UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549





Form 10-K


(Mark One)[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2009[   ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from __________ to __________





000-18272Commission File NumberFAR 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)(306) 230-3288(Registrant’s  telephone number, including area code)





Securities registered pursuant to Section 12(b) of the Exchange Act:Title of each class
Name of each exchange on which registeredn/a
n/a





Securities registered pursuant to Section 12(g) of the Exchange Act:Title of  classClass A Common Stock, $0.001 par value





Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.





Yes
[   ]
No
[X]





Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 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 Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.





Yes
[X]
No
[   ]





Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, 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 pursuant 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 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.





Yes
[   ]
No
[X]





Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See 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 last 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, 2009, the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of voting common stock held by non-affiliates of the registrant was $1,129,217  based on the closing price of the registrant’s voting common stock on such date, which was $0.10 per share.





APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY


PROCEEDINGS DURING THE PAST 5 YEARS:





Indicate by check mark 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





Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.





20,617,468 Class A common shares outstanding as of March 31, 2010


2


DOCUMENTS INCORPORATED BY REFERENCE





List hereunder the following documents if incorporated by reference and 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.


None





3


FAR VISTA INTERACTIVE CORP.


TABLE OF CONTENTS





PagePART IItem 1
Business
4Item 1A
Risk Factors
8Item 1B
Unresolved Staff Comments
8Item 2
Properties
8Item 3
Legal Proceedings
8Item 4
(Removed and Reserved)
9PART IIItem 5
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
9Item 6
Selected Financial Data
9Item 7
Management’s Discussion and Analysis of Financial Condition and Results of Operations
10Item 7A
Quantitative and Qualitative Disclosures About Market Risk
11Item 8
Financial Statements and Supplementary Data
11Item 9
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
12Item 9A(T)
Controls and Procedures
12Item 9B
Other Information
12PART IIIItem 10
Directors, Executive Officers and Corporate Governance
13Item 11
Executive Compensation
14Item 12
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
16Item 13
Certain Relationships and Related Transactions, and Director Independence
17Item 14
Principal Accounting Fees and Services
19PART IVItem 15
Exhibits, Financial Statement Schedules
19SIGNATURES
21


i


PART I





ITEM  1.   BUSINESS





The statements contained in this Annual Report on Form 10-K for the fiscal year ended December 31, 2009, that are not purely historical statements are forward–looking statements within the meaning of Section 21E of the Securities and Exchange Act of 1934, as amended, including statements regarding the Company’s expectations, beliefs, hopes, intentions or strategies regarding the future.  These forward-looking statements involve risks and uncertainties.  Our actual results may differ from those indicated in the forward-looking statements.  Please read this document and also see the factors and risks discussed in other reports filed from time to time with the Securities and Exchange Commission.





General Development of Business





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.


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 subsidiary,  Far Vista Holdings.





(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 predetermined 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.


4


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.





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.





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 whereby the gamer controls their avatar in the game  and that offers social networking features to target monthly internet gamers worldwide.





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.  We have not checked for any updated surveys to determine if the information should be updated.




Player:

85% are maleAge:

Broad appeal – 21 to 60 yearsSpecific appeal – 30 to 50 yearsMean age – 33 yearsIncome:

US$70,500 per yearBuying Habits:

Spend US$73 to US$85 per game on video game purchasesBuy approximately 2.5 games every two monthsOwn up to 57 games of all typesPlaying:

Spend 14 to 20 hours a week playing gamesPlay PC online games at least 8 times per week for 15 plus hoursMore than 75% of these people will own multiple consoles


5


Far Vista's 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.





Primary 3 – Adrenaline Junkies





The third primary target market in the segment composed of “Adrenaline Junkies”.  These gamers are playing other extreme action sports and action games.  Adrenaline 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 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.


6


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 winter of 2010, and thereafter, in China.





Far Vista Studios is currently in the development and testing stage of its North American web based distribution, sales and user account system.


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





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.





Dependence on One or a Few Major Customers





We do not currently have any customers for our technology.





Patents, Trademarks, Licenses, Franchises, Concessions, Royalty Agreements or Labor Contracts, Including Duration:





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.


7


Royalty Agreements





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 is included as exhibits to the Form 8-K filed with the Securities and Exchange Commission on April 8, 2008.





