On May 15, 2006, the Agreement and Plan of Merger, as amended, by and among the Registrant, its sole officer, director and principal stockholder, Stephen W. Carnes, and ei3 Corporation, a Delaware corporation (“ei3”) was terminated. The Registrant had been evaluating a potential extension of the merger agreement, however, as of June 7, 2006 the Registrant’s sole board member decided to terminate all communications and negotiations with ei3.
As a result of the termination of the merger agreement, the Registrant will continue to be a “shell” company and will seek potential merger or acquisition targets.