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EX-31.1 - 8650 SECTION 302 CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER - AUTRIS | bigsky10q123109ex31.htm |
EX-32.1 - CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 - AUTRIS | bigsky10q123109ex32.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
(X
)
|
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITES EXCHANGE ACT OF
1934
|
For
the quarter period ended December 31,
2009
|
( )
|
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE EXCHANGE
ACT
|
For
the transition period
from to
|
|
Commission
File
number 333-152955
|
BIGSKY PRODUCTIONS,
INC.
|
(Exact
name of small business issuer as specified in its charter)
Nevada
|
51-0670127
|
(State or other jurisdiction of
incorporation or organization)
|
(IRS
Employer Identification No.)
|
204 Mescal Circle, NW
Albuquerque, New Mexico
87105
|
(Address of principal executive
offices)
|
310.430.1388
|
(Issuer’s
telephone number)
|
N/A
|
(Former
name, former address and former fiscal year, if changed since last
report)
|
Indicate
by check mark whether the registrant (1) filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 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. Yes [X] No
Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). The registrant has not been
phased into the Interactive Data reporting system. . Yes
[ ] No [ X ]
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a small reporting company. See
definition of “large accelerated filer”, “accelerated filer” and “small
reporting company” Rule 12b-2 of the Exchange Act.
Large
accelerated [ ] Accelerated
filer [ ]
Non-accelerated
filer [ ]
(Do not
check if a small reporting company) Small reporting
company [X]
1
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act) Yes
[X] No [ ]
APPLICABLE
ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS
DURING THE PROCEDING FIVE YEARS
Indicate
by check mark whether the registrant has filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act
of 1934 after the distribution of securities subsequent to the distribution of
securities under a plan confirmed by a court. Yes □ No □
APPLICABLE
ONLY TO CORPORATE ISSUERS
Indicate
the number of shares outstanding of each of the issuer’s classes of common
stock, as of the latest practicable date: February 22, 2010:
10,661,381 common shares with a par value of $0.001 per share.
2
INDEX
Page
Number
|
||
PART
1.
|
FINANCIAL
INFORMATION
|
4 |
ITEM
1.
|
Financial
Statements (unaudited)
|
4
|
Balance
Sheet as at December 31, 2009 and June 30, 2009
|
F-1
|
|
Statement
of Operations
For
the three and six months ended December 31, 2009 and 2008 and for the
period February 28, 2008 (Date of Inception) to December 31,
2009
|
F-2
|
|
Statement
of Cash Flows
For
the six months ended December 31, 2009 and 2008 and for the period
February 28, 2008 (Date of Inception) to December 31,
2009
|
F-3
|
|
Notes
to the Financial Statements.
|
F-4-9
|
|
ITEM
2.
|
Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
|
5
|
ITEM
3.
|
Quantitative
and Qualitative Disclosures about Market Risk
|
9
|
ITEM
4.
|
Controls
and Procedures
|
9
|
PART
11.
|
OTHER
INFORMATION
|
11
|
ITEM
1.
|
Legal
Proceedings
|
11
|
ITEM
2.
|
Unregistered
Sales of Equity Securities and Use of Proceeds
|
11
|
ITEM
3.
|
Defaults
Upon Senior Securities
|
12
|
ITEM
4.
|
Submission
of Matters to a Vote of Security Holders
|
12
|
ITEM
5.
|
Other
Information
|
12
|
ITEM
6.
|
Exhibits
|
12
|
SIGNATURES.
|
13
|
|
3
PART
1 – FINANCIAL INFORMATION
ITEM
1. FINANCIAL STATEMENTS
The
accompanying balance sheets of BigSky Productions, Inc. (a
development stage company) at December 31, 2009 (with comparative figures as at
June 30, 2009) and the statement of operations for the three and six months
ended December 31, 2009 and December 31, 2008 and for the period from February
28, 2008 (date of incorporation) to December 31, 2009, shareholders’ equity at
December 31, 2009 and the statement of cash flows for the six months ended
December 31, 2009 and December 31, 2008 and for the period from February 28,
2008 (date of incorporation) to December 31, 2009 have been prepared
by the Company’s management in conformity with accounting principles generally
accepted in the United States of America. In the opinion of
management, all adjustments considered necessary for a fair presentation of the
results of operations and financial position have been included and all such
adjustments are of a normal recurring nature.
Operating
results for the quarter ended December 31, 2009 are not necessarily indicative
of the results that can be expected for the year ending June 30,
2010.
4
BIGSKY
PRODUCTIONS, INC.
(A
Development Stage Enterprise)
Financial
Statements
December
31, 2009 and 2008
BIGSKY
PRODUCTIONS, INC.