Need for Any Government Approval of Principal Products or Services


Tournament skills based video gaming, like Run The Gauntlet, currently falls outside the online regulated gambling industry.  In some jurisdictions like the United States online gambling is not allowed.  Companies that handle online monetary transactions, like credit cards, are not allowed to process transactions from US citizens to online gambling companies.  Run The Gauntlet offers a sporting tournament that is skills based.





Effects of Existing or Probable Government Regulations On Our Business


We recognize that national and state governments could enact legislation to regulate or eliminate our form of video gaming.  These changes would require us to either acquire licensing to operate or cause us to cease tournament play in these juristictions.





Research And Development Activities and Costs





During the fiscal year ended December 31, 2009, we spent $133,285 on research and development activities which were primarily focused on the development of the Gauntlet, as well as, several unannounced future products.





Costs and Effects of Compliance with Environmental Laws





There are no environmental laws that would have any effect on our current business.





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.





ITEM 1B.             UNRESOLVED STAFF COMMENTS





The Company is a smaller reporting company and is not required to provide this information.





ITEM  2.               PROPERTIES








ITEM 3.                LEGAL PROCEEDINGS.





The Company is not a party to any legal proceedings and is not aware of any pending legal proceedings as of the date of this Report.


8


ITEM 4.                (Removed and Reserved)




PART II




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





Market Information, Holders and Dividends





The Company's common stock is presently quoted on the Over the Counter Bulletin Board (OTC/BB) under the symbol "FVSTA".  Following is a report of high and low closing bid prices for each quarterly period for the fiscal years ended December 31, 2009 and December 31, 2008.





Year 2009
High
Low4th Quarter ended 12/31/2009
0.30
0.0313rd Quarter ended 9/30/2009
0.10
0.042nd Quarter ended 6/30/2009
0.21
0.051st Quarter ended 3/31/2009
0.72
0.12Year 20084th Quarter ended 12/31/2008
1.10
0.023rd Quarter ended 9/30/2008
1.03
0.512nd Quarter ended 6/30/2008
1.90
0.461st Quarter ended 03/31/2008
1.60
0.35





The information as provided above for the fiscal years ended 2009 and 2008 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 and have not been adjusted for stock dividends or splits.





As of March 31, 2010, there were 593 record holders of the Company’s common stock (which number does not include the number of stockholders whose shares are held by a brokerage house or clearing agency, but does include such brokerage houses or clearing agencies as one record holder).





The Company has never paid a cash dividend on its common stock and does not intend to pay cash dividends on its common stock in the foreseeable future.





Securities Authorized for Issuance under Equity Compensation Plans





There are no securities authorized for issuance under equity compensation plans as the Company does not currently have any equity compensation plans.





Recent Sales of Unregistered Securities





There were no unregistered securities 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





The Company is a smaller reporting company and is not required to provide this information.


9


ITEM 7.                MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.





Forward-Looking Statements





This annual 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 annual report unless otherwise specified, all dollar amounts are expressed in United States dollars and all references to “common shares” refer to the 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").





Liquidity and Capital Resources





As of December 31, 2009, we have a total of $132 in cash on hand.  This is insufficient to meet our immediate and projected commitments, as well as insufficient to further our business plan in the absence of additional funding.





The Company commenced the fiscal year with $36 in cash, and expended $108,795 in operating activities during the year.




In order  to meet the business plan and objectives of the Company, it is anticipated that  the Company will require approximately $700,000 in cash each quarter, for a total cash requirement of $2,800,000.





The Company will therefore be required to raise additional funds to continue planned operations, and expects to do so by way of additional shareholder loans and equity placements, which efforts to secure are ongoing.  The Company is anticipating obtaining first revenue from the sale of its games in the forthcoming fiscal year; however these amounts are not presently expected to be significant.





Results of Operations





The Company had no revenues for the period from inception to December 31, 2009.  The Company reported a net loss from its operations for the fiscal year totaling $522,750 as compared to a loss from operations totaling $611,533 in 2008.   Despite the decrease in losses in the current fiscal year, the Company expects to continue to incur significant operational losses while remaining in the development stage.




Office and administration expenses increased by $45,842 compared to fiscal year 2008, as a result of cost growth found in travel and telephone related to our fund raising and development efforts, amounting to $34,000.





