UNITED
STATES
 SECURITIES
AND EXCHANGE COMMISSION
 Washington,
D.C. 20549
  Form
10-K
 
 [ X
]     ANNUAL REPORT UNDER  SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
  For the
fiscal year ended December 31, 2008
 
 [  ]     TRANSITION
REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
  For the
transition period from __________ to ______________
  Commission
File
Number        000-18272
 
 FAR
VISTA INTERACTIVE CORP.
 (Exact
name of registrant as specified in its charter)
 
 Nevada
              87-0467339(State
      or other jurisdiction of incorporation or organization)
              (I.R.S.
      Employer Identification No.)
  
 365
      Simon Fraser Cres, Saskatoon, Saskatchewan
              S7H
      3T5(Address
      of principal executive offices)
              (Zip
      Code)
  Registrant’s
telephone number, including area code   (306)
230-3288
 
 Securities
registered under Section 12(b) of the Exchange Act:
 
 Title
      of each class
              
              Name
      of each exchange on which registeredNone
              
              None
 
 Securities
registered under Section 12(g) of the Exchange Act:
 
 Class
      A Common Shares(Title
      of Class)
 
 Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act
 Yes     [  ]       No   [X]
 
 Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Act
 Yes     [  ]       No   [X]
 
 Indicate
by check mark whether the registrant (1) has filed all reports required 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   [  ]Yes     [X]       No   [  ]
 
  
  
 Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).
 Yes
      [  ] No [  ]
 
 Indicate
by check mark if disclosure of delinquent filers in response to Item 405 of
Regulation S-K (§229.405 of this chapter) is not contained herein, and will not
be contained, to the best of the registrant’s knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K.
 [  ]
 
 Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting
company.  See the definitions of “large accelerated filer,”
“accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the
Exchange Act.
 
 Large
      accelerated filer
              [  ]
              Accelerated
      filer
              [  ]Non-accelerated
      filer
              [  ]
              Smaller
      reporting company
              [X](Do
      not check if a smaller reporting company)
 
 Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).
 
 Yes     [  ]       No   [X]
 
 State the
aggregate market value of the voting and non-voting common equity held by
non-affiliates computed by reference to the price at which the common equity was
sold, or the average bid and asked price of such common equity, as of the last
business day of the registrant’s most recently completed second fiscal
quarter.
 
 As of
June 30, 2008 the aggregate market value of voting Class A common stock held by
non-affiliates of the registrant is 10,791,585.   Shares of
common stock held by each officer and director have been excluded in that such
persons may be deemed to be affiliates.  This determination of
affiliate status is not necessarily a conclusive determination for other
purposes.
  (ISSUERS
INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST 5 YEARS)
 
 Check
whether the issuer has filed all documents and reports required to be filed by
Section 12, 13, or 15(d) of the Securities Exchange Act of 1934 subsequent to
the distribution of securities under a plan confirmed by a court.
 
 Yes     [  ]       No   [  ]
 
 (APPLICABLE
ONLY TO CORPORATE REGISTRANTS)
 
 State the
number of shares outstanding of each of the registrant’s classes of common
equity, as of the latest practicable date.
 
 As of May
6, 2009, the Issuer had a total of 19,867,468 shares of Class A common stock
issued and outstanding.
 
  
  DOCUMENTS
INCORPORATED BY REFERENCE
 
 If the
following documents are incorporated by reference, briefly describe them and
identify the part of the Form 10-K (e.g. Part I, Part II, etc.) into which the
document is incorporated: (1) any annual report to security holders; (2) any
proxy or information statement; and (3) any prospectus filed pursuant to Rule
424(b) or (c) of the Securities Act of 1933. The listed documents should be
clearly described for identification purposes (e.g., annual report to security
holders for fiscal year ended December 24, 1980).
 
  
  
 TABLE
OF CONTENTS
 
 Item
      in Form 10-K
                Page
      No.PART
      IItem
      1
                Business
                5Item
      1A
                Risk
      Factors
                9Item
      1B
                Unresolved
      Staff Comments
                10Item
      2
                Properties
                10Item
      3
                Legal
      Proceedings
                10Item
      4
                Submission
      of Matters to a Vote of the Security Holders
                10PART
      IIItem
      5
                Market
      for Registrant’s Common Equity, Related Stockholder Matters and Issuer
      Purchases of Equity Securities
                10Item
      6
                Selected
      Consolidated Financial Data
                11Item
      7
                Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations
                11Item
      7A
                Quantitative
      and Qualitative Disclosures About Market Risk
                15Item
      8
                Consolidated
      Financial Statements and Supplementary Data
                15Item
      9
                Changes
      in and Disagreements with Accountants on Accounting and Financial
      Disclosure
                16Item
      9A
                Controls
      and Procedures
                16Item
      9B
                Other
      Information
                18PART
      IIIItem
      10
                Directors,
      Executive Officers and Corporate Governance
                18Item
      11
                Executive
      Compensation
                20Item
      12
                Security
      Ownership of Certain Beneficial Owners and Management and Related
      Stockholder Matters
                21Item
      13
                Certain
      Relationships and Related Transactions, and Director
      Independence
                23Item
      14
                Principal
      Accountant Fees and Services
                24PART
      IVItem
      15
                Exhibits,
      Financial Statement Schedules
                24SIGNATURES
                
                26
 
  4
  PART
I
 
 ITEM  1.                      BUSINESS
 
 This
current report contains forward-looking statements relating to future events or
our future financial performance.  In some cases, you can identify
forward-looking statements by terminology such as "may", "should", "intends",
"expects", "plans", "anticipates", "believes", "estimates", "predicts",
"potential", or "continue" or the negative of these terms or other comparable
terminology.  These statements are only predictions and involve known
and unknown risks, uncertainties and other factors which may cause our or our
industry's actual results, levels of activity or performance to be materially
different from any future results, levels of activity or performance expressed
or implied by these forward-looking statements.
  Although
we believe that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity or
performance.  You should not place undue reliance on these statements,
which speak only as of the date that they were made.  These cautionary
statements should be considered with any written or oral forward-looking
statements that we may issue in the future.  Except as required by
applicable law, including the securities laws of the United States, we do not
intend to update any of the forward-looking statements to conform these
statements to actual results, later events or circumstances or to reflect the
occurrence of unanticipated events.
 
 In this
report unless otherwise specified, all dollar amounts are expressed in United
States dollars and all references to “common shares” refer to the Class A common
shares of our capital stock.
 
 The
management’s discussion and analysis of our financial condition and results of
operations are based upon our financial statements, which have been prepared in
accordance with accounting principles generally accepted in the United States of
America ("GAAP").
 
 As used
in this current report and unless otherwise indicated, the terms “we”, “us”, the
“Company” and “Far Vista” refer to Far Vista Interactive Corp. and its wholly
owned subsidiary, Far Vista Holdings Inc. (“Far Vista Holdings”).
 
  (a)Business
Development
 
 We were
incorporated in the State of Nevada on January 14, 1988, under the name “Arrow
Management, Inc.”.  On October 21, 1999, a Certificate of Amendment to
the Articles of Incorporation was filed with the State of Nevada changing our
name from “Arrow Management, Inc.” to “W-Waves USA, Inc.”  On August
31, 2004, a Certificate of Amendment to the Articles of Incorporation was filed
with the State of Nevada changing our name from “W-Waves USA, Inc.” to “China
Titanium & Chemical Corp.”  Prior to the acquisition of Far Vista,
we had no business operations and were a public shell with nominal
assets.  On the closing of the agreement with Far Vista we undertook
the business of Far Vista consisting of the development, distribution, marketing
and sale of video game software and online video games.  On September
16, 2008, a Certificate of Amendment to the Articles of Incorporation was filed
with the State of Nevada changing our name from “China Titanium & Chemical
Corp.” to Far Vista Interactive Corp.   All of the current
activities of the Company are currently undertaken by its Far Vista
Holdings.
 
 As of the
date of this filing, the Company has one (1) wholly-owned subsidiary, Far Vista
Holdings Inc.  All of the current activities of the Company are
currently undertaken by its Far Vista Holdings.
  5
  (b)           Business
of Issuer
 
 Current
Operations
 
 Prior to
the acquisition of Far Vista Holdings, Far Vista Holdings was a private
corporation incorporated pursuant to the laws of the Province of Saskatchewan on
February 21, 2008.  On February 22, 2008, Far Vista Holdings and
10142361 Saskatchewan Ltd. (dba Far Vista Studios) entered into a Licensing
Agreement for Far Vista Holdings to obtain the worldwide right and license to
use of the Trademarks and the System in connection with the operation of “Run
The Gauntlet”in
accordance with the terms of the Licensing Agreement.  Since the
inception of Far Vista Holdings, its business objective has been the
development, distribution, marketing and sale of video game software and the
in-house development of online active video games.  Far Vista Holdings
develops online active video games for the PC, Microsoft Xbox 360, Sony
PlayStation consoles, and online game community making video games more
appealing to First Person Shooter (“FPS”) types of gamers and non-gamers
alike.
 
 Description of Video Game
Software Product - “Run The Gauntlet” (the “Gauntlet”)
 
 The
Gauntlet is believed to be a leading-edge, multi-player FPS combat
game.  The game can be set in multiple universes, from the age of the
Knights to well into the future on distant planets, and contested by people
located throughout the world using their PC computers and internet
connections.  The players must run the gauntlet, facing dangers from,
and causing danger to, each of the other players in the game as well as built in
game hazards.  Players purchase game play tokens via an online billing
system working with Far Vista Studios.  Players then exchange tokens
for entrance into one of the numerous online “Run the Gauntlet” games
areas.  Within the game, players attempt to gather tokens through
exploration, combat, and longevity while playing against other real
people.  In some game versions, the players must choose when to
attempt to exit the game with their tokens or risk the chance of losing them all
if they are killed.  Players who successfully exit the game with their
tokens can convert their tokens back into real money.  Another version
of the game will be based on a predetermine time duration, where a player need
only survive until the game’s time has expired to keep the money they have
collected during the game.
 
 A typical
game might contain 100 player creation locations (where players enter the game),
five (5) exit portals, and numerous non-real player characters.  There
are many possible game scenarios.  Once game scenario is at the start
of the game, a known percentage (75%) of all entrance fees is distributed as
treasure throughout the game area.  A player can choose to gather
enough treasure to return their entrance fee, plus a modest return on investment
and then make a run for one of the exits.  Alternatively, the player
could choose to go for the gold and stay in the game for as long as possible,
hoping to be the last player standing and exiting.  Another player may
decide to try and camp near one of the exits, letting other players gather the
treasure, in the expectation they can defeat them in combat as they attempt to
leave the game.  However, in this scenario, only those players who
successfully exit with their tokens can reap real-world rewards, as players left
standing within the arena at the end of the game get
nothing.  Depending on the entrance or buy-in fee, a player could win
as much as US$100 to US$100,000, or more, during the course of a single
game.  Far Vista Holdings also has a “non-money” version of the game
which allows gamers to practice and eliminate the risk of the “learning curve”
as they become more familiar with the game.
  At this
time, the English version will be the original version produced in the first
fifteen (15) months followed in the next five (5) to fifteen (15) months by
several other languages including Mandarin, Korean, Japanese, French and
German.
 
 Distribution
Methods and Marketing Strategy
 
 Far
Vista’s overall strategy is to finalize development of and market its FPS game
known as the “Run The Gauntlet”.  Far Vista intends to continue with
development of multi-player internet, online games which are competitive and
where the opportunity to win money is a primary motivator.  Far Vista
intends to leverage its intellectual properties, using core technologies that
can be used to develop specific applications for almost all current video games
that do not require source code interfaces, to design products that have
defensible technologies and short time-to-market development
cycles.  In addition, Far Vista intends to create a dedicated online
game community that is avatar-based and that offers social networking features
to target monthly internet gamers worldwide.
  6
  
 Online
gaming is the most popular net application after e-mail for China’s 65 million
citizens.  Throughout the world, gaming leagues and companies are
organizing competitions where cash prizes are now worth more than
US$100,000.  Competitions are now televised live and covered by major
publications and newspapers such as MTV, CNN, ESPN, USA Network, AB World News
Today, FOX, WB and other media companies looking for a unique
advantage.  All Far Vista games are intended to be competitively
priced for the consumer market.  Currently there are at least 20
different FPS video games on the market, crossing all of the various video game
platforms, including Xbox360, PS2, PS3, Nintendo and PC’s.  The number
of consoles for PS2, according to Sony, is more than 110,000,000, while
Microsoft’s Xbox 360 is nearing 10,000,000 units.
 
 Far Vista
will rely upon multiple sales channels including:
 
 1.
              Selling
      directly to consumers via online sales and television
      infomercials.2.
              Developing
      strategic alliances with other businesses with mutual business interest
      (OEM)3.
              Launching
      products into retail by selling directly to retailers and distributors
      with relationships with Far Vista target
  retailers.
 
