U.
S. Securities and Exchange Commission
  Washington,
D. C. 20549
 
 FORM
10-K/A
 
 [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 No.000-52524
  VANITY EVENTS HOLDING,
INC.
  (Name
of small business issuer as in its charter)
  DELAWARE
              43-2114545(State
      or other jurisdiction of  incorporation or
      organization)
              (IRS
      Employer Identification No.)
  43 West 33 rd
Street, Suite
600
 New York, NY
10001
 (Address
of principal executive offices)
 
 (212)
695-7850
 (Issuer's
telephone number)
 
 Copies
to:
 Richard
Friedman, Esq.
 Jonathan
R. Shechter, Esq.
 Sichenzia
Ross Friedman Ference LLP
 61
Broadway, 32 nd
Floor
 New York,
NY 10006
 (212)
930-9700
 
 (Former
name and former address, if changed since last report)
 
 
 Securities
Registered under Section 12(b) of the Exchange Act: None
 Securities
Registered under Section 12(g) of the Exchange Act: Common Stock
  Check
whether the issuer is not required to file reports pursuant to Section 13 or
15(d) of the Exchange Act. [ ]
  Check
whether the Issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 12 months (or for such shorter period
that the Registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days.  _X_ Yes ___
No
  
  Check if
there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X]
  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
Issuer's revenues for its most recent fiscal year: $62,356
  As of
December 31, 2008, the issuer had 27,369,807 outstanding shares of Common
Stock.
 
 DOCUMENTS
INCORPORATED BY REFERENCE: NONE
  Transitional
Small Business Disclosure Format YES [   ] NO [X]
  
 VANITY
EVENTS HOLDING, INC.
 2008
ANNUAL REPORT ON FORM 10-K
 TABLE
OF CONTENTS
  PagePART
      IItem
      1
                    Business
                    4Item
      1A
                    Risk
      Factors
                    5Item
      1B
                    Unresolved
      Staff
      CommentsItem
      2
                    Properties
                    7Item
      3
                    Legal
      Proceedings
                    7Item
      4
                    Submission
      of Matters to a Vote of Security Holders
                    7PART
      IIItem
      5
                    Market
      for Registrant’s Common Equity, Related Shareholder Matters and Issuer
      Purchases of Equity Securities
                    8Item
      6
                    Selected
      Financial
      Data
                    8Item
      7
                    Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations
                    8Item
      7A
                    Quantitative
      and Qualitative Disclosures About Market Risk
                    10Item
      8
                    Financial
      Statements and Supplementary Data
                    10Item
      9
                    Changes
      in and Disagreements with Accountants on Accounting and Financial
      Disclosure
                    11Item
      9A
                    Controls
      and
      Procedures
                    11Item
      9B
                    Other
      Information
                    11PART
      IIIItem
      10
                    Directors,
      Executive Officers, and Corporate Governance
                    12Item
      11
                    Executive
      Compensation
                    12Item
      12
                    Security
      Ownership of Certain Beneficial Owners and Management and Related
      Stockholder Matters
                    13Item
      13
                    Certain
      Relationships and Related
      Transactions
                    14Item
      14
                    Principal
      Accountant Fees and
      Services
                    14PART
      IVItem
      15
                    Exhibits
      and Financial Statement
      Schedules
                    15Signatures
                    16
 
 
  Forward
Looking Statements
  This
report on Form 10-K and other reports we file from time to time with the
Securities and Exchange Commission (collectively the "Filings") contain or may
contain forward looking statements and information that are based upon beliefs
of, and information currently available to, our management as well as estimates
and assumptions made by our management. When used in the Filings the words
"anticipate", "believe", "estimate", "expect", "future", "intend", "plan" or the
negative of these terms and similar expressions as they relate to us or our
management identify forward looking statements. Such statements reflect our
current view with respect to future events and are subject to risks,
uncertainties, assumptions and other factors (including the risks contained in
the section of this report entitled "Risk Factors") relating to our industry and
our operations and results of operations. Should one or more of these risks or
uncertainties materialize, or should the underlying assumptions prove incorrect,
actual results may differ significantly from those anticipated, believed,
estimated, expected, intended or planned.
  Although
we believe that the expectations reflected in the forward looking statements are
reasonable, we cannot guarantee future results, levels of activity, performance
or achievements. 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. The following
discussion should be read in conjunction with our financial statements and the
related notes that appear elsewhere in this report.
    3
  
 PART
I
  ITEM
1. DESCRIPTION OF BUSINESS.
  Corporate
History
  Vanity
Events Holding, Inc. (“Vanity”) was incorporated as Map V Acquisition, Inc. on
November 22, 2006, in the State of Delaware. Our principal executive
offices are currently located at 350 Fifth Avenue, Suite 2204 New York, New York
10118. Our telephone number is (212) 695-7850. We are qualified to do business
in the State of New York. Our fiscal year-end is December 31. As described below
in “Description of Map V,” Map V was incorporated with the objective to acquire,
or merge with an operating business. Going forward, Vanity will be engaged in
the business as described below in the section titled “Description of
Vanity.”
  Description
of Vanity
  Vanity
was organized as a Delaware Corporation on August 25, 2004, and is in the
business of licensing and promotions though its group of touring swimsuit
models. Vanity’s international and domestic experience makes it an excellent
promotional tool for its clients’ events. Vanity is available to travel
throughout the world and its models draw attention to companies, merchandise,
and brand names. Vanity Events began operating as Circuit Girls on the swimsuit
circuit in Southern Florida. After establishing a reputation for excellence in
the Southeast, it has expanded its circuit to include the greater U.S. domestic
market as well as internationally. Vanity provides entertainment and attracts
attention at events, including swimsuit competitions, calendar signings, and
auto shows.
  Services
 
 Vanity is
in the business of licensing and promotions though its group of touring swimsuit
models, and intends to develop its business primarily through the expansion of
its licensing agreements.  Vanity possesses an experienced management
team, as is further described in the Management section.
 
 Currently,
Vanity maintains existing trademarks and copyrights on numerous pictures and
logos.  Vanity has already signed licensing agreements for swim suit
model images with companies in Argentina, Chile, China, Colombia, Dominican
Republic, Ecuador, Germany, Korea, Mexico, Panama, Puerto Rico, Taiwan, Tokyo,
United Kingdom, United States and Venezuela.
 
 Vanity’s
target markets will use Vanity’s images, logos, prints and electronic content
and labels in order to promote their business.  Currently, Vanity’s
target markets are:
 
 ·
              the
      apparel and apparel accessories industries, which are to include logos and
      images for the teen market, sports market, and women/men’s
      market;·
              the
      cosmetics industry and the creation of products branding the Vanity
      name;·
              mobile
      phones;·
              personal
      and notebook computers (i.e. screen savers), videos for computers,
      wallpaper, etc.;·
              company
      and web site promotions for Vanity Events and/or other related products
      and businesses;·
              private
      Labels created for existing products to expand their sales;
      and·
              attractive
      media options, such as Pay-Per-View shows and distributed
      DVD’s.
  Employees
  As of
December 31, 2008, Vanity had 5 employees. The Company has 3 independent
contractors who provide sales and shipping services, support, and public
relations.
 
 Competition
  We
compete with various other productions, promotions, and media groups, including
magazines, newspapers, television, radio and Internet web sites that offer
customers information and services similar to what we provide. Competition could
result in price reductions, reduced margins or loss of market share, any of
which could have a material adverse effect on our business, financial condition
or results of operations.
  We face
competition on both country and regional levels. In addition, each of our
businesses competes with companies that deliver content through the same
platforms and with companies that operate in different media businesses. We
cannot assure you that we can remain competitive with companies that have
greater resources.
   4
  ITEM
1A: RISK FACTORS
  Risks
Related to Our Business and Industry
  We will need significant additional
capital, which we may be unable to obtain.
  Our
capital requirements in connection with our promotional activities and
transition to commercial operations have been and will continue to be
significant. We cannot assure you that our business will generate sufficient
cash flow from operations or that future borrowings will be available to us in
an amount sufficient to enable us to continue our operations, and there can be
no assurance that financing will be available in amounts or on terms acceptable
to us, if at all.
  Our
operating results may fluctuate, which makes our results difficult to predict
and could cause our results to fall short of expectations.
  Our
operating results may fluctuate as a result of a number of factors, many outside
of our control. As a result, comparing our operating results on a
period-to-period basis may not be meaningful, and you should not rely on our
past results as an indication of our future performance. Our quarterly,
year-to-date and annual expenses as a percentage of our revenues may differ
significantly from our historical or projected rates. Our operating results in
future quarters may fall below expectations. Any of these events could cause our
stock price to fall.
  We
rely on highly skilled personnel and, if we are unable to retain or motivate key
personnel or hire qualified personnel, we may not be able to grow
effectively.
  Our
performance largely depends on the talents and efforts of highly skilled
individuals. Our future success depends on our continuing ability to identify,
hire, develop, motivate and retain highly skilled personnel for all areas of our
organization. Our continued ability to compete effectively depends on our
ability to attract new technology developers and to retain and motivate our
existing contractors.
  Government
regulations could adversely affect our business, financial condition or results
of operations.
  Our
businesses are regulated by governmental authorities in the countries in which
we operate. Because of our international operations, we must comply with diverse
and evolving regulations. Regulation relates to, among other things, licensing,
promotions, commercial advertising, content, including standards of decency.
Changes in the regulation of our operations or changes in interpretations of
existing regulations by courts or regulators or our inability to comply with
current or future regulations could adversely affect us by reducing our
revenues, increasing our operating expenses and exposing us to significant
liabilities.
 