The Company’s public relations and marketing expenses were $185,000 as compared to nil for the prior year. This increase was due to the obligation to issue 750,000 shares of common stock and $100,000 cash under an agreement to provide public relations and marketing services, entered into during the 2nd quarter of the reporting period.


10


Consulting fees were $101,589 compared to nil in the prior year, as a result of certain consulting services associated with our fund raising and development efforts.





Research and development costs decreased from $542,411 in fiscal 2008 to $133,285 in fiscal 2009. The reduction in research and development expense relates to the fact that in fiscal 2008 we reflected an extraordinary expense for research and development as we completed the acquisition of Far Vista Holdings Inc. and research and development expenses were reflected from prior years as well as the period ended December 31 2008.





Off-Balance Sheet Arrangements





We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.




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




This Company is a smaller reporting company and is not reuired 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 on page F-1 of this Annual Report on Form 10-K.


11


Far Vista Interactive Corp.





(A Development Stage Company)




CONSOLIDATED FINANCIAL STATEMENTS




December 31, 2009




(Stated in US Dollars)




F-1


Far Vista Interactive Corp.





Consolidated Financial Statements





December 31, 2009








Contents





PageReport of Independent Registered Public Accounting Firm
F-3Consolidated Financial Statements:Consolidated Balance Sheets
F-4Consolidated Statements of Operations and Comprehensive  Loss
F-5Consolidated Statements of Stockholders’ Deficiency
F-6Consolidated Statements of Cash Flow
F-7Notes to Consolidated Financial Statements
F-8 to F-13


F-2


Child, Van Wagoner & Bradshaw, PLLC








REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To The Board of Directors
 Far Vista Interactive Corp.
 We have audited the accompanying consolidated balance sheets of Far Vista Interactive Corp. (the Company) and subsidiaries as of December 31, 2009 and 2008, and the related consolidated statements of operations and comprehensive loss, stockholders’ deficiency, and cash flows for the years then ended. These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.
 We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States of America). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated 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 audits included consideration of internal control over financial reporting, as a basis for designing audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
 In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Far Vista Interactive Corp. and subsidiaries as of December 31, 2009 and 2008, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.
 
 The accompanying financial statements referred to above have been prepared assuming the Company will continue as a going concern.  As discussed in Note 2 to the financial statements, the Company has recurring losses and has not generated revenues from its planned principal operations.  These factors raise substantial doubt that the Company will be able to continue as a going concern.  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
 Salt Lake City, Utah
 April 15, 2010
 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







F-3


FAR VISTA INTERACTIVE CORP.

(A Development Stage Company)

Consolidated Balance Sheets

(Stated in U.S. Dollars)December 31, 2009


December 31, 2008Current AssetsCash

$
132


$
36GST receivable


6,133



23,810Total Current Assets


6,265



23,846Total Assets

$
6,265


$
23,846LIABILITIES AND STOCKHOLDERS’ DEFICITCurrent LiabilitiesAccounts payable and accrued expenses

$
107,292


$
60,745Accounts payable (related parties)


948,338



477,590Total Current Liabilities


1,055,630



538,335Stockholders' DeficitClass A Common Stock - authorized 100,000,000 shares of $0.001 par value; 20,617,468 and 19,867,468 issued and outstanding as of December 31, 2009 and December 31, 2008, respectively


20,618



19,868Additional paid in capital


88,663



14,413Accumulated deficit


(1,134,283
)


(611,533
)Accumulated other comprehensive income (loss)


(24,363
)


62,763Total Stockholders' Deficit


(1,049,365
)


(514,489
)Total Liabilities and Stockholders' Deficit

$
6,265


$
23,846





The accompanying notes are an integral part of these audited consolidated financial statements


F-4


FAR VISTA INTERACTIVE CORP.

