confirmation. These disclosure
        requirements have the effect of reducing the level of trading activity in
        the
        secondary market for our Common Stock. As a result of these rules, investors
        may
        find it difficult to sell their shares.
  **B.
          Holders**
  Records
        of our stock transfer agent indicate that as of December 31, 2006, we had
        52
        record holders of our Common Stock. Since a significant number of our shares
        are
        held by financial institutions in "street name" it is likely that we have
        significantly more stockholders than indicated above. We estimate that we
        have
        approximately 75 beneficial owners, including such shares held in "street
        name."
  **C.
          Dividends**
  Currently
        we do not pay cash dividends and we intend to retain future earnings to support
        our growth. We do not anticipate paying any cash dividends in the foreseeable
        future.
  **D.
          Recent Sales of Unregistered Securities**
 
 None.
  9
  **ITEM
        6 -** **PLAN
        OF OPERATION**
  **Critical
        Accounting Policies and Estimates:**
  Our
        financial statements have been prepared in accordance with accounting principles
        generally accepted in the United States of America. The preparation of these
        financial statements requires us to make significant estimates and judgments
        that affect the reported amounts of assets, liabilities, revenues, expenses
        and
        related disclosure of contingent assets and liabilities. We evaluate our
        estimates, including those related to contingencies, on an ongoing basis.
        We
        base our estimates on historical experience and on various other assumptions
        that are believed to be reasonable under the circumstances, the results of
        which
        form the basis for making judgments about the carrying values of assets and
        liabilities that are not readily apparent from other sources. Actual results
        may
        differ from these estimates under different assumptions or
        conditions.
 
 We
        believe the following critical accounting policies, among others; involve
        the
        more significant judgments and estimates used in the preparation of our
        consolidated financial statements.
  **Information
        Relating To Forward-Looking Statements**
  *When
        used in this Annual Report on Form 10-KSB, the words "may," "will," "expect,"
        "anticipate," "continue," "estimate," "intend," "plans", and similar expressions
        are intended to identify forward-looking statements within the meaning of
        Section 27A of the Securities Act of 1933 and Section 21E of the Securities
        Exchange Act of 1934 regarding events, conditions and financial trends which
        may
        affect the Company’s future plans of operations, business strategy, operating
        results and financial position. Such statements are not guarantees of future
        performance and are subject to risks and uncertainties and actual results
        may
        differ materially from those included within the forward-looking statements
        as a
        result of various factors. Such factors include, among others:* ***(*** *i)
        the Company’s ability to obtain additional sources of capital to fund continuing
        operations; in the event it is unable to timely generate revenues (ii) the
        Company’s ability to retain existing or obtain additional licensees who will act
        as distributors of its products; (iii) the Company’s ability to obtain
        additional patent protection for its technology; and (iv) other economic,
        competitive and governmental factors affecting the Company’s operations, market,
        products and services. Additional factors are described in the Company’s other
        public reports and filings with the Securities and Exchange Commission. Readers
        are cautioned not to place undue reliance on these forward-looking statements,
        which speak only as of the date made. The Company undertakes no obligation
        to
        publicly release the result of any revision of these forward-looking statements
        to reflect events or circumstances after the date they are made or to reflect
        the occurrence of unanticipated events.*
  General
 
 We
          are a
          real-time, internet, driver security program allowing shippers to verify
          and
          validate the driver prior to loading cargo. We provide an online system
          with
          photo, driver license and transport equipment verification that provides
          one
          more check for shippers prior to loading their cargo.
  10
 We
            are:
 
 ·
                  a
                      development stage;·
                  that
                      has no operating history; and·
                  has
                      earned no revenues.
 Since
          our
          inception, we have devoted our activities to the following:
 
 ·
                Developing
                    our business plan·
                Obtaining
                    our products·
                Determining
                    the market for the services we intend to offer on our
                    website·
                Developing
                    a marketing plan.
  Plan
          of Operations
  Our
          proposed plan of operations involves the following:
  **Event**
                **Actions**
                **Lead
                    Time**
                **Itemized
                    estimated cost**Customized
                    enhancement of driver validation screen.
                Additional
                    verification field to include driver pickup or load reference
                    number.
                One
                    week from first client contract.
                Contracted
                    IT labor. 10 hours @ $80/hr billable rate. Total estimated cost
                    of**$800**.Testing
                    of Load Reference field before broad customer release.
                Active
                    testing of field and potential negative impact on
                    software.
                One
                    week dedicated testing from completion of field creation.
                Contracted
                    IT labor. 15 hours @ $80/hr billable rate. Total estimated cost
                    of**$1,200**.Addition
                    of upgraded badge printer allowing for hologram technology on
                    badges.
                Faster
                    badge printer will be necessary to expedite client badge
                    shipments.
                Six
                    weeks from closure of first recorded sales month.
                Contracted
                    IT labor. 10 hours @ $80/hr billable rate. Labor cost $800. Estimated
                    cost
                    of badge printer, software and shipping $10,000. Total:**$10,800**Research
                    potential program and business expansion to offer driver hiring
                    research
                    services such as: criminal background check, reference checks,
                    MVR
                    verification, credit history research.
                Research
                    contractors providing various services, negotiate terms, create
                    business
                    plan and SOP's, evaluate benefits of incorporating business model
                    into
                    DPP.
                Six
                    months after initial sales commence.
                Internal
                    management resources to research contractors, create business
                    model and
                    evaluate potential. 20 hours at $125 hourly rate.**$2,500**estimated research cost.Creation
                    of online 'Click for Help' queries for customers.
                Create
                    individual field 'help' descriptive screens.
                Two
                    month lead time from closure of first year.
                Contracted
                    IT labor. 120 hours @ $80/hr billable rate. Total estimated cost**$9,600**.
                    Should provide additional on-line support, reducing need for
                    additional IT
                    and customer service support staff.
  11
  We
          entered into an unsecured promissory note with Mr. Brown in a maximum amount
          of
          $500,000, due on demand. Mr. Brown has charged the Company interest at
          the prime
          rate (8.25% as of December 31, 2006). Interest is calculated on a monthly
          basis
          on the principal balance owing on the first day of the month. The balance
          as of
          December 31, 2006 is $173,421 which includes accrued interest of
          $7,652.
  Until
          financing described below has been received, all our costs, which we will
          incur
          irrespective of our business development activities, including bank service
          fees
          and those costs associated with on-going SEC reporting requirements, estimated
          to be less than $10,000
          per quarter, will be funded as a loan from management, to the extent that
          funds
          are available to do so. Management has advanced $40,278 of our operating
          expenses as of December
          31, 2006. The obligation to repay these funds is not reflected in any
          written note, bears no interest and is due upon demand. Management is not
          obligated to provide these or any other funds. If we fail to meet these
          requirements, we will be unable to secure a qualification for quotation
          of our
          securities on the over the counter bulletin board, or if we have secured
          a
          qualification, may lose the qualification and our securities would no longer
          trade on the over the counter bulletin board. Further, if we fail to meet
          these
          obligations and as a consequence we fail to satisfy our SEC reporting
          obligations, investors will now own stock in a company that does not provide
          the
          disclosure available in quarterly and annual reports filed with the SEC
          and
          investors may have increased difficulty in selling their stock as we will
          be
          non-reporting.
  We
          will
          need to secure a minimum of approximately $50,000 in funds to finance
          development of our business in the next 12 months, which funds will be
          used for
          product development and sales and marketing. However in order to become
          profitable we may still need to secure additional debt or equity funding.
          We
          hope to be able to raise additional funds from an offering of our stock
          in the
          future. However, this offering may not occur, or if it occurs, may not
          raise the
          required funding. We do not have any plans or specific agreements for new
          sources of funding, except for the anticipated loans from management as
          described below,
          or
          any planned material acquisitions.
 We
            are a
development
            stage companythat as of December 31, 2006, had no cash on hand. We incurred
            a net loss for the year endedDecember 31, 2006 of $214,309.
  We
            did
            raise $39,900 in cash from a private offering of our shares in June 2006.
            In
            order to commence operations and become profitable we will need to secure
            additional debt or equity funding. We have no source of other funding
            identified. We also hope to be able to raise additional funds from an
            offering
            of our stock in the future. We have no agreements, commitments or understandings
            in place concerning this type of offering. This offering may not occur,
            or if it
occurs, may not raise the required funding.
 