 The
following demographics will reflect the demographics of the people tracked by
Computer Gaming World Magazine’s 2005 Survey.
 
 Player:                          85%
are male
 Age:                      Broad appeal – 21 to 60
years
 Specific appeal – 30 to 50
years
 Mean age – 33 years
 Income:                        US$70,500
per year
 
 Buying
Habits:           Spend
US$73 to US$85 on video games per purchase
 Buy
approximately 2.5 games every two months
 Own up
to 57 games of all types
 
 Playing:                  Spend
14 to 20 hours a week playing games
 Play PC online games at least 8 times
per week for 15 plus hours
 More than 75% of these people will own
multiple consoles
 
 Far
Vista' initial target marketing efforts will be focused on three
areas.  The target markets can be broken into defining categories
including the primary and secondary markets for the Gauntlet.  The
gamers are referred to as “Core Gamers”, “Players”, and “Casual Gamers” with the
“Core” group representing approximately 53% of US$4.7 billion of all online and
console game sales.  Primary 1 target market represents the “Core”
while the Primary 3 target market represents those people in the “Players” and
‘Casual” definitions.
 
 Primary
1 – FPS Gamers
 
 Far
Vista’s primary market will be to those gamers who are already hooked on and
enjoying the FPS types of games.  This is the most popular style of
game for the hard-core gamers.  There are approximately 35 to 40
million gamers playing FPS on legal and original copies of these games across
all the various game platforms.  This group is expected to contribute
the largest percentage of players who, when given the change to be rewarded for
their ability, will drive sales.
 
 Based on
the numbers of players in this category alone, it is not unreasonable to expect
the sale of at least 500,000 units for the PC as well as 500,000 units for the
Xbox 360.
 
 Primary
2 – Traditional Gamblers
 
 The
second primary target is the Traditional Gambler.  Far Vista intends
to market and appeal to their sense of adventure in beating the odds and the
desire to win big.  With gambling popular in all countries, this
market segment is at least as large as the FPS segment, if not larger by 100
times.  However, the appeal of a FPS to “win” money may require more
time to take a foothold.
  7
  Primary
3 – Adrenaline Junkies
 
 The third
primary target market in the segment composed of “Adrenalin
Junkies”.  These gamers are playing other extreme action sports and
action games.  Adrenalin junkie gamers are always pushing the limits
of the game and looking for more and more excitement and “leading edge”
involvement.  These types of gamers live vicariously through their
online heroics and accomplishments.
 
 Test
Markets
 
 The
Gauntlet has been tested in Canada, the United States, Germany, Singapore and
China.  As the game nears completion, it is crucial it be tested in
its “beta” form, that includes its’ user account and payment systems, in several
other countries and locations.  The Beta centers including the
following locations, available through Bruce Hoggard, our Executive
Vice-President of International Development, Corporate Relations and Business
Systems.
 
 With the
importance of Asia, and, particularly China, the first test center outside of
Canada will be located in Shanghai, China.  The process will be
handled and overseen by Cansino, a local marketing company with contacts
throughout China, Europe and North America.  Shanda, the third largest
game company in China, will continue to be the test center for the beta form of
the game.  In this form we will test the integration of the Gauntlet
payment system with Shanda’s user account system.
 
 In Japan,
the Japan Marketing Association will head up and operate the testing
process.
 
 In China,
there will be two organizations involved in the testing process.  The
first is Alcom Asia.  Alcom Asia will assist in the testing and
collecting of feedback.  The second organization is the Polytechnic
University of Hong Kong.  With the Polytechnic University of Hong
Kong, Far Vista will have access to many male students who fit the gamer profile
and can provide valuable comments and suggestions as the game is developed and
tested.
 
 Far Vista
recognizes Indonesia as being the fourth largest population in the world and a
potential market for the Gauntlet.Located
in Jakarta and Singapore, MarkPlus Institute of Marketing will have the
responsibility of testing the game during the development period.
 
 The
European beta test center will be located in Germany and be operated by m&p
Public Relations GmbH.  The company will assist Far Vista in obtaining
European reaction to the game, provide comments and recommendations on how to
improve and hype-up the initial prototypes.
 
 The
Korean beta test center is yet to be confirmed.  Far Vista intends to
have the test center established prior to month three (3) in the final
development process.
 
 Far Vista
plans on establishing beta test centers in Canada, the United States, England,
India, Thailand and several other countries included in our Executive
Vice-President of International Development’s network of business
contacts.
 
 With the
global ability to test and play the game in its final development, there is also
the benefit of being able to test the web connections and portals by having
various geographic testing centers play against each other.
 
 Final
Launch Development
 
 The
Gauntlet is expected to be launched first in North America during the fall of
2009, and thereafter, in China.
 
 Far Vista
is presently in negotiations with Shanda to distribute the Gauntlet in China
after being reviewed and recommended by several lower level management of
Shanda.  Shanda currently has approximately 54 million online user
accounts.  Should the execution of a distribution agreement occur
between the parties, Far Vista and Shanda would require approximately four (4)
months of database integration to allow Gauntlet to properly communicate with
Shanda’s user account system.  The integration will be undertaken by
five (5) computer data base programmers.  Modification to the game art
assets requested by Shanda will also be completed over this time
period.
 
 Far Vista
Studios is currently in the development and testing stage of its North American
web based distribution, sales and user account system.
  8
  Far
Vista’s initial marketing efforts will be focused on four areas:
 
 (a)
              Clearly
      defining the company/video game software product message to create
      reseller and end user awareness and demand for the
    Gauntlet.(b)
              Developing
      a video game software product strategy that appeals to both major
      retailers and consumers, including: (i) delivery of the Gauntlet that
      commands prominent retail shelf space; (ii) create attractive, eye
      catching retail packaging; and (iii) achieve consumer price points
      (comparably priced to other video games).(c)
              Establishing
      the "Far Vista" brand as a pioneer and leader in the
    category.(d)
              Creating
      an active experience for casual and avid gamers alike with a dedicated
      online game community
 
 License
Agreement with 10142361 Saskatchewan Ltd.
 
 Far Vista
entered into a license and distribution agreement (the “License Agreement”) with
10142361 Saskatchewan Ltd. (dba Far Vista Studios) (“Far Vista Studios”) dated
February 22, 2008, pursuant to which Far Vista Studios granted Far Vista the
exclusive right and license to use of the Trademarks and the system in
connection with the operation of “Run The Gauntlet” and to acquire, market and
distribute world wide “Run the Gauntlet” using PC computers and Xbox360 via an
internet connection.
 
 The
summary of the foregoing is qualified in its entirety by reference to the
License Agreement, which are included as exhibits to this Current
Report.
 
 Competitive
Business Conditions And The Small Business Issuer's Competitive Position In The
Industry And Methods Of Competition
 
 Far
Vista’s business is highly competitive in nature.  The Company
competes with other businesses in various categories including online games
portals.  Depending on the product line, the Company competes with
others for retail shelf space, human resources, investment capital, strategic
alliances and many other resources.
 
 Sources
And Availability Of Raw Materials And Principal Suppliers
 
 As an
early-stage company, Far Vista is currently reliant upon a small number of
suppliers to whom it outsources its manufacturing needs.  Management
plans to reduce such dependency by expanding the Company’s supply
channels.
 
 Intellectual
Property And Patent Protection
 
 At
present, Far Vista has the following pending trademarks:
 
 List
of Pending and Registered Trademarks
 
 The
Company had applied for trade mark registration of “Run the Gauntlet” on March
25, 2008.  The registration of this trademark was
denied.  The Company has determined not to pursue further trademarks
until such time as it has raised the funding it requires for
operations.
 
 Research
And Development
 
 During
the fiscal year ended December 31, 2008, we spent $542,411 on research and
development activities which were primarily focused on the development of the
Gauntlet, as well as, several unannounced future products.
 
 Employees
 
 Currently,
Far Vista has a total of one full time employee and no part time
employees.
 
 ITEM
1A.                     RISK
FACTORS
 
 The
Company is a smaller reporting company and is not required to provide this
information.
  9
  ITEM
1B.                     UNRESOLVED
STAFF COMMENTS
 
 The
Company is a smaller reporting company and is not required to provide this
information.
 
 ITEM  2.                      PROPERTIES
 
 Neither
the Company, nor its subsidiary, owns any properties or any real
estate.  The Company currently has free office space provided by the
President of the Company at the teaching facility where is currently
teaches.
 
 ITEM
3.                      
LEGAL PROCEEDINGS.
 
 Not
Applicable
  ITEM
4.                      
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
 
 No
matters were submitted to the Company’s security holders for a vote during the
fourth quarter of its fiscal year ending December 31, 2008.
  PART
II
  ITEM
5.                      
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER
PURCHASES OF EQUITY SECURITIES.
 
 (a)  The
Company's common stock trades on the Over-the-Counter Bulletin Board (“OTC/BB”)
under the symbol "FVSTA".  Following is a report of high and low bid
prices for the last two (2) fiscal years.
 
 Year 2008
                  
                  High
                  
                  
                  Low4th
      Quarter ended 12/31/08
                  
                  
                  1.10
                  
                  
                  
                  0.023rd
      Quarter ended 9/30/08
                  
                  
                  1.03
                  
                  
                  
                  0.512nd
      Quarter ended 6/30/08
                  
                  
                  1.90
                  
                  
                  
                  0.461st
      Quarter ended 3/31/08
                  
                  
                  1.60
                  
                  
                  
                  0.35
 
 Year 2007
                  
                  High
                  
                  
                  Low4th
      Quarter ended 12/31/07
                  
                  
                  1.26
                  
                  
                  
                  1.013rd
      Quarter ended 9/30/07
                  
                  
                  1.50
                  
                  
                  
                  1.052nd
      Quarter ended 6/30/07
                  
                  
                  1.25
                  
                  
                  
                  1.251st
      Quarter ended 3/31/07
                  
                  
                  1.25
                  
                  
                  
                  1.01
 
 The
information as provided above was provided by Pink Sheets.  The
quotations provided herein may reflect inter-dealer prices, without retail
mark-up, mark-down or commission and may not represent actual
transactions.
  As of May
7, 2009, there were 559 holders of record of the Company’s Class A common
stock.
 
 
 During
the last two (2) fiscal years, no cash dividends have been declared on the
Company's stock.
 
 Securities
Authorized for Issuance under Equity Compensation Plans
 
 The
following table provides information as of the end of the Company’s most
recently completed fiscal year with respect to compensation plans (including
individual compensation arrangements) under which equity securities of the
registrant are authorized for issuance, aggregated as follows:
  10
   Plan
      category
                  
                  Number
      of shares of
                    common
      stock to be
                    issued
      upon exercise
                    of
      outstanding
                    options,
      warrants and
                    rights
                  
                  
                  Weighted-average
      exercise price of outstanding options, warrants and rights
                  
                  
                  Number
      of shares of common stock remaining available for future issuance under
      equity compensation plans ( excluding securities reflected in column
      (a))(a)
                  
                  
                  (b)
                  
                  
                  (c)Equity
      compensation plans approved by security holders
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-Equity
      compensation plans not approved by security holders
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-Total
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
 
 Performance
Graph
 
 The
Company is a smaller reporting company and is not required to provide this
information.
 
 Recent
sales of unregistered securities; use of proceeds from registered
securities
 
 There are
no unregistered securities to report which were sold or issued by the Company
without the registration of these securities under the Securities Act of 1933 in
reliance on exemptions from such registration requirements, within the period
covered by this report, which have not been previously included in a Quarterly
Report on Form 10-Q or a Current Report on Form 8-K.
 
 ITEM
6.                      
SELECTED FINANCIAL DATA
 
 A smaller
reporting company is not required to provide the information required by this
item.
 
 ITEM
7.                     
 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS.
 
 Liquidity
 
 As of
December 31, 2008, we do not have any cash.  Loans from shareholders
and related parties and sales of equity are currently our only source of
liquidity.  The ability of our Company to meet our financial
liabilities and commitments is primarily dependent upon continuing loans and the
continued issuance of equity to new shareholders, and our ability to achieve and
maintain profitable operations.  Management believes that our
Company's cash and cash equivalents and cash flows from operating activities
will not be sufficient to meet our working capital requirements for the next
twelve month period.  We project that we will require an estimated
additional $7,565,000 over the next twelve month period to fund our operating
cash shortfall.  Our company plans to raise the capital required to
satisfy our immediate short-term needs and additional capital required to meet
our estimated funding requirements for the next twelve months primarily through
the private placement of our equity securities.  There are no
assurances that we will be able to obtain funds required for our continued
operation.  There can be no assurance that additional financing will
be available to us when needed or, if available, that it can be obtained on
commercially reasonable terms.  If we are not able to obtain the
additional financing on a timely basis, we will not be able to meet our other
obligations as they become due and we will be forced to scale down or perhaps
even cease the operation of our business.
 