(A Development Stage Company)

Consolidated Statements of Operations and Comprehensive Loss

For the year ended December 31, 2009 and 2008 and

for the period from February 21, 2008 (Date of Inception) to December 31, 2009

(Stated in U.S. Dollars)December 31,


February 21, 2008

(Date of Inception) to

December 31, 20092009

2008Revenues

$
-

$
-


$
-ExpensesGeneral and administrative


61,320


15,478



76,798Professional fees


41,556


53,644



95,200Public relations and marketing


185,000


-



185,000Consulting fees


101,589


-



101,589Research and development


133,285


542,411



675,696Total Expenses


522,750


611,533



1,134,283Net loss for the period


(522,750
)

(611,533
)


(1,134,283
)Comprehensive lossForeign currency translation adjustment


(87,126
)

62,763



(24,363
)Total Comprehensive loss

$
(609,876
)
$
(548,770
)

$
(1,158,646
)Net loss per common share, basic and diluted

$
(0.03
)
$
(0.04
)Weighted average number  of common shares used  in calculation


20,216,783


13,791,054








The accompanying notes are an integral part of these audited consolidated financial statements


F-5


FAR VISTA INTERACTIVE CORP.


(A Development Stage Company)


CONSOLIDATED STATEMENT OF STOCKHOLDERS’ DEFICIENCY


for the year ended December 31, 2008 and 2009 and


for the period from February 21, 2008 (Date of Inception) to December 31, 2009


(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
)Capital stock issued for services


750,000



750



74,250











75,000Foreign currency translation adjustment














(87,126
)






(87,126
)Net loss for the period


















(522,750
)


(522,750
)Balance, December 31, 2009


20,617,468


$
20,618


$
88,663


$
(24,363
)

$
(1,134,283
)

$
(1,049,365
)








The accompanying notes are an integral part of these audited consolidated financial statements




F-6




FAR VISTA INTERACTIVE CORP.
 (A Development Stage Company)
 Consolidated Statements of Cash Flows
 For the year ended December 31, 2009 and 2008 and
 for the period from February 21, 2008 (Date of Inception) to December 31, 2009
 (Stated in U.S. Dollars)


December 31,


February 21, 2008

(Date of Inception)

to

December 31, 20092009


2008Cash From Operating Activities:Net (loss)

$
(522,750
)

$
(611,533
)

$
(1,134,283
)Adjustments to reconcile net loss to net cash used in operating activitiesStock issued for services


75,000



-



75,000Changes in operating assets and liabilitiesGST receivable


19,406



(27,120
)


(7,714
)Accounts payable and accrued expenses


56,100



60.745



116,845Accounts payable related parties


263,449



543,987



807,436Net Cash Flows Used In Operating Activities


(108,795
)


(33,921
)


(142,716
)Cash From Financing Activities:Loan proceeds from related party


105,286



-



105,286Proceeds from sale of common stock


-



34,281



34,281Net Cash Flows Provided By Financing Activities


105,286



34,281



139,567Foreign currency translation adjustment


3,605



(324
)


3,281Net change in cash and cash equivalents


96



36



132Cash at beginning of period


36



-



-Cash at end of period

$
132


$
36


$
132Supplemental disclosure of cash flow information:Interest paid

$
-


$
-


$
-Income taxes paid (refund)

$
-


$
-


$
-





The accompanying notes are an integral part of these audited consolidated financial statements


F-7


FAR VISTA INTERACTIVE CORP.


(A Development Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


December 31, 2009


(Stated in U.S. Dollars)








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”). On August 7, 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


December 31, 2009


(Stated in U.S. Dollars)





Note 1- Summary of Significant Accounting Policies – Cont’d





Organization – 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 in year 2009. 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, 2009, the Company had not yet achieved profitable operations, has accumulated losses of $1,134,283 (2008 - $611,533) since inception, has a working capital deficit of $1,049,365 (2008 - $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
 December 31, 2009
 (Stated in U.S. Dollars)
 
 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 Values
 
 We follow FASB ASC 820-10-20 regarding determination of Fair Values.  Certain assets and liabilities may from time to time be required to be valued using the principles in the FASB pronouncement.  Generally, they establish a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. This hierarchy consists of three broad levels:
 
 (1)
Level 1 inputs consist of unadjusted quoted prices in active markets for identical assets and have the highest priority;
 
 (2)
Level 2 inputs consist of observable inputs other than the quoted prices included in Level 1;
 
 (3)
Level 3 inputs consist of unobservable inputs and have the lowest priority. We use appropriate valuation techniques based on the available inputs to measure the fair value of assets and liabilities when required.
 