(A
Development Stage Enterprise)
Financial
Statements
December
31, 2009 and 2008
CONTENTS
Page(s)
|
||
Balance
Sheets as of December 31, 2009 and June 30, 2009
|
F-1
|
|
Statements
of Operations for the three and six months ended December 31, 2009 and
2008 and the period of February 28, 2008 (Inception) to December 31,
2009
|
F-2
|
|
Statements
of Cash Flows for the six months ended December 31, 2009 and 2008 and the
period of February 28, 2008 (Inception) to December 31,
2009
|
F-3
|
|
Notes
to the Financial Statements
|
F-4-9
|
BIGSKY
PRODUCTIONS, INC
|
||||||||
(A
Development Stage Enterprise)
|
||||||||
Balance
Sheets (Unaudited)
|
||||||||
December
31, 2009
|
June
30, 2009
|
|||||||
ASSETS
|
||||||||
Current
assets
|
||||||||
Cash
|
$ | 1,108 | $ | 10 | ||||
Restricted
cash
|
8,093 | |||||||
Prepaid
expenses
|
2,685 | - | ||||||
Other
current assets
|
2,022 | - | ||||||
Total
current assets
|
13,908 | 10 | ||||||
Total
assets
|
$ | 13,908 | $ | 10 | ||||
LIABILITIES
AND STOCKHOLDERS' DEFICIT
|
||||||||
Current
Liabilities
|
||||||||
Accounts
payable
|
$ | 46,085 | $ | 700 | ||||
Accrued
interest
|
1,452 | 754 | ||||||
Deferred
revenue
|
4,029 | - | ||||||
Shareholder
loans
|
23,000 | 22,500 | ||||||
Total
current liabilities
|
74,566 | 23,954 | ||||||
Stockholders'
Deficit
|
||||||||
Common
stock subscribed
|
8,200 | - | ||||||
Common
stock, $.001 par value; 75,000,000 shares authorized, 10,661,381 shares
issued and outstanding at December 31 and June 30, 2009
|
10,661 | 10,661 | ||||||
Additional
paid in capital
|
12,897 | 12,897 | ||||||
Deficit
accumulated during the development stage
|
(92,416 | ) | (47,502 | ) | ||||
Total
stockholders' deficit
|
(60,658 | ) | (23,944 | ) | ||||
Total
liabilities and stockholders' deficit
|
$ | 13,908 | $ | 10 | ||||
See
accompanying notes to financial statements
|
F-1
BIGSKY
PRODUCTIONS, INC
|
||||||||||||||||||||
(A
Development Stage Enterprise)
|
||||||||||||||||||||
Statements
of Operations (Unaudited)
|
||||||||||||||||||||
From
February 28, 2008 (inception) to December 31, 2009
|
||||||||||||||||||||
Three
months ended December 31,
|
Six
months ended December 31,
|
|||||||||||||||||||
2009
|
2008
|
2009
|
2008
|
|||||||||||||||||
Revenue
|
$ | 8,991 | $ | - | $ | 8,991 | $ | - | $ | 8,991 | ||||||||||
Cost
of goods sold
|
4,991 | - | 4,991 | - | 4,991 | |||||||||||||||
Gross
margin
|
4,000 | - | 4,000 | - | 4,000 | |||||||||||||||
Operating
Expenses
|
||||||||||||||||||||
Professional
fees
|
1,585 | - | 46,585 | 21,558 | 92,743 | |||||||||||||||
General
and administrative
|
1,632 | - | 1,632 | 1,500 | 2,222 | |||||||||||||||
Total
operating expenses
|
3,217 | - | 48,217 | 23,058 | 94,965 | |||||||||||||||
Other
expense
|
||||||||||||||||||||
Interest
expense
|
356 | - | 697 | - | 1,451 | |||||||||||||||
Total
other expense
|
356 | - | 697 | - | 1,451 | |||||||||||||||
Net
income (loss )
|
$ | 427 | $ | - | $ | (44,914 | ) | $ | (23,058 | ) | $ | (92,416 | ) | |||||||
Basic
and diluted loss per common share
|
$ | 0.00 | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | |||||||||
Weighted
average shares outstanding
|
10,661,381 | 10,661,381 | 10,661,381 | 10,661,381 | ||||||||||||||||
See
accompanying notes to financial statements
|
F-2
BIGSKY
PRODUCTIONS, INC
|
||||||||||||
(A
Development Stage Enterprise)
|
||||||||||||
Statements
of Cash Flows
|
||||||||||||
For
the period from February 28, 2008 (inception) to December 31,
2009
|
||||||||||||
Six
months ended December 31,
|
||||||||||||
2009
|
2008
|
|||||||||||
Cash
flows from operating activities
|
||||||||||||
Net
loss
|
$ | (44,914 | ) | $ | (23,058 | ) | $ | (92,416 | ) | |||
Adjustments
to reconcile net loss to net cash used in operating
activities
|
||||||||||||
Common
stock issued for services
|
- | - | 21,058 | |||||||||
Changes
in operating assets and liabilities
|
||||||||||||
Prepaid
expenses
|
(2,685 | ) | 21,058 | (2,685 | ) | |||||||
Other
current assets
|
(2,022 | ) | - | (2,022 | ) | |||||||
Accounts
payable
|
45,385 | - | 46,085 | |||||||||
Accrued
interest
|
698 | - | 1,452 | |||||||||
Deferred
revenue
|
4,029 | - | 4,029 | |||||||||
Net
cash provided by (used in) operating activities
|
491 | (2,000 | ) | (24,499 | ) | |||||||
Cash
flows from investing activities
|
- | - | - | |||||||||
Cash
flows from financing activities
|
||||||||||||
Proceeds
of shareholder loan
|
660 | - | 23,160 | |||||||||
Repayments
of shareholder loans
|
(160 | ) | - | (160 | ) | |||||||
Common
stock subscriptions
|
8,200 | - | 8,200 | |||||||||
Proceeds
from sale of stock
|
- | - | 2,500 | |||||||||
Net
cash provided by financing activities
|
8,700 | - | 33,700 | |||||||||
Net
change in cash
|
9,191 | (2,000 | ) | 9,201 | ||||||||
Cash
at beginning of period
|
10 | 2,500 | - | |||||||||
Cash
at end of period
|
$ | 9,201 | $ | 500 | $ | 9,201 | ||||||
Supplemental
disclosure of non-cash investing and financing activities:
|
||||||||||||
Issuance
of 8,161,381 shares of common stock for professional and consulting
services
|
$ | - | $ | - | $ | 21,058 | ||||||
Supplemental
cash flow Information:
|
||||||||||||
Cash
paid for interest
|
$ | - | $ | - | $ | - | ||||||
Cash
paid for income taxes
|
$ | - | $ | - | $ | - | ||||||
See
accompanying notes to financial statements
|
F-3
BIGSKY
PRODUCTIONS, INC.
(A
Development Stage Enterprise)
Notes
to Financial Statements
Note
1 – Nature of Business
BigSky
Productions, Inc. was incorporated in the State of Nevada on February 28, 2008.
BigSky Productions, Inc. is developing a business plan as a producer of
low-budget motion pictures. The Company intends to use Canada as its
primary area for producing these feature films. To date, our business
activities have been limited to organizational matters, reselling of advertising
time, research of film scripts on which to acquire film rights, developing our
website and the preparation and filing of the registration statement of which
this prospectus is a part. The Company has elected a fiscal year end of June
30.
The
Company currently has limited operations and, in accordance with ASC 915 “Development
Stage Entities,” is considered an Development Stage
Enterprise. The Company has been in the development stage since its
formation and has realized minimal revenues from its operations.
Note
2 – Significant Accounting Policies
Estimates
The
preparation of financial statements in conformity with generally accepted
accounting principles 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.
