Attached files

file filename
EX-32.1 - EXHIBIT 32.1 - CannLabs, Inc.ex32-1.htm
EX-31.1 - EXHIBIT 31.1 - CannLabs, Inc.ex31-1.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q

(Mark One)
x
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended June 30, 2011
 
o
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
   For the transition period from ______________ to _____________

Commission file number 333-143672

SPEEDSPORT BRANDING, INC.
(Exact name of small business issuer as specified in its charter)

Nevada
20-4168979
(State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.)

Roy C. Montgomery, Chief Executive Officer
6141 Quail Valley Ct. Riverside, Ca. 92507
(Address of principal executive offices)

(951) 656.1160
(Issuer’s telephone number)

 (Former name, former address and former fiscal year, if changed since last report)

Check whether the issues (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 S     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).
Yes £     No £

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes o      No x
 
APPLICABLE ONLY TO CORPORATE ISSUES

Indicate the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date:

As of June 30, 2011 the Company had 16,025,873  shares of $0.001 par value common stock issued and outstanding.

Indicate by check mark whether the Registrant is a large accelerated filer, an accredited filer, a non-accredited filer, (or a  smaller reporting company in Rule 12b-2 of the Exchange Act.(check one)
 
 
Large Accredited filer £
Accelerated filer £

 
Non-accredited filer£
Smaller reporting company S

 
 

 
 
Speedsport Branding, Inc

TABLE OF CONTENTS

     
Page
       
Part I    FINANCIAL INFORMATION
 
     
 
Item 1. 
Condensed Financial Statements:
3
       
   
Condensed Balance Sheets at June 30, 2011 (unaudited) and December 31, 2010 (audited)
3
       
   
Condensed Statements of Operations for the six months ended June 30, 2011 and 2010 and the period from January 10, 2006 (inception) to June 30, 2011 (unaudited) 
4
       
   
Condensed Statements of Cash Flows for the six months ended June 30, 2011 and 2010 and the period from January 10, 2006 (inception) to June 30, 2011 (unaudited)
5 - 6
       
   
Notes to Condensed Financial Statements (unaudited)
7
       
 
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
10
   
            
 
Part II  OTHER INFORMATION
 
       
 
Item 1. 
Legal Proceedings     
14
       
 
Item 2. 
Unregistered Sales of Equity Securities and Use of Proceeds
14
       
  Item 3. Quantitative and Qualitative Disclosures About Market Risk 14
       
  Item 4. Controls and Procedures 14
       
 
Item 6.
Exhibits
14
       
   
Signatures
15

 
2

 
 
PART I – FINANCIAL INFORMATION

ITEM 1. Financial Statements
 
Speedsport Branding, Inc.
(A Development Stage Company)
BALANCE SHEETS
 
   
Dec. 31, 2010
   
June 30, 2011
(Unaudited)
 
             
ASSETS
           
             
Current assets
           
    Cash
  $ 40,012     $ 48,530  
    Accounts receivable
    15,000       15,000  
         Total current assets
    55,012       63,530  
                 
Fixed assets - net
    97,570       80,786  
                 
Total Assets
  $ 152,582     $ 144,316  
                 
                 
LIABILITIES & STOCKHOLDERS' EQUITY
               
                 
Current liabilities
               
Accounts payable
  $ 5,494     $ 3,544  
Accrued interest payable
    2,004       1,483  
Accrued payables - related parties
    525       525  
Notes payable - related parties
    23,319       47,535  
Notes payable - current
    9,465       8,645  
Stock subscription payable
    45,000       45,000  
Total current liabilties
    85,807       106,732  
                 
Notes payable
    -       -  
                 
Total Liabilities
    85,807       106,732  
                 
Stockholders' Equity
               
Preferred stock, $.001 par value; 10,000,000 shares authorized; none issued or outstanding
    -       -  
Common stock, $.001 par value; 100,000,000 shares authorized; 16,025,873 shares issued and outstanding
    16,026       16,026  
Additional paid in capital
    1,285,136       1,285,136  
Deficit accumulated during the development stage
    (1,234,387 )     (1,263,578 )
                 
Total Stockholders' Equity
    66,775       37,584  
                 
Total Liabilities and Stockholders' Equity
  $ 152,582     $ 144,316  
 
The accompanying notes are an integral part of the financial statements.
 
 
3

 
 
Speedsport Branding, Inc.
 
