Atomic Paintball, Inc. (fka ATOC)

[flemsnopes]

From 10Q filed 5/15/2008.

OVERVIEW

We are a development stage corporation, incorporated on May 8, 2001 in the State
of Texas, which plans to own and operate paintball facilities and to provide
services and products in connection with paintball sport activities at our
facilities and through a website. The website has not been developed at this
time.

We exhausted our available funding during the year ended December 31, 2004 and
were forced to reduce our operations to a subsistence level for much of the year
ended December 31, 2004 and the year ended December 31, 2005. Subsequently,
during the years ended December 31 2007 and 2006, we were able to raise
sufficient further interim funding and issue shares of our common stock as
compensation to certain consultants to accelerate the implementation of our
proposed business plan. However, so far we have been unable to raise the
additional funding required to fully implement our proposed business plan.

On October 11, 2007, we filed a Form 10-SB12G with the Securities and Exchange
Commission (SEC) seeking to become a fully reporting company pursuant to Section
12 (g) of the Securities Exchange Act of 1934. The filing became effective on
December 10, 2007, at which time we succeeded in becoming a fully reporting
company pursuant to Section 12 (g) of the Securities Exchange Act of 1934.

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In May 2008, Pennaluna & Co, a broker dealer, submitted a Form 15c-211 on our
behalf to FINRA seeking to have our shares of common stock listed on the OTC
Bulletin Board. No response has been received from FINRA to date. There can be
no assurance we will be successful in this application.

It is our current intention, within our existing level of funding, to continue
to accelerate progress on the implementation of our proposed business while at
the same time seeking to obtain a listing on the OTC Bulletin Board. We believe
that a listing on the OTC Bulletin Board will enable us to raise sufficient new
equity to fully implement our business plan, or alternatively, if we are unable
to raise sufficient new equity to fully implement our business plan, once we
have obtained a listing on the OTC Bulletin Board we will be able to build our
business through the purchase of paintball businesses and assets in return for
the issue of shares of our common stock. There can be no assurance we will be
able to successfully complete any of these proposed transactions.

At present, we have brought our financial books and records up to date, become a
fully reporting company pursuant to Section 12 (g) of the Securities Exchange
Act of 1934, appointed a highly experienced paintball executive as our
non-executive director, initiated an up date of our initial business plan to
reflect recent developments within the paintball sector, appointed a consultant
to seek potential acquisition targets within the paintball sector and intend to
launch a website to sell paintball products shortly.

If we are successful in raising further equity finance we plan to establish
corporate offices, hire senior management, conduct feasibility studies for real
estate acquisitions for paintball locations, purchase land and equipment for
operating paintball parks, purchase inventory for resale and develop our website
for marketing our paintball games and miscellaneous services via the Internet.
We will consider acquiring existing underperforming paintball parks where we can
create value through new capital expenditure and the application of state of the
art marketing and operating disciplines. We will also consider acquiring
existing, established, profitable paintball parks as a means of establishing
rapidly a critical mass of profitable operations. We would need to raise
substantial funds to complete this business plan and there can be no assurance
that we will be able to raise sufficient equity to fund our strategy.

PLAN OF OPERATIONS

We intend to attempt to raise $250,000 in an initial private placement during
2008 to fund our business plan.

Our proposed operating budget for the next twelve months is:

Accounting and legal expenses $ 10,000
Salaries and wages 100,000
Feasibility 50,000
Marketing 30,000
Development of website 10,000
Travel and administrative 25,000
Office expenses 25,000
-------------
$250,000
=============

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If we are successful in raising further equity finance, we plan to establish
corporate offices, hire senior management, conduct feasibility studies for real
estate acquisitions for paintball locations, purchase land and equipment for
operating paintball parks, purchase inventory for resale and develop our website
for marketing our paintball games and miscellaneous services via the Internet.
We will consider acquiring existing underperforming paintball parks where we can
create value through new capital expenditure and the application of state of the
art marketing and operating disciplines. We will also consider acquiring
existing, established, profitable paintball parks as a means of establishing
rapidly a critical mass of profitable operations. We would need to raise
substantial funds to complete this business plan and there can be no assurance
that we will be able to raise sufficient equity to fund our strategy.