 Our
            ability to continue as a going concern is dependent on our ability to
            raise
            funds to implement our planned development; however we may not be able
            to raise
            sufficient funds to do so. Our independent auditors have indicated that
            there is
            substantial doubt about our ability to continue as a going concern over
            the next
            twelve months. Our poor financial condition could inhibit our ability
            to achieve
            our business plan. Because we have not commenced operations, an investor
            cannot
            determine if we will ever become profitable.
 **ITEM
              7 -** **FINANCIAL
              STATEMENTS**
  Financial
              statements are included under Item 13(A) and may be found at pages
              F-1 -
              F-15.
  12
 
 **ITEM
        8 -** **CHANGES
        IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
        DISCLOSURE**
 **ITEM
          8A. CONTROLS AND PROCEDURES**
 
 The
          Corporation maintains controls and other procedures that are designed to
          ensure
          that information required to be disclosed by the issuer in the reports
          that it
          files or submits under the Act (15 U.S.C. 78a *et
          seq.* )
          is
          recorded, processed, summarized and reported, within the time periods specified
          in the Commission's rules and forms. Disclosure controls and procedures
          include,
          without limitation, controls and procedures designed to ensure that information
          required to be disclosed by an issuer in the reports that it files or submits
          under the Act is accumulated and communicated to the issuer's management,
          including its principal executive and principal financial officers, or
          persons
          performing similar functions, as appropriate to allow timely decisions
          regarding
          required disclosure. At the end of the period covered by this Annual Report,
          we
          carried out an evaluation, under the supervision and with the participation
          of
          our management, including its Chief Executive Officer, of the effectiveness
          of
          the design and operation of our disclosure controls and procedures. Based
          upon
          the foregoing, our Chief Executive Officer concluded that, as of December
          31,
          2006, our disclosure controls and procedures were effective to ensure that
          the
          information required to be disclosed in the Company's Exchange Act reports
          was
          recorded, processed, summarized and reported on a timely basis.
  **ITEM
          8B. OTHER INFORMATION**
  None
 **ITEM
        9 -** **DIRECTORS,
        EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION
        16(a)
        OF THE EXCHANGE ACT**
  **A.
        Identification of Executive Officers and Directors**
  The
        Company’s Board of Directors currently consists of one director. Set forth below
        is certain information regarding our directors and key executive
        officers.
 
 **DIRECTORS,
        EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL PERSONS**
  The
        board
        of directors elects our executive officers annually. A majority vote of the
        directors who are in office is required to fill vacancies. Each director
        shall
        be elected for the term of one year, and until his successor is elected and
        qualified, or until his earlier resignation or removal. Our directors and
        executive officers are as follows:
  **Name**
              **Age**
              **Position**Randy
                  Brown
              47
              President,
                  CEO and Director
 
 Mr.
        Brown
        joined us in January 2006. He has been Vice President Of AGSCO Inc., an
        Agricultural Supply Company since March 1997, and previously served as president
        from April 1997. He has been CEO of Ag Depot, Inc., also an agricultural
        supply
        company.
  13
 
 **Compensation
        of Directors**
  None
 
 **Compliance
          With Section 16(a) of the Exchange Act**
 
 Section 16(a)
          of the Securities Exchange Act requires our executive officers and directors
          and
          person who own more than 10% of our common stock to file reports regarding
          ownership of and transactions in our securities with the Securities and
          Exchange
          Commissioner and to provide us with copies of those filings. Based solely
          on our
          review of the copies received by or a written representation from certain
          reporting persons we believe that during fiscal year ended December 31,
          2006, we
          believe that all eligible persons are in compliance with the requirements
          of
          Section 16(a).
 **ITEM
        10 -** **EXECUTIVE
        COMPENSATION**
  Summary
        Compensation Table
  The
        table
        below shows certain compensation information for services rendered in all
        capacities for the fiscal years ended December 31, 2005 and 2006. Other than
        as
        set forth herein, no executive officer’s salary and bonus exceeded $100,000 in
        any of the applicable years. The following information includes the dollar
        value
        of base salaries, bonus awards, the number of stock options granted and certain
        other compensation, if any, whether paid or deferred.
  **Annual
                  Compensation**
              