Cash
For
the Statements of Cash Flows, all highly liquid investments with maturity of
three months or less are considered to be cash equivalents. There
were no cash equivalents as of December 31, 2009 or June 30, 2009.
Income
taxes
The
Company accounts for income taxes under ASC 740 "Income
Taxes" which codified SFAS 109, "Accounting for
Income Taxes" and FIN 48 “Accounting for
Uncertainty in Income Taxes – an Interpretation of FASB Statement
No. 109.” Under the asset and liability method of ASC 740,
deferred tax assets and liabilities are recognized for the future tax
consequences attributable to differences between the financial statements
carrying amounts of existing assets and liabilities and their respective tax
bases. Deferred tax assets and liabilities are measured using enacted tax rates
expected to apply to taxable income in the years in which those temporary
differences are expected to be recovered or settled. Under ASC 740, the effect
on deferred tax assets and liabilities of a change in tax rates is recognized in
income in the period the enactment occurs. A valuation allowance is provided for
certain deferred tax assets if it is more likely than not that the Company will
not realize tax assets through future operations.
F-4
BIGSKY
PRODUCTIONS, INC.
(A
Development Stage Enterprise)
Notes
to Financial Statements
Note
2 - Significant Accounting Policies (continued)
Fair
Value of Financial Instruments
The
Company's financial instruments as defined by FASB ASC 825-10-50 include cash,
trade accounts receivable, and accounts payable and accrued
expenses. All instruments are accounted for on a historical cost
basis, which, due to the short maturity of these financial instruments,
approximates fair value at September 30, 2009.
FASB
ASC 820 defines fair value, establishes a framework for measuring fair value in
accordance with generally accepted accounting principles, and expands
disclosures about fair value measurements. ASC 820 establishes a three-tier fair
value hierarchy which prioritizes the inputs used in measuring fair value as
follows:
Level
1. Observable inputs such as quoted prices in active markets;
Level
2. Inputs, other than the quoted prices in active markets, that are observable
either directly or indirectly; and
Level
3. Unobservable inputs in which there is little or no market data, which
requires the reporting entity to develop its own assumptions.
The
Company does not have any assets or liabilities measured at fair value on a
recurring basis at December 31, 2009 and June 30, 2009. The Company did not have
any fair value adjustments for assets and liabilities measured at fair value on
a nonrecurring basis during the periods ended December 31, 2009 and June 30,
2009.
Earnings
Per Share Information
FASB
ASC 260, “Earnings Per
Share” provides for calculation of "basic" and "diluted" earnings per
share. Basic earnings per share includes no dilution and is computed
by dividing net income (loss) available to common shareholders by the weighted
average common shares outstanding for the period. Diluted earnings
per share reflect the potential dilution of securities that could share in the
earnings of an entity similar to fully diluted earnings per
share. Basic and diluted loss per share were the same, at the
reporting dates, as there were no common stock equivalents
outstanding.
Earnings
Per Share Information
FASB
ASC 260, “Earnings Per
Share” provides for calculation of "basic" and "diluted" earnings per
share. Basic earnings per share includes no dilution and is computed
by dividing net income (loss) available to common shareholders by the weighted
average common shares outstanding for the period. Diluted earnings
per share reflect the potential dilution of securities that could share in the
earnings of an entity similar to fully diluted earnings per
share. Basic and diluted loss per share were the same, at the
reporting dates, as there were no common stock equivalents
outstanding.
F-5
BIGSKY
PRODUCTIONS, INC.
(A
Development Stage Enterprise)
Notes
to Financial Statements
Note
2 - Significant Accounting Policies (continued)
Share
Based Expenses
ASC
718 "Compensation -
Stock Compensation" codified SFAS No. 123 prescribes accounting and
reporting standards for all stock-based payments award to employees, including
employee stock options, restricted stock, employee stock purchase plans and
stock appreciation rights. , may be classified as either equity or liabilities.
The Company should determine if a present obligation to settle the share-based
payment transaction in cash or other assets exists. A present obligation to
settle in cash or other assets exists if: (a) the
option to settle by issuing equity instruments lacks commercial substance or
(b) the
present obligation is implied because of an entity's past practices or stated
policies. If a present obligation exists, the transaction should be recognized
as a liability; otherwise, the transaction should be recognized as
equity
The
Company accounts for stock-based compensation issued to non-employees and
consultants in accordance with the provisions of ASC 505-50 "Equity - Based
Payments to Non-Employees" which codified SFAS 123 and the Emerging
Issues Task Force consensus in Issue No. 96-18 ("EITF 96-18"), "Accounting for
Equity Instruments that are Issued to Other Than Employees for Acquiring or in
Conjunction with Selling, Goods or Services". Measurement of share-based
payment transactions with non-employees shall be based on the fair value of
whichever is more reliably measurable: (a) the
goods or services received; or (b) the
equity instruments issued. The fair value of the share-based payment transaction
should be determined at the earlier of performance commitment date or
performance completion date.
Going
concern
The
Company's financial statements are prepared using accounting principles
generally accepted in the United States of America applicable to a going concern
which contemplates the realization of assets and liquidation of liabilities in
the normal course of business. The Company has not yet established an ongoing
source of revenues sufficient to cover its operating costs and allow it to
continue as a going concern. The ability of the Company to continue
as a going concern is dependent on the Company obtaining adequate capital to
fund operating losses until it becomes profitable. If the Company is
unable to obtain adequate capital, it could be forced to cease
operations.
In
order to continue as a going concern, the Company will need, among other things,
additional capital resources. Management's plans to obtain such
resources for the Company include (1) obtaining capital from management and
significant stockholders sufficient to meet its minimal operating expenses, and
(2) as a last resort, seeking out and completing a merger with an existing
operating company. However, management cannot provide any assurances that the
Company will be successful in accomplishing any of its plans.
The
ability of the Company to continue as a going concern is dependent upon its
ability to successfully accomplish the plans described in the preceding
paragraph and eventually secure other sources of financing and attain profitable
operations. The accompanying financial statements do not include any adjustments
that might be necessary if the Company is unable to continue as a going
concern.
F-6
BIGSKY
PRODUCTIONS, INC.