 There is
substantial doubt about our ability to continue as a going concern as the
continuation of our business is dependent upon obtaining further long-term
financing, successful and sufficient market acceptance of our video game
software products and achieving a profitable level of operations.  The
issuance of additional equity securities by us could result in a significant
dilution in the equity interests of our current
stockholders.  Obtaining commercial loans, assuming those loans would
be available, will increase our liabilities and future cash
commitments.
  11
  Capital
Resources
 
 Pursuant
to an licensing agreement entered into between Far Vista Holdings and 101042361
Saskatchewan Ltd. Far Vista Holdings has an obligation to repay the research and
development costs up to a maximum of $500,000 upon the presentation of invoices
up to including March 31, 2008.    As of the date of this
report Far Vista Holdings has not received any request for
payment.  This obligation will be dealt with upon the Company
receiving funds.
 
 Results
of Operations
 
 For the
year ended December 31, 2008 the Company incurred operating losses of $611,533.
Net losses for the period February 21, 2008 (date of inception) to December 31,
2008 were $548,770.
 
 Summary
of Working Capital and Stockholders' Equity
 
 As of
December 31, 2008, the Company had negative working capital of $514,489 and
negative Stockholders' Equity of $514,489.
 
 Sources
of Working Capital
 
 For the
period February 21, 2008 (Date of inception) to December 31, 2008, the Company's
primary sources of working capital have come from related party
loans.
 
 Off-balance
Sheet Arrangements
 
 We have
no off-balance sheet arrangements.
 
 Tabular
Disclosure of Contractual Obligations
 
 Payments
      Due by periodContractual
      Obligations
                  
                  Total
                  
                  
                  Less
      than 1 year
                  
                  
                  1-3
      years
                  
                  
                  3-5
      years
                  
                  
                  More
      than 5 yearsLong-Term
      Debt Obligations
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-Capital
      Lease Obligations
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-Operating
      Lease Obligations
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-Purchase
      Obligations
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-Other
      Long-Term Liabilities Reflected on the Registrant's Balance Sheet under
      GAAP
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-Total
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
 
 Critical
Accounting Policies
 
 We have
identified certain accounting policies, described below, that are the most
important to the portrayal of our current financial condition and results of
operations.
  12
  Revenue
Recognition
 
 The
Company recognizes revenue in accordance with the provision of the Securities
and Exchange Commission Staff Accounting Bulletin ("SAB") No. 104 which
establishes guidance in applying generally accepted accounting principles to
revenue recognition in financial statements.  SAB No. 104 requires
that four basic criteria must be met before revenue can be recognized: (1)
persuasive evidence of an arrangement exists; (2) delivery has occurred or
services rendered; (3) the price to the buyer is fixed and determinable; and (4)
collectability is reasonably assured.
 
 Research
and development
 
 All costs
of research and development activities are expensed as incurred.
 
 Estimates
and Assumptions
 
 The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires us to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
of revenues and expenses during the reporting period. Estimates are made when
accounting for revenue (as discussed above under “Revenue Recognition”),
depreciation, amortization, bad debt reserves, income taxes and certain other
contingencies. We are subject to risks and uncertainties that may cause
actual results to vary from estimates. We review all significant estimates
affecting the financial statements on a recurring basis and record the effects
of any adjustments when necessary.
 
 Recent
Accounting Pronouncements
 
 In
December 2007, the FASB issued SFAS No. 141 (revised 2007), BUSINESS
COMBINATIONS. This revision to SFAS No. 141 requires an acquirer to recognize
the assets acquired, the liabilities assumed, and any non-controlling interest
in the acquiree at the acquisition date, at their fair values as of the
acquisition date, with limited exceptions. This revision also requires that
acquisition-related costs be recognized separately from the assets acquired and
that expected restructuring costs be recognized as if they were a liability
assumed at the acquisition date and recognized separately from the business
combination. In addition, this revision requires that if a business combination
is achieved in stages, that the identifiable assets and liabilities, as well as
the non-controlling interest in the acquiree, be recognized at the full amounts
of their fair values.
 
 In
December 2007, the FASB issued SFAS No. 160, NONCONTROLLING INTERESTS IN
CONSOLIDATED FINANCIAL STATEMENTS, an amendment of ARB No. 51.
The objective of this statement is to improve the relevance, comparability, and
transparency of the financial statements by establishing accounting and
reporting standards for the Noncontrolling interest in a subsidiary and for the
deconsolidation of a subsidiary. The Company believes that this statement will
not have any impact on its financial statements, unless it deconsolidates a
subsidiary.
 
 In March
2008, the FASB  issued SFAS  No. 161, DISCLOSURES ABOUT
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (an amendment to SFAS No. 133).
This statement is effective for financial statements issued for fiscal years and
interim periods beginning after November 15, 2008 and requires enhanced
disclosures with respect to derivative and hedging activities. The Company will
comply with the disclosure requirements of this statement if it utilizes
derivative instruments or engages in hedging activities upon its
effectiveness.
  In
April 2008, the FASB issued FASB Staff Position No. 142-3,
DETERMINATION OF THE USEFUL LIFE OF INTANGIBLE ASSETS (“FSP No. 142-3”) to
improve the consistency between the useful life of a recognized intangible asset
(under SFAS No. 142) and the period of expected cash flows used to measure
the fair value of the intangible asset (under SFAS No. 141(R)). FSP
No. 142-3 amends the factors to be considered when developing renewal or
extension assumptions that are used to estimate an intangible asset’s useful
life under SFAS No. 142. The guidance in the new staff position is to be
applied prospectively to intangible assets acquired after December 31,
2008. In addition, FSP No. 142-3 increases the disclosure requirements
related to renewal or extension assumptions. The Company does not believe
implementation of FSP No. 142-3 will have a material impact on its financial
statements.
   13
  In May
2008, the FASB issued SFAS No. 162, THE HIERARCHY OF GENERALLY ACCEPTED
ACCOUNTING PRINCIPLES.  This statement identifies the sources of
accounting principles and the framework for selecting the principles to be used
in the preparation of financial statements of nongovernmental entities that are
presented in conformity with generally accepted accounting principles (GAAP) in
the United States (the GAAP hierarchy).  This statement is effective
60 days following the SEC’s approval of the Public Company Accounting Oversight
Board amendments to AU Section 411, “the Meaning of Present Fairly in
Conformity With Generally Accepted Accounting Principles.”
  In May
2008, the FASB issued SFAS No. 163,ACCOUNTING FOR FINANCE
GUARANTEE INSURANCE CONTRACTS – AN INTERPRETATION OF FASB STATEMENT NO. 60.The premium revenue
recognition approach for a financial guarantee insurance contract links premium
revenue recognition to the amount of insurance protection and the period in
which it is provided. For purposes of this statement, the amount of insurance
protection provided is assumed to be a function of the insured principal amount
outstanding, since the premium received requires the insurance enterprise to
stand ready to protect holders of an insured financial obligation from loss due
to default over the period of the insured financial obligation.  This
Statement is effective for financial statements issued for fiscal years
beginning after December 15, 2008.
 
 In
June 2008, the FASB issued FASB Staff Position Emerging Issues Task
Force (EITF) No. 03-6-1, DETERMINING WHETHER INSTRUMENTS GRANTED IN
SHARE-BASED PAYMENT TRANSACTIONS ARE PARTICIPATING SECURITIES (“FSP EITF No.
03-6-1”).  Under FSP EITF No. 03-6-1, unvested share-based payment
awards that contain rights to receive nonforfeitable dividends (whether paid or
unpaid) are participating securities, and should be included in the two-class
method of computing EPS. FSP EITF No. 03-6-1 is effective for fiscal years
beginning after December 15, 2008, and interim periods within those years,
and is not expected to have a significant impact on the Company’s financial
statements.
  In
November 2008, the Emerging Issues Task Force (“EITF”) issued Issue
No. 08-7, ACCOUNTING FOR DEFENSIVE INTANGIBLE ASSETS (“EITF 08-7”). EITF
08-7 applies to all acquired intangible assets in which the acquirer does not
intend to actively use the asset but intends to hold (lock up) the asset to
prevent its competitors from obtaining access to the asset (a defensive asset),
assets that the acquirer will never actually use, as well as assets that will be
used by the acquirer during a transition period when the intention of the
acquirer is to discontinue the use of those assets. EITF 08-7 is effective as of
January 1, 2009. The Company does not expect the adoption of EITF 08-7 to
have a material impact on its financial statements.
  On
January 12, 2009 the Financial Accounting Standards Board ("FASB") issued a
final Staff Position ("FSP") amending the impairment guidance in EITF Issue No.
99-20, Recognition of Interest Income and Impairment on Purchased Beneficial
Interests and Beneficial Interests That Continue to Be Held by a Transferor in
Securitized Financial Assets to achieve more consistent determination of whether
an other-than-temporary impairment has occurred. This FSP does not have an
impact on the Company at the present time.
 
 On April
1, 2009 the FASB issued FSP FAS 141(R)-1 that amends and clarifies FASB No. 141
(revised 2007), Business Combinations, to address application issues on initial
recognition and measurement, subsequent measurement and accounting, and
disclosures of assets and liabilities arising from contingencies in a business
combination.
 
 On April
9, 2009 the FASB issued three FSPs intended to provide additional application
guidance and enhance disclosures regarding fair value measurements and
impairments of securities. FSP FAS 157-4, Determining Fair Value When the Volume
and Level of Activity for the Asset or Liability Have Significantly Decreased
and Identifying Transactions That Are Not Orderly, provides guidelines for
making fair value measurements more consistent with the principles presented in
FASB Statement No. 157, Fair Value Measurements. FSP FAS 107-1 and APB 28-1,
Interim Disclosures about Fair Value of Financial Instruments, enhances
consistency in financial reporting by increasing the frequency of fair value
disclosures. FSP FAS 115-2 and FAS 124-2, Recognition and Presentation of
Other-Than-Temporary Impairments, provides additional guidance designed to
create greater clarity and consistency in accounting for and presenting
impairment losses on securities. These FSPs do not have an impact on the Company
at the present time.
  None of
the above new pronouncements has current application to the Company, but may be
applicable to the Company's future financial reporting.
  14
  ITEM
7A.                   
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
 
 The
Company is a smaller reporting company and is not required to provide this
information.
  ITEM
8.                      
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
 
 The
financial statements and supplementary data required by this Item 8 are listed
in Item 15(a) (1) and begin at page F-1 of this Annual Report on Form
10-K.
 
 15
  Far
Vista Interactive Corp.
 
 (A
Development Stage Company)
  CONSOLIDATED
FINANCIAL STATEMENTS
  December
31, 2008
  (Stated in US
Dollars)
   F-1
  
 Far
Vista Interactive Corp.
 
 Consolidated
Financial Statements
 
 December
31, 2008
 
 Contents
 
 Report
      of Independent Registered Public Accounting Firm
                                                F-3Consolidated
      Financial StatementsConsolidated
      Balance Sheet
                                                F-4Consolidated
      Statement of Operations and Other Comprehensive Income
                                                F-5Consolidated
      Statement of Stockholders’ Deficiency
                                                F-6Consolidated
      Statement of Cash Flow
                                                F-7Notes
      to Consolidated Financial Statements
                                                F-8
      to
F-16
  F-2
  Child,
Van Wagoner & Bradshaw, PLLC
 
 A
PROFESSIONAL LIMITED LIABILITY COMPANY OF CERTIFIED PUBLIC
ACCOUNTANTS
  1284 W.
Flint Meadow Dr., Suite D, Kaysville, UT 84037PHONE: (801) 927-1337 FAX: (801)
927-1344
 5296 S.
Commerce Dr., Suite 300, Salt Lake City, UT 84107PHONE: (801) 281-4700 FAX:
(801) 281-4701
  Report
of Independent Registered Public Accounting Firm
  To the
Board of Directors
 Far Vista
Interactive Corp.
 
 We have
audited the consolidated balance sheet of Far Vista Interactive Corp. (the
Company) as of December 31, 2008, and the related consolidated statement of
operations and comprehensive income, changes in stockholders’ deficiency and
cash flows for the period from February 21, 2008 (date of inception) to December
31, 2008.  These consolidated financial statements are the
responsibility of the Company’s management.  Our responsibility is to
express an opinion on these consolidated financial statements based on our
audit.
  We
conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States).  Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement.  The
company is not required to have, nor were we engaged to perform, an audit of its
internal control over financial reporting.  Our audit included
consideration of internal control over financial reporting as a basis for
designing audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the company’s
internal control over financial reporting.  Accordingly, we express no
such opinion.  An audit also includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our
opinion.
  In our
opinion, the consolidated financial statements referred to above present fairly,
in all material respects, the financial position of the Company as of December
31, 2008, and the results of its operations and its cash flows for the period
from February 21, 2008 (date of inception) to December 31, 2008, in conformity
with accounting principles generally accepted in the United States of
America.
 