              **Long
                  Term**
                **Compensation****Name
                  and Principal Position**
              
              **Fiscal
                  Year Ended**
                **December
                  31**
              
              **Salary
                  ($)**
              
              **Bonus
                  ($)**
              
              **Options/SARS
                  (#)**Randy
                  Brown
              
              
              2006
              
              
              0
              
              
              0
              
              
              0President,
                  CEO and Director
              
              
              2005
              
              
              0
              
              
              0
              
              
              0
 
 Employment
        Agreements
  We
        have
        no employment agreements with our executive officers.
 14
  **ITEM
        11 -** **SECURITY
        OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT**
  The
        following table sets forth, as of December 31, 2006, the number and percentage
        of shares of Common Stock of the Company, owned of record and beneficially,
        by
        each person known by the Company to own 5% or more of such stock, each director
        of the Company, and by all executive officers and directors of the Company,
        as a group:
  **Name
                  and Address**
              
              **Amount
                  of**
                **Beneficial
                  Ownership (1)**
              
              **Percent
                  of**
                **Beneficial
                  Ownership (2)**Randy
                  Brown
              
              
              25,500,000
              
              
              94%5427
                  12thStreet SFargo,
                  ND 58104
  **ITEM
        12 -** **CERTAIN
        RELATIONSHIPS AND RELATED TRANSACTIONS**
  **CERTAIN
        RELATIONSHIPS AND RELATED TRANSACTIONS**
 We
          entered into an unsecured promissory note with Mr. Brown in a maximum amount
          of
          $500,000, due on demand. Mr. Brown has charged the Company interest at
          the prime
          rate (8.25% as of December 31, 2006). Interest is calculated on a monthly
          basis
          on the principal balance owing on the first day of the month. The balance
          as of
          December 31, 2006 is $173,421 which includes accrued interest of
          $7,652.
  Driver
          Passport LLC entered into a note payable with Mr. Brown for the payment
          of all
          the costs that Driver Passport LLC incurred for software development and
          start
          up costs. The member charged prime rate (7.00% at December 31, 2005 and
          5.25% at
          December 31, 2004) on all amounts owed by Driver Passport LLC. The note
          was
          dated January 1, 2005, and interest was assessed monthly based on the principal
          balance owing as of the last day of the month. On December 31, 2005, Mr.
          Brown
          converted these amounts to contributed capital. Driver Passport LLC had
          no
          amounts outstanding on December 31, 2005 to Mr. Brown.
 Except
        as
        set forth above, we have not entered into any material transactions with
        any
        director, executive officer, and promoter, beneficial owner of five percent
        or
        more of our common stock, or family members of such persons.


**ITEM
      13 - EXHIBITS, LIST AND REPORTS ON FORM 8-K**




A.
              Financial
                  Statements filed as part of this
                  Report:


15
 **DRIVER
              PASSPORT, INC.**
 **(A
              DEVELOPMENT STAGE COMPANY)**
 **FINANCIAL
              STATEMENTS**
 **FOR
              THE YEARS ENDED DECEMBER 31, 2006 AND 2005**
 16
   **INDEX
                  TO FINANCIAL STATEMENTS**
  **Page**Report
                            of Independent Registered Public Accounting Firm
                        F-1Balance
                            Sheets as of December 31, 2006 and 2005
                        F-2Statements
                            of Operations for the Years Ended December 31, 2006 and
                            2005
                        F-3Statement
                            of Changes in Stockholders’ Equity for the Years Ended December 31, 2006
                        F-4Statements
                            of Cash Flows for the Years Ended December 31, 2006 and
                            2005
                        F-5Notes
                            to Financial Statements
                        F-6
                            to F-15
 17
  **REPORT
          OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**
 
 To
          the
          Directors of
 Driver
          Passport, Inc.
 (A
          Development Stage Company)
 Grand
          Forks, ND
 
 I
          have
          audited the accompanying balance sheets of Driver Passport, Inc. (the “Company”)
          (a development stage company) as of December 31, 2006 and 2005, and the
          related
          statements of operations, changes in stockholders’ equity and cash flows for the
          years then ended and for the period October 12, 2004 (inception) through
          December 31, 2006 for the statements of operations, stockholders’ equity and
          cash flows. These financial statements are the responsibility of management.
          My
          responsibility is to express an opinion on these financial statements based
          on
          my audits.
 
 I
          conducted my audits in accordance with the standards established by the
          Public
          Company Accounting Oversight Board (United States). Those standards require
          that
          I plan and perform the audits to obtain reasonable assurance about whether
          the
          financial statements are free of material misstatement. An audit includes
          examining, on a test basis, evidence supporting the amounts and disclosures
          in
          the financial statements. An audit also includes assessing the accounting
          principles used and significant estimates made by management, as well as
          evaluating the overall financial statement presentation. I believe that
          my
          audits provide a reasonable basis for my opinion.
 
 The
          accompanying financial statements have been prepared assuming the Company
          will
          continue as a going concern. As discussed in Note 7 to the financial statements,
          the Company has just begun operations, and is currently developing its
          business.
          The Company has incurred losses in its first few years of operations, and
          has a
          working capital deficiency. These factors raise substantial doubt about
          its
          ability to continue as a going concern. Management’s operating and financing
          plans in regards to these matters are also discussed in Note 7. The financial
          statements do not include any adjustments that might result from the outcome
          of
          these uncertainties.
 
 In
          my
          opinion, the financial statements referred to above present fairly, in
          all
          material respects, the financial position of Driver Passport, Inc. (a
          development stage company) as of December 31, 2006 and December 31, 2005,
          and
          the results of its operations, and cash flows for the years then ended
          in
          conformity with U.S. generally accepted accounting principles.
 
 /s/*******MICHAEL
          POLLACK, CPA***
 MICHAEL
          POLLACK, CPA
 Cherry
          Hill, New Jersey
 
 March
          8,
          2007
  F-1
  **DRIVER
          PASSPORT, INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **BALANCE
          SHEETS**
 **DECEMBER
          31, 2006 AND 2005**
  **2006**
                
                **2005****ASSETS****CURRENT
                    ASSETS**Cash
                    and cash equivalents
                
                $
                -
                
                $
                -**Total
                    Current Assets**
                
                
                -
                
                
                -Fixed
                    assets, net of depreciation
                
                
                859
                
                
                -**OTHER
                    ASSETS**Software
                    development, net of amortization
                
                
                11,400
                
                
                14,250**TOTAL
                    ASSETS**
                
                $
                12,259
                
                $
                14,250**LIABILITIES
                    AND STOCKHOLDERS’ EQUITY (DEFICIT)****CURRENT
                    LIABILITIES**Current
                    portion of notes payable
                