 We
may not be able to successfully compete with direct competitors or with other
forms of promotional tools.
  We
derive a significant portion of our revenue from our national and international
promotional touring business, licensing, and advertising, for which we compete
with various other promotional and media groups that provide services similar to
what we provide. Competition could result in price reductions, reduced margins
or loss of market share, any of which could have a material adverse effect on
our business, financial condition or results of operations. We face competition
on both country and regional levels. We cannot assure you that we can remain
competitive with companies that have greater resources or that offer alternative
promotional and media options.
  We
may not be able to protect our intellectual property rights.
  We
believe that our trademarks, particularly the Vanity Events and Holly Vanity
designs, and other proprietary rights are critical to our success, potential
growth and competitive position. Accordingly, we devote substantial resources to
the establishment and protection of our trademarks and proprietary rights. Our
actions to establish and protect our trademarks and other proprietary rights,
however, may not prevent imitation of our products by others or prevent others
from claiming violations of their trademarks and proprietary rights by us. Any
infringement or related claims, even if not meritorious, may be costly and time
consuming to litigate, may distract management from other tasks of operating the
business and may result in the loss of significant financial and managerial
resources, which could harm our business, financial condition or operating
results.
  If we engage in
future acquisitions, we will incur a variety of costs and may never realize the
anticipated benefits of the acquisition.
  If
appropriate opportunities become available, we may attempt to acquire
businesses, products or technologies that we believe are a strategic fit with
our business. If we do undertake any transaction of this sort, the process of
integrating an acquired business, product or technology may result in unforeseen
operating difficulties and expenditures and may absorb significant management
attention that would otherwise be available for ongoing development of our
business. Moreover, we may fail to realize the anticipated benefits of any
acquisition. Future acquisitions could dilute existing stockholders' ownership
interest in us and could cause us to incur debt, exposing us to future
liabilities.
  5
  Risks
Relating to Our Common Stock
 
 There
is currently no trading market for our common stock, and liquidity of shares of
our common stock is limited.
 
 Our
shares of common stock are not registered under the securities laws of any state
or other jurisdiction, and accordingly there is no public trading market for our
common stock. Further, no public trading market is expected to develop in the
foreseeable future unless and until the Company completes a business combination
with an operating business and the Company thereafter files a registration
statement under the Securities Act. Therefore, outstanding shares of our common
stock cannot be offered, sold, pledged or otherwise transferred unless
subsequently registered pursuant to, or exempt from registration under, the
Securities Act and any other applicable federal or state securities laws or
regulations. Shares of our common stock cannot be sold under the exemptions from
registration provided by Rule 144 under or Section 4(1) of the Securities Act,
in accordance with the letter from Richard K. Wulff, Chief of the Office of
Small Business Policy of the Securities and Exchange Commission’s Division of
Corporation Finance, to Ken Worm of NASD Regulation, dated January 21, 2000.
This letter provides that certain private transfers of the shares of common
stock also may be prohibited without registration under federal securities laws.
Compliance with the criteria for securing exemptions under federal securities
laws and the securities laws of the various states is extremely complex,
especially in respect of those exemptions affording flexibility and the
elimination of trading restrictions in respect of securities received in exempt
transactions and subsequently disposed of without registration under the
Securities Act or state securities laws.
  The
Company may be subject to certain tax consequences in our business, which may
increase our costs of doing business.
 
 We may
not be able to structure our acquisition to result in tax-free treatment for the
companies or their stockholders, which could deter third parties from entering
into certain business combinations with us or result in being taxed on
consideration received in a transaction. Currently, a transaction may be
structured so as to result in tax-free treatment to both companies, as
prescribed by various federal and state tax provisions. We intend to structure
any business combination so as to minimize the federal and state tax
consequences to both us and the target entity; however, we cannot guarantee that
the business combination will meet the statutory requirements of a tax-free
reorganization or that the parties will obtain the intended tax-free treatment
upon a transfer of stock or assets. A non-qualifying reorganization could result
in the imposition of both federal and state taxes that may have an adverse
effect on both parties to the transaction.
 
 There
is no public market for our common stock, nor have we ever paid dividends on our
common stock.
 
 There is
no public trading market for our common stock and none is expected to develop in
the foreseeable future unless and until the Company completes a business
combination with an operating business and such business files a registration
statement under the Securities Act of 1933, as amended. Additionally, we have
never paid dividends on our Common Stock and do not presently intend to pay any
dividends in the foreseeable future. We anticipate that any funds available for
payment of dividends will be re-invested into the Company to further its
business strategy.
 
 Authorization of
preferred stock.
 
 Our
Certificate of Incorporation authorizes the issuance of up to 10,000,000 shares
of preferred stock with designations, rights and preferences determined from
time to time by its Board of Directors. Accordingly, our Board of Directors is
empowered, without stockholder approval, to issue preferred stock with dividend,
liquidation, conversion, voting, or other rights which could adversely affect
the voting power or other rights of the holders of the common stock. In the
event of issuance, the preferred stock could be utilized, under certain
circumstances, as a method of discouraging, delaying or preventing a change in
control of the Company. Although we have no present intention to issue any
shares of its authorized preferred stock, there can be no assurance that the
Company will not do so in the future.
  Government Regulation
  Our
businesses are regulated by governmental authorities in the countries in which
we operate. Because of our local and international operations, we must comply
with diverse and evolving regulations. Regulation relates to, among other
things, licensing, commercial advertising, and content, including standards of
decency for each participating country. Changes in the regulation of our
operations or changes in interpretations of existing regulations by courts or
regulators or our inability to comply with current or future regulations could
adversely affect us by reducing our revenues, increasing our operating expenses
and exposing us to liabilities.
   6
  ITEM 2. DESCRIPTION OF PROPERTY.
  Vanity currently operates out of leased property
located at 43 West 33 rd Street,
Suite 600, New York, New York 10001. The Vanity offices are 300 square feet and
are leased for a 3 year term with rent of $1,000 per month.
  ITEM
3. LEGAL PROCEEDINGS.
  From time
to time, Vanity may become involved in various lawsuits and legal proceedings,
which arise in the ordinary course of business. However, litigation is subject
to inherent uncertainties, and an adverse result in these or other matters may
arise from time to time that may harm its business. Vanity is currently not
aware of any such legal proceedings or claims that they believe will have,
individually or in the aggregate, a material adverse affect on its business,
financial condition or operating results.
  ITEM
4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
  None.
 7
 PART
II
  ITEM
5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS
ISSUER PURCHASE OF EQUITY SECURITIES.
 
 OTC
Bulletin Board Considerations
 
 The
Company’s common stock is not currently traded on the Over the Counter Bulletin
Board (“OTCBB”). To be quoted on the OTCBB, a market maker must file an
application on our behalf in order to make a market for our common stock. We
have engaged an FINRA Market Maker to file our application on Form 211 with the
FINRA, and as of the date of this prospectus, such filing has been made. The
Company is currently in the process of securing FINRA approval, though no
assurances can be made that FINRA will approve the Company’s
application.
  Holders
 
 As of
December 31, 2008, the approximate number of stockholders of record of the
Common Stock of the Company was 40.
 