(A
Development Stage Enterprise)
Notes
to Financial Statements
Note
2 - Significant Accounting Policies (continued)
Revenue
Recognition
The
Company's financial statements are prepared under the accrual method of
accounting. Revenues are recognized when evidence of an agreement exists, the
price is fixed or determinable, collectability is reasonably assured and goods
have been delivered or services performed.
The
Company derives revenues from the sale of advertising space on its radio program
“The Opportunity Show.” “The Opportunity Show” is a paid news magazine airing on
select AM radio stations in the United States. Clients and/or guests
compensate the Company for time on this program to expose their business or
stories to the listening audience.
Advertising
contracts are structured to run for a time period between 30 and 90 days.
Accordingly, revenues are recognized on a pro-rata basis resulting in recognized
revenue and deferred revenue of $8,991 and $4,029 as of and for the six months
ended December 31, 2009.
Recent
Accounting Pronouncements
Recently
Implemented Standards
ASC
105, “Generally Accepted Accounting Principles” (ASC 105) (formerly Statement of
Financial Accounting Standards No. 168, “The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principles a
replacement of FASB Statement No. 162)” reorganized by topic existing accounting
and reporting guidance issued by the Financial Accounting Standards Board
("FASB") into a single source of authoritative generally accepted accounting
principles ("GAAP") to be applied by nongovernmental entities. All guidance
contained in the Accounting Standards Codification ("ASC") carries an equal
level of authority. Rules and interpretive releases of the Securities and
Exchange Commission ("SEC") under authority of federal securities laws are also
sources of authoritative GAAP for SEC registrants. Accordingly, all other
accounting literature will be deemed "non-authoritative". ASC 105 is effective
on a prospective basis for financial statements issued for interim and annual
periods ending after September 15, 2009. The Company has implemented the
guidance included in ASC 105 as of July 1, 2009. The implementation of this
guidance changed the Company's references to GAAP authoritative guidance but did
not impact the Company's financial position or results of
operations.
ASC
855, “Subsequent
Events” (ASC 855) (formerly Statement of Financial Accounting Standards
No. 165, Subsequent
Events) includes guidance that was issued by the FASB in May 2009, and is
consistent with current auditing standards in defining a subsequent event.
Additionally, the guidance provides for disclosure regarding the existence and
timing of a company's evaluation of its subsequent events. ASC 855 defines two
types of subsequent events, "recognized" and "non-recognized". Recognized
subsequent events provide additional evidence about conditions that existed at
the date of the balance sheet and are required to be reflected in the financial
statements. Non-recognized subsequent events provide evidence about conditions
that did not exist at the date of the balance sheet but arose after that date
and, therefore; are not required to be reflected in the financial statements.
However, certain non-recognized subsequent events may require disclosure to
prevent the
F-7
BIGSKY
PRODUCTIONS, INC.
(A
Development Stage Enterprise)
Notes
to Financial Statements
Note
2 - Significant Accounting Policies (continued)
financial
statements from being misleading. This guidance was effective prospectively for
interim or annual financial periods ending after June 15, 2009. The Company
implemented the guidance included in ASC 855 as of April 1, 2009. The effect of
implementing this guidance was not material to the Company's financial position
or results of operations.
The
Company refers to FASB ASC 605-25 “Multiple
Element Arrangements” in recognizing revenue from agreements with
multiple deliverables. This statement provides principles for allocation of
consideration among its multiple-elements, allowing more flexibility in
identifying and accounting for separate deliverables under an arrangement. The
EITF introduces an estimated selling price method for valuing the elements of a
bundled arrangement if vendor-specific objective evidence or third-party
evidence of selling price is not available, and significantly expands related
disclosure requirements. This standard is effective on a prospective basis for
revenue arrangements entered into or materially modified in fiscal years
beginning on or after June 15, 2010. Alternatively, adoption may be on a
retrospective basis, and early application is permitted. The Company does not
expect the adoption of this statement to have a material effect on its
consolidated financial statements or disclosures.
In
August 2009, the FASB issued Accounting Standards Update No. 2009-05,
“Measuring Liabilities at Fair Value,” (“ASU 2009-05”). ASU 2009-05 provides
guidance on measuring the fair value of liabilities and is effective for the
first interim or annual reporting period beginning after its issuance. The
Company’s adoption of ASU 2009-05 did not have an effect on its disclosure of
the fair value of its liabilities.
Recently
Issued Standards
In
September 2009, the FASB issued ASC Update No. 2009-12, “Fair Value
Measurements and Disclosures (Topic 820): Investments in Certain Entities that
Calculate Net Asset Value per Share (or Its Equivalent)” (ASC Update No.
2009-12). This update sets forth guidance on using the net asset value per share
provided by an investee to estimate the fair value of an alternative investment.
The amendments in this update are effective for interim and annual periods
ending after December 15, 2009 with early application permitted. The Company
does not expect that the implementation of ASC Update No. 2009-12 will have a
material effect on its financial position or results of operations.
ASC
Topic 810, “Consolidation”
was amended in June 2009, by Statement of Financial Accounting Standards
No. 167, Amendments to
FASB Interpretation No. 46(R) ("Statement No. 167"). Statement No. 167
amends FASB Interpretation No. 46R, Consolidation
of Variable Interest Entities an interpretation of ARB No. 51 ("FIN 46R")
to require an analysis to determine whether a company has a controlling
financial interest in a variable interest entity. This analysis identifies the
primary beneficiary of a variable interest entity as the enterprise that has a)
the power to direct the activities of a variable interest entity that most
significantly impact the entity's economic performance and b) the obligation to
absorb losses of the entity that could potentially be significant to the
variable interest entity or the right to receive benefits from the entity that
could potentially be significant to the variable interest entity. The statement
requires an ongoing assessment of whether a company is the primary beneficiary
of a variable interest entity when the holders of the entity, as a group, lose
power, through voting or
F-8
BIGSKY
PRODUCTIONS, INC.
(A
Development Stage Enterprise)
Notes
to Financial Statements
Note
2 - Significant Accounting Policies (continued)
similar
rights, to direct the actions that most significantly affect the entity's
economic performance. This statement also enhances disclosures about a company's
involvement in variable interest entities. Statement No. 167 is effective as of
the beginning of the first annual reporting period that begins after November
15, 2009. The Company does not expect the adoption of Statement No.
