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SECTION 2: Private Placement Memorandum

LITIGATION

The Company is not presently a party to any litigation, nor to the knowledge of Management is any litigation threatened against the Company, which may materially affect the business of the Company or its assets.

DESCRIPTION OF BONDS The Company is offering a minimum of 15 and a maximum of 28 Investment Units with each Investment Unit consisting of one (1) Series A Corporate Bond at a price of $10,000.00 per Bond and four (4) Shares of Common Stock. Upon completion of the Offering between 15 and 28 Series A Corporate Bonds will be issued and between 15 and 28 shares of Common Stock will be issued.

BOND TERMS

Series: A

Face Amount: $10,000.00

Yield: Annualized rate of return of eight percent (8%) payable semi-annually with two four percent (4%) payments made each fiscal year.

Security: Unsecured

Maturity: 5 Years from date of issuance

Series A Corporate Bonds are not convertible into any form of equity. In the event of the dissolution, liquidation or winding up of the Company, the assets then legally available for distribution to the holders of the Company’s Bonds will be distributed pro ratably amongst such holders in proportion to their holdings.

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