(A Development Stage Company)
 
STATEMENTS OF OPERATIONS
 
   
                           
Period From
 
                           
Jan. 10, 2006
 
   
Three Months
   
Six Months
   
Three Months
   
Six Months
   
(Inception)
 
   
Ended
   
Ended
   
Ended
   
Ended
   
To
 
   
June 30, 2010
   
June 30, 2010
   
June 30, 2011
   
June 30, 2011
   
June 30, 2011
 
   
(Unaudited)
   
(Unaudited)
   
(Unaudited)
   
(Unaudited)
   
(Unaudited)
 
                               
Revenues
  $ 3,343     $ 6,143     $ -     $ -     $ 113,530  
Lease income - related party
    2,599       5,197       -       1,161       42,424  
      5,942       11,340       -       1,161       155,954  
                                         
Operating expenses:
                                       
     Amortization & depreciation
    10,685       21,371       8,392       16,784       202,473  
     General and administrative
    16,413       31,589       6,876       13,252       1,122,752  
      27,098       52,960       15,268       30,036       1,325,225  
Operating - other:
                                       
     Gain on asset sales
    -       -       -       -       16,359  
                                         
Gain (loss) from operations
    (21,156 )     (41,620 )     (15,268 )     (28,875 )     (1,152,912 )
                                         
Other income (expense):
                                       
     Interest income
    -       -       135       392       392  
     Interest expense
    (809 )     (1,728 )     (499 )     (707 )     (111,058 )
                                         
                                         
Income (loss) before provision for income taxes
    (21,965 )     (43,348 )     (15,632 )     (29,190 )     (1,263,578 )
                                         
Provision for income tax
    -       -       -       -       -  
                                         
Net income (loss)
  $ (21,965 )   $ (43,348 )   $ (15,632 )   $ (29,190 )   $ (1,263,578 )
                                         
Net income (loss) per share (Basic and fully diluted)
  $ (0.00 )   $ (0.00 )   $ (0.00 )   $ (0.00 )        
                                         
Weighted average number of common shares outstanding
    15,650,873       15,650,873       16,025,873       16,025,873          
 
The accompanying notes are an integral part of the financial statements.
 
 
4

 
 
Speedsport Branding, LLC
 
(A Development Stage Company)
 
STATEMENTS OF CASH FLOWS
 
   
               
Period From
 
               
Jan. 10, 2006
 
   
Six Months
   
Six Months
   
(Inception)
 
   
Ended
   
Ended
   
To
 
   
June 30, 2010
   
June 30, 2011
   
June 30, 2011
 
   
(Unaudited)
   
(Unaudited)
   
(Unaudited)
 
Cash Flows From Operating Activities:
                 
     Net income (loss)
  $ (43,348 )   $ (29,190 )   $ (1,263,578 )
                         
Adjustments to reconcile net loss to net cash provided by (used for) operating activities:
                       
          Amortization & depreciation
    21,371       16,784       202,473  
          Stock issued for services
    -       -       49,103  
          Non cash lease income
    (5,197 )     (1,161 )     (33,762 )
          Non cash interest income/expense (net)
    323       316       8,115  
          Gain (loss) on asset sales
    -       -       (16,359 )
          Increase in accounts receivable
    -       -       (15,000 )
          Accrued payables
    6,444       (1,950 )     83,238  
          Accrued payables - related parties
    -       -       108,525  
Net cash provided by (used for) operating activities
    (20,407 )     (15,201 )     (877,245 )
                         
                         
Cash Flows From Investing Activities:
                       
          Funds loaned to related party
    -       -       12,850  
          Collections of related party loans
    -       -       (12,850 )
          Fixed asset purchases
    -       -       (383,805 )
          Fixed asset sales
    -       -       132,400  
Net cash provided by (used for) investing activities
    -       -       (251,405 )
 
(Continued On Following Page)
 
The accompanying notes are an integral part of the financial statements.
 
5

 
 
Speedsport Branding, Inc.
 