 Dividend
Policy
  Effective
September 26, 2008, the Board of Directors of the Vanity declared a stock
dividend of 1.71178 shares of common stock for every 1 share of common stock
held by shareholders of record at the close of business on September 26,
2008.
 
 The
Company has never declared or paid any cash dividends on its common stock. We
currently intend to retain future earnings, if any, to finance the expansion of
our business. As a result, we do not anticipate paying any cash dividends in the
foreseeable future.
  ITEM
6: SELECTED FINANCIAL DATA
 
 Not
applicable.
 
 ITEM
7. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION AND FORWARD LOOKING
INFORMATION.
  Forward
Looking Statements
  Some of
the statements contained in this annual report that are not historical facts are
“forward-looking statements” which can be identified by the use of terminology
such as “estimates,” “projects,” “plans,” “believes,” “expects,” “anticipates,”
“intends,” or the negative or other variations, or by discussions of strategy
that involve risks and uncertainties. We urge you to be cautious of the
forward-looking statements, that such statements, which are contained in this
annual report, reflect our current beliefs with respect to future events and
involve known and unknown risks, uncertainties and other factors affecting our
operations, market growth, services, products and licenses. No assurances can be
given regarding the achievement of future results, as actual results may differ
materially as a result of the risks we face, and actual events may differ from
the assumptions underlying the statements that have been made regarding
anticipated events. Factors that may cause actual results, our performance or
achievements, or industry results, to differ materially from those contemplated
by such forward-looking statements include without limitation:
  ·   Our ability
to attract and retain management, and to integrate and maintain technical
information and management information systems;
  ·   Our ability
to raise capital when needed and on acceptable terms and
conditions;
  ·   The
intensity of competition; and
  ·   General
economic conditions.
 
 All
written and oral forward-looking statements made in connection with this annual
report that are attributable to us or persons acting on our behalf are expressly
qualified in their entirety by these cautionary statements. Given the
uncertainties that surround such statements, you are cautioned not to place
undue reliance on such forward-looking statements for licensing, logos and
content images for the mobile phone, computers, apparel, cosmetic industries and
other related products of Vanity.
 
 8
 
 Overview
 
 Vanity
began operations on August 25, 2004.  We are engaged in the business
of licensing and promotions though our group of touring swimsuit models. We plan
to focus our efforts on licensing and branding our trademarks. Vanity currently
has 7 master licensing contracts. We have not generated any income since
inception, and as of the fiscal year ended December 31, 2007 have incurred a net
loss of $747,881.
 We are
currently focusing on licensing and branding our trademarks.
 
 Results
of Operations for the Fiscal Year ended December 31, 2008 Compared to Fiscal
Year Ended December 31, 2007
 
 This
discussion should be read in conjunction with our financial statements included
elsewhere in this report. Vanity began active operation on August 25, 2004, and
has a fiscal operating year of January 1 to December 31.
  Revenues
Vanity’s revenues for the year ended December 31, 2008 were $62,356, compares to
$11,259 for the year ended December 31, 2007. The decrease in revenues was
primarily a result of less activity of the Company. Vanity had $376,051 in
operating expenses for the year ended December 31, 2008 as compared to $68,746
in operating expenses for the year ended December 31, 2007. The
increase  in operating expenses was primarily a result of less
activity of the Company.
  Selling, General
and Administrative ("SG&A") expenses consisted primarily of expenses
for consulting and professional fees.  For the year ended December 31,
2008, SG&A was $376,051  compared to $68,746  for year
ended December 31, 2007. The difference in SG&A is attributable to $307,305
.. Additional expenses included payroll of $92,652, Rent of $3,000, insurance of
$31,781, office expenses of $41,967, trade and show expenses of
$29,563  and legal and professional fees of $177,088.
 
 Cost of
Sales were $390  for the year ended December 31, 2008 as
compared to $-0- for the year ended December 31, 2007.  The difference in Cost of
Sales is attributable to cost of supplies related to the sales..
  Net Loss
 was
$314,085  for the year ended December 31, 2008, as compared to $57,487
for the year ended December 31, 2007.  The increase in net loss is
principally attributable to increased selling, general and administrative
costs.
 
 Liquidity
and Capital Resources
  Cash Flows from
Operating Activities.   At December 31, 2008, Vanity had cash and
cash equivalents of $801, as compared to cash and cash equivalents of $4,825 as
of December 31, 2007.
 
 Liabilities
.. As of December 31, 2008, Vanity had total current liabilities of $41,736, as
compared to $-0- for the period ended December 31, 2007.  The
difference in total current liability is primarily attributed to a bank
overdraft of $7,186 and accounts payable and accrued expenses of
$34,550.
  Off Balance Sheet
Arrangements. None.
 
 Results
of Operations for the Fiscal Year ended December 31, 2007 Compared to Fiscal
Year Ended December 31, 2006
 
 Revenues
We did not generate any revenues for the years ended December 31, 2007 or
December 31, 2006. Map V had $9,800 in operating expenses for the year ended
December 31, 2007 as compared to $2,500 in operating expenses for the year ended
December 31, 2006. The increase in operating expenses was primarily a result of
professional fees.
  Selling, General
and Administrative ("SG&A") expenses consisted primarily of expenses
for consulting and professional fees.  For the year ended December 31,
2007, Selling, general and administrative expenses  were $68,746
compared to $613,553  for year ended December 31, 2006. The difference
in SG&A is attributable to 544,807.
 
 Cost of
Sales were $-0-  for the year ended December 31, 2007as
compared to $35,301 for the year ended December 31, 2006.  The difference in Cost of
Sales is attributable to $35,301 relating to the costs of model's time
aggregating $33,626 and $1,675 in makeup expenses for the year ended December
31, 2006.
  Net Loss
 was
$57,487  for the year ended December 31, 2007, as compared to $601,329
for the year ended December 31, 2006.  The decrease in net loss is
principally attributable to decreased selling, general and administrative
costs.
  9
  Liquidity
and Capital Resources
 
 At
December 31, 2007, Map V did not have cash or cash equivalents, nor did maintain
any liabilities.
  Liabilities
.. As of December 31, 2007, Vanity had total current liabilities of $-0-, as
compared to $-0-  for the period ended December 31,
2006.
 
 Working
capital  None.
  Current
Liabilities  None.
  Off Balance Sheet
Arrangements None.
 
 CRITICAL
ACCOUNTING ESTIMATES
  The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
  Effect
of Recently Issued Accounting Pronouncements
  Management
does not believe that any recently issued, but not yet effective, accounting
standards, if currently adopted, would have a material affect on the
accompanying financial statements.
  Income
Taxes
  None.
 
 ITEM
7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK
 
 Not
applicable.
  ITEM
8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
  10
 
   INDEX
TO FINANCIAL STATEMENTS
 
 PageFinancial
      StatementsREPORT OF
      INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
                F-1Balance Sheets as
      of   December 31, 2008 and 2007 Statements of Operations
      for the years ended December 31, 2008 and  2007,  and
      August 25, 2004 (inception) to December 31,
      2008
                F-2Statement of
      Stockholders’ Equity  for the period August 25, 2004 (inception)
      to December 31, 2008
                F-4Statements of Cash
      Flows for the years ended December 31, 2008 and 2007, and August 25, 2004
      (inception) to December 31, 2008
                F-5Notes to Financial
      Statements
                F-6-F-12
   
 REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
   Board
of Directors and Stockholders
 VANITY
EVENTS HOLDING, INC.
  We
have audited the balance sheet of VANITY EVENTS HOLDING, INC. (a development
stage company) as of December 31,2008, and the related statements of operations,
changes in stockholders’ equity, and  cash flows for the years ended
December 31, 2008 and 2007. These financial statements are the responsibility of
the Company's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
  We
conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The Company is not required to
have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audit included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company’s internal control over financial
reporting. Accordingly, we express no such opinion. Also, an audit 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 audits provide a
reasonable basis for our opinion.
  In
our opinion, the  financial statements referred to above present
fairly, in all material respects, the financial position of VANITY HOLDING
GROUP, INC.,as of December 31, 2008 and the results of its operations and its
cash flows for the two years then ended, in conformity with accounting
principles generally accepted in the United States of America.
  The
accompanying financial statements have been prepared assuming the Company will
continue as a going concern. As discussed in Note B to the financial statements,
the Company has incurred operating losses for the period August 25, 2004
(inception) to December 31, 2008, has no significant
revenues and has not commenced planned principal operations. These factors raise
substantial doubt about the Company’s ability to continue as a going concern.
Management’s plans regarding those matters are also described in Note B. The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.
   /s/
Drakeford & Drakeford, LLC
 