 The hierarchy only prioritizes the inputs, not the valuation techniques that are used. The inputs used in a given valuation may fall in different levels of the hierarchy. The level in the hierarchy in which the resulting fair value measurement falls is based on the lowest level input that is significant to the overall valuation, regardless of the valuation technique(s) used. Determining whether an input is significant is a judgmental matter requiring consideration of factors specific to the asset or liability.
  F-10
 FAR VISTA INTERACTIVE CORP.
 (A Development Stage Company)
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
 December 31, 2009
 (Stated in U.S. Dollars)
 
 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, 2009, the Company has net operating loss carry forwards totaling approximately $1,144,000. 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 FASB ASC Topic 718 [SFAS 123R], “Accounting for Stock-based Compensation”, and provide the disclosure required under ASC Topic 718.
 
 New Accounting Standards
 
 Recently Issued Accounting Pronouncements
 
 We have reviewed recent accounting pronouncements and determined they will have no present or future impact on or business.
  F-11
 FAR VISTA INTERACTIVE CORP.
 (A Development Stage Company)
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
 December 31, 2009
 (Stated in U.S. Dollars)
 
 Note 1- Summary of Significant Accounting Policies – Cont’d
 
 Other
 
 The Company has selected December 31 as its year-end.
 
 The Company paid no dividends in 2009.
 
 Note 2 – 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, 2009 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.  Discussions with potential financing sources in order to alleviate ongoing research and development requirements have been initiated.
 
 Note 3 – Common Stock
 
 The Company is authorized to issue 100,000,000 common shares at $0.001 par value per share.
 
 On July 14, 2009, 750,000 shares were issued under the Nassau Agreement. – Refer  to Note 7
 
 Note 4–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 the Company 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.
 
 During the fiscal year ended December 31, 2009 the Company has received invoices for reimbursement from Far Vista Studios totaling $128,798 (2008- $503,501). Included in this related party payable, a total of $105,104 (2008- $290,780) was invoiced by officers and directors of Far Vista for services provided to Far Vista Studios. The Company paid $797 (2008 - $25,911) to Far Vista Studios during the year, leaving a remaining balance of $696,216 (CAD$732,209) due and payable as at December 31, 2009.
 
 During the year ended December 31, 2009 the Company received invoices for reimbursement from a company controlled by a shareholder of Far Vista Interactive Corp. totaling $10,866 (CAD$11,400). The Company did not make any payments, leaving the amounts due and payable to related parties.
 
 During the year ended December 31, 2009 a shareholder of the Company invoiced the Company totaling $134,477 with respect to his consulting services amount of $101,588 and reimbursed traveling and telephone expenses $32,889. The Company didn’t make any cash payments and left $134,477 due and payable to related parties as at December 31, 2009.
  F-12
 FAR VISTA INTERACTIVE CORP.
 (A Development Stage Company)
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
 December 31, 2009
 (Stated in U.S. Dollars)
 
 Note 4–Related Party Transactions – cont’d
 
 During year ending December 31, 2009, a shareholder of the Company advanced $119,585 to the Company for operations. The Company didn’t make any cash payments. As at December 31, 2009, the balance sheet reflects loan payable to related parties of $119,585.
 
 Note 5 – Taxes Receivable
 
 Amounts receivable of $6,133 consists of Canadian refundable goods and services tax credits (“GST”) incurred by Far Vista Holdings Inc.
 
 Note 6 – Warrants
 
 The Company had outstanding warrants 3,024,892 issued during the fiscal year 2008. These warrants expired in fiscal year 2009.
 
 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.
 
 On May 27, 2009, the Company entered into an agreement (“Nassau Agreement”) with Nassau International Consultants, Inc (“Nassau”) to provide the Company with public and financial communications services and serve as required as the Company liaison and spokesperson. In consideration for the services rendered by Nassau, the Company compensated Nassau through the issuance of seven hundred and fifty thousand (750,000) shares of common stock and the payment of one hundred thousand dollars ($100,000) cash.
 
 Note 8 – Subsequent Event
 
 The Company has evaluated subsequent events from December 31, 2009 through the date that the financial statements were issued and determined that there were no other events to disclose. F-13


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





Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as of December 31, 2009.  Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures are effective in alerting them on a timely basis to material information relating to our Company required to be included in our reports filed or submitted under the Exchange Act.