                $
                173,421
                
                $
                -Accounts
                    payable and accrued expenses
                
                
                7,500
                
                
                44,000Bank
                    overdraft
                
                
                -
                
                
                3**Total
                    Current Liabilities**
                
                
                180,921
                
                
                44,003**TOTAL
                    LIABILITIES**
                
                
                180,921
                
                
                44,003**STOCKHOLDERS’
                    EQUITY (DEFICIT)**Preferred
                    stock, $.001 par value, 10,000,000 shares
                
                
                -
                
                
                -authorized,
                    no shares issued and outstandingCommon
                    stock, $.001 par value, 50,000,000 sharesauthorized,
                    27,717,000 and 25,500,000 sharesissued
                    and outstanding
                
                
                27,717
                
                
                25,500Additional
                    paid-in capital
                
                
                73,183
                
                
                -Accumulated
                    deficit
                
                
                (269,562
                )
                
                (55,253
                )**Total
                    Stockholders’ Equity (Deficit)**
                
                
                (168,662
                )
                
                (29,753
                )**TOTAL
                    LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)**
                
                $
                12,259
                
                $
                14,250
  ***The
            accompanying notes are an integral part of the financial
            statements.***
 F-2
  **DRIVER
          PASSPORT, INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **STATEMENTS
          OF OPERATIONS**
 **FOR
          THE YEARS ENDED DECEMBER 31, 2006 AND 2005**
 
 **October
                    12, 2004****Through****2006**
                
                **2005**
                
                **December
                    31, 2006****OPERATING
                    REVENUES**Revenues
                
                $
                -
                
                $
                -
                
                $
                -**OPERATING
                    EXPENSES**General
                    and administrative expenses
                
                
                203,592
                
                
                155,968
                
                
                360,198Depreciation
                    and amortization
                
                
                3,065
                
                
                750
                
                
                3,815**Total
                    Operating Expenses**
                
                
                206,657
                
                
                156,718
                
                
                364,013**(LOSS)
                    BEFORE OTHER (EXPENSE)**
                
                
                (206.657
                )
                
                (156,718
                )
                
                (364,013
                )**OTHER
                    (EXPENSE)**Interest
                    expense
                
                
                (7,652
                )
                
                (2,576
                )
                
                (10,230
                )**Total
                    Other (Expense)**
                
                
                (7,652
                )
                
                (2,576
                )
                
                (10,230
                )**NET
                    LOSS**
                
                $
                (214,309
                )
                $
                (159,294
                )
                $
                (374,243
                )**LOSS
                    PER SHARE**
                
                $
                (0.01
                )
                $
                (0.01
                )**WEIGHTED
                    AVERAGE NUMBER OF****SHARES
                    OUTSTANDING**
                
                
                27,125,070
                
                
                25,500,000
 
 
 ***The
          accompanying notes are an integral part of the financial
          statements.***
 F-3
  **DRIVER
          PASSPORT, INC.**
 **STATEMENT
          OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)**
 **FOR
          THE YEAR ENDED DECEMBER 31, 2006**
  **Additional****Preferred**
                
                **Par**
                
                **Common**
                
                **Par**
                
                **Paid-in**
                
                **Accumulated****Shares**
                
                **Value**
                
                **Shares**
                
                **Value**
                
                **Capital**
                
                **(Deficit)**
                
                **Total**Balance,
                    January 1, 2006
                
                
                -
                
                $
                -
                
                
                -
                
                $
                -
                
                $
                -
                
                $
                (55,253
                )
                $
                (55,253
                )Shares
                    issued for acquisition
                
                
                -
                
                
                -
                
                
                25,500,000
                
                
                25,500
                
                
                -
                
                
                -
                
                
                25,500Shares
                    issued for cash
                
                
                -
                
                
                -
                
                
                1,197,000
                
                
                1,197
                
                
                38,703
                
                
                -
                
                
                39,900Shares
                    issued for services
                
                
                -
                
                
                -
                
                
                1,020,000
                
                
                1,020
                
                
                32,980
                
                
                -
                
                
                34,000Contributed
                    capital
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                1,500
                
                
                -
                
                
                1,500Net
                    loss for the year
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                (214,309
                )
                
                (214,309
                )Balance,
                    December 31, 2006
                
                
                -
                
                
                -
                
                
                27,717,000
                
                $
                27,717
                
                $
                73,183
                
                $
                (269,562
                )
                $
                (168,662
                )
 
  ***The
          accompanying notes are an integral part of the financial
          statements.***
 F-4
  **DRIVER
          PASSPORT, INC.**
 **STATEMENTS
          OF CASH FLOWS**
 **FOR
          THE YEARS ENDED DECEMBER 31, 2006 AND 2005**
 
 **October
                    12, 2004****Through****2006**
                
                **2005**
                
                **December
                    31, 2006****CASH
                    FLOWS FROM OPERATING ACTIVITIES**Net
                    loss
                
                $
                (214,309
                )
                $
                (159,294
                )
                $
                (374,243
                )**Adjustments
                    to reconcile net income to net cash****(used
                    in) operating activities:**Depreciation
                    and amortization
                
                
                3,065
                
                
                750
                
                
                3,815Shares
                    issued for services
                
                
                34,000
                
                
                -
                
                
                34,000**Changes
                    in assets and liabilities**Increase
                    (decrease) in accounts payable and accrued expenses
                
                
                (36,500
                )
                
                44,000
                
                
                7,500Total
                    adjustments
                
                
                565
                
                
                44,750
                
                
                45,315**Net
                    cash (used in) operating activities**
                
                
                (213,744
                )
                
                (114,544
                )
                
                (328,928
                )**CASH
                    FLOWS FROM INVESTING ACTIVITIES**Acquisition
                    of equipment
                
                
                (1,074
                )
                
                
                
                
                (1,074
                )Software
                    development costs
                
                
                -
                
                
                (15,000
                )
                
                (15,000
                )**Net
                    cash (used in) investing activities**
                
                
                (1,074
                )
                
                (15,000
                )
                
                (16,074
                )**CASH
                    FLOWS FROM FINANCING ACTIVITIES**Net
                    proceeds/(payments) of notes payable
                
                
                173,421
                
                
                (537
                )
                
                173,421Shares
                    issued for cash
                
                
                39,900
                
                
                
                
                
                39,900Contributed
                    capital
                
                
                1,500
                
                
                
                
                
                1.500Increase
                    (decrease) in bank overdraft
                
                
                (3
                )
                
