As of August 21, 2007, Downshire Capital Inc.was not able to complete the financing before closing deadline according to the termsheet signed with the Registrant on July 17,2007 as filed 8-K on July 26. After further negotiation, both parties cannot reach further agreement to extend the termsheet and the termsheet was terminated accordingly.
On August 29, 2007, the Registrant cancelled the 1.2 million shares issued in advance to Downshire Capital Inc. and its assigned parties.