 The
accompanying financial statements have been prepared assuming that the Company
will continue as a going concern. As discussed in Note 8 to the financial
statements, the Company has incurred significant net losses since inception.
This raises substantial doubt about the Company's ability to meet its
obligations and to continue as a going concern. Management's plans in regard to
this matter are described in Note 8. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.
 
 
 /s/
Child, Van Wagoner & Bradshaw, PLLC
 Child,
Van Wagoner & Bradshaw, PLLC
 May 18,
2009
 Salt Lake
City, Utah
  F-3
 
 FAR VISTA INTERACTIVE
CORP.
 (A
Development Stage Company)
 CONSOLIDATED
BALANCE SHEET
 December
31, 2008
 (Stated in U.S.
Dollars)
 
 
 ASSETSCurrent
      AssetsCash
                  
                  $
                  36Taxes receivable (Note
      6)
                  
                  
                  23,810Total
      Current Assets
                  
                  
                  23,846Total
      Assets
                  
                  $
                  23,846LIABILITIESCurrent
      LiabilitiesAccounts payable and accrued
      liabilities
                  
                  $
                  60,745Accounts payable – related
      party (Note 5)
                  
                  
                  477,590Total
      Current Liabilities
                  
                  
                  538,335STOCKHOLDERS’
      DEFICIENCYCapital
      StockAuthorized:100,000,000
                  
                  common
      shares, par value $0.001 per shareIssued and
      outstanding:19,867,468
                  
                  common
      shares
                  
                  
                  19,868Additional
      paid-in capital
                  
                  
                  14,413Accumulated
      other comprehensive income
                  
                  
                  62,763Deficit
      accumulated during the development stage
                  
                  
                  (611,533
                  )Total
      Stockholders’ Deficiency
                  
                  
                  (514,489
                  )Total
      Liabilities and Stockholders’ Deficiency
                  
                  $
                  23,846
 
 SEE
ACCOMPANYING NOTES
  F-4
  FAR VISTA INTERACTIVE
CORP.
 (A
Development Stage Company)
 CONSOLIDATED
STATEMENT OF OPERATIONS AND OTHER COMPREHENSIVE INCOME
 for the
period February 21, 2008 (Date of Inception) to December 31, 2008
 (Stated in U.S.
Dollars)
  ExpensesOffice and
      administration
                  
                  $
                  15,478Professional
    fees
                  
                  
                  53,644Research and
      development
                  
                  
                  542,411611,533Net
      loss for the period
                  
                  
                  (611,533
                  )Other
      comprehensive income:Foreign currency translation
      adjustment
                  
                  
                  62,763Comprehensive
      loss for the period
                  
                  $
                  (548,770
                  )Basic
      and diluted loss per share
                  
                  $
                  (0.04
                  )Weighted
      average number of shares outstanding
                  
                  
                  13,791,054
  SEE
ACCOMPANYING NOTES
  F-5
  FAR VISTA INTERACTIVE
CORP.
 (A
Development Stage Company)
 CONSOLIDATED
STATEMENT OF STOCKHOLDERS’ DEFICIENCY
 for the
period February 21, 2008 (Date of Inception) to December 31, 2008
 (Stated in U.S.
Dollars)
  DeficitAccumulated
                  
                  
                  AccumulatedAdditional
                  
                  
                  Other
                  
                  
                  During
      theCommon
      Stock
                  
                  
                  Paid-in
                  
                  
                  Comprehensive
                  
                  
                  DevelopmentShares
                  
                  
                  Amount
                  
                  
                  Capital
                  
                  
                  Income
                  
                  
                  Stage
                  
                  
                  TotalBalance,
      February 21, 2008
                  
                  
                  -
                  
                  
                  $
                  -
                  
                  
                  $
                  -
                  
                  
                  $
                  -
                  
                  
                  $
                  -
                  
                  
                  $
                  -Capital
      stock issued:For
      cash                    -
      at $0.001
                  
                  
                  1,000
                  
                  
                  
                  1
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  1Pursuant to recapitalization-
      at $0.001
                  
                  
                  19,781,849
                  
                  
                  
                  19,782
                  
                  
                  
                  (19,782
                  )
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -For
      cash                    -
      at $1.10
                  
                  
                  24,892
                  
                  
                  
                  25
                  
                  
                  
                  27,356
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  27,381For
      cash                    -
      at $0.55
                  
                  
                  59,727
                  
                  
                  
                  60
                  
                  
                  
                  6,839
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  6,899Foreign
      currency translation adjustment
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  62,763
                  
                  
                  
                  -
                  
                  
                  
                  62,763Net
      loss for the period
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (611,533
                  )
                  
                  
                  (611,533
                  )Balance,
      December 31, 2008
                  
                  
                  19,867,468
                  
                  
                  $
                  19,868
                  
                  
                  $
                  14,413
                  
                  
                  $
                  62,763
                  
                  
                  $
                  (611,533
                  )
                  
                  $
                  (514,489
                  )
 
 
 SEE
ACCOMPANYING NOTES
  F-6
  FAR VISTA INTERACTIVE
CORP.
 (A
Development Stage Company)
 CONSOLIDATED
STATEMENT OF CASH FLOWS
 for the
period February 21, 2008 (Date of Inception) to December 31, 2008
 (Stated in U.S.
Dollars)
  Cash
      Flows From Operating ActivitiesNet loss for the
      period
                  
                  $
                  (611,533
                  )Changes in non-cash working
      capital balance
                    related to
      operations:Taxes
receivable
                  
                  
                  (27,120
                  )Accounts
      payable – related party
                  
                  
                  543,987Accounts payable and accrued
      liabilities
                  
                  
                  60,745Cash
      flows used in operating activities
                  
                  
                  (33,921
                  )Cash
      Flows from Financing ActivitiesProceeds from sale of common
      stock, net of costs
                  
                  
                  34,281Cash
      flows provided by financing activities
                  
                  
                  34,281Foreign
      currency translation adjustment
                  
                  
                  (324
                  )Increase
      in cash during the period
                  
                  
                  36Cash
      at beginning of period
                  
                  
                  -Cash
      at end of period
                  
                  $
                  36
 
 SEE
ACCOMPANYING NOTES
  F-7
  FAR
VISTA INTERACTIVE CORP.
 (A
Development Stage Company)
 NOTES TO
THE CONSOLIDATED FINANCIAL STATEMENTS
 For the
period from February 21, 2008 (Date of Inception) to December 31,
2008
 
 Note
1- Summary of Significant Accounting Policies
 
 This
summary of significant accounting policies of Far Vista Interactive Corp. (the
“Company”) is presented to assist in understanding the Company's financial
statements. The financial statements and notes are representations of the
Company's management who are responsible for their integrity and objectivity.
These accounting policies conform to accounting principles generally accepted in
the United States of America and have been consistently applied in the
preparation of the financial statements, which are stated in U.S.
Dollars.
 
 Organization
 
 Arrow
Management, Inc. (Arrow) was incorporated under the laws of the State of Nevada
on January 14, 1988.  On September 30, 1993, Arrow issued 52,507
shares of its common stock to acquire 99.45% of the outstanding stock of
Panorama, an affiliated company.  The transaction was accounted for
under the pooling-of-interests method of accounting, thus, the financial
statements were restated as if the Companies had been consolidated for all
periods presented.  In December 1996, Arrow cancelled 3,500 shares of
its common stock held for issuance to a shareholder of Panorama.  As a
result of this transaction, Arrow's ownership of Panorama was reduced from
99.45% to 90.73%.  On November 19, 1999, Arrow exchanged its interest
in Panorama for 30,947 shares held as treasury stock.  At
approximately the same time, Arrow entered into a plan of reorganization with
W-Waves USA, Inc. (W-Waves) (a Delaware corporation) to issue the 30,947 shares
of treasury stock and an additional 54,500 previously un-issued shares to
acquire 100% of the outstanding stock of W-Waves.  The transaction was
accounted for as a reverse acquisition.  These financial statements
are presented from the inception date of March 19, 1999 which was the date of
incorporation of W-Waves U.S.A, Inc. as this company was the last operating
entity.
 
 On
October 21, 1999, Arrow filed a Certificate of Name Change with the State of
Nevada changing its name to W-Waves USA, Inc.  On August 27, 2004,
W-Waves USA, Inc. filed a Certificate of Name Change with the State of Nevada
changing its name to China Titanium & Chemical Corp. (the
Company).  The Company also affected a reverse split of its shares on
the basis of one share for each 100 shares issued on August 27, 2004 and
increased its authorized capital to 100,000,000 Class A common
shares.
 
 As of
September 2003, the Company and its subsidiaries ceased operations relating to
the marketing of its technologies and products in the audio industry and as of
the year ended December 31, 2004, the Company had divested itself of all of its
subsidiaries.
 
 On
October 7, 2004, the Company entered into a share exchange agreement with China
Titanium & Chemical Corp., a private Bahamian company.  The
agreement did not close.
 
 On April
1, 2008, China Titanium & Chemical Corp. (“the Company”) entered into a
Share Exchange Agreement (the “Exchange Agreement”) among Far Vista Holdings
Inc., a private Saskatchewan corporation (“Far Vista”), a wholly owned
subsidiary of 1010423651 Saskatchewan Ltd., formed for the purpose of completing
the acquisition of Far Vista, and the stockholders of Far Vista (the “Far Vista
Stockholders”).  Under the terms of the Exchange Agreement the Company
agreed to acquire all of the issued and outstanding shares of Far Vista
resulting in Far Vista, being a direct, wholly-owned subsidiary of China
Titanium.  Upon the subsidiary acquisition of Far Vista by China
Titanium, the Company agreed to issue to the shareholders of Far Vista an
aggregate of 10,416,600 shares of the common stock of China
Titanium.  Closing of the Exchange Agreement occurred on May 14, 2008
(the “Closing Date”). Refer to Note 3 – Business Combination for additional
details. On September 16, 2008, China Titanium & Chemical Corp. changed its
name to Far Vista Interactive Corp.
 
  F-8
  FAR
VISTA INTERACTIVE CORP.
 (A
Development Stage Company)
 NOTES TO
THE CONSOLIDATED FINANCIAL STATEMENTS
 For the
period from February 21, 2008 (Date of Inception) to December 31,
2008
 
 Note
1- Summary of Significant Accounting Policies – Cont’d
 
 In
connection with the closing of the acquisition of Far Vista, the Company
completed a private placement of 3,000,000 Units at a price of $0.10 per unit
pursuant to Regulation S of the Securities Act of 1933.  Each Unit
consisted of one share of common stock and one share purchase warrant to acquire
a further share of common stock at $0.20 per share for a period of one year from
the date of issue. The warrants expired unexercised subsequent to the fiscal
year ended December 31, 2008. Funds from the placement were used to retire
existing Company debt.
 
 Following
the completion of the acquisition of Far Vista, the Company is now engaged in
the business of the development, distribution, marketing and sale of video game
software products and online video games.
 
 Nature and
Continuance of Operations
 
 The
      Company is in the development stage and has not yet realized any revenues
      from its planned operations.
 
 The
primary operations of the Company are presently undertaken by Far Vista Holdings
Inc.  Far Vista Holdings Inc. is in the process of developing online
active video games for the PC, Microsoft Xbox 360, Sony PlayStation consoles,
and online game community making video games more appealing to First person
Shooter (“FPS”) types of gamers and non-gamers alike.
 
 These
consolidated financial statements have been prepared in accordance with
generally accepted accounting principles applicable to a going concern, which
assumes that the Company will be able to meet its obligations and continue its
operations for its next fiscal year.  Realization values may be
substantially different from carrying values as shown and these financial
statements do not give effect to adjustments that would be necessary to the
carrying values and classification of assets and liabilities should the Company
be unable to continue as a going concern.  At December 31, 2008, the
Company had not yet achieved profitable operations, has accumulated losses of
$611,533 since inception, has a working capital deficit of $514,489 and expects
to incur further losses in the development of its business, all of which casts
substantial doubt about the Company’s ability to continue as a going
concern.  The Company’s ability to continue as a going concern is
dependent upon its ability to generate future profitable operations and/or to
obtain the necessary financing to meet its obligations and repay its liabilities
arising from normal business operations when they come
due.  Management has no formal plan in place to address this concern
but considers that the Company will be able to obtain additional funds by equity
financing and/or related party advances; however there is no assurance of
additional funding being available.
 
 Use
of Estimates in the preparation of the financial statements
 
 The
preparation of the Company's financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the amounts reported in these financial statements and
accompanying notes.  Actual results could differ from those
estimates.
 