167 to have a material impact on its financial position or results of
operations
In
June 2009, the FASB issued Statement of Financial Accounting Standards No. 166,
Accounting for
Transfers of Financial Assets an amendment of FASB Statement No. 140
("Statement No. 166"). Statement No. 166 revises FASB Statement of Financial
Accounting Standards No. 140, Accounting for
Transfers and Extinguishment of Liabilities a replacement of FASB Statement
125 ("Statement No. 140") and requires additional disclosures about
transfers of financial assets, including securitization transactions, and any
continuing exposure to the risks related to transferred financial assets. It
also eliminates the concept of a "qualifying special-purpose entity", changes
the requirements for derecognizing financial assets, and enhances disclosure
requirements. Statement No. 166 is effective prospectively, for annual periods
beginning after November 15, 2009, and interim and annual periods thereafter.
Although Statement No. 166 has not been incorporated into the Codification, in
accordance with ASC 105, the standard shall remain authoritative until it is
integrated. The Company does not expect the adoption of Statement No. 166 will
have a material impact on its financial position or results of
operations.
Note
3 – Common Stock Subscriptions
During
the six months ended December 31, 2009, the Company received subscriptions
totaling $8,200 for 164,000 shares its common stock pursuant to its S-1/A
registration statement filed with the SEC on December 16, 2008. The registration
statement outlines a minimum offering of 1,000,000 shares at $0.05 per share for
a total of $50,000. If the minimum raise is not met by March 31, 2010, funds
will be returned to the potential investors.
Note 4
– Shareholder Loan
On
December 10, 2008, a shareholder advanced the Company $22,500 to pay for
operating expenses incurred in the development stage. The loan carries a 6%
interest rate and is due on demand and as such is included in current
liabilities. An additional $500 was advanced prior to December 31,
2009. As of December 31, 2009 and June 30, 2009, shareholder loans
were $23,000 and 22,500, respectively, and accrued interest was $1,452 and $754,
respectively.
Note 5
– Subsequent Events
From
January 1, 2010 to February 19, 2010, the Company received additional
subscriptions totaling $17,900 for 358,000 shares of its common stock. Total
subscriptions received as of February 19, 2010 are $26,100 for 522,000 shares of
common stock.
F-9
ITEM
2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATIONS
The
following discussion should be read in conjunction with the information
contained in the financial statements of BigSky Productions, Inc. (“BSPI”) and
the notes which form an integral part of the financial statements which are
attached hereto.
The
financial statements mentioned above have been prepared in conformity with
accounting principles generally accepted in the United States of America and are
stated in United States dollars.
BSPI is a
start-up, Development Stage Enterprise, incorporated in the State of Nevada on
February 28, 2008 and with a fiscal year end of June 30. We
have no subsidiaries, affiliated companies or joint venture
partners.
Since our
inception, we have been engaged in business planning activities, including
researching the industry, developing our economic models and financial
forecasts, performing due diligence regarding potential geographic locations
most suitable for our services and identifying future sources of
capital.
Within
the past quarter we have engaged in minimal operations. We have been
involved with the productions of an AM radio show called "The Opportunity Show"
whereby we sells radio airtime to customers whom tell their story with the hopes
of attracting potential investors and/or partners. The airtime is
purchased from a third party radio airtime broker at a discount to the
Company. Through this activity we have generated revenues in the
amount of $8,991 with a gross margin of approximately $4,000 and net income for
the period of $544. We cannot provide any assurance or guarantee that
we will be able to continue generating revenues in the future quarters through
this activity. Potential investors must be aware if we are unable to
raise additional funds through the sale of our common stock and generate
sufficient revenues, any investment made into the Company would be lost in its
entirety.
Our
amendment to our registration statement filed on Form S-1 was deemed effective
on October 9, 2009. We plan to continue efforts to sell our common
stock through this offering for the next two
months. Total subscriptions received as of February 20, 2010 are
$26,100 for 522,000 shares of common stock. The Company must sell the
minimum of 1,000,000 common shares with total proceeds of $50,000 in order to
have access to the funds. Currently these funds are held in
trust. Pursuant to the Post-Effective Amendment, if the Company is
unable to raise the minimum amount, all funds will be returned to the
investors. If the minimum amount is raised within approximately the
next two months; then shares shall be issued to the subscribers, and funds will
be available for corporate use by the Company.
Currently, BSPI has three (3) Officers Ellis Martin
(President/CEO/CFO), Mirza Santillan (Secretary/Treasurer) and Brett Whitelaw
(Vice President). The Company has two (2) Directors, Ellis Martin and
Brett Whitelaw. To date, Mr. Martin has assumed the primary responsibility for
all planning, development and operational duties, and will continue to do so
throughout the beginning stages of the Company.
Other
than the Officers/Directors, there are no employees at the present time and
there are no plans to hire employees during the next twelve
months.
Principal
Office
Our principal
office is located at 204 Mescal Circle NW, Albuquerque, New Mexico
87105. Our telephone number is (310) 430-1388 and our e-mail contact
is Sky@big-skyproductions.com. We are currently developing our
website which can be viewed at www.big-sky productions.com
BigSky’s
management does not currently have policies regarding the acquisition or sale of
real estate assets primarily for possible capital gain or primarily for income.
BigSky does not presently hold any investments or interests in real
estate, investments in real estate mortgages or securities of or interests in
persons primarily engaged in real estate activities.
5
Other
information
As of
December 31, 2009 BSPI had 10,661,381 shares outstanding.
BSPI
is responsible for filing various forms with the United States Securities and
Exchange Commission (the “SEC”) such as Form 10K and Form 10Qs. The
shareholders may read and copy any material filed by BSPI with the SEC at the
SEC’s Public Reference Room at 100 F Street, N.E., Washington, DC,
20549. The shareholders may obtain information on the
operations of the Public Reference Room by calling the SEC at
1-800-SEC-0330. The SEC maintains an Internet site that
contains reports, proxy and information statements, and other information which
BSPI has filed electronically with the SEC by assessing the website using the
following address: http://www.sec.gov.
Planned
Business
The
following discussion should be read in conjunction with the information
contained in the financial statements of BSPI and the notes, which forms an
integral part of the financial statements, which are attached
hereto.