                -
                
                
                -Member
                    equity contributions
                
                
                -
                
                
                130,081
                
                
                130,181**Net
                    cash provided by financing activities**
                
                
                214,818
                
                
                129,544
                
                
                345,002**NET
                    INCREASE (DECREASE) IN****CASH
                    AND CASH EQUIVALENTS**
                
                
                -
                
                
                -
                
                
                -**CASH
                  AND CASH EQUIVALENTS -****BEGINNING
                      OF PERIOD**
                
                
                -
                
                
                -
                
                
                -**CASH
                    AND CASH EQUIVALENTS - END OF PERIOD**
                
                $
                -
                
                $
                -
                
                $
                -**SUPPLEMENTAL
                    DISCLOSURE OF CASH FLOW INFORMATION:**Cash
                    paid during the period for interest
                
                $
                -
                
                $
                -
                
                $
                -
   ***The
          accompanying notes are an integral part of the financial
          statements.***
 F-5
  **DRIVER
            PASSPORT, INC.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 NOTES
            TO
            FINANCIAL STATEMENTS
 **DECEMBER
            31, 2006 AND 2005**
 **NOTE 1
                      -**
                  **ORGANIZATION
                      AND BASIS OF
                      PRESENTATION**
 Driver
          Passport, Inc. (the “Company”), was incorporated on December 7, 2005 to be
          effective, January 1, 2006 as a North Dakota corporation.
  On
          January 1, 2006, the Company issued 25,500,000 shares of its common stock
          in
          exchange for 100% of the membership interest of Driver Passport, LLC, a
          North
          Dakota limited liability company formed on October 12, 2004.
  On
          January 2, 2006, Driver Passport, LLC was dissolved.
  The
          financial statements for the year ended December 31, 2006 represent the
          Company,
          and the amounts for the year ended December 31, 2005 represent those of
          Driver
          Passport, LLC for comparative purposes. The Company is considered a development
          stage company and has presented numbers since the inception of Driver Passport,
          LLC which was October 12, 2004. The business combination that took place
          was
          essentially a reverse merger whereby the operating company, Driver Passport,
          LLC
          was acquired by a shell company, the Company. The Company has treated this
          as a
          purchase for accounting purposes.
  The
          Company is a real-time, internet, driver security program allowing shippers
          to
          verify and validate the driver prior to loading cargo. The Company provides
          an
          online system with photo, driver license and transport equipment verification
          that provides one more check for shippers prior to loading their
          cargo.
 **NOTE
                      2 -**
                  **SUMMARY
                      OF SIGNIFICANT ACCOUNTING
                      POLICIES**
 **Development
          Stage Company**
 
 The
          Company is considered to be in the development stage as defined in Statement
          of
          Financial Accounting Standards (SFAS) No. 7, “ *Accounting
          and Reporting by Development Stage Enterprises* ”.
          The
          Company has devoted substantially all of its efforts to business planning
          and
          development. Additionally, the Company has allocated a substantial portion
          of
          their time and investment in bringing their services to the market, and
          the
          raising of capital.
 
 **Use
          of Estimates**
  The
          preparation of the 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 disclosures 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.
  F-6
  **DRIVER
            PASSPORT, INC.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 NOTES
            TO
            FINANCIAL STATEMENTS
 **DECEMBER
            31, 2006 AND 2005**
   **NOTE
                    2 -**
                **SUMMARY
                    OF SIGNIFICANT ACCOUNTING POLICIES****(CONTINUED)**
  **Start-up
          Costs**
 In
          accordance with the American Institute of Certified Public Accountants
          Statement
          of Position 98-5, *“Reporting
          on the Costs of Start-up Activities”* ,
          the
          Company expenses all costs incurred in connection with the start-up and
          organization of the Company.
  **Revenue
          Recognition**
  Although,
          the Company has not recognized revenue to date, the Company will account
          for the
          licensing of its software in accordance with the American Institute of
          Certified
          Public Accountants Statement of Position (SOP) 97-2, “ *Software
          Revenue Recognition* .”
The
          Company will recognize revenue when (i) persuasive evidence of an arrangement
          exists; (ii) delivery has occurred or services have been rendered; (iii)
          the
          sales price is fixed or determinable; and (iv) the ability to collect is
          reasonably assured. For software arrangements with multiple elements, revenue
          will be recognized dependent upon whether vendor-specific objective evidence
          (VSOE) of fair value exists for each of the elements. When VSOE does not
          exist
          for all the elements of a software arrangement and the only undelivered
          element
          is post-contract customer support (PCS), the entire licensing fee is recognized
          ratably over the contract period.
  Revenue
          attributable to undelivered elements, including technical support, will
          be based
          on the sales price of those elements, and will be recognized ratably on
          a
          straight-line basis over the term of the license. Post-contract customer
          support
          revenue will be recognized ratably over the contract period.
  If
          there
          are licensing fees collected in advance, revenues from these license fees
          will
          be recognized on a prorated-basis over the life of the license.
  The
          Company will assess probability of collection based on a number of factors,
          including the creditworthiness of the customer. New customers will be subject
          to
          a credit review process that evaluates the customers’ financial position and
          ultimately its ability to pay according to the original terms of the
          arrangement. Based on this review process, if it is determined from the
          outset
          of an arrangement that collection of the resulting receivable is not probable,
          the Company will establish an allowance for uncollectibility.
  F-7
 
  **DRIVER
            PASSPORT, INC.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 NOTES
            TO
            FINANCIAL STATEMENTS
 **DECEMBER
            31, 2006 AND 2005**
  **NOTE
                    2 -**
                **SUMMARY
                    OF SIGNIFICANT ACCOUNTING POLICIES****(CONTINUED)**
  **Income
          Taxes**
 The
          Company accounts for income taxes utilizing the liability method of accounting.
          Under the liability method, deferred taxes are determined based on differences
          between financial statement and tax bases of assets and liabilities at
          enacted
          tax rates in effect in years in which differences are expected to reverse.
          Valuation allowances are established, when necessary, to reduce deferred
          tax
          assets to amounts that are expected to be realized.
  **Fixed
          Assets**
  Fixed
          assets are stated at cost. Depreciation is computed using the straight-line
          method over the estimated useful lives of the assets; computer equipment
          - 5
          years.
 