 Principles
of consolidation
 
 The
consolidated financial statements include the accounts of the Company, and its
wholly-owned subsidiary, Far Vista Holdings Inc. All inter-company transactions
have been eliminated.
  F-9
  FAR
VISTA INTERACTIVE CORP.
 (A
Development Stage Company)
 NOTES TO
THE CONSOLIDATED FINANCIAL STATEMENTS
 For the
period from February 21, 2008 (Date of Inception) to December 31,
2008
 
 Note
1- Summary of Significant Accounting Policies – Cont’d
 
 Depreciation
and amortization
 
 Depreciation
and amortization have been provided in amounts sufficient to relate the costs of
depreciable assets to operations over their estimated useful
lives.  Equipment is depreciated at a rate of 10% per annum and
leasehold improvements are depreciated at a rate of 8% per annum.
 
 Cash
and Cash Equivalents
 
 The
Company considers all highly liquid debt instruments with an original maturity
of three months or less to be cash equivalents.
 
 Currency
 
 The
functional currency of the Company is the United States dollar.  The
functional currency of Far Vista Holdings Inc. is the Canadian dollar. Assets
and liabilities in the accompanying financial statements are translated to
United States dollars at current exchange rates and income statement accounts
are translated at the average rates prevailing during the
period.  Related translation adjustments are reported as other
comprehensive income , a component of stockholders’ equity.
 
 Development
Stage Company
 
 The
Company is a development stage company as defined in Statement of Financial
Accounting Standards No. 7.  The Company is devoting substantially all
of its present efforts to establish a new business and none of its planned
principal operations have commenced.  All losses accumulated since
inception has been considered as part of the Company’s development stage
activities.
 
 Gain
(Loss) Per Share
 
 Gain
(loss) per share of common stock is computed by dividing the net loss by the
weighted average number of common shares outstanding during the
year.  Fully diluted earnings per share are not presented because they
are anti-dilutive.
 
 Fair
Value of Financial Instruments
 
 Financial
Accounting Standards Board (“FASB”) issued Statement of Financial Accounting
Standards No. 107 (“SFAS 107”), Disclosure About Fair Value of Financial
Instruments.  SFAS 107 requires disclosure of fair value information
about financial instruments when it is practicable to estimate that
value.  The carrying amount of the Company’s cash and cash
equivalents, accounts receivable, prepaid expenses and other current expenses,
and the current portions of notes payable approximate their estimated fair
values due to their short-term maturities.
  F-10
  FAR
VISTA INTERACTIVE CORP.
 (A
Development Stage Company)
 NOTES TO
THE CONSOLIDATED FINANCIAL STATEMENTS
 For the
period from February 21, 2008 (Date of Inception) to December 31,
2008
 
 Note
1- Summary of Significant Accounting Policies – Cont’d
 
 Income
taxes
 
 The
Company is subject to United States income taxes.  Its wholly owned
subsidiary is subject to Canadian taxes.
 
 Income
taxes are accounted for under the asset and liability method.  Under
this method, deferred tax assets and liabilities are recognized for the future
tax consequences attributable to differences between the financial statement
carrying amounts of existing assets and liabilities and their respective tax
bases and operating loss and tax credit carryforwards.  Deferred tax
assets and liabilities are measured using enacted tax rates expected to apply to
taxable income in the years in which those temporary differences are expected to
be recovered or settled.  The effect on deferred tax assets and
liabilities of a change in tax rates is recognized in operations in the period
that includes the enactment date. The measurement of deferred tax assets is
reduced, if necessary, by a valuation allowance for any tax benefits for which
future realization is uncertain.
 
 At
December 31, 2008, the Company has net operating loss carry forwards totaling
approximately $611,500. The carry forwards begin to expire as of the current
fiscal year. The Company has established a valuation allowance for the full tax
benefit of the operating loss carryovers due to the uncertainty regarding
realization.
 
 Research
and Development Costs
 
 Research
and development costs are expensed in the year in which they are
incurred.
 
 Stock-based
      Compensation
 The
      Company has elected to account for stock-based compensation following SFAS
      123R, ”Accounting for Stock-based Compensation”, and provide the
      disclosure required under SFAS No. 123R, “Accounting for Stock-based
      Compensation, as amended by SFAS No. 148, “Accounting for Stock-based
      Compensation – Transition and Disclosure, amendment of SFAS Statement No.
      123R.
 
 New
Accounting Standards
 
 Recently
Issued Accounting Pronouncements
  In
December 2007, the FASB issued SFAS No. 141 (revised 2007), BUSINESS
COMBINATIONS. This revision to SFAS No. 141 requires an acquirer to recognize
the assets acquired, the liabilities assumed, and any non-controlling interest
in the acquiree at the acquisition date, at their fair values as of the
acquisition date, with limited exceptions. This revision also requires that
acquisition-related costs be recognized separately from the assets acquired and
that expected restructuring costs be recognized as if they were a liability
assumed at the acquisition date and recognized separately from the business
combination. In addition, this revision requires that if a business combination
is achieved in stages, that the identifiable assets and liabilities, as well as
the non-controlling interest in the acquiree, be recognized at the full amounts
of their fair values.
 
 In
December 2007, the FASB issued SFAS No. 160, NONCONTROLLING INTERESTS IN
CONSOLIDATED FINANCIAL STATEMENTS, an amendment of ARB No. 51.
The objective of this statement is to improve the relevance, comparability, and
transparency of the financial statements by establishing accounting and
reporting standards for the Noncontrolling interest in a subsidiary and for the
deconsolidation of a subsidiary. The Company believes that this statement will
not have any impact on its financial statements, unless it deconsolidates a
subsidiary.
  F-11
  FAR
VISTA INTERACTIVE CORP.
 (A
Development Stage Company)
 NOTES TO
THE CONSOLIDATED FINANCIAL STATEMENTS
 For the
period from February 21, 2008 (Date of Inception) to December 31,
2008
 
 Recently
Issued Accounting Pronouncements (continued)
 
 In
February 2007, the FASB issued SFAS No. 159, THE FAIR VALUE OPTION FOR FINANCIAL
ASSETS AND FINANCIAL LIABILITIES, including an amendment of FASB Statement No.
115. This pronouncement permits entities to choose to measure many financial
instruments and certain other items at fair value that are not currently
required to be measured at fair value. SFAS 159 is effective as of the beginning
of our fiscal year which begins January 1, 2008.
 
 In March
2008, the FASB issued SFAS  No. 161, DISCLOSURES ABOUT DERIVATIVE
INSTRUMENTS AND HEDGING ACTIVITIES (an amendment to SFAS No. 133). This
statement is effective for financial statements issued for fiscal years and
interim periods beginning after November 15, 2008 and requires enhanced
disclosures with respect to derivative and hedging activities. The Company will
comply with the disclosure requirements of this statement if it utilizes
derivative instruments or engages in hedging activities upon its
effectiveness.
  In
April 2008, the FASB issued FASB Staff Position No. 142-3,
DETERMINATION OF THE USEFUL LIFE OF INTANGIBLE ASSETS (“FSP No. 142-3”) to
improve the consistency between the useful life of a recognized intangible asset
(under SFAS No. 142) and the period of expected cash flows used to measure
the fair value of the intangible asset (under SFAS No. 141(R)). FSP
No. 142-3 amends the factors to be considered when developing renewal or
extension assumptions that are used to estimate an intangible asset’s useful
life under SFAS No. 142. The guidance in the new staff position is to be
applied prospectively to intangible assets acquired after December 31,
2008. In addition, FSP No. 142-3 increases the disclosure requirements
related to renewal or extension assumptions. The Company does not believe
implementation of FSP No. 142-3 will have a material impact on its financial
statements.
  In May
2008, the FASB issued SFAS No. 162, THE HIERARCHY OF GENERALLY ACCEPTED
ACCOUNTING PRINCIPLES.  This statement identifies the sources of
accounting principles and the framework for selecting the principles to be used
in the preparation of financial statements of nongovernmental entities that are
presented in conformity with generally accepted accounting principles (GAAP) in
the United States (the GAAP hierarchy).  This statement is effective
60 days following the SEC’s approval of the Public Company Accounting Oversight
Board amendments to AU Section 411, “the Meaning of Present Fairly in
Conformity With Generally Accepted Accounting Principles.”
  In May
2008, the FASB issued SFAS No. 163,ACCOUNTING FOR FINANCE
GUARANTEE INSURANCE CONTRACTS – AN INTERPRETATION OF FASB STATEMENT NO. 60.The premium revenue
recognition approach for a financial guarantee insurance contract links premium
revenue recognition to the amount of insurance protection and the period in
which it is provided. For purposes of this statement, the amount of insurance
protection provided is assumed to be a function of the insured principal amount
outstanding, since the premium received requires the insurance enterprise to
stand ready to protect holders of an insured financial obligation from loss due
to default over the period of the insured financial obligation.  This
Statement is effective for financial statements issued for fiscal years
beginning after December 15, 2008.
 
  F-12
  FAR
VISTA INTERACTIVE CORP.
 (A
Development Stage Company)
 NOTES TO
THE CONSOLIDATED FINANCIAL STATEMENTS
 For the
period from February 21, 2008 (Date of Inception) to December 31,
2008
 
 Recently
Issued Accounting Pronouncements (continued)
  In
June 2008, the FASB issued FASB Staff Position Emerging Issues Task
Force (EITF) No. 03-6-1, DETERMINING WHETHER INSTRUMENTS GRANTED IN
SHARE-BASED PAYMENT TRANSACTIONS ARE PARTICIPATING SECURITIES (“FSP EITF No.
03-6-1”).  Under FSP EITF No. 03-6-1, unvested share-based payment
awards that contain rights to receive nonforfeitable dividends (whether paid or
unpaid) are participating securities, and should be included in the two-class
method of computing EPS. FSP EITF No. 03-6-1 is effective for fiscal years
beginning after December 15, 2008, and interim periods within those years,
and is not expected to have a significant impact on the Company’s financial
statements.
  In
November 2008, the Emerging Issues Task Force (“EITF”) issued Issue
No. 08-7, ACCOUNTING FOR DEFENSIVE INTANGIBLE ASSETS (“EITF 08-7”). EITF
08-7 applies to all acquired intangible assets in which the acquirer does not
intend to actively use the asset but intends to hold (lock up) the asset to
prevent its competitors from obtaining access to the asset (a defensive asset),
assets that the acquirer will never actually use, as well as assets that will be
used by the acquirer during a transition period when the intention of the
acquirer is to discontinue the use of those assets. EITF 08-7 is effective as of
January 1, 2009. The Company does not expect the adoption of EITF 08-7 to
have a material impact on its financial statements.
  On
January 12, 2009 the Financial Accounting Standards Board ("FASB") issued a
final Staff Position ("FSP") amending the impairment guidance in EITF Issue No.
99-20, Recognition of Interest Income and Impairment on Purchased Beneficial
Interests and Beneficial Interests That Continue to Be Held by a Transferor in
Securitized Financial Assets to achieve more consistent determination of whether
an other-than-temporary impairment has occurred. This FSP does not have an
impact on the Company at the present time.
 
 On April
1, 2009 the FASB issued FSP FAS 141(R)-1 that amends and clarifies FASB No. 141
(revised 2007), Business Combinations, to address application issues on initial
recognition and measurement, subsequent measurement and accounting, and
disclosures of assets and liabilities arising from contingencies in a business
combination.
 
 On April
9, 2009 the FASB issued three FSPs intended to provide additional application
guidance and enhance disclosures regarding fair value measurements and
impairments of securities. FSP FAS 157-4, Determining Fair Value When the Volume
and Level of Activity for the Asset or Liability Have Significantly Decreased
and Identifying Transactions That Are Not Orderly, provides guidelines for
making fair value measurements more consistent with the principles presented in
FASB Statement No. 157, Fair Value Measurements. FSP FAS 107-1 and APB 28-1,
Interim Disclosures about Fair Value of Financial Instruments, enhances
consistency in financial reporting by increasing the frequency of fair value
disclosures. FSP FAS 115-2 and FAS 124-2, Recognition and Presentation of
Other-Than-Temporary Impairments, provides additional guidance designed to
create greater clarity and consistency in accounting for and presenting
impairment losses on securities.
 
 These
FSPs do not have an impact on the Company at the present time.
 
 Other
 
 The
Company has selected December 31 as its year-end.
 
 The
Company paid no dividends in 2008.
  F-13
  FAR
VISTA INTERACTIVE CORP.
 (A
Development Stage Company)
 NOTES TO
THE CONSOLIDATED FINANCIAL STATEMENTS
 For the
period from February 21, 2008 (Date of Inception) to December 31,
2008
 
 Note
2 – Business Combination
 
 On April
1, 2008, China Titanium & Chemical Corp. (“the Company”) entered into a
Share Exchange Agreement (the “Exchange Agreement”) among Far Vista Holdings
Inc., a private Saskatchewan corporation (“Far Vista”), a wholly owned
subsidiary of 1010423651 Saskatchewan Ltd., formed for the purpose of completing
the acquisition of Far Vista, and the stockholders of Far Vista (the “Far Vista
Stockholders”).  Under the terms of the Exchange Agreement the Company
agreed to acquire, all of the issued and outstanding shares of Far Vista
resulting in “Far Vista,” being a direct, wholly-owned subsidiary of China
Titanium.  Upon the subsidiary acquisition of Far Vista by China
Titanium, the Company agreed to issue to the shareholders of Far Vista an
aggregate of 10,416,600 shares of the common stock of China
Titanium.
 