DESCRIPTION
OF THE PROPERTY
We own no
property.
Plan
of Operation
We must
raise cash to implement our business plan. We will require approximately $50,000
for the next twelve months in order to continue our proposed
business. We have liabilities of $74,566. We estimate that we will
require $10,000 for reporting requirements (bookkeeping, accounting, and filing
fees) this would leave the Company with $40,000 to expend towards the
development of its proposed business.
Since
incorporation, the Company has financed its operations through minimal initial
capitalization and nominal business activity. As of December 31, 2009 we
had $1,108 of cash on hand. We had total liabilities of $74,566 of
which expenses were primarily related to costs associated with maintaining
reporting company status with the Securities and Exchange
Commission. On September 30, 2009 BSPI filed a Post-Effective
Amendment to the registration statement filed on Form S-1, extending the
offering period of their registered offering by approximately six
months. The registration statement was deemed effective on October 9,
2009.
To date,
the Company has not implemented its fully planned principal operations or
strategic business plan. Presently, BSPI is attempting to secure sufficient
monetary assets to increase operations. BSPI cannot assure any investor
that it will be able to enter into sufficient business operations adequate
enough to insure continued operations.
The
Company’s ability to commence operations is entirely dependent upon the proceeds
from their registered offering. If BSPI does not raise at least the
minimum offering amount, it will be unable to establish a base of operations,
without which it will be unable to begin to generate any revenues in the future.
If BSPI does not produce sufficient cash flow to support its operations
over the next 12 months, the Company will need to raise additional capital by
issuing capital stock in exchange for cash in order to continue as a going
concern. There are no formal or informal agreements to attain such
financing. BSPI cannot assure any investor that, if needed, sufficient
financing can be obtained or, if obtained, that it will be on reasonable terms.
Without realization of additional capital, it would be unlikely for
operations to continue and any investment made by an investor would be lost in
its entirety.
BSPI
management does not expect to incur research and development costs within the
next twelve months.
BSPI
currently does not own any significant plant or equipment that it would seek to
sell in the near future
The
Company has not paid for expenses on behalf of any director. Additionally,
BSPI believes that this policy shall not materially change within the next
twelve months.
6
Competitive
Factors
The
motion picture industry is intensely competitive. Competition comes from
companies within the same business and companies in other entertainment media
that create alternative forms of entertainment. The industry is
currently evolving in such a way that certain multinational multimedia firms
will be able to dominate this space because of their control over key film,
magazine, and television content, as well as key network and cable
outlets. These organizations have numerous competitive advantages,
such as the ability to acquire financing for their projects and to make
favorable arrangements for the distribution of completed films.
All of
our competitors will likely be organizations of substantially larger size and
capacity, with far greater financial and personnel resources and longer
operating histories, and may be better able to acquire properties, personnel and
financing, and enter into more favorable distribution agreements. Our success
will depend on public taste, which is both unpredictable and susceptible to
rapid change.
As an
independent film production company, we most likely will not have the backing of
a major studio for production and distribution support. Consequently, we may not
be able to complete a motion picture.
In order
to be competitive, we intend to create independent motion pictures that may
appeal to a wide range of public taste both in the United States and
abroad. Moreover, by producing our films in Canada we believe that we
will be able to significantly reduce production costs, and thereby offer our
films to distributors at competitive pricing. Investors must be
aware that at this time we have not produced any film and may not ever be
successful in doing so in the future.
Regulations
If
and when BigSky begins operations the business may be subjected to governmental
regulation and required to comply in the following areas:
Distribution
Arrangements. We intend to release our films in the United
States through existing distribution companies, primarily independent
distributors. We will retain the right for ourselves to market the films on a
jurisdiction-by-jurisdiction basis throughout the rest of the world and to
market television and other uses separately. To the extent that we
may engage in foreign distribution of our films, we will be subject to all of
the governmental regulations of doing business abroad including, but not limited
to, government censorship, exchange controls, and copying, and licensing or
qualification. At this point it is not possible to predict, with
certainty, the nature of the distribution arrangements and extent of exact
governmental regulations that may impact our business.
Intellectual Property Rights.
Rights to motion pictures are granted legal protection under the
copyright laws of the United States and most foreign countries, including
Canada. These laws provide substantial civil and criminal penalties
for unauthorized duplication and exhibition of motion pictures. Motion pictures,
musical works, sound recordings, artwork, and still photography are separately
subject to copyright under most copyright laws. The results of such
investigations may warrant legal action, by the owner of the rights, and,
depending on the scope of the piracy, investigation by the Federal Bureau of
Investigation and/or the Royal Canadian Mounted Police with the possibility of
criminal prosecution. Under the copyright laws of Canada and the
United States, copyright in a motion picture is automatically secured when the
work is created and "fixed" in a copy. We intend to register our films for
copyright with both the Canadian Copyright Office and the United States
Copyright Office. Both offices will register claims to copyright and
issue certificates of registration but neither will "grant" or "issue"
copyrights. Only the expression (camera work, dialogue, sounds, etc.)
fixed in a motion picture can be protected under copyright. Registration with
the appropriate office establishes a public record of the copyright
claim.
Censorship. An industry trade
association, the Motion Picture Association of America, assigns ratings for age
group suitability for domestic theatrical distribution of motion pictures under
the auspices of its Code and Rating Administration. The film distributor
generally submits its film to the Code and Rating Administration for a rating.
We plan to follow the practice of submitting our motion pictures for
ratings.
Labor Laws. Many of
the screenplay writers, performers, directors and technical personnel in the
entertainment industry who we intend to be involved in our productions are
members of guilds or unions that bargain collectively on an industry-wide basis
and may have state and governmental regulations that we must comply
with.
7
Employees
BSPI
management does not anticipate the need to hire employees over the next twelve
(12) months. Currently, the Company believes the services provided by
its officer and director appears sufficient at this time. Our
officers and directors do not have an employment agreement with us. We presently
do not have pension, health, annuity, insurance, profit sharing or similar
benefit plans; however, we may adopt such plans in the future. There are
presently no benefits available to any employee.