 Drakeford
& Drakeford, LLC
 New
York, New York
  March
30, 2009
 
 F-1
 
 
 VANITY
EVENTS HOLDING, INC.
 ( A
Development Stage Company)
 BALANCE
SHEETS
  December
      31,
                            
                            
                            December
      31,ASSETS
                            
                            2008
                            
                            
                            2007CURRENT
      ASSETSCash
      and cash equivalents
                            
                            $
                            801
                            
                            
                            $
                            4,825Inventory
                            
                            
                            2,150
                            
                            
                            
                            0Total
      current assets
                            
                            2,951
                            
                            
                            
                            4,825OTHER
      ASSETSTrade
      mark
                            
                            
                            4,996
                            
                            
                            
                            4,800Photographs
                            
                            
                            44,422
                            
                            
                            
                            44,422Total
      other assets
                            
                            
                            49,418
                            
                            
                            
                            49,222TOTAL
      ASSETS
                            
                            $
                            52,369
                            
                            
                            $
                            54,047LIABILITIES
      AND STOCKHOLDERS’ EQUITYCURRENT
      LIABILITIESBank
      overdraft
                            
                            $
                            7,186Accounts
      payable and accrued expenses
                            
                            
                            34,550
                            
                            
                            $
                            0Total
      current liabilities
                            
                            
                            41,736
                            
                            
                            
                            0LONG-TERM
      LIABILITIESLoans
      payable-shareholders
                            
                            
                            314,099
                            
                            
                            
                            53,428Total
      long-term liabilities
                            
                            
                            314,099
                            
                            
                            
                            53,428STOCKHOLDERS’
      EQUITY (DEFIENCY)Preferred
      stock authorized 5,000,000 shares, $.0001 par valueeach.
      At  September 30, 2008 and December  31, 2007 there
      are noshares
      outstanding
                            
                            
                            0
                            
                            
                            
                            0Common
      stock authorized 100,000,000 shares, $.0001 par valueeach.
      At  December  31, 2008 and 2007  there
      are27,369,807
      and 26,746,207 shares outstanding, respectively
                            
                            
                            2,736
                            
                            
                            
                            2,674Additional
      paid in capital
                            
                            
                            755,764
                            
                            
                            
                            745,826Deficit
      accumulated during the development stage
                            
                            
                            (1,061,966
                            )
                            
                            
                            (747,881
                            )Total
      stockholders’ equity (defiency)
                            
                            
                            (303,466
                            )
                            
                            
                            619TOTAL
      LIABILITIES AND STOCKHOLDERS’ EQUITY
                            
                            $
                            52,369
                            
                            
                            $
                            54,047
 
 The
accompanying notes are an integral part of these statements.
  F-2
   VANITY
EVENTS HOLDING, INC.
 ( A
Development Stage Company)
 
 STATEMENTS
OF OPERATIONS
   August
      25,For
      the year endedDecember 31,
                            
                            
                            2004,
      (inception) to December 31,2008
                            
                            
                            2007
                            
                            
                            2008Revenue
                            
                            $
                            62,356
                            
                            
                            $
                            11,259
                            
                            
                            $
                            193,112Cost
      of SalesModel
      and make-up cost
                            
                            
                            390
                            
                            
                            
                            0
                            
                            
                            
                            64,545Gross
      profit
                            
                            
                            61,966
                            
                            
                            
                            11,259
                            
                            
                            
                            128,567Operating
      ExpensesSalaries
                            
                            
                            92,652
                            
                            
                            
                            7,786
                            
                            
                            
                            158,113Selling,
      general and administrative
                            
                            
                            283,399
                            
                            
                            60,960
                            
                            
                            
                            1,034,014Total
      operating expenses
                            
                            
                            376,051
                            
                            
                            
                            68,746
                            
                            
                            
                            1,192,127Net
      loss from operations
                            
                            
                            (314,085
                            )
                            
                            
                            (57,487
                            )
                            
                            
                            (1,063,560
                            )Other
      income-interest
                            
                            
                            0
                            
                            
                            
                            0
                            
                            
                            
                            1,594Net
      loss
                            
                            $
                            (314,085
                            )
                            
                            $
                            (57,487
                            )
                            
                            $
                            (1,061,966
                            )Basic
      and diluted loss  per common share
                            
                            $
                            (.01
                            )
                            
                            $
                            (.00
                            )Weighted
      average shares outstanding
                            
                            
                            26,815,496
                            
                            
                            
                            26,523,934
  The
accompanying notes are an integral part of these statements
 
 F-3
 
 
 VANITY
EVENTS HOLDING, INC.
  ( A
Development Stage Company)
 
 STATEMENT OF STOCKHOLDERS’
EQUITY
  Deficit
      AccumulatedDuringCommon
      stock
                                    
                                    
                                    
                                    Additional
                                    
                                    
                                    
                                    DevelopmentShares
                                    
                                    
                                    
                                    Amount
                                    
                                    
                                    
                                    Paid
      in Capital
                                    
                                    
                                    
                                    Stage
                                    
                                    
                                    
                                    TotalIssuance
      of common stock for cash
                                    
                                    
                                    1,250,284
                                    
                                    
                                    $
                                    125
                                    
                                    
                                    $
                                    (25
                                    )
                                    
                                    $
                                    0
                                    
                                    
                                    
                                    100Net
      income- inception to December 31, 2004
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    6,803
                                    
                                    
                                    
                                    6,803Balance
      at December 31, 2004
                                    
                                    
                                    1,250,284
                                    
                                    
                                    
                                    125
                                    
                                    
                                    
                                    (25
                                    )
                                    
                                    
                                    6,803
                                    
                                    
                                    
                                    6,903Issuance
      of common stock for cash
                                    
                                    
                                    20,877,373
                                    
                                    
                                    
                                    2,087
                                    
                                    
                                    
                                    229,313
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    231,400Net
      loss for the year ended December  31, 2005
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    (95,868
                                    )
                                    
                                    
                                    (95,868
                                    )Balance
      at December 31, 2005
                                    
                                    
                                    22,127,657
                                    
                                    
                                    
                                    2,212
                                    
                                    
                                    
                                    229,288
                                    
                                    
                                    
                                    (89,065
                                    )
                                    
                                    
                                    142,435Issuance
      of common stock for cash
                                    
                                    
                                    4,368,493
                                    
                                    
                                    
                                    437
                                    
                                    
                                    
                                    476,563
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    477,000Net
      loss for the year ended December  31, 2006
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    (601,329
                                    )
                                    
                                    
                                    (601,329
                                    )Balance
      at December 31,2006
                                    
                                    
                                    26,496,150
                                    
                                    
                                    
                                    2,649
                                    
                                    
                                    
                                    705,851
                                    
                                    
                                    
                                    (690,394
                                    )
                                    
                                    
                                    18,106Issuance
      of common stock for cash
                                    
                                    
                                    250,057
                                    
                                    
                                    
                                    25
                                    
                                    
                                    
                                    39,975
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    40,000Net
      loss for the year endedDecember  31,
      2007
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    (57,487
                                    )
                                    
                                    
                                    (57,487
                                    )Balance
      at December 31, 2007
                                    
                                    
                                    26,746,207
                                    
                                    
                                    
                                    2,674
                                    
                                    
                                    
                                    745,826
                                    
                                    
                                    
                                    (747,881
                                    )
                                    
                                    
                                    619Issuance
      of common stock for legal fees
                                    
                                    
                                    623,600
                                    
                                    
                                    
                                    62
                                    
                                    
                                    
                                    9,938
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    10,000Net
      loss for the year endedDecember
      31, 2008
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    (314,085
                                    )
                                    
                                    
                                    (314,085
                                    )Balance
      at December 31, 2008
                                    
                                    
                                    27,369,807
                                    
                                    
                                    $
                                    2,736
                                    
                                    
                                    $
                                    755,764
                                    
                                    
                                    $
                                    (1,061,966
                                    )
                                    
                                    $
                                    (303,466
                                    )
  The
accompanying notes are an integral part of this statement.
  F-4
  VANITY
EVENTS HOLDING, INC.
 ( A Development Stage
Company)
 