Management’s Report on Internal Control over Financial Reporting





Our management is responsible for establishing and maintaining adequate internal control over financial reporting.  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 December 31, 2009.  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 December 31, 2009, the Company’s internal control over financial reporting was effective 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.





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.





Changes in Internal Control over Financial Reporting





There were no changes (including corrective actions with regard to significant deficiencies or material weaknesses) in our internal controls over financial reporting that occurred during the quarter ended December 31, 2009, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.





ITEM 9B.             OTHER INFORMATION





There are no items that required disclosure in a Form 8-K during the fourth quarter of the year covered by this Form 10-K that were not reported by the Company.


12


PART III







ITEM 10.             DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE.





Directors, Executive Officers Promoters and Control Persons





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
47
President, Chief Executive Officer and DirectorBruce Hoggard
53
Secretary-Treasurer, Chief Financial Officer and DirectorDavid Callele
48
Vice President of Research and Development and DirectorPaul Zhang
37
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 or 2009 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.





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.





We know of no pending proceedings to which any director, member of senior management, or affiliate is either a party adverse to us, or our subsidiaries, or has a material interest adverse to us or our subsidiaries.





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 was a Professor of 3D Animation and Computer Game Design for the past seven years.  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.


13


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.





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 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 currently working towards his Ph.D in Computation Science at the University of Saskatchewan.  Mr. Callele received his B.Sc. Engineering (Electrical) and B.Sc. in Computational


Science from the University of Saskatchewan in 1984 and received his M.Sc. in Computational Science from the University of Saskatchewan in 1987.




Section 16(a) Beneficial Ownership Reporting Compliance





Based on a review of Forms 3, 4, and 5 and amendments thereto furnished to the registrant during its most recent fiscal year, there were no persons who did not file on a timely basis reports required by Section 16(a) of the Exchange Act during the most recent fiscal year:





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.





Nominating Committee





There have been no material changes to the procedures by which security holders may recommend nominees to the Company’s board of directors.





Audit Committee





At this time, the Company is not required to have an audit committee. Further, since there are not sufficient independent members 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.





ITEM 11.             EXECUTIVE COMPENSATION.





Compensation Discussion and Analysis





The Company’s Executive Compensation is currently approved by the Board of Directors of the Company in the case of the Company’s Principal Executive Officer.   For all other executive compensation contracts, the Principal Executive Officer negotiates and approves the contracts and compensation.


14




Summary Compensation Table


Name and Principal Position
Year
Salary ($)
Bonus ($)
Stock Awards ($)
Option Awards ($)
Non-Equity Incentive Plan Compensation ($)
Nonqualified Deferred Compensation Earnings ($)
All Other Compensation ($)
Total ($)Richard Buckley

Principal Executive Officer
2009
120,000
-0-
-0-
-0-
-0-
-0-
-0-
120,000Richard Buckley

Principal Executive Officer
2008
97,991
-0-
-0-
-0-
-0-
-0-
-0-
97,991Bruce Hoggard, Secretary and

Principal

Financial Officer
2009
-0-
-0-
-0-
-0-
-0-
-0-
-0-Bruce Hoggard, Secretary and

Principal Financial Officer
2008
9,697
-0-
-0-
-0-
-0-
-0-
-0-
9,697


Of the amount owing to Richard Buckley, a total of 17,427 was paid during fiscal 2008 and the remaining amount was accrued.  For fiscal 2009 the entire amount of $120,000 was accrued and no payments were made to Mr. Buckley.





Outstanding Equity Awards at Fiscal Year-End





There were no outstanding equity awards at fiscal year end as the Company does not have any equity awards plans.





Compensation of Directors





Name
Fees Earned or Paid in Cash ($)
Stock

Awards ($)
Option

Awards ($)
Non-Equity Incentive Plan Compensation ($)
Change in Pension Value and Nonqualified Deferred Compensation

Earnings ($)
All Other Compensation ($)
Total  ($)-0-
-0-
-0-
-0-
-0-
-0-
-0-





We did not pay director's fees to Company Directors and Advisory Board Members by way of cash or other cash compensation for services rendered as a director in the year ended December 31, 2009.  We have no present formal plan for compensating our directors for their service in their capacity as directors, although in the future, such directors are expected to receive compensation and options to purchase shares of common stock as awarded by our board of directors or (as to future options) a compensation committee which may be established in the future.  Directors are entitled to reimbursement for reasonable travel and other out-of-pocket expenses incurred in connection with attendance at meetings of our board of directors.  The board of directors may award special remuneration to any director undertaking any special services on behalf of our company other than services ordinarily required of a director.  Other than as indicated in this Annual Report, no director received and/or accrued any compensation for his or her services as a director, including committee participation and/or special assignments.