Investment
Policies
BSPI does
not have an investment policy at this time. Any excess funds it has
on hand will be deposited in interest bearing notes such as term deposits or
short term money instruments. There are no restrictions on what the director is
able to invest or additional funds held by BSPI. Presently BSPI
does not have any excess funds to invest.
Since we
have had very minimal business activity, it is the opinion of management that
the most meaningful financial information relates primarily to current liquidity
and solvency. As at December 31, 2009, we had $1,108 cash on hand and
liabilities of $74,566. The Company will require cash injections of
approximately $50,000 to enable the Company to meet its anticipated expenses
over the next twelve months. Unless we raise additional funds immediately, we
will be faced with a working capital deficiency that may result in the failure
of our business, resulting in a complete loss of any investment made into the
Company. Our future financial success will be dependent on the
success of obtaining capital.
Our
financial statements contained herein have been prepared on a going concern
basis, which assumes that we will be able to realize our assets and discharge
our obligations in the normal course of business. We incurred a net loss for the
period from the inception of our business on February 28, 2008 to December 31,
2009 of $92,416. We did earned minimal revenues, approximately $8,991, from
media marketing services during the aforementioned period.
Critical Accounting
Policies. Our discussion and analysis of its financial
condition and results of operations, including the discussion on liquidity and
capital resources, are based upon our financial statements, which have been
prepared in accordance with accounting principles generally accepted in the
United States. The preparation of these financial statements requires us to make
estimates and judgments that affect the reported amounts of assets, liabilities,
revenues and expenses, and related disclosure of contingent assets and
liabilities. On an ongoing basis, management re-evaluates its estimates and
judgments. The going concern basis of presentation assumes we will
continue in operation throughout the next fiscal year and into the foreseeable
future and will be able to realize our assets and discharge our liabilities and
commitments in the normal course of business. Certain conditions, discussed
below, currently exist which raise substantial doubt upon the validity of this
assumption. The financial statements do not include any adjustments that might
result from the outcome of the uncertainty.
Our
intended business activities are dependent upon our ability to obtain third
party financing in the form of debt and equity and ultimately to generate future
profitable business activity. As of December 31, 2009, we have earned $8,991 in
revenues, and have experienced negative cash flow from minimal activities. We
may look to secure additional funds through future debt or equity financings.
Such financings may not be available or may not be available on BSPI
terms.
Trends. We
are a development stage business and have not generated any revenue and have no
prospects of generating any revenue in the foreseeable future. There
can be no guarantee or assurance that management will be successful in
developing the proposed business of the Company. Investors must be
aware that failure to do so would result in a complete loss of any investment
made into the Company
Limited Operating History; Need for
Additional Capital. There is no historical financial
information about us upon which to base an evaluation of our performance as a
business. We are a development stage company and have not generated any revenues
since our formation on February 28, 2008. We
require immediate additional capital in order to continue as a going
concern. If we are unable to secure approximately $50,000 of the
course of the next twelve months our business will fail and any investment made
into the Company would be lost in its entirety.
8
We cannot
guarantee we will be successful in our business activities or in any activity
that management directs the business. Our business is subject to
risks inherent in the establishment of a new business enterprise, including
limited capital resources, and possible cost overruns due to price and cost
increases in services.
Results
of Operations – Since inception to December 31, 2009.
For the
six months ended December 31, 2009, we had a net loss of $44,914 compared to a
net loss of $23, 058 for the six months period ended December 31,
2008.
The
losses were a result of the Company having no revenues for either of the periods
in 2008 and minimal revenues in the 2009 periods. The expenses for these periods
were related to professional fees and fees associated with maintaining reporting
company status. The Company had an accumulated loss since inception
of $92,299. We have generated minimal revenue from operations
since inception. Our accumulated loss from our date of inception
represents various expenses incurred with organizing the company, undertaking
audits, recognizing management fees and general office expenses.
Balance Sheet as at December 31,
2009. We had $1,108 of cash available as at December 31, 2009.
Our total liabilities at December 31, 2009 were $74,566. Total shares
issued outstanding, as at December 31, 2009, was 10,661,381.
DISCLOSURE
REGARDING FORWARD-LOOKING STATEMENTS
This Form
10-Q contains statements that constitute forward-looking statements. The words
“expect,” “estimate,” “anticipate,” “predict,” “believe,” and similar
expressions and variations thereof are intended to identify forward-looking
statements. Such forward-looking statements include statements regarding, among
other things, (a) our estimates of raw material, (b) our projected
sales and profitability, (c) our growth strategies, (d) anticipated
trends in our industry, (e) our future financing plans, (f) our
anticipated needs for working capital and (g) the benefits related to
ownership of our common stock. This information may involve known and unknown
risks, uncertainties, and other factors that may cause our actual results,
performance, or achievements to be materially different from the future results,
performance, or achievements expressed or implied by any forward-looking
statements for the reasons, among others, described within the various sections
of this Form 10-Q.
In light
of these risks and uncertainties, there can be no assurance that the
forward-looking statements contained in this Form 10-Q will in fact occur as
projected. We undertake no obligation to release publicly any updated
information about forward-looking statements to reflect events or circumstances
occurring after the date of this Form 10-Q or to reflect the occurrence of
unanticipated events.
ITEM
3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MAKET
RISK
We
believe that there have been no significant changes in our market risk exposures
for the six months ended December 31, 2009.
ITEM
4. CONTROLS AND PROCEDURES
Ellis
Martin, Chief Executive Officer and Chief Financial Officer, evaluated the
effectiveness of our disclosure controls and procedures as required by Exchange
Act Rule 13a-15(b) as of the end of the period covered by this report. Based on
that evaluation, the Chief Executive Officer/Chief Financial Officer concluded
that these disclosure controls and procedures are not effective. See
below within this section “CONCLUSION” for specifics of why the controls and
procedures were determined to be ineffective.
9
There
were no changes in our internal control over financial reporting during the
quarter ended December 31, 2009 that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting. See below within this section “CONCLUSION” for management’s plans
relating to controls and procedures in the future.
CEO/CFO
CERTIFICATIONS
Appearing
immediately following the Signatures section of this Amended Quarterly Report
there are two separate forms of "Certifications" of the CEO/CFO, Ellis Martin.