 When
          assets are retired or otherwise disposed of, the costs and related accumulated
          depreciation are removed from the accounts, and any resulting gain or loss
          is
          recognized in income for the period. The cost of maintenance and repairs
          is
          charged to income as incurred; significant renewals and betterments are
          capitalized. Deduction is made for retirements resulting from renewals
          or
          betterments.
  **Impairment
          of Long-Lived Assets**
  Long-lived
          assets, primarily fixed assets, are reviewed for impairment whenever events
          or
          changes in circumstances indicate that the carrying amount of the assets
          might
          not be recoverable. The Company does not perform a periodic assessment
          of assets
          for impairment in the absence of such information or indicators. Conditions
          that
          would necessitate an impairment assessment include a significant decline
          in the
          observable market value of an asset, a significant change in the extent
          or
          manner in which an asset is used, or a significant adverse change that
          would
          indicate that the carrying amount of an asset or group of assets is not
          recoverable. For long-lived assets to be held and used, the Company recognizes
          an impairment loss only if its carrying amount is not recoverable through
          its
          undiscounted cash flows and measures the impairment loss based on the difference
          between the carrying amount and estimated fair value.
 
 **(Loss)
          Per Share of Common Stock**
 
 Basic
          net
          (loss) per common share is computed using the weighted average number of
          common
          shares outstanding. Diluted earnings per share (EPS) includes additional
          dilution from common stock equivalents, such as stock issuable pursuant
          to the
          exercise of stock options and warrants.
  F-8
 
  **DRIVER
            PASSPORT, INC.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 NOTES
            TO
            FINANCIAL STATEMENTS
 **DECEMBER
            31, 2006 AND 2005**
   **NOTE
                    2 -**
                **SUMMARY
                    OF SIGNIFICANT ACCOUNTING POLICIES****(CONTINUED)**
  **(Loss)
          Per Share of Common Stock** **(Continued)**
 
 Common
          stock equivalents were not included in the computation of diluted earnings
          per
          share when the Company reported a loss because to do so would be antidilutive
          for periods presented.
 
 The
          following is a reconciliation of the computation for basic and diluted
          EPS:
  **December
                      31,**
                  
                  **December
                      31,****2006**
                  
                  **2005**Net
                      loss
                  
                  $
                  (214,309
                  )
                  $
                  (159,294
                  )Weighted-average
                      common sharesOutstanding
                      (Basic)
                  
                  
                  27,125,070
                  
                  
                  25,500,000Weighted-average
                      common stockEquivalentsStock
                      options
                  
                  
                  -
                  
                  
                  -Warrants
                  
                  
                  -
                  
                  
                  -Weighted-average
                      common sharesOutstanding
                      (Diluted)
                  
                  
                  27,125,070
                  
                  
                  25,500,000
 
 **Advertising**
 The
          Company’s policy is to expense the costs of advertising and marketing as
          incurred. All advertising and marketing costs are included in the statements
          of
          operations for the years ended December 31, 2006 and 2005.
  **Software
          Development Costs**
 
 Internal
          use software costs are recorded in accordance with Statement of Position
          (SOP)
          No. 98-1, *"Accounting
          for the Costs of Computer Software Developed or Obtained for Internal
          Use"* .
          Qualifying costs incurred during the application development stage, which
          consist primarily of outside services, are capitalized and amortized over
          the
          estimated useful life of the asset. All other costs, such as the cost of
          routine
          maintenance and minor modifications to the software, are expensed as incurred.
          The Company, upon the acquisition of Driver Passport LLC, acquired $14,250
          of
          software development costs that relate to the application development stage
          and
          therefore have capitalized these costs. These costs will be depreciated
          over a
          five-year period. The Company recognized $2,850 in depreciation expense
          for the
          year ended December 31, 2006. There was $750 depreciation expense for the
          year
          ended December 31, 2005 for Drivers Passport, LLC.
  F-9
 
  **DRIVER
            PASSPORT, INC.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 NOTES
            TO
            FINANCIAL STATEMENTS
 **DECEMBER
            31, 2006 AND 2005**
   **NOTE
                    2 -**
                **SUMMARY
                    OF SIGNIFICANT ACCOUNTING POLICIES****(CONTINUED)**
  **Recent
          Accounting Pronouncements**
  On
          December 16, 2004, FASB issued Statement of Financial Accounting Standards
          No.
          153, “ *Exchanges
          of Non-monetary Assets, an amendment of APB Opinion No. 29, Accounting
          for
          Non-monetary Transactions* ”
("
          SFAS
          153"). This statement amends APB Opinion 29 to eliminate the exception
          for
          non-monetary exchanges of similar productive assets and replaces it with
          a
          general exception for exchanges of non-monetary assets that do not have
          commercial substance. Under SFAS 153, if a non-monetary exchange of similar
          productive assets meets a commercial-substance criterion and fair value
          is
          determinable, the transaction must be accounted for at fair value resulting
          in
          recognition of any gain or loss. SFAS 153 is effective for non-monetary
          transactions in fiscal periods that begin after June 15, 2005. The Company
          does
          not anticipate that the implementation of this standard will have a material
          impact on its financial position, results of operations or cash
          flows.
  In
          September 2006, the FASB issued SFAS 157, “Fair Value Measurements.” This
          standard defines fair value, establishes a framework for measuring fair
          value in
          generally accepted accounting principles, and expands disclosure about
          fair
          value measurements. This statement is effective for financial statements
          issued
          for fiscal years beginning after November 15, 2007. Early adoption is
          encouraged. The adoption of SFAS 157 is not expected to have a material
          impact
          on the financial statements.
  In
          September 2006, the FASB issued SFAS 158, “Employers’ Accounting for Defined
          Benefit Pension and Other Postretirement Plans, an amendment of FASB Statements
          87, 88, 106 and 132(R)” (“SFAS 158”). SFAS 158 requires an employer to recognize
          the over-funded or under-funded status of a defined benefit postretirement
          plan
          (other than a multiemployer plan) as an asset or liability in its statement
          of
          financial position and to recognize changes in that funded status in the
          year in
          which the changes occur through comprehensive income. SFAS 158 also
          requires the measurement of defined benefit plan assets and obligations
          as of
          the date of the employer’s fiscal year-end statement of financial position (with
          limited exceptions). Management does not expect adoption of SFAS 158 to
          have a
          material impact on the Company’s financial statements.
  In
          February 2007, the FASB issued FAS No. 159, “The Fair Value Option for Financial
          Assets and Financial Liabilities - Including an amendment of FASB Statement
          No.
          115”, (“FAS 159”) which permits entities to choose to measure many financial
          instruments and certain other items at fair value at specified election
          dates. A
          business entity is required to report unrealized gains and losses on items
          for
          which the fair value option has been elected in earnings at each subsequent
          reporting date. This statement is expected to expand the use of fair value
          measurement. FAS 159 is effective for financial statements issued for fiscal
          years beginning after November 15, 2007, and interim periods within those
          fiscal
          years.
  F-10
 **DRIVER
            PASSPORT, INC.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 NOTES
            TO
            FINANCIAL STATEMENTS
 **DECEMBER
            31, 2006 AND 2005**
 **NOTE
                      2 -**
                  **SUMMARY
                      OF SIGNIFICANT ACCOUNTING POLICIES****(CONTINUED)**
 **Recent
          Accounting Pronouncements** **(Continued)**
  In
          July
          2006, the FASB issued Interpretation No. 48 (FIN No. 48), “Accounting for
          Uncertainty in Income Taxes.” This interpretation requires recognition and
          measurement of uncertain income tax positions using a “more-likely-than-not”
approach. FIN No. 48 is effective for fiscal years beginning after December
          15,
          2006. Management is still evaluating what effect this will have on the
          Company’s
          financial statements.
  In
          September 2006, the United States Securities and Exchange Commission (“SEC”)
          issued SAB 108, “Considering the Effects of Prior Year Misstatements when
          Quantifying Misstatements in Current Year Financial Statements.”
  This
          SAB
          provides guidance on the consideration of the effects of prior year
          misstatements in quantifying current year misstatements for the purpose
          of a
          materiality assessment. SAB 108 establishes an approach that requires
          quantification of financial statement errors based on the effects of each
          of the
          company’s financial statements and the related financial statement disclosures.
          SAB 108 permits existing public companies to record the cumulative effect
          of
          initially applying this approach in the first year ending after November
          15,
          2006 by recording the necessary correcting adjustments to the carrying
          values of
          assets and liabilities as of the beginning of that year with the offsetting
          adjustment recorded to the opening balance of retained earnings. Additionally,
          the use of the cumulative effect transition method requires detailed disclosure
          of the nature and amount of each individual error being corrected through
          the
          cumulative adjustment and how and when it arose. The Company does not anticipate
          that SAB 108 will have a material impact on its financial
          statements.
  **NOTE 3
                      -**
                  **FIXED
                      ASSETS**
 Fixed
          assets as of December 31, 2006 and 2005 were as follows:
 