Compensation Committee





We do not currently have a compensation committee.  The Company’s Executive Compensation is currently approved by the Board of Directors of the Company in the case of the Company’s Principal Executive Officer.   For all other executive compensation contracts, the Principal Executive Officer negotiates and approves the contracts and compensation.


15


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





Security Ownership of Certain Beneficial Owners





The following table sets forth information, as of March 31, 2010, with respect to the beneficial ownership of the Company’s Class A 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 OF CLASS
NAME AND ADDRESS OF BENEFICIAL OWNER
AMOUNT AND NATURE OF BENEFICIAL OWNER
PERCENT OF CLASS(1)Class A Common
BIC International Ltd.

3886 Avenue Des Generaux

Lavalle, Quebec H7E 5K7
1,492,600 shares held directly
7.2%Class A Common
Richard Buckley

365 Simon Fraser Crescent

Saskatoon, Saskatchewan
3,407,700 shares held directly
16.5%Class A Common
David Callele

335 David Knight Cres

Saskatoon, Saskatchewan
2,425,000 shares held directly
11.8%Class A Common
Cede & Co

P.O. Box 222

Bowling Green Station

New York NY
2,301,707 shares held directly
11.2%Class A Common
Bruce Hoggard

823 Brookurst Bay

Saskatoon, Saskatchewan
2,000,000 shares held directly
9.7%





(1) Based upon 20,617,468  issued and outstanding shares of common stock as of March 31, 2010.


(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.





Security Ownership of Management





The following table shows, as of March 31, 2010, the shares of the Company’s Class A Common Stock beneficially owned by each director (including each nominee), by each of the executive officers and by all directors and executive officers 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.


16




TITLE OF CLASS
NAME OF BENEFICIAL OWNER
AMOUNT AND NATURE OF BENEFICIAL OWNER
PERCENT OF CLASS(1)Class A Common
Richard Buckley

CEO, President, Director
3,407,700 shares held directly(2)
16.5%Class A Common
David Callele

Director
2,425,000  shares of Class A common stock of  which 2,400,000 shares are held directly and 25,000 shares are held indirectly.(3)
11.2%Class A Common
Bruce Hoggard
2,000,000 shares held directly
9.7%Total Class A Common
All Officers and Directors as a group
7,832,700 Class A common shares
37.4%







(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





None.





ITEM 13.             CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.





Certain Relationships and Related 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.





During the fiscal year ended December 31, 2009, the Company has received invoices for reimbursement from Far Vista Studios, a company controlled by a director and officer of the Company,  totaling $128,798 (2008- $503,501). Included in this related party payable, a total of $105,104 (2008- $290,780) was invoiced by officers and directors of Far Vista for services provided to Far Vista Studios. The Company paid $797 (2008 - $25,911) to Far Vista Studios during the year, leaving a remaining balance of $696,216 (CAD$732,209) due and payable as at December 31, 2009.





During the year ended December 31, 2009 the Company received invoices for reimbursement from a company controlled by a shareholder of Far Vista Interactive Corp. totaling $10,866 (CAD$11,400). The Company did not make any payments, leaving the amounts due and payable to related parties.





During the year ended December 31, 2009 a shareholder of the Company invoiced the Company totaling $134,477 with respect to his consulting services amount of $101,588 and reimbursed traveling and telephone expenses $32,889. The Company didn’t make any cash payments and left $134,477 due and payable to related parties as at December 31, 2009.





During year ending December 31, 2009, a shareholder of the Company advanced $119,585 to the Company for operations. The Company didn’t make any cash payments. As at December 31, 2009, the balance sheet reflects loan payable to related parties of $119,585.


17


Review, Approval or Ratification of Transactions With Related Persons





The Company does not currently have any written policies and procedures for the review, approval or ratification of any transactions with related persons.