 Closing
of the Exchange Agreement occurred on May 14, 2008 (the “Closing Date”) and was
subject to, among other things, the following terms and conditions:
 
 (a)
              Concurrent
      with closing, China Titanium completing a private placement for gross
      proceeds of $300,000 at a price of $0.10 per unit with each unit
      consisting of one common share and one share purchase warrant exercisable
      at a price of $0.20 per share for a period of one year from the closing
      date.(b)
              The
      satisfactory completion of due diligence investigations by both
      parties.(c)
              Delivery
      of all financials of Far Vista required pursuant to applicable securities
      laws.(d)
              China
      Titanium appointing Richard Buckley as president and chief executive
      officer of China Titanium at  closing(e)
              China
      Titanium appointing to the board of China Titanium subject to the
      effectiveness of a Schedule 14-F effecting the change in control of the
      board.
 
 Following
completion of all of the above conditions on the Closing Date: (i) Far Vista was
acquired by China Titanium and China Titanium being the sole shareholder of Far
Vista; and (ii) the sole Far Vista Stockholder received an aggregate of
10,416,600 shares of China Titanium’s common stock representing 54.6% of the
issued and outstanding shares of the Company.
 
 As a
result of this transaction, the shareholders of Far Vista acquired control of
the Company and consequently Far Vista is deemed to be the accounting
acquirer.  The acquisition has been accounted for using the purchase
method of accounting, as a reverse acquisition and the consolidated financial
statements are a continuation of the operations of Far Vista and not the
Company.  The operations of the Company are included in the
consolidated statement of loss from May 14, 2008, the effective date of the
acquisition.
 
 The net
non-monetary assets acquired from the Company are as follows:
 
 Total
      assets
                  
                  $
                  25,690Total
      liabilities
                  
                  
                  (559,501
                  )Net
      non-monetary assets
                  
                  $
                  (533,811
                  )Consideration:common shares of the
      Company (at par value)
                  
                  $
                  19,783
 
 This
transaction is considered to be a capital transaction, that is, the transaction
is equivalent to the issuance of common shares by Far Vista for the net monetary
assets of the Company, accompanied by a recapitalization.  As the
Company had no net monetary assets at the time of the transaction, the
recapitalization has been recorded at par value ($0.001 per share of Class A
common stock).
  F-14
  FAR
VISTA INTERACTIVE CORP.
 (A
Development Stage Company)
 NOTES TO
THE CONSOLIDATED FINANCIAL STATEMENTS
 For the
period from February 21, 2008 (Date of Inception) to December 31,
2008
 
 Note
2 – Business Combination – Cont’d
 
 The
consolidated statements of operations and cash flows for the period ended June
30, 2008 do not include the results of operations or cash flows of the Company
for the period January 1, 2008 to May 14, 2008, the date of the reverse
take-over transaction.  These results were as follows:
 
 Statement of OperationsRevenueInterest
      Income
                    
                    $
                    307ExpensesOffice and
      administration
                    
                    
                    41,093Finder’s
      fees
                    
                    
                    136,000Professional
    fees
                    
                    
                    14,855191,948Loss
      for the period
                    
                    $
                    (191,641
                    )
 
 Statement of Cash FlowsCash
      Flows from Operating ActivitiesNet loss for the
      period
                    
                    $
                    (191,641
                    )Changes in non-cash working
      capital balances:Accounts
      receivable
                    
                    
                    (286
                    )Accounts
    payable
                    
                    
                    (30,812
                    )Cash
      flows provided by operating activities
                    
                    
                    (227,739
                    )Cash
      Flows from Financing ActivityDue
      to related party
                    
                    
                    (314,000
                    )Shares
      issued for cash
                    
                    
                    300,000Cash
      flows provided by financing activity
                    
                    
                    (14,000
                    )Decrease
      in cash during the period
                    
                    
                    (236,739
                    )Cash,
      beginning of the period
                    
                    
                    236,739Cash,
      end of the period
                    
                    $
                    -
 
 Note
3 – Common Stock
 
 The
Company is authorized to issue 100,000,000 common shares at $0.001 par value per
share.
 
 On
October 28, 2008 the Company issued a total of 24,892 units of the Company Class
A common stock, $0.001 par value, at a per share price of $1.10 per unit, each
unit consisting of one share of Class A common stock and one share purchase
warrant to acquire an additional share of the Company Class A common stock at a
price of $1.50 per share for a period of four months from the date of
acceptance.
 
 On
December 4, 2008, the Company issued 59,727 Class A common stock in exchange for
$6,898 in cash collection (net of the amount of $ 25,952 finder’s
fee).
 
 On
October 21, 2008, the Company entered into a stock purchase agreement with Imini
Enterprises Corporation for a maximum amount of $1,000,000 by way of Regulation
S subscriptions. On November 17, 2008, the Company terminated the stock purchase
agreement. As of the date this report, no funds have been received pursuant to
the terms of the agreement.
  F-15
  FAR
VISTA INTERACTIVE CORP.
 (A
Development Stage Company)
 NOTES TO
THE CONSOLIDATED FINANCIAL STATEMENTS
 For the
period from February 21, 2008 (Date of Inception) to December 31,
2008
 
 Note
4 – Warrants
 
 As part
of the issuance of common stock noted in Note 3 above, the Company issued 24,892
warrants during the fiscal year 2008. These warrants expired on February 28,
2009.
 
 As part
of the issuance of common stock noted in Note 2 above, the Company issued
3,000,000 warrants during the fiscal year 2008.  The warrants expired
unexercised subsequent to the year ended December 31, 2008.
 
 Note 5–Related Party
Transactions
 
 On
February 22, 2008, Far Vista and 10142361 Saskatchewan Ltd. (dba “Far Vista
Studios”) entered into a Licensing Agreement for Far Vista to obtain the world
wide right and license to use of the Trademarks and the System in connection
with operation of “Run the Gauntlet”, a leading edge, multi-player First Person
Shooter video combat game, in accordance with the terms of the Licensing
Agreement (the “Agreement). Far Vista Studios is 100% owned by Richard Buckley,
an officer and director of China Titanium and the sole officer and director of
Far Vista. Under the terms of the Agreement, Far Vista agreed to reimburse Far
Vista Studios for certain research and development costs associated with the
development of “Run the Gauntlet “TM.
 
 As
at December 31, 2008 the Company has received invoices for reimbursement from
Far Vista Studios totaling $503,501, of which amount a total of $25,911 was
repaid during the year, leaving a remaining balance of $477,590 due and payable
at December 31, 2008 which amount is reflected on the balance sheet as Accounts
Payable – Related Party. Included in this related party payable,  a
total of $297,387 invoiced by officers and directors of Far Vista for services
rendered to Far Vista Studios, of which amount a total of $235,788 remains
outstanding as at December 31, 2008.
 
 Note
6 – Taxes Receivable
 
 Amounts
receivable of $23,810 consists of Canadian refundable goods and services tax
credits (“GST”) incurred by Far Vista Holdings Inc.
 
 Note
7 – Other
 
 On
October 29, 2008, the Company signed a Memorandum of Understanding with Playnet,
Inc. whereby Playnet, Inc. will provide end user account, administration,
billing and reporting services using the Playnet, Inc. proprietary software
applications. Far Vista is required to pay $125,000 plus 5% of gross revenues
earned from operations for a period of 12 months from the time that Far Vista
commences the use of the Playnet, Inc. services.
 
 Note
8 – Going Concern
 
 The
Company has sustained net losses and negative operating cash flows since
inception because of significant investment into research and development and
the design of its product.  The loss for the period ended December 31, 2008
has raised concerns regarding the Company’s ability to continue as a going
concern.  If the losses and negative operating cash flows are not remedied
the Company’s assets may not be realized and liabilities satisfied in the normal
course of business.  Management is aware of the factors discussed
above and has implemented several strategies to remedy the situation, in order
to provide positive operating cash flows and net income.  The industry in
which Far Vista competes sees significant early losses in operations because of
research and development efforts.  Once the research and development has
been made, operations will generally recover prior year sustained losses within
two to three years.  Discussions with potential financing sources in
order to alleviate ongoing research and development requirements have been
initiated.
  F-16
 
 ITEM
9.                      
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE.
 
 There are
not currently and have not been any disagreements between us and our accountants
on any matter of accounting principles, practices or financial statement
disclosure.
 
 ITEM
9A
(T).              CONTROLS
AND PROCEDURES.
 
 Evaluation
of Disclosure Controls and Procedures
 
 Our
management, under supervision and with the participation of the Chief Executive
Officer and the Chief Financial Officer, evaluated the effectiveness of our
disclosure controls and procedures, as defined under Exchange Act Rule
13a-15(e).  Based upon this evaluation, the Chief Executive Officer
and Chief Financial Officer concluded that, as of December 31, 2008, because of
the material weakness in our internal control over financial reporting (“ICFR”)
described below, our disclosure controls and procedures were not
effective.
 
 Disclosure
controls and procedures are controls and other procedures that are designed to
ensure that information required to be disclosed in our reports filed or
submitted under the Securities Exchange Act is recorded, processed, summarized
and reported within the time periods specified in the Securities and Exchange
Commission’s rules and forms.  Disclosure controls and procedures
include, without limitation, controls and procedures designed to ensure that
information required to be disclosed in our reports filed under the Exchange Act
is accumulated and communicated to our management, including our principal
executive officer and our principal financial officer, as appropriate, to allow
timely decisions regarding required disclosure.
 
 Changes
in Internal Control Over Financial Reporting
 
 There
have been no changes in our internal controls over financial reporting that
occurred during our most recent fiscal quarter that have materially affected, or
are reasonably likely to materially affect, our internal controls over financial
reporting.
 
 Management’s
Report On Internal Control Over Financial Reporting
 
 Our
management is responsible for establishing and maintaining adequate internal
control over financial reporting, as defined under Exchange Act Rules 13a-15(f)
and 14d-14(f).  Our internal control over financial reporting is
designed to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles.
  All
internal control systems, no matter how well designed, have inherent limitations
and may not prevent or detect misstatements.  Therefore, even those
systems determined to be effective can only provide reasonable assurance with
respect to financial reporting reliability and financial statement preparation
and presentation.  In addition, projections of any evaluation of
effectiveness to future periods are subject to risk that controls become
inadequate because of changes in conditions and that the degree of compliance
with the policies or procedures may deteriorate.
  Management
assessed the effectiveness of the Company’s internal control over financial
reporting as of September 30, 2008.  In making the assessment,
management used the criteria issued by the Committee of Sponsoring Organizations
of the Treadway Commission (COSO) in Internal Control-Integrated
Framework.   Based on its assessment, management concluded that,
as of September 30, 2008, the Company’s internal control over financial
reporting was not effective and that material weaknesses in ICFR existed as more
fully described below.
 
 As
defined by Auditing Standard No. 5, “An Audit of Internal Control Over Financial
Reporting that is Integrated with an Audit of Financial Statements and Related
Independence Rule and Conforming Amendments,” established by the Public Company
Accounting Oversight Board (“PCAOB”), a material weakness is a deficiency or
combination of deficiencies that results in more than a remote likelihood that a
material misstatement of annual or interim financial statements will not be
prevented or detected.  In connection with the assessment described
above, management identified the following control deficiencies that represent
material weaknesses as of December 31, 2008:
  16
  
 1.           Lack
of an independent audit committee or audit committee financial expert, and no
independent directors.  We do not have any members of the Board who
are independent directors and we do not have an audit
committee.  These factors may be counter to corporate governance
practices as defined by the various stock exchanges and may lead to less
supervision over management;
 
 2.           Inadequate
staffing and supervision within our bookkeeping operations.  We have
one consultant involved in bookkeeping functions, who provides two staff
members.  The relatively small number of people who are responsible
for bookkeeping functions and the fact that they are from the same firm of
consultants prevents us from segregating duties within our internal control
system.  The inadequate segregation of duties is a weakness because it
could lead to the untimely identification and resolution of accounting and
disclosure matters or could lead to a failure to perform timely and effective
reviews which may result in a failure to detect errors in spreadsheets,
calculations or assumptions used to compile the financial statements and related
disclosures as filed with the SEC;
 
 3.           Outsourcing
of the accounting operations of our Company.   Because there are
no employees in our administration, we have outsourced all of our accounting
functions to an independent firm.  The employees of this firm are
managed by supervisors within the firm and are not answerable to the Company’s
management.  This is a material weakness because it could result in a
disjunction between the accounting policies adopted by our Board of Directors
and the accounting practices applied by the firm;
 
 4.           Insufficient
installation of information technology to assist in our accounting
functions.  Because of a lack of working capital and personnel, we do
not have any information technology software and hardware to assist in providing
effective controls;
 
 5.           Insufficient
written policies and procedures for accounting and financial reporting with
respect to the requirements and application of US GAAP and SEC disclosure
requirements;
 
 6.           Ineffective
controls over period end financial disclosure and reporting
processes.
 
 Changes
in Internal Control Over Financial Reporting
 
 As of
December 31, 2008, management assessed the effectiveness of our internal control
over financial reporting and based on that evaluation, they concluded that
during the year ended December 31, 2008, the internal controls and procedures
were not effective due to deficiencies that existed in the design or operation
of our internal controls over financial reporting.  However,
management believes these weaknesses did not have an effect on our financial
results.  During the course of their evaluation, we did not discover
any fraud involving management or any other personnel who play a significant
role in our disclosure controls and procedures or internal controls over
financial reporting.
 