 **Estimated
                    Useful****Lives
                    (Years)**
                
                **2006**
                
                **2005**Computer
                    equipment
                
                
                5
                
                $
                1,074
                
                $
                -Less:
                    accumulated depreciation
                
                
                
                
                
                (215
                )
                
                (-
                )Fixed
                    assets, net
                
                
                
                
                $
                859
                
                $
                -
 
 There
          was
          $215 and $0 charged to operations for depreciation expense for the years
          ended
          December 31, 2006 and 2005, respectively.
  F-11
 **DRIVER
            PASSPORT, INC.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 NOTES
            TO
            FINANCIAL STATEMENTS
 **DECEMBER
            31, 2006 AND 2005**
 **NOTE 4
                        -**
                    **SHARING
                        ARRANGEMENT**
 The
          Company has a bank account, however, runs most of its operations and banking
          activity through a related party, its majority shareholder and the majority
          shareholders related entities. Since Driver Passport, LLC’s inception, October
          12, 2004, most of the Company’s transactions involving its cash disbursements
          had been provided by a related company who was funded by the Company’s former
          sole member. At December 31, 2005 and December 31, 2004, the Company had
          a note
          payable with this member in the amount of $130,081 and $537, respectively.
          However, on December 31, 2005, the former sole member converted these amounts
          to
          contributed capital. Therefore, Driver Passport LLC had no amounts outstanding
          on December 31, 2005 to the sole member. Upon acquisition of Driver Passport
          LLC
          by the Company, the majority shareholder and former sole member of the
          Company
          funded all activity either personally or through an entity controlled by
          him,
          and the Company entered into a note payable with this majority shareholder
          for
          repayment of these amounts funded. (See Note 5). As of December 31, 2006,
          the
          Company has $165,769 outstanding to this majority shareholder, as well
          as $7,652
          in accrued interest.
  **NOTE 5
                        -**
                    **NOTE
                        PAYABLE**
 The
          Company entered into an unsecured promissory note with a shareholder in
          a
          maximum amount of $500,000, due on demand. The shareholder has charged
          the
          Company interest at the prime rate (8.25% as of December 31, 2006). Interest
          is
          calculated on a monthly basis on the principal balance owing on the first
          day of
          the month. The balance as of December 31, 2006 is $173,421 which includes
          accrued interest of $7,652. Interest expense for the year ended December
          31,
          2006 included in the statement of operations is $7,652.
  Driver
          Passport LLC entered into a note payable with its member for the payment
          of all
          the costs that Driver Passport LLC incurred. The member charged prime rate
          (7.00% at December 31, 2005 and 5.25% at December 31, 2004) on all amounts
          owed
          by Driver Passport LLC. The note was dated January 1, 2005, and interest
          was
          assessed monthly based on the principal balance owing as of the last day
          of the
          month. On December 31, 2005, the sole member converted these amounts to
          contributed capital. Driver Passport LLC had no amounts outstanding on
          December
          31, 2005 to the sole member.
  F-12
 **DRIVER
            PASSPORT, INC.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 NOTES
            TO
            FINANCIAL STATEMENTS
 **DECEMBER
            31, 2006 AND 2005**
 
 **NOTE 6
                        -**
                    **PROVISION
                        FOR INCOME TAXES**
 Deferred
          income taxes in 2006 are determined using the liability method for the
          temporary
          differences between the financial reporting basis and income tax basis
          of the
          Company’s assets and liabilities. Deferred income taxes are measured based on
          the tax rates expected to be in effect when the temporary differences are
          included in the Company’s tax return. Deferred tax assets and liabilities are
          recognized based on anticipated future tax consequences attributable to
          differences between financial statement carrying amounts of assets and
          liabilities and their respective tax bases. In 2005, the Company was a
          limited
          liability company and all income and loss was passed through to the Company’s
          sole member.
 
 At
          December 31, 2006, deferred tax assets consist of the following:
  Net
                      operating losses
                  
                  $
                  72,865Valuation
                      allowance
                  
                  
                  (72,865
                  )$
                  -
 
 At
          December 31, 2006, the Company had a net operating loss carryforward in
          the
          approximate amount of $214,309, available to offset future taxable income
          through 2026. The Company established valuation allowances equal to the
          full
          amount of the deferred tax assets due to the uncertainty of the utilization
          of
          the operating losses in future periods.
 