 STATEMENTS
OF CASH FLOWS
  August
      25,For
      the year ended
                                    
                                    
                                    2004,
      (inception)December
      31,
                                    
                                    
                                    to
      December 31,2008
                                    
                                    
                                    2007
                                    
                                    
                                    2008OPERATING
      ACTIVITIESNet
      loss
                                    
                                    $
                                    (314,085
                                    )
                                    
                                    $
                                    (57,487
                                    )
                                    
                                    $
                                    (1,061,966
                                    )Issuance
      of common shares for legal services
                                    
                                    
                                    10,000
                                    
                                    
                                    
                                    
                                    
                                    
                                    
                                    10,000Changes
      in operating assets and liabilities:Inventory
                                    
                                    
                                    (2,150
                                    )
                                    
                                    
                                    0
                                    
                                    
                                    
                                    (2,150
                                    )Prepaid
      rent
                                    
                                    
                                    0
                                    
                                    
                                    
                                    0
                                    
                                    
                                    
                                    0Loan
      receivable
                                    
                                    
                                    0
                                    
                                    
                                    
                                    0
                                    
                                    
                                    
                                    0Accounts
      payable and accrued expenses
                                    
                                    
                                    41,736
                                    
                                    
                                    
                                    0
                                    
                                    
                                    
                                    41,736Cash
      used by operating activities
                                    
                                    
                                    (264,499
                                    )
                                    
                                    
                                    (57,487
                                    )
                                    
                                    
                                    (1,012,380
                                    )INVESTING
      ACTIVITIESSecurity
      deposit
                                    
                                    
                                    0
                                    
                                    
                                    
                                    4,950
                                    
                                    
                                    
                                    0Other
      assets
                                    
                                    
                                    (196
                                    )
                                    
                                    
                                    (4,072
                                    )
                                    
                                    
                                    (49,418
                                    )Cash
      used by investing activities
                                    
                                    
                                    (196
                                    )
                                    
                                    
                                    878
                                    
                                    
                                    
                                    (49,418
                                    )FINANCIAL
      ACTIVITIESProceeds
      from notes payable-shareholders,net
                                    
                                    
                                    260,671
                                    
                                    
                                    
                                    16,931
                                    
                                    
                                    
                                    314,099Issuance
      of common stock for cash
                                    
                                    
                                    0
                                    
                                    
                                    
                                    40,000
                                    
                                    
                                    
                                    748,500Cash
      provided by financing activities
                                    
                                    
                                    260,671
                                    
                                    
                                    
                                    56,931
                                    
                                    
                                    
                                    1,062,599NET  INCREASE  (DECREASE)
      IN CASH
                                    
                                    
                                    (4,024
                                    )
                                    
                                    
                                    322
                                    
                                    
                                    
                                    801CASH
      BALANCE BEGINNING OF PERIOD
                                    
                                    
                                    4,825
                                    
                                    
                                    
                                    4,503
                                    
                                    
                                    
                                    0CASH
      BALANCE END OF PERIOD
                                    
                                    $
                                    801
                                    
                                    
                                    $
                                    4,825
                                    
                                    
                                    $
                                    801Supplemental
      Disclosures of Cash Flow Information:Interest
                                    
                                    $
                                    0
                                    
                                    
                                    $
                                    0
                                    
                                    
                                    $
                                    0
 
 The
accompanying notes are an integral part of these statements
  F-5
 
 VANITY
EVENTS HOLDING, INC.
 (
A Development Stage Company)
  NOTES
TO FINANCIAL STATEMENTS
  December
31, 2008
  NOTE
A – BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  1.
                  Nature
      of Operations/ Basis of
Presentation
  Nature
of Operations
  VANITY
EVENTS HOLDING, INC.   (the “Company”), was organized as a
Delaware Corporation on August 25, 2004, and is in the business of licensing and
promotions through its group of touring swimsuit models. The Company is a
development stage entity that provides entertainment and attracts attention at
events, including swimsuit competitions, calendar signings, and auto
shows.
  Basis of Presentation and Accounting
Estimates
  The accompanying
financial statements have been prepared in accordance with Form 10-K
instructions and in the opinion of management contain all adjustments
(consisting of only normal recurring adjustments) necessary to present fairly
the financial position as of December 31, 2008, and the  results of
operations for the years ended December 31, 2008 and 2007, and August 25, 2004
(inception) to December 31, 2008 and cash flows for the years ended December 31,
2008 and 2007 and August 25, 2004 (inception) to December 31,
2008.  These results have been determined on the basis of generally
accepted accounting principles and practices in the United States and applied
consistently as those used in the preparation of the Company's 2008 Annual
Report on Form 10-K.
  The
preparation of financial statements in conformity with generally accepted
accounting principles in the United States of America requires management to
make estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
  3.
                  Cash
      Equivalents
  Investments
having an original maturity of 90 days or less that are readily convertible into
cash are considered to be cash equivalents. During the period from August 25,
2004 (date of inception) thru
December
31, 2008, the Company had no cash equivalents.
 
 F-6
  VANITY
EVENTS HOLDING, INC.
  (
A Development Stage Company)
  NOTES
TO FINANCIAL STATEMENTS
  December
31, 2008
   NOTE
A – BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(continued)
  4.
                  Other
      Assets
  Trade
marks and photographs are stated at cost and are to be amortized  over
their estimated useful lives.
  The
estimated service lives of  trade marks and photographs  are
principally as follows:
  Trade marks
                        10-15 yearsPhotographs
                        5- 7
years
 As
of December
31, 2008, the other assets have not been placed in use so there has not
been any amortization expensed.
  5.
                  Advertising
      Cost
  Advertising
cost are expensed as incurred. Advertising expense totaled $ 1,000 and $
0   for the years ended December
31, 2008 and 2007 and $ 14,662 from August 25, 2004 (date of inception)
to December
31, 2008.
  F-7
 
  VANITY
EVENTS HOLDING, INC.
  (
A Development Stage Company)
   NOTES
TO FINANCIAL STATEMENTS (continued)
  December
31, 2008
    NOTE
A – BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(continued)
  6.
                  Recently
      Enacted Accounting Standards
  In
July 2006, the FASB issued FIN 48, entitled Accounting for Uncertainty in Income
Taxes. FIN 48 interprets the guidance in SFAS No. 109, entitled Accounting for
Income Taxes. Through the interpretive guidance, the FASB clarifies the
accounting for uncertainty in income taxes, provides recognition  and
measurement guidance related to accounting for income taxes, and provides
guidance related to classification and disclosure of income tax-related
financial statement components. The Company does not believe that the adoption
of FIN 48 has had a material impact, if any, on its consolidated financial
statements.
  In
September 2006, the FASB issued SFAS No. 157, Defining Fair Value Measurement.
The purpose of SFAS No. 157 is to eliminate the diversity in practice that
exists due to the different definitions of fair value and the limited guidance
for applying those definitions in GAAP that are dispersed among the many
accounting pronouncements that require fair value measurements. SFAS No. 157 is
effective for financial statements issued for fiscal years beginning after
November 15, 2007, and interim periods within those fiscal years. The Company
does not believe that adoption of SFAS No. 157 will have a material impact on
its consolidated financial statements.
  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 (SFAS No. 159). SFAS No. 159 expands opportunities to use fair value
measurements in financial reporting and permits entities to choose to measure
many financial instruments and certain other items at fair value. Upon adoption
of SFAS No. 159, an entity may elect the fair value option for eligible items
that exist at the adoption date. Subsequent to the initial adoption, the
election of the fair value option should only be made at initial recognition of
the asset or liability or upon a re-measurement event that gives rise to
new-basis accounting. SFAS No. 159 does not affect any existing accounting
literature that requires certain assets and liabilities to be carried at fair
value nor does it eliminate disclosure requirements included in other accounting
standards. This Statement is effective as of the beginning of an entity's first
fiscal year that begins after November 15, 2007. Early adoption is permitted as
of the beginning of a fiscal year that begins on or before November 15, 2007,
provided the entity also elects to apply the provisions of FASB Statement No.
157, Fair Value
 