 Due to a
lack of financial and personnel resources, we are not able to, and do not intend
to, immediately take any action to remediate these material
weaknesses.  We will not be able to do so until, if ever, we acquire
sufficient financing and staff to do so.   We will implement
further controls as circumstances, cash flow, and working capital
permit.  Notwithstanding the assessment that our ICFR was not
effective and that there were material weaknesses as identified in this report,
we believe that our financial statements contained in our Annual Report on Form
10-K for the period ended December 31, 2008, fairly presents our financial
position, results of operations and cash flows for the years covered thereby in
all material respects.
 
 Management
believes that the material weaknesses set forth above were the result of the
scale of our operations and are intrinsic to our small
size.   Management believes these weaknesses did not have an
effect on our financial results.
 
 We are
committed to improving our financial organization.   As part of
this commitment, we will, as soon as funds are available to the Company (1)
appoint outside directors to our board of directors sufficient to form an audit
committee who will undertake the oversight in the establishment and monitoring
or required internal controls and procedures; (2) create a position to segregate
duties consistent with control objectives and to increase our personnel
resources.  We will continue to monitor and evaluate the effectiveness
of our internal controls and procedures and our internal controls over financial
reporting on an ongoing basis and are committed to taking further action and
implementing additional enhancements or improvements as necessary and as funds
allow.
  17
  This
annual report does not include an attestation report of the Company’s registered
public accounting firm regarding internal control over financial
reporting.  Management’s report was not subject to attestation by the
Company’s registered public accounting firm pursuant to the temporary rules of
the Securities and Exchange Commission that permit the Company to provide only
management’s report in this annual report.
 
 ITEM
9B.                     OTHER
INFORMATION
 
 There are
no items requiring disclosure hereunder.
 PART
III
 
  ITEM
      10.
              DIRECTORS,
      EXECUTIVE OFFICERS, AND CORPORATE
GOVERNANCE.
 
 The
following table sets forth the names and ages of all directors and executive
officers of the Company as of the date of this report, indicating all positions
and offices with the Company and its subsidiary held by each such
person:
 
 NAME
              AGE
              POSITIONRichard
      Buckley
              46
              President,
      Chief Executive Officer and DirectorBruce
      Hoggard
              52
              Secretary-Treasurer,
      Chief Financial Officer and DirectorDavid
      Callele
              47
              Vice
      President of Research and Development and
  Director
 
 The
Company’s directors are elected by the holders of the Company’s common
stock.  Cumulative voting for directors is not
permitted.  The term of office of directors of the Company ends at the
next annual meeting of the Company’s stockholders or when their successors are
elected and qualified.   The Company did not hold it’s 2008
Annual General Meeting.   The term of office of each officer of
the Company ends at the next annual meeting of our Board of Directors, expected
to take place immediately after the next annual meeting of stockholders, or when
his successor is elected and qualifies.  Except as otherwise indicated
below, no organization by which any officer or director previously has been
employed is an affiliate, parent, or subsidiary of the Company.
 
 Richard
Buckley – President, Chief Executive Officer, Director
 
 Richard
Buckley is the founder and Chief Executive Officer of Far Vista Holdings
Inc.  He is an entrepreneur and hands-on executive who directs the
creation of innovative video game software products for the motion video games
market.  Previously, Mr. Buckley served as an officer, director and
Chief Executive Officer of 10142361 Saskatchewan Ltd. (doing business as Far
Vista Studios).  Mr. Buckley is a Professor of 3D Animation and
Computer Game Design.  From April 2001 to September 2001, Mr. Buckley
served as the Acting Director, Division of Media and Technology, at the
University of Saskatchewan.  He led the division in its mission of
service and leadership in the provision of media and communications technology
to advance scholarship at the University of Saskatchewan, managed and mentored a
staff of 60 people, operated a budget of $3,000,000 and an educational
technology inventory valued in excess of $7,000,000.
 
 Bruce
Hoggard, Secretary-Treasurer, Chief Financial Officer and Director
 
 Mr.
Hoggard is the Secretary-Treasurer, Chief Financial Officer and a director of
the company.  Mr. Hoggard is presently the President, Chief Executive
Officer and Director of Hoggard International, Management/Marketing
Consultants.  Mr. Hoggard’s primary responsibilities are to manage and
operate the company on a global basis, development and implementation of
international and domestic business and marketing strategies, marketing,
management and programming audits, responsible for logistics and implementation
of international trade and exploratory visits, supervise and motivate staff,
negotiate new contract and the renewal of current contracts.  Prior to
joining the company, Mr. Hoggard most recently served as the Executive
Vice-President, International Development, Corporate Relations and Business
Systems at 10142361 Saskatchewan Ltd. (doing business as Far Vista
Studios).  Mr. Hoggard was previously on the Board of Directors of
Asia Pacific Marketing Federation, Canadian Institute of Marketing, Association
of Certified Professional Marketers, Saskatchewan Center of International
Business Studies, Advisory Board, Certified Management Consultant, Provincial
Exporter’s Association.  Mr. Hoggard earned a Masters in Business
Administration from the University of Saskatchewan.  He is also a
member of the Institute of Certified Management Consultants of Canada, Marketing
Institute of Singapore, Fellow of the Canadian Institute of Marketing as well as
professional memberships in eight (8) marketing associations and institutes in
Asia and Africa.
  18
  David
Callele, Director and Vice-President of Research and Development
 
 Mr.
Callele is the Vice-President of Research and Development and a director of the
company.  Prior to joining the company Mr. Callele most recently
served as the Executive Vice-President, Research and Development at 10142361
(doing business as Far Vista Studios).  He was responsible for
development and delivery of game technologies including, but not limited to game
engines, special effects systems, artificial intelligence systems, asset
management systems and player management systems as well as supervision and
mentoring of development staff.  Mr. Callele is presently Project
Manager, Design Engineer at Solido Design Automation Inc. where his
responsibilities include development and delivery of advanced mathematical
software for integrated circuit design and manufacturing as well as supervision
and mentoring of development staff.  From September 1, 2001 to June
30, 2005, Mr. Callele was employed with the University of Saskatchewan as an
Assistant Professor in the Department of Computer Science.  Mr.
Callele owns rights to three (3) US Patents (Computer telecommunications
signaling interface, Automated attendant and Telephone interface for a computer
receiving and transmitting information during the silent interval between
ringing), two (2) Canadian Patents (Computer telecommunications signaling
interface and Automated attendant).  In addition, he has ten (10) more
patents at various states of the application process.  Mr. Callele has
co-authored eight (8) publications regarding the computer software
industry.  Mr. Callele earned a Ph.D. in Computational Science in
December, 2007, from the University of Saskatchewan.  In May, 1987,
Mr. Callele earned as M.Sc. in Computational Science from the University of
Saskatchewan.  In May, 1984, Mr. Callele earned a B.E. in Electrical
from the University of Saskatchewan.
 
 None of
our executive officers or directors have been involved in any bankruptcy
proceedings within the last five years, been convicted in or has pending any
criminal proceeding, been subject to any order, judgment or decree enjoining,
barring, suspending or otherwise limiting involvement in any type of business,
securities or banking activity or been found to have violated any federal, state
or provincial securities or commodities laws.
 
 Compliance
with Section 16(A) of the Exchange Act
 
 Based on
a review of Forms 3, 4, and 5 and amendments thereto furnished to the registrant
during its most recent fiscal year, the following represents each person who did
not file on a timely basis reports required by Section 16(a) of the Exchange Act
during the most recent fiscal year:
 
 Name
              Reporting
      Person
              Form
      3/# of transactions
              Form
      4/# of transactions
              Form
      5/# of transactionsRichard
      Buckley
              CEO,
      President
                and
      Director
              Late/1
              Late/2
              Late/1Bruce
      Hoggard
              Secretary
      Treasurer, CFO and Director
              Late/1
              Late/2
              Late/1David
      Callele
              Director,
      VP Research and Development
              Late/1
              Late/2
              Late/1
 
 Code
of Ethics
 
 As of the
date of this report, the Company has not adopted a code of ethics that applies
to its principal executive officer, principal financial officer, principal
accounting officer or controller or persons performing similar
functions.  The Company intends to review and finalize the adoption of
a code of ethics at such time as it concludes a merger or acquisition and
commences business operations.   Upon adoption, the Company will
file a copy of its code of ethics with the Securities and Exchange Commission as
an exhibit to its annual report for the period during which the code of ethics
is adopted.
 
 Corporate
Governance
 
 There
have been no material changes to the procedures by which security holders may
recommend nominees to the Company's board of directors.
 
 The Board
of Directors presently does not have an audit committee. Since there is only one
independent member of the Board it is not feasible at this time to have an audit
committee.   The Board of Directors performs the same functions
as an audit committee.  The Board of Directors in performing its
functions as an audit committee has determined that it does not have an audit
committee financial expert.
  19
  ITEM
11.                      EXECUTIVE
COMPENSATION.
 
 The
following table sets forth information for the individuals who served as the
senior executive officers of the Company during any portion of the last
twofiscal years.
 
 SUMMARY
COMPENSATION TABLE
 Name
      and
                    Principal
      Position
                  Fiscal
      Year ended December 31
                  
                  Salary
                    ($)(1)
                  
                  
                  Bonus
                    ($)
                  
                  
                  Stock
      Awards
                    ($)
                  
                  
                  Option
                    Awards
                    ($)
                  
                  
                  Non-Equity
      Incentive Plan Compensation
                    ($)
                  
                  
                  Nonqualified
      Deferred
                    Compensation
                    ($)
                  
                  
                  All
      Other Compensation
                    ($)
                  
                  
                  Total
                    ($)Richard
      Buckley, President & Principal Executive Officer
                  2008
                  
                  
                  97,991
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  97,991Bruce
      Hoggard
                    Secretary-Treasurer
      and Chief Financial Officer
                  2008
                  
                  
                  9,697
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  9,697Michel
      Bourbonnais, President & PEO
                  2007
                  
                  $
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  52,000
                  
                  
                  
                  52,000
 Of
the amount owing to Richard Buckley, a total of 17,427 was paid during fiscal
2008 and the remaining amount was accrued.
 
 OUTSTANDING
EQUITY AWARDS AT FISCAL YEAR END
 
 Option
      Awards
                  
                  
                  Stock
      AwardsName
                  
                  Number
      of
                    Securities
                    Underlying
                    Unexercised
                    Options
                    (#)
                    Exercisable
                  
                  
                  Number
      of
                    Securities
                    Underlying
                    Unexercised
                    Options
                    (#)
                    Unexercisable
                  
                  
                  Equity
                    Incentive
                    Plan
                    Awards:
                    Number
      of
                    Securities
                    Underlying
                    Unexercised
                    Unearned
      Options
                    (#)
                  
                  
                  Option
                    Exercise
      Price
                    ($)
                  
                  
                  Option
                    Expiration
                    Date
                  
                  
                  Number
      of Shares
                    or
      Units
                    of
      Stock
                    That
      Have Not Vested
                    (#)
                  
                  
                  Market
                    Value
      of
                    Shares
      or
                    Units
      of
                    Stock
                    That
      Have Not
                    Vested
                    ($)
                  
                  
                  Equity
                    Incentive
                    Plan
                    Awards:
                    Number
      of
                    Unearned
                    Shares,
                    Units
      or Other
                    Rights
                    That
      Have Not
                    Vested
                    (#)
                  
                  
                  Equity
      Incentive
                    Plan
                    Awards:
                    Market
      or
                    Payout
                    Value
      of
                    Unearned
                    Shares,
                    Units
      or
                    Other
                    Rights
                    That
      Have
                    Not
                    Vested
                    ($)-0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
 
 The
Company does not currently have any stock award or stock option
plans.
  20
  DIRECTOR
COMPENSATION
 
 Name
                  
                  Fees
                    Earnedor
                    Paid
      in
                    Cash
                    ($)
                  
                  
                  Stock
                    Awards
                    ($)
                  
                  
                  Option
      Awards
                    ($)
                  
                  
                  Non-Equity
                    Incentive
      Plan
                    Compensation
                    ($)
                  
                  
                  Nonqualified
                    Deferred
      Compensation
                    Earnings
                    ($)
                  
                  
                  All
      Other
                    Compensation
                    ($)
                  
                  
                  Total
                    ($)Richard
      Buckley
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-Bruce
      Hoggard
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-David
      Callele
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
 
 The
Company has made no arrangements for the cash remuneration of its directors,
except that they will be entitled to receive reimbursement for actual,
demonstrable out-of-pocket expenses, including travel expenses, if any, made on
the Company’s behalf.  No remuneration has been paid to the Company’s
officers or directors for services to date.
 