 A
          reconciliation of the Company’s effective tax rate as a percentage of income
          before taxes and federal statutory rate for the year ended December 31,
          2006 is
          summarized as follows:
 
 **2006**Federal
                    statutory rate
                
                
                (34.0
                )%State
                    income taxes, net of federal benefits
                
                
                4.5Valuation
                    allowance
                
                
                29.50
                %
  F-13
 
 **DRIVER
            PASSPORT, INC.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 NOTES
            TO
            FINANCIAL STATEMENTS
 **DECEMBER
            31, 2006 AND 2005**
  **NOTE 7
                        -**
                    **GOING
                        CONCERN**
 As
          shown
          in the accompanying financial statements, as is typical of companies going
          through the development stage, the Company incurred a net loss for the
          year
          ended December 31, 2006 of $214,309.
 
 The
          Company acquired a development stage company on January 1, 2006, and there
          is no
          guarantee that the Company will be able to generate enough revenue and/or
          raise
          capital to support current operations and generate anticipated sales. This
          raises substantial doubt about the Company’s ability to continue as a going
          concern.
 
 The
          Company did sell 1,197,000 shares for $39,900 in cash in June of 2006.
          Management believes that the Company’s future capital requirements will depend
          on many factors including the success of the Company’s product development
          efforts.
 
 The
          consolidated financial statements do not include any adjustments that might
          result from the outcome of these uncertainties
 **NOTE 8
                        -**
                    **STOCKHOLDERS’
                        EQUITY (DEFICIT)**
 The
          Company was established with 50,000,000 shares of authorized stock; 40,000,000
          of common stock and 10,000,000 of preferred stock. Each class of stock
          has a par
          value of $.001.
 
 On
          January 1, 2006, the Company acquired Driver Passport LLC for 25,500,000
          shares
          of common stock. The value of the stock was par or $25,500.
 
 In
          June
          2006, the Company issued 2,217,000 shares of common stock. Of these shares,
          1,197,000 shares were issued for $39,900 in cash, and 1,020,000 shares
          were
          issued for consulting services valued at $34,000. The Company also received
          $1,500 of contributed capital in the year ended December 31, 2006.
 
 In
          July,
          2006, the Company received acknowledgement from the Securities and Exchange
          Commission of an effective registration. No additional shares have been
          traded
          or issued under this registration.
  F-14
  **DRIVER
              PASSPORT, INC.**
 **(A
              DEVELOPMENT STAGE COMPANY)**
 NOTES
              TO
              FINANCIAL STATEMENTS
 **DECEMBER
              31, 2006 AND 2005**
 **NOTE 9
                        -**
                    **COMMITMENTS**
 The
          Company has entered into several contracts for services as follows:
  a)
                Product
                    development and marketing - fees range from $3,200 per month
                    to $6,550 per
                    month through December 31, 2006. The Company expensed $61,600
                    for the year
                    ended December 31, 2006 for these fees. In the year ended December
                    31,
                    2005, Drivers Passport, LLC incurred $47,754 in product development
                    and
                    marketing fees.
  b)
                Accounting
                    and administrative services, including website development -
                    fees were
                    $20,474 for the year ended December 31, 2006 and is based on
                    time at
                    standard billing rates thereafter. In the year ended December
                    31, 2005,
                    Drivers Passport, LLC incurred $33,345 in accounting and administrative
                    fees.
  The
          Company has recognized expenses as incurred under the accrual method of
          accounting. As of December 31, 2006 there are no amounts accrued for these
          services. These fees were paid through the note payable with the majority
          shareholder.
 **NOTE 10
                        -**
                    **SUBSEQUENT
                        EVENTS**
  The
          Company in February 2007, formed a strategic partnership with Corporate
          Security
          Services Group in order to enhance existing security services. These services
          will focus on providing a variety of services including comprehensive employment
          screening services both domestically and internationally to site specific
          security plans.
  F-15
  B.
                Financial
                  Statement Schedules:
  None.
 C.
                The
                  following Exhibits are filed as part of this
                  Report:


**Exhibit**
              **Description**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.




**ITEM
      14 -** **PRINCIPAL
      ACCOUNTING FEES AND SERVICES**




Audit
      Fees. We incurred aggregate fees and expenses of approximately $12,000 and
      $6,500 from Michael Pollack, CPA for the 2006 and 2005 fiscal years,
      respectively. Such fees were primarily for work completed for our 2006 annual
      audit and 10-QSB filings during the 2005 and 2006 fiscal years.




Tax
      Fees.
      We incurred approximately $0 and $0 in fees from Michael Pollack, CPA for the
      2006 and 2005 fiscal years, respectively, for professional services rendered
      for
      tax compliance, tax advise and tax planning.




All
      Other
      Fees. We incurred other fees from Michael Pollack, CPA during fiscal years
      2006
      and 2005 of $0 and $0, respectively. The fees for 2006 and 2006 were primarily
      for services associated with filing of an SB-2 and rfinancial statements which
      resulted from comments provided by the Securities and Exchange Commission.
      We
      intend to continue using Michael Pollack, CPA, solely for audit and
      audit-related services, tax consultation and tax compliance services, and,
      as
      needed, for due diligence in acquisitions and other regulatory
      filings.




18


**SIGNATURES**






Pursuant
      to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
      1934, the Registrant certifies that it has reasonable grounds to believe that
      it
      meets all the requirements of filing on Form 10-KSB, and has duly caused this
      Form 10-KSB to be signed on its behalf by the undersigned, thereunto duly
      authorized on the 22nd day of March, 2007.




**Driver
                Passport, Inc.**By:
              /s/ Randy
              BrownRandy Brown
              Principal
                  Executive Officer
                Principal
                  Financial OfficerandPrincipal
                  Accounting Officer






Pursuant
      to the requirements of the Securities Exchange Act of 1934, this Form 10-KSB
      has
      been signed below by the following persons on behalf of the registrant and
      in
      the capacities and on the dates indicated.


Pursuant
        to the requirements of the Securities Act of 1933, this Registration Statement
        has been signed by the following persons in the capacities and on the date
        indicated.
 **Driver
                      Passport, Inc.**By:
                    /s/ Randy
                    Brown
                  
                  
                  Date:
                    March 22,
                    2007Randy Brown
                      Director






19