 
 F-8
   VANITY
EVENTS HOLDING, INC.
  (
A Development Stage Company)
   NOTES
TO FINANCIAL STATEMENTS (continued)
  December
31, 2008
  Measurements.
The Company does not believe that the adoption of SFAS No. 159 will have a
material impact on its consolidated financial statements.
  In
December 2007, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 141(R), "Business Combinations" (hereafter
"SFAS No. 141(R)"). This statement is to improve the relevance, representational
faithfulness, and comparability of the information that a reporting entity
provides in its financial reports about a business combination and its effects.
It is effective for business combinations for which the acquisition date is on
or after the beginning of the first annual reporting period beginning on or
after December 15, 2008. The Company does not believe that adoption of SFAS No.
141(R) will have a material impact on its consolidated financial
statements.
  In
December 2007, the FASB issued FASB Statement No. 160 "Non-controlling Interests
in Consolidated Financial Statements - an amendment of ARB No. 51" ("SFAS No.
160"), which causes non-controlling interests in subsidiaries to be included in
the equity section of the balance sheet. SFAS No. 160 applies prospectively to
business combinations for which the acquisition date is on or after the
beginning of the first annual reporting period beginning on or after December
15, 2008, except for the presentation and disclosure requirements, which shall
be applied retrospectively for all periods presented. The Company does not
believe that adoption of SFAS No. 160 will have a material impact on its
consolidated financial statements.
  In
December 2007, the FASB issued FASB Statement No. 161 "Disclosures about
Derivative Instruments and Hedging Activities-an amendment of FASB Statement No.
133" ("SFAS No. 161"), changes the disclosure requirements for derivative
instruments and hedging activities. Entities are required to provide enhanced
disclosures about (a) how and why an entity uses derivative instruments, (b) how
derivative instruments and related hedged items are accounted for under
Statement 133 and its related interpretations, and (c) how derivative
instruments and related hedged items affect an entity's financial position,
financial performance, and cash flows. SFAS No. 160 is effective for financial
statements issued for fiscal years and interim periods beginning after November
15, 2008, with early application encouraged. This Statement encourages, but does
not require, comparative disclosures for earlier periods at initial adoption.
The Company does not believe that adoption of SFAS No. 161 will have a material
impact on its consolidated financial statements.
  Management
does not believe that any recently issued, but not yet effective, accounting
standards, if currently adopted, would have a material affect on the
accompanying financial statements.
  F-9
  
 VANITY
EVENTS HOLDING, INC.
  (
A Development Stage Company)
   NOTES
TO FINANCIAL STATEMENTS (continued)
  December
31, 2008
   7.
                    Use
      of Estimates
 The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect the amounts reported and disclosed in the financial
statements and the accompanying notes. Actual results could differ materially
from these estimates.
  On
an ongoing basis, the Company evaluates its estimates, including those related
to revenue recognition, accounts receivable allowance, fair value of
investments, fair value of acquired intangible assets and goodwill, useful lives
of intangible assets and property and equipment, deemed value of common stock
for the purpose of determining stock-based compensation, and income taxes, among
others. The Company bases its estimates on historical experience and on various
other assumptions that are believed to be reasonable, the results of which form
the basis for making judgments about the carrying values of assets and
liabilities.
  The
Company’s board of directors determines the fair market value of the Company’s
common stock in the absence of a public market for these shares.
  8.
                    Fair Value of Financial
Instruments
 The
carrying amounts of the Company’s financial instruments, including cash and cash
equivalents, short-term investments, accounts receivable, accounts payable and
accrued liabilities, approximate fair value because of their short
maturities.
  NOTE
B—GOING CONCERN/DEVELOPMEMT STAGE ENTITY
  The
Company is a development stage Company and has not commenced planned principal
operations. The Company had revenues aggregating $193,112 and has incurred
losses of $1,061,966 for the period August 25, 2004 (inception) to December 31,
2008 and negative working capital aggregating $38,785. These factors raise
substantial doubt about the Company’s ability to continue as a going
concern.
  There can be no assurance that sufficient funds
required during the next year or thereafter will be generated from operations or
that funds will be available from external sources such as debt or equity
financings or other potential sources. The lack of additional capital resulting
from the inability to generate cash flow from operations or to raise capital
from external sources would force the Company to substantially curtail or cease
operations and would, therefore, have a material adverse effect on its business.
Furthermore, there can be no assurance that any such required funds, if
available, will be available on attractive terms or that they will not have a
significant dilutive effect on the Company’s existing
stockholders.
 
 F-10
  VANITY
EVENTS HOLDING, INC.
  (
A Development Stage Company)
   NOTES
TO FINANCIAL STATEMENTS (continued)
  December
31, 2008
   The accompanying financial statements do not include
any adjustments related to the recoverability of classification of
asset-carrying amounts or the amounts and classification of liabilities that may
result should the Company be unable to continue as a going
concern.
  NOTE
C--LOSS PER SHARE
  The
computation of loss per share is based on the weighted average number of common
shares outstanding during the period presented. Diluted loss per common share is
the same as basic loss per common share as there are no potentially dilutive
securities outstanding (options and warrants).
  NOTE
D - INCOME TAXES
  The
Company  accounts for income taxes using the asset and liability
method described in SFAS No. 109, “Accounting For Income Taxes”, the objective
of which is to establish deferred tax assets and liabilities for the temporary
differences between the financial reporting and the tax basis of the Company’s
assets and liabilities at the enacted tax rates expected to be in effect when
such amounts are realized or settled. A valuation allowance related to deferred
tax assets is recorded when it is more likely than not that some portion or all
of the deferred tax assets will not be realized. The Company recorded a deferred
income tax asset for the effect of net operating loss carryforwards. In
recognition of the uncertainty regarding the ultimate amount of income tax
benefits to be derived, the Company has recorded a full valuation allowance at
December 31, 2008 and 2007.
  NOTE
E – RELATED PARTY TRANSACTIONS
  The
Company has shareholder loans payable of $ 314,099  at December 31,
2008. The loans are non-interest bearing and are payable on
demand.
 The
Company has no employment contracts in force as of December 31,
2008.
  NOTE
F – COMMON STOCK ISSUANCES
  The
following issued shares received a stock split as of December 31, 2008. See
Note-G.
  F-11
  VANITY
EVENTS HOLDING, INC.
  (
A Development Stage Company)
  NOTES
TO FINANCIAL STATEMENTS (continued)
  December
31, 2008
   As
of December 31, 2004, the Company sold an aggregate of 1,000,000 for an
aggregate cash consideration of $100 or for an average price of $.0001 per
share.
  As
of December 31, 2005, the Company sold an aggregate of 16,698,103 shares of
common stock for an aggregate of $231,400 or for an average cost $.014 per
share.
  As
of December 31, 2006, the Company sold an aggregate of 3,494,000 for an
aggregate cash consideration of $477,000 or for an average price of $.14 per
share.
  As
of December 31, 2007, the Company sold an aggregate of 200,000 for an aggregate
cash consideration of $40,000 or for an average price of $.02 per
share.
  As of
September 30, 2008, the Company issued 623,600 shares of common stock for legal services
of $10,000 or for an average price of $ .02 per share.
  NOTE
G-  STOCK  SPLIT
  In
September 2008, the Company declared and issued a stock split  whereby
each stockholder
of record would receive 1.71178 shares of common stock for every one share of
common stock
held as of September 26, 2008.
  NOTE
H - COMMITMENTS AND CONTINGENCIES
  Lease
agreements:
  The
Company currently operates out of leased property located at 43 West 33rdStreet, Suite 600, New York, New York. The terms of the lease are month
to month by a related party at a monthly lease cost of
$1,000.
 F-12
  ITEM
9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE.
  As
previously reported, on April 7, 2008, Map V Acquisition, Inc. ("Map V" or the
"Company") entered into a Share Exchange Agreement (the "Agreement") with Vanity
Holding Group, Inc., a private company formed under the laws of Delaware, and
the shareholders of Vanity Holding Group, Inc. (the "Vanity Shareholders")
pursuant to which the Company has agreed to acquire (the "Acquisition"), subject
to the satisfaction of the conditions to closing as outlined in the Agreement,
all of the outstanding shares of common stock of Vanity from the Vanity
Shareholders.
  In
connection with the Acquisition, the board of directors of the Company dismissed
UHY LLP ("UHY") as the Company's independent registered public accounting
firm.
  During
the two year period ended December 31, 2006, the Company has not had any
disagreements with UHY on any matter of accounting principles or practices,
financial statement disclosure or auditing scope or procedure, which
disagreements, if not resolved to UHY's satisfaction, would have caused them to
make reference thereto in their reports on the Company's financial statements
for such years.
  During
the two year period ended December 31, 2006, UHY did not advise the Company that
any of the events listed in Item 304 (a)(1)(Iv)(B) had occurred or should
occur.
  The
Company has provided UHY with a copy of the above disclosures. The Company has
requested UHY to furnish the Company with a letter addressed to the Securities
and Exchange Commission stating whether or not UHY agrees with the statements
made herein above and, if not, stating in which respects UHY does not
agree.
  On March
14, 2008, the Company engaged Drakeford & Drakeford, LLC ("Drakeford") as
its independent registered public accounting firm for the Company's fiscal year
ended December 31, 2007.
  During
the two year period ended December 31, 2007, and through the date of this
disclosure, the Company did not consult with Drakeford regarding either (i) the
application of accounting principles to a specific completed or contemplated
transaction, or the type of audit opinion that might be rendered on the
Registrant's financial statements or (ii) any matter that was either the subject
of a disagreement or event identified in response to (a)(1)(iv) of Item
304.
  ITEM
9A. CONTROLS AND PROCEDURES.
  The
Company maintains disclosure controls and procedures that are designed to ensure
that information required to be disclosed in the Company's Exchange Act reports
is recorded, processed, summarized and reported within the time periods
specified in the Securities and Exchange Commission rules and forms, and that
such information is accumulated and communicated to the Company's management to
allow timely decisions regarding required disclosure based closely on the
definition of "disclosure controls and procedures" in Rule 13a-15(e) and
15d-15(e). The Company’s disclosure controls and procedures are designed to
provide reasonable assurance of achieving their objectives. The Company’s
principal executive officer and principal financial officer concluded that the
Company’s disclosure controls and procedures are effective at that reasonable
assurance level.
  Changes
in Internal Control Over Financial Reporting
  There
were no changes in the Company’s internal control over financial reporting
during the fourth quarter of fiscal 2008, which were identified in connection
with management’s evaluation required by paragraph (d) of rules 13a-15 and
15d-15 under the Exchange Act, that have materially affected, or are reasonably
likely to materially affect, the Company’s internal control over financial
reporting .
  Management’s Annual Report on
Internal Control Over Financial Reporting .
 
