On July 1, 2010, Azzurra Holding Coporation (the "Corporation") issued 17,000 shares of Common Stock to Daniel W. Rumsey, the Corporation's President and Chief Executive Officer, for and in consideration for services provided to the Corporation.

The shares issued to Mr. Rumsey have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent the registration or an applicable exemption from the registration requirements of the Securities Act. The issuance of the shares to Mr. Rumsey is exempt from the registration requirements of the Securities Act, pursuant to Regulation D and/or Section 4(2).

On July 1, 2010, a majority of stockholders of the Corporation executed a written consent to amend the Corporation's Certificate of Incorporation to increase the number of authorized shares of Common Stock of the Corporation from 250,000 to 100,000,000, and to provide for the issuance of up to 10,000,000 shares of Preferred Stock ("Amendment"). In addition, the Amendment provides for the forward split of the Corporation's Common Stock on the basis of five shares for each share of Common Stock currently issued and outstanding. The effective date of the Amendment is July 1, 2010.

See Exhibit Index