The second form of Certification is required in accord with Section 302 of
the Sarbanes-Oxley Act of 2002 (the Section 302 Certification). This
section of the Quarterly Report, which you are currently reading is the
information concerning the Controls Evaluation referred to in the Section 302
Certifications and this information should be read in conjunction with the
Section 302 Certifications for a more complete understanding of the topics
presented.
DISCLOSURE
CONTROLS AND INTERNAL CONTROLS.
Disclosure
Controls are procedures that are designed with the objective of ensuring that
information required to be disclosed in our reports filed under the Securities
Exchange Act of 1934 (Exchange Act), such as this Quarterly Report, is recorded,
processed, summarized and reported within the
time periods specified in the Securities and Exchange Commission's (SEC) rules
and forms. Disclosure Controls are also designed with the objective of
ensuring that such information is accumulated and communicated to our
management, including the CEO and CFO, as appropriate to allow timely decisions
regarding required disclosure. Internal Controls are procedures which are
designed with the objective of providing reasonable assurance that (1) our
transactions are properly authorized; (2) our assets are safeguarded against
unauthorized or improper use; and (3) our transactions are properly recorded and
reported, all to permit the preparation of our financial statements in
conformity with generally accepted accounting principles. Our disclosure
controls and procedures are designed to provide reasonable assurance of
achieving their objectives.
LIMITATIONS
ON THE EFFECTIVENESS OF CONTROLS.
The
Company's management, including the CEO and CFO, does not expect that our
Disclosure Controls or our Internal Controls will prevent all error 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 controls can
provide absolute assurance that all control issues and instances of fraud, if
any, within the Company have been detected. These inherent limitations
include the realities that judgments in decision-making can be faulty, and that
breakdowns can occur because of simple error or mistake. Additionally, controls
can be circumvented by the individual acts of some persons, by collusion of two
or more people, or by management override of the
control.
The
design of any system of controls also is based in part upon certain assumptions
about the likelihood of future events, and there can be no assurance that any
design will succeed achieving its stated goals under all potential future
conditions; over time, control may become inadequate because of changes in
conditions, or the degree of compliance with the policies or procedures may
deteriorate. Because of the inherent limitations in a cost-effective control
system, misstatements due to error or fraud may occur and not be
detected.
CONCLUSION
In
accordance with SEC requirements, the CEO/CFO note that, as of the quarter ended
December 31, 2009 covered by this report, there were material weaknesses in our
Internal Controls.
10
•
Policies and Procedures for the Financial Close and Reporting Process —
Currently there are no policies or procedures that clearly define the roles in
the financial close and reporting process. The various roles and
responsibilities related to this process should be defined, documented, updated
and communicated. Failure to have such policies and procedures in place amounts
to a material weakness to the Company’s internal controls over its financial
reporting processes.
•
Representative with Financial Expertise — For the period ending
December 31, 2009, the Company did not have a representative with the
requisite knowledge and expertise to review the financial statements and
disclosures at a sufficient level to monitor the financial statements and
disclosures of the Company. Failure to have a representative with such knowledge
and expertise amounts to a material weakness to the Company’s internal controls
over its financial reporting processes.
•
Adequacy of Accounting Systems at Meeting Company Needs — The accounting system
in place at the time of the assessment lacks the ability to provide high quality
financial statements from within the system, and there were no procedures in
place or built into the system to ensure that all relevant information is
secure, identified, captured, processed, and reported within the accounting
system. Failure to have an adequate accounting system with procedures to ensure
the information is secure and accurately recorded and reported amounts to a
material weakness to the Company’s internal controls over its financial
reporting processes.
•
Segregation of Duties — Management has identified a significant general lack of
definition and segregation of duties throughout the financial reporting
processes. Due to the pervasive nature of this issue, the lack of adequate
definition and segregation of duties amounts to a material weakness to the
Company’s internal controls over its financial reporting processes.
•
Lack of Audit Committee and Outside Directors in the Company’s Board of
Directors - We do not have a functioning audit committee or outside directors on
our board of directors, resulting in ineffective oversight in the establishment
and monitoring of required internal controls and procedures.
In light
of the foregoing, once we have the adequate funds, management plans to develop
the following additional procedures to help address these material
weaknesses:
• BigSky
will create and refine a structure in which critical accounting policies and
estimates are identified, and together with other complex areas, are subject to
multiple reviews by accounting personnel. In addition, we plan to enhance and
test our month-end and year-end financial close process. Additionally, our audit
committee will increase its review of our disclosure controls and procedures. We
also intend to develop and implement policies and procedures for the financial
close and reporting process, such as identifying the roles, responsibilities,
methodologies, and review/approval process. We believe these actions will
remediate the material weaknesses by focusing additional attention and resources
in our internal accounting functions. However, the material weaknesses will not
be considered remediated until the applicable remedial controls operate for a
sufficient period of time and management has concluded, through testing, that
these controls are operating effectively.
PART
11 – OTHER INFORMATION
ITEM
1. LEGAL PROCEEDINGS
There are
no legal proceedings to which BSPI or is a party or is subject, nor to the best
of management’s knowledge are any material legal proceedings
contemplated.
ITEM
2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS
There has
been no change in our securities since the fiscal year ended June 30,
2009.
11
ITEM
3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM
4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There
have been no matters brought forth to the securities holders to vote upon during
this quarter.
ITEM
5. OTHER INFORMATION
None
ITEM
6. EXHIBITS AND REPORTS ON FORM 8-K
(a) (3) Exhibits
The
following exhibits are included as part of this report:
31.1
|
8650
SECTION 302 CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL
OFFICER
|
32.1
|
CERTIFICATION
PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906 OF
THE SARBANES-OXLEY ACT OF 2002
|
Reports
on Form 8-K
Form 8-K
filed on November 11, 2009-Item 4.01 Changes in Registrant’s Certifying
Accountant.
12
SIGNATURES
In
accordance with the requirements of the Exchange Act, the registrant caused this
report to be signed on its behalf by the undersigned, thereunto duly
authorized.
BIGSKY
PRODUCTIONS, INC.
|
|
(Registrant)
|
|
Date:
February 22, 2010
|
/S/
ELLIS MARTIN
|
Chief
Executive Officer, President and Director Chief Financial Officer, Chief
Accounting Officer, and Director
|
|
13