 The
Company’s internal control over financial reporting includes those policies and
procedures that:
  (i)
                    pertain
      to the maintenance of records that, in reasonable detail, accurately and
      fairly reflect the transactions and dispositions of the Company’s
      assets;
  (ii)
                    provide
      reasonable assurance that transactions are recorded as necessary to permit
      preparation of financial statements in accordance with generally accepted
      accounting principles, and that the Company’s receipts and expenditures
      are being made only in accordance with authorizations of the Company’s
      management and directors; and
  (iii)
                    provide
      reasonable assurance regarding prevention or timely detection of
      unauthorized acquisition, use, or disposition of the Company’s assets that
      could have a material effect on the financial
    statements.
  The
Company carried out an evaluation, under the supervision and with the
participation of our principal executive officer and principal financial
officer, of the effectiveness of the design and operation of the Company's
disclosure controls and procedures as of the end of the period covered in this
report. Based on the foregoing, our principal executive officer and principal
financial officer concluded that the Company's disclosure controls and
procedures were effective.
  The
Company does not expect that the Company’s internal controls will prevent or
detect all errors and all fraud. A control system, no matter how well designed
and operated, can provide only reasonable, not absolute, assurance that the
objectives of the control system are met. Further, the design of a control
system must reflect the fact that there are resource constraints, and the
benefits of controls must be considered relative to their costs. Because of the
inherent limitations in all control systems, no evaluation of internal controls
can provide absolute assurance that all control issues and instances of fraud,
if any, have been detected. Also, any evaluation of the effectiveness of
controls in future periods are subject to the risk that those internal controls
may become inadequate because of changes in business conditions, or that the
degree of compliance with the policies or procedures may
deteriorate.
 
 Vanity’s
management is responsible for establishing and maintaining adequate control over
financial reporting for Vanity, as such term is defined in Rules 13a-15(f) and
15d-15(f) under the Securities Exchange Act of 1934. Under the supervision and
with the participation of Vanity’s management, including our principal executive
and principal financial officers, Vanity conducted an evaluation of the
effectiveness of its internal control over financial reporting based on the
framework in Internal Control – Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission (the “COSO Framework”).
Based on this evaluation under the COSO Framework management concluded that its
internal control over financial reporting was effective as of December 31,
2008.
 
 This
annual report does not include an attestation report of Vanity’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 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
 
 None.
  11
 PART
III
  ITEM
10. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSON AND CORPORATE
GOVERNANCES; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.
  Our
directors and executive officers are:
 
 Name
                              
                              Age
                              
                              PositionSteven
      Moskowitz
                              
                              43
                              
                              President,
      Chief Executive Officer, Principal Executive Officer, and
      DirectorMichael
      Cohn
                              
                              41
                              
                              DirectorFrank
      Lazauskas
                              
                              47
                              
                              DirectorRonald
      Cosman
                              
                              58
                              
                              Director
  Executive
Officers and Directors
  Steven
Moskowitz                                             President,
Chief Executive Officer, Principal Executive Officer and Director
 
 Steven
Moskowitz has been working for Vanity Holding Group, Inc. as President,
CEO, and Director since May 2007. Mr. Moskowitz currently serves as the COO and
Chief Financial Officer of Spongetech delivery Systems, Inc. Since January 2008,
Mr. Moskowitz has been serving as President, CEO and Director of Map IV
Acquisition, Inc. and Map VI Acquisition, Inc. He has served as a director of RM
Enterprises International, Inc. since April 2001 and as its Secretary since
March 2, 2004. He has been a director of Western Power and equipment Corp.
(OTCBB) since February 11, 2003. Mr. Moskowitz was a director and CEO of Azurel,
Ltd (OTCBB and subsequently Pink Sheet) from October 31, 2002 to October 10,
2003.He rejoined Azurel fromMay1, 2004 through July 26, 2004 as CEO and
President. On July 25, 2005, he was elected as CEO and President of Azurel. He
has been director of Tiburon Capital group, a privately held holding
corporation, and since May 2000, he has served as Vice President of ERC Corp., a
privately held marketing consultant. He served as vice President, Marketing and
Business Development for H.W. Carter & Sons, a distributor of children’s
clothing, from 1987 to 2002. He was President of the H.W. Carter & Sons
division of Evolutions, Inc. from 1996 to1997. Mr. Moskowitz served in various
capacities at Smart Style Industries, a manufacturer and distributor of
children’s apparel, from 1986 to 1987 from sales assistant to Vice president
Sales and Marketing. He received his B.S. in Management from Touro Collage in
1986.
  Michael
Cohn                                             
       CFO, Vice President,
Director
  Michael
Cohn has been a director since April 2007. Michael Cohen has been involved with
startup companies for the last decade; mentoring and developing these start ups
from ideas to IPOs.  He began his career as a NYS EMS Paramedic, later
joining Americorp Securities as a vice president in their mergers and
acquisitions department.  Mr. Cohen was recruited by Dafna Construction to
serve as CFO and played a pivotal role in the company’s national growth and
subsequent purchase.  He was also vice president of Citigroup’s Corporate
Finance division, managed a department in the risk management sector of Salomon
Smith Barney, and served on the Board of Directors for Better on Line Solutions,
Inc, Newmedia1.com, as well as several real estate holding
companies.
  Frank
Lazauskas                                              President,
Director, Founder
  Frank
Lazauskas has been a director since May 2007. He is also on the board of
Spongetech Delivery systems as a director. Mr. Lazauskas is the founder and
President of FJL Enterprises, Inc. and TNJ Enterprises, Inc., formed in 1999 and
1997, respectively, which own and operate eight Dominos Pizza Stores. He was
elected a director of RM Enterprises International, Inc. Mr. Lazauskas was a
director of Azurel, Ltd,. He received his B.A. in Mathematics from Central
Connecticut State University in 1983.
  Ronald
Cosman                                                  CPA,
Director, Senior VP Marketing & Sales
  Ronald
Cosman has been a director since May 2007. Mr. Cosman is currently  a senior VP in
marketing and sales at a major defense industry company in Switzerland they are
the worldwide leaders of observation and location devices. Born in Switzerland,
Mr. Cosman went to the University of Zurich and has his masters in business
administration. Mr. Cosman also worked with Ernst & Young as a CPA for 5
years also worked with IBM and Hewlett Packard for 12 years and a general
manager for Data General in Switzerland.
  12
  DIRECTOR
INDEPENDENCE
  The
following information concerning director independence is based on the director
independence standards of The NASDAQ Stock Market Corporate Governance
Rules.
  Michael
Cohn, Frank Lazauskas and Ronald Cosman are independent directors within The
NASDAQ Stock Market's director independence standards.  Steven
Moskowitz is not an independent director. In determining independence, the Board
reviews and seeks to determine whether directors have any material relationship
with the Company, direct or indirect, which would interfere with the exercise of
independent judgment in carrying out the responsibilities of a director. The
Board reviews business, professional, charitable and familial relationships of
the directors in determining independence.  The Board has not
designated a separate compensation or nominating committee.
  Audit
Committee
  Presently,
our Board of Directors is performing the duties that would normally be performed
by an audit committee. We intend to form a separate audit committee, and plan to
seek potential independent directors. In connection with our search, we plan to
appoint an individual qualified as an audit committee financial
expert.
  Code
of Ethics
  The Board
has not adopted a Code of Ethics .
  ITEM
11. EXECUTIVE COMPENSATION.
  Our
executive officers have not received any compensation since the date of our
incorporation, and we did not accrue any compensation.
  Compensation
of Directors
  We do not
compensate our directors for their time spent on our behalf.
 