 ITEM
      12.
              SECURITY
      OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
      STOCKHOLDER MATTERS
 
 Securities
Authorized for Issuance under Equity Compensation Plans
 
 The
following table provides information as of the end of the Company’s most
recently completed fiscal year with respect to compensation plans (including
individual compensation arrangements) under which equity securities of the
registrant are authorized for issuance, aggregated as follows:
 
 Equity
      Compensation Plan InformationPlan
      category
                  
                  Number
      of shares of
                    common
      stock to be
                    issued
      upon exercise
                    of
      outstanding
                    options,
      warrants and
                    rights
                  
                  
                  Weighted-average
      exercise price of outstanding options, warrants and rights
                  
                  
                  Number
      of shares of common stock remaining available for future issuance under
      equity compensation plans (excluding securities reflected in column
      (a))(a)
                  
                  
                  (b)
                  
                  
                  (c)Equity
      compensation plans approved by security holders
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-Equity
      compensation plans not approved by security holders
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-Total
                  
                  
                  -0-
                  
                  
                  
                  -0-
                  
                  
                  
                  -0-
 
 The
Company does not currently have any stock option or stock award
plans.
 
  21
  SECURITY
OWNERSHIP OF  CERTAIN BENEFICIAL OWNERS
 
 The
following table sets forth information, as of May 76, 2009, with respect to the
beneficial ownership of the Company’s common stock by each person known by the
Company to be the beneficial owner of more than 5% of the outstanding common
stock.  Information is also provided regarding beneficial ownership of
common stock if all outstanding options, warrants, rights and conversion
privileges (to which the applicable 5% stockholders  have the right to
exercise in the next 60 days) are exercised and additional shares of common
stock are issued.
 
 
 TITLE
      OFCLASS
              NAME
      AND ADDRESS OF BENFICIAL OWNER
              AMOUNT
      AND NATURE OF BENEFICIAL OWNER
              PERCENT
      OF
                CLASS(1)Class
      A Common
              Richard
      Buckley
                365
      Simon Fraser Cres.,
                Saskatoon,
      Saskatchewan
              3,407,700
      shares held directly(2)
              17.15%Class
      A Common
              David
      Callele
                335
      David Knight Cres
                Saskatoon,
      Saskatchewan
              2,425,000
      shares of  which 2,400,000 shares are held directly and 25,000
      shares are held indirectly.(3)
              12.09%Class
      A Common
              Bruce
      Hoggard
                823
      Brookhurst Bay
                Saskatoon,
      Saskatchewan
              2,000,000
      shares held directly.(4)
              10.06%Common
              
              7,832,700
              39.30%
 (1)
Beneficial ownership is determined in accordance with SEC rules and includes
voting or investment power with respect to securities.   All
shares of Class A Common Stock subject to options or warrants exercisable within
60 days of March 31, 2009 are deemed to be outstanding and beneficially owned by
the persons holding those options or warrants for the purpose of computing the
number of shares beneficially owned and the percentage ownership of that
person.  They are not, however, deemed to be outstanding beneficially
owned for the purpose of computing the percentage ownership of any other
person.  Subject to the paragraph above, the percentage ownership of
outstanding shares is based on 19,867,468  shares of Class A common
stock outstanding as of May 6, 2009.
 (2)Mr.
Buckley’s family members residing with him each hold the following
shares:  Stephanie Buckley, Samantha Buckley, Mailka Buckley, Victoria
Buckley  and Theo Buckley, each as to 10,000 shares, however Mr.
Buckley disclaims any beneficial ownership of these shares.
 (3)
25,000 shares are held in the Callele Family Trust.
 (4) Mr.
Hoggard’s family members residing with him each hold the following
shares:  Michelle Hoggard and Lisa Hoggard each as to 10,000 shares,
however Mr. Hoggard disclaims any beneficial ownership of these
shares.
 
  22
  Security
Ownership of Management
 
 The
following table sets forth information, as of May 6, 2009, with respect to the
beneficial ownership of the Company’s common stock by each of the Company's
officers and directors, and by the officers and directors of the Company as a
group.  Information is also provided regarding beneficial ownership of
common stock if all outstanding options, warrants, rights and conversion
privileges (to which the applicable officers and directors have the right to
exercise in the next 60 days) are exercised and additional shares of common
stock are issued.
 
 TITLE
      OFCLASS
                NAME
      OF BENFICIAL OWNER
                AMOUNT
      AND NATURE OF BENEFICIAL OWNER
                PERCENT
      OF
                  CLASS(1)Class
      A Common
                Richard
      Buckley, President, PEO and Director
                3,407,700
      shares held directly(2)
                17.15%Class
      A Common
                David
      Callele, Vice President and Director
                2,425,000
      shares of  which 2,400,000 shares are held directly and 25,000
      shares are held indirectly.(3)
                12.09%Class
      A Common
                Bruce
      Hoggard, Secretary-Treasurer and Director
                2,000,000
      shares held directly.(4)
                10.06%Common
                All
      Officers and Directorsas
      a group
                7,832,700
                39.30%
 (1)           Beneficial
ownership is determined in accordance with SEC rules and includes voting or
investment power with respect to securities.   All shares of
Class A Common Stock subject to options or warrants exercisable within 60 days
of May 6, 2009 are deemed to be outstanding and beneficially owned by the
persons holding those options or warrants for the purpose of computing the
number of shares beneficially owned and the percentage ownership of that
person.  They are not, however, deemed to be outstanding beneficially
owned for the purpose of computing the percentage ownership of any other
person.  Subject to the paragraph above, the percentage ownership of
outstanding shares is based on 19,867,468 shares of Class A common stock
outstanding as of May 6, 2009.
 (2)           Mr.
Buckley’s family members residing with him each hold the following
shares:  Stephanie Buckley, Samantha Buckley, Mailka Buckley, Victoria
Buckley and Theo Buckley, each as to 10,000 shares, however Mr. Buckley
disclaims any beneficial ownership of these shares.
 (3)          
25,000 shares are held in the Callele Family Trust.
 (4)          
Mr. Hoggard’s family members residing with him each hold the following
shares:  Michelle Hoggard and Lisa Hoggard each as to 10,000 shares,
however Mr. Hoggard disclaims any beneficial ownership of these
shares.
 
 Changes
in Control
 
 There are
no arrangements known to the Company which may result in a change of control of
the Company.
 
 ITEM
      13.
              CERTAIN
      RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
      INDEPENDENCE.
 
 Transactions
with Related Persons
 
 On
February 22, 2008, Far Vista and 10142361 Saskatchewan Ltd. (dba “Far Vista
Studios”) entered into a Licensing Agreement for Far Vista to obtain the world
wide right and license to use of the Trademarks and the System in connection
with operation of “Run the Gauntlet”, a leading edge, multi-player First Person
Shooter video combat game, in accordance with the terms of the Licensing
Agreement (the “Agreement). Far Vista Studios is 100% owned by Richard Buckley,
an officer and director of China Titanium and the sole officer and director of
Far Vista. Under the terms of the Agreement, Far Vista agreed to reimburse Far
Vista Studios for certain research and development costs associated with the
development of “Run the Gauntlet “TM.
  23
  As
at December 31, 2008 the Company has received invoices for reimbursement from
Far Vista Studios totaling $503,501, of which amount a total of $25,911 was
repaid during the year, leaving a remaining balance of $477,590 due and payable
at December 31, 2008 which amount is reflected on the balance sheet as Accounts
Payable – Related Party. Included in this related party payable, a total of
$297,387 invoiced by officers and directors of Far Vista for services rendered
to Far Vista Studios, of which amount a total of $235,788 remains outstanding as
at December 31, 2008.
 
 Director
Independence
 
 The
company currently has no independent directors.
 
 ITEM
14.                      PRINCIPAL
ACCOUNTANT FEES AND SERVICES
 
  The
following table sets forth the fees billed to the Company for professional
services rendered by the Company's principal accountant, for the year ended
December 31, 2008 and December 31, 2007:
  Services
                  
                  2008
                  
                  
                  2007Audit
      fees
                  
                  $
                  16,000
                  
                  
                  $
                  12,500Audit
      related fees
                  
                  
                  7,380
                  
                  
                  
                  5,018Tax
      fees
                  
                  
                  800
                  
                  
                  
                  800Total
      fees
                  
                  $
                  24,180
                  
                  
                  $
                  18,318
  Audit
fees consist of fees for the audit of the Company's annual financial statements
or the financial statements of the Company’s subsidiaries or services that are
normally provided in connection with the statutory and regulatory filings of the
annual financial statements.
  Audit-related
services include the review of the Company's financial statements and quarterly
reports that are not reported as Audit fees.
  Tax fees
included tax planning and various taxation matters.
  PART
IV
 
 ITEM
15.                      EXHIBITS,
FINANCIAL STATEMENT SCHEDULES
 
 Financial
Statements
 
 The
following consolidated financial statements of the Company are filed as part of
this Annual Report on Form 10-K as follows:
 
 Index
to Consolidated Financial Statements
 Report
      of Independent Registered Public Accounting Firm
              F-3Consolidated
      Balance Sheets
              F-4Consolidated
      Statements of Operations and Other Comprehensive Income
              F-5Consolidated
      Statement of Changes in Stockholders’ Deficiency
              F-6Consolidated
      Statements of Cash Flows
              F-7Notes
      to the Consolidated Financial Statements
              F-8
      toF-16
 
 Schedules
 
 All other
schedules have been omitted because they are not applicable, not required under
the instructions, or the information requested is set forth in the consolidated
financial statements or related notes thereto.
  24
 
 Exhibits
 3.1
              Amendment
      to Articles of Incorporation
              Incorporated
      by reference to the Exhibits attached to the Company's Form 10-KSB filed
      with the SEC on March 31, 20083.1(i)
              Amendment
      to the Articles of Incorporation
              Incorporated
      by reference to the Exhibits attached to the Company’s Schedule 14C filed
      with the SEC on August 26, 20083.2
              Amended
      Bylaws
              Incorporated
      by reference to the Exhibits attached to the Company's Form 10-KSB filed
      with the SEC on March 31, 20084.1
              Form
      of Warrant Certificate for Private Placement to Non-US Investors closed
      April 2, 2008
              Filed
      herewith10.1
              Share
      Exchange Agreement dated April 1, 2008, between the Shareholders of Far
      Vista Holdings Inc., a Canadian corporation and  the
      Company
              Incorporated
      by reference to the Exhibits attached to the Company's Form 8-K filed with
      the SEC on April 8, 200810.2
              Form
      of Subscription Agreement for Private Placement to Non-US Investors closed
      on April 2, 2008
              Incorporated
      by reference to the Exhibits attached to the Company's Form 8-K filed with
      the SEC on April 8, 200810.3
              Letter
      of Agreement between Far Vista Interactive and Playnet, Inc. executed on
      October 29, 2008.
              Filed
      herewith31.1
              Section
      302 Certification- Principal Executive Officer
              Filed
      herewith31.2
              Section
      302 Certification- Principal Financial Officer
              Filed
      herewith32.1
              Certification
      Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of
      the Sarbanes-Oxley Act of 2002
              Filed
      herewith32.2
              Certification
      Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of
      the Sarbanes-Oxley Act of 2002
              Filed
      herewith
 
  25
 
 SIGNATURES
 
 In
accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
 
 FAR
VISTA INTERACTIVE CORP.
 
 By:/s/ Richard
Buckley
 Name:
Richard Buckley
 Title:
President, Principal Executive Officer
 Date: May
18, 2009
 
 By:/s/ Bruce
Hoggard
 Name:
Bruce Hoggard
 Title:
Secretary-Treasurer, Principal Financial  Officer
 Date: May
18, 2009
 
 In
accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated, who constitute the entire board of directors:
 
 By:/s/ Richard
Buckley
 Name:
Richard Buckley
 Title:
President and Member of the Board of Directors
 Date: May
18, 2009
 
 By:/s/ Bruce
Hoggard
 Title:
Secretary Treasurer and Member of the Board of Directors
 Date: May
18, 2009
 
 By:/s/ David
Callele
 Name:  David
Callele
 Title:
Member of the Board of Directors
 Date: May
18, 2009
  26