Promoters and Certain Control Persons





None




Parents








There are no parents of the Company




Director Independence





As of the date of this Annual Report, we have no independent directors.





The Company has developed the following categorical standards for determining the materiality of relationships that the Directors may have with the Company. A Director shall not be deemed to have a material relationship with the Company that impairs the Director's independence as a result of any of the following relationships:





1.
the Director is an officer or other person holding a salaried position of an entity (other than a principal, equity partner or member of such entity) that provides professional services to the Company and the amount of all payments from the Company to such entity during the most recently completed fiscal year was less than two percent of such entity’s consolidated gross revenues;


2.
the Director is the beneficial owner of less than five (5%) per cent of the outstanding equity interests of an entity that does business with the Company;


3.
the Director is an executive officer of a civic, charitable or cultural institution that received less than the greater of one million ($1,000,000) dollars or two (2%) per cent of its consolidated gross revenues, as such term is construed by the New York Stock Exchange for purposes of Section 303A.02(b)(v) of the Corporate Governance Standards, from the Company or any of its subsidiaries for each of the last three (3) fiscal years;


4.
the Director is an officer of an entity that is indebted to the Company, or to which the Company is indebted, and the total amount of either the Company's or the business entity's indebtedness is less than three (3%) per cent of the total consolidated assets of such entity as of the end of the previous fiscal year; and


5.
the Director obtained products or services from the Company on terms generally available to customers of the Company for such products or services. The Board retains the sole right to interpret and apply the foregoing standards in determining the materiality of any relationship.





The Board shall undertake an annual review of the independence of all non-management Directors. To enable the Board to evaluate each non-management Director, in advance of the meeting at which the review occurs, each non-management Director shall provide the Board with full information regarding the Director’s business and other relationships with the Company, its affiliates and senior management.





Directors must inform the Board whenever there are any material changes in their circumstances or relationships that could affect their independence, including all business relationships between a Director and the Company, its affiliates, or members of senior management, whether or not such business relationships would be deemed not to be material under any of the categorical standards set forth above. Following the receipt of such information, the Board shall re-evaluate the Director's independence.


18


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, 2009 and December 31, 2008:





Services

$
2009


$
2008Audit fees


13,000



16,000Audit related fees


7,500



7,380Tax fees






800Total fees


20,500



24,180





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:





Report of Independent Registered Public Accounting Firm
F-3Consolidated Balance Sheets
F-4Consolidated Statements of Operations and Comprehensive Loss
F-5Consolidated Statement of Changes in Stockholders’ Deficiency
F-6Consolidated Statements of Cash Flows
F-7Notes to the Consolidated Financial Statements
F-8 to F-13





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 there to.


19


Exhibits




EXHIBIT NO.
IDENTIFICATION OF EXHIBIT3.(i).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.(i).2
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.(ii)
Amended Bylaws
Incorporated by reference to the Exhibits attached to the Company's Form 10-KSB filed with the SEC on March 31, 200810.1
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, 2008.10.2
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, 2008.10.3
Letter of Agreement between Far Vista Interactive and Playnet, Inc. executed on October 29, 2008.
Incorporated by reference to the Exhibits attached to the Company’s Form 10K filed with the SEC on November 19, 2008.10.4
Investor Relations and Marketing Services Agreement between Far Vista Interactive Corp. and Nassau International Consultants, Inc., executed on May 28, 2009.
Incorporated by reference to the Exhibits attached to the Company’s Form 10-Q filed with the SEC on November 20, 2009.21.
Subsidiaries of the registrant
Incorporation by reference to the information contained in this Form 10-K.31.1
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





20


SIGNATURES





Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.





FAR VISTA INTERACTIVE CORP.Date:
April 15, 2010
By:
/s/ Richard BuckleyName:
Richard BuckleyTitle:
President, Principal Executive Officer





Date:
April 15, 2010
By:
/s/ Bruce HoggardName:
Bruce HoggardTitle:
Secretary, Treasurer, Principal Financial Officer





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:





Date:
April 15, 2010
By:
/s/ Richard BuckleyName:
Richard BuckleyTitle:
DirectorDate:
April 15, 2010
By:
/s/ Bruce HoggardName:
Bruce HoggardTitle:
DirectorDate:
April 15, 2010
By:
/s/ David CalleleName:
David CalleleTitle:
Director





21