 Executive
Employment Contracts
  We do not
have any written or oral employment agreements with any of our officers or
directors.
  Equity
Compensation Plan Information as of December 31, 2008
  Equity
Compensation, Pension or Retirement Plans
  No
retirement, pension, profit sharing, stock option or insurance programs or other
similar programs have been adopted by the Company for the benefit of its
employees.
 
 ITEM 12. EQUITY COMPENSATION PLAN INFORMATION AND
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS.
 
 Equity
Compensation Plan Information
 
 None.
  13
  Security
Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
 
 The
following table sets forth certain information, as of March 15, 2009, with
respect to any person (including any “group”, as that term is used in
Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”)) who is known to us to be the beneficial owner of more than five
percent (5%) of any class of our voting securities, and as to those shares of
our equity securities beneficially owned by each of our directors and executive
officers and all of our directors and executive officers as a group. Unless
otherwise specified in the table below, such information, other than information
with respect to our directors and executive officers, is based on a review of
statements filed with the Securities and Exchange commission (the “Commission”)
pursuant to Sections 13 (d), 13 (f), and 13 (g) of the Exchange Act
with respect to our common stock. As of March 15, 2009 there were 27,369,807
shares of our common stock outstanding.
  The
number of shares of common stock beneficially owned by each person is determined
under the rules of the Commission and the information is not necessarily
indicative of beneficial ownership for any other purpose. Under such rules,
beneficial ownership includes any shares as to which such person has sole or
shared voting power or investment power and also any shares which the individual
has the right to acquire within sixty (60) days after the date hereof,
through the exercise of any stock option, warrant or other right. Unless
otherwise indicated, each person has sole investment and voting power (or shares
such power with his or her spouse) with respect to the shares set forth in the
following table. The inclusion herein of any shares deemed beneficially owned
does not constitute an admission of beneficial ownership of those shares.
 
 The table
also shows the number of shares beneficially owned as of March 15, 2009 by each
of our individual directors and executive officers, by our nominee directors and
executive officers and by all our current directors and executive officers as a
group.
   Name of Beneficial Owner
    (1)
                                
                                Common
      Stock Beneficially Owned
                                
                                
                                Percentage
      of Common StockMichael
      Cohen
                                
                                
                                146,047
                                
                                
                                
                                *Ronald
      Cosman
                                
                                
                                146,047
                                
                                
                                
                                *Frank
      Lauzaskas
                                
                                
                                847,072
                                
                                
                                
                                3.0
                                %Steven
      Moskowitz (2)
                                
                                
                                1,212,773
                                
                                
                                
                                4.43
                                %Highland
      Global Partners, Inc.
                                
                                
                                2,500,000
                                
                                
                                
                                9.13
                                %All
      executive officers and directors as a group (consisting of 4
      individuals)
                                
                                
                                2,351,939
                                
                                
                                
                                31.62
                                %*
      Represents less than 1%.(1)
      Beneficial Ownership is determined in accordance with the rules of the
      Securities and Exchange Commission and generally includes voting or
      investment power with respect to securities. Shares of common stock
      subject to options, warrants, or convertible debt currently exercisable or
      convertible, or exercisable or convertible within 60 days of March15,
      2009are deemed outstanding for computing the percentage of the person
      holding such option or warrant but are not deemed outstanding for
      computing the percentage of any other person. Percentages are based on a
      total of 27,369,807 shares of common stock outstanding on March15, 2009,
      and the shares issuable upon the exercise of options, warrants
      exercisable, and debt convertible on or within 60 days of March15,
      2009.(2)
      Includes 1,051,537 shares beneficially owned by Mr. Moskowitz through the
      Mindy & Steven Moskowitz Trust.
   ITEM
13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR
INDEPENDENCE.
  We have
not entered into any transactions in which any of our directors, executive
officers, or affiliates, including any member of an immediate family, had or are
to have a direct or indirect material interest.
  All of
the above offerings and sales were deemed to be exempt under rule 506 of
Regulation D and Section 4(2) of the Securities Act of 1933, as
amended. No advertising or general solicitation was employed in offering the
securities. The offerings and sales were made to a limited number of persons,
all of whom were accredited investors, business associates of the Company or
executive officers of the Company, and transfer was restricted by the Company in
accordance with the requirements of the Securities Act of 1933. In addition to
representations by the above-referenced persons,
we have made independent determinations that all of the above-referenced persons
were accredited or sophisticated investors, and that they were capable of
analyzing the merits and risks of their investment, and that they understood the
speculative nature of their investment. Furthermore, all of the above-referenced
persons were provided with access to our Securities and Exchange Commission
filings.
  ITEM
14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
 
 Drakeford
& Drakeford, LLC has served as our independent auditors for the years ended
December 31, 2008 and December 31, 2007.  For the year ended December
31, 2008, the fees for audit services totaled approximately $16,000which included costs associated with the annual audit and reviews of the
Company’s quarterly reports on Form 10-Q and the Company’s statutory and
regulatory filings.  For the year ended December 31, 2007, the fees
for audit services totaled approximately $11,500.
  14
  ITEM
15. EXHIBITS
 
 
 EXHIBIT
      NO.
                
                DESCRIPTION3.1
                
                Articles
      of Incorporation (1)3.2
                
                Bylaws
      (1)10.1
                
                Stock
      Purchase Agreement (2)10.2
                
                Share
      Exchange Agreement dated April 3, 2008 by and among Map V Acquisition,
      Inc., Vanity Holding Group, Inc. and each of the shareholders of Vanity
      Holding Group, Inc.23.1
                
                Consent
      of Auditors regarding Map V.23.2
                
                Consent
      of Auditors regarding Vanity Holding Group, Inc.31.1
                
                Certificate
      of Principal Executive Officer Pursuant to Section 302 of the
      Sarbanes-Oxley Act.32.1
                
                Certificate
      of Principal Financial Officer Pursuant to Section 906 of the
      Sarbanes-Oxley Act.
  (1)
              Incorporated
      by reference to the Company’s report on Form 10-SB, as filed with on March
      26, 2007.
  (2)
              Incorporated
      by reference to the Company's current report on Form 8-K, as filed on
      January 3, 2008.
  (3)
              Incorporated
      by reference to the Company's current report on Form 8-K, as filed on
      April 3, 2008.
 15
 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.
  VANITY
      EVENTS HOLDING, INC.May
      8, 2009
                    By:
                    /s/
      Steven Y. MoskowitzSteven
      Y. MoskowitzPresident,
      Principal Executive Officer
  In
accordance with the Exchange Act, this report has been signed below by the
following persons on April 11, 2008, on behalf of the registrant and in the
capacities Indicated.
 
  Signature
                                  
                                  Title
                                  
                                  Date/ s/
      Steven Y. Moskowitz
                                  
                                  Director,
      President, Chief Executive Officer and  Principal Accounting
      and  Financial Officer
                                  
                                  May
      8, 2009Steven
      Moskowitz/s/
      Michael Cohen
                                  
                                  Director
                                  
                                  May
      8, 2009Michael
      Cohen/s/
      Frank Lazauskas
                                  
                                  Director
                                  
                                  May
      8, 2009Frank
      Lazauskas/s/
      Ronald Cosman
                                  
                                  Director
                                  
                                  May
      8, 2009Ronald
      Cosman
 16