(A Development Stage Company)
 
STATEMENTS OF CASH FLOWS
 
                   
                   
(Continued From Previous Page)
 
               
Period From
 
               
Jan. 10, 2006
 
   
Six Months
   
Six Months
   
(Inception)
 
   
Ended
   
Ended
   
To
 
   
June 30, 2010
   
June 30, 2011
   
June 30, 2011
 
   
(Unaudited)
   
(Unaudited)
   
(Unaudited)
 
                   
Cash Flows From Financing Activities:
                 
          Notes & loans payable - borrowings
    101,287       182,115       2,139,489  
          Notes & loans payable - payments
    (90,879 )     (158,396 )     (1,042,309 )
          Sales of common stock
    -       -       80,000  
Net cash provided by (used for) financing activities
    10,408       23,719       1,177,180  
                         
Net Increase (Decrease) In Cash
    (9,999 )     8,518       48,530  
                         
Cash At The Beginning Of The Period
    50,003       40,012       -  
                         
Cash At The End Of The Period
  $ 40,004     $ 48,530     $ 48,530  
                         
                         
Schedule Of Non-Cash Investing And Financing Activities
                       
                         
Common stock issued for services
  $ -     $ -     $ 49,103  
Asset sold for assumption of debt
  $ -     $ -     $ 140,737  
Debt converted to capital
  $ -     $ -     $ 1,172,059  
                         
Supplemental Disclosure
                       
                         
Cash paid for interest
  $ 443     $ 596     $ 22,409  
Cash paid for income taxes
  $ -     $ -     $ -  
 
The accompanying notes are an integral part of the financial statements.
 
 
6

 
 
SPEEDSPORT BRANDING, INC.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Speedsport Branding, Inc. (the “Company”), was incorporated in the State of Nevada on January 10, 2006. The Company purchases or leases motorsport racecars for its own use, and competes in organized racing events. The Company is currently considered to be in the development stage, and has generated only limited revenues from its activities in the racing business.

Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and disclosures required by generally accepted accounting principles for complete financial statements. All adjustments which are, in the opinion of management, necessary for a fair presentation of the results of operations for the interim periods have been made and are of a recurring nature unless otherwise disclosed herein. The results of operations for such interim periods are not necessarily indicative of operations for a full year.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect 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 and cash equivalents

The Company considers all highly liquid investments with an original maturity of three months or less as cash equivalents.

Accounts receivable

The Company reviews accounts receivable periodically for collectability and establishes an allowance for doubtful accounts and records bad debt expense when deemed necessary.

Property and equipment

Property and equipment are recorded at cost and depreciated under accelerated or straight line methods over each item's estimated useful life.

 
7

 
 
SPEEDSPORT BRANDING, INC.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  (Continued):

Revenue recognition

Revenue is recognized on an accrual basis as earned under contract terms.

Advertising costs

Advertising costs are expensed as incurred.

Income tax

The Company accounts for income taxes pursuant to ASC 740. Under ASC 740 deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

Net income (loss) per share

The net income (loss) per share is computed by dividing the net income (loss) by the weighted average number of shares of common outstanding. Warrants, stock options, and common stock issuable upon the conversion of the Company's preferred stock (if any), are not included in the computation if the effect would be anti-dilutive and would increase the earnings or decrease loss per share.

Financial Instruments

The carrying value of the Company’s financial instruments, as reported in the accompanying balance sheets, approximates fair value.

Long-Lived Assets

In accordance with ASC 350, the Company regularly reviews the carrying value of intangible and other long-lived assets for the existence of facts or circumstances, both internally and externally, that may suggest impairment. If impairment testing indicates a lack of recoverability, an impairment loss is recognized by the Company if the carrying amount of a long-lived asset exceeds its fair value.

 
8

 
 
SPEEDSPORT BRANDING, INC.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued):

Stock based compensation

The Company accounts for employee and non-employee stock awards under ASC 718, whereby equity instruments issued to employees for services are recorded based on the fair value of the instrument issued and those issued to non-employees are recorded based on the fair value of the consideration received or the fair value of the equity instrument, whichever is more reliably measurable.

 
9

 
 
ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Safe Harbor for Forward-Looking Statements

When used in this report, the words “may,” “will,” “expect,” “anticipate,” “continue,” “estimate,” “project,” “intend,” and similar expressions are intended to identify forward-looking statements within the meaning of Section 27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act of 1934 regarding events, conditions, and financial trends that may affect the Company’s future plans of operations, business strategy, operating results, and financial position.  Persons reviewing this report are cautioned that any forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties and that actual result may differ materially from those included within the forward-looking statements as a result of various factors.  Such factors are discussed under the “Item 2.  Management’s Discussion and Analysis of Financial Condition or Plan of Operations,” and also include general economic factors and conditions that may directly or indirectly impact the Company’s financial condition or results of operations.

Description of Business:

We are a developmental stage motorsports organization which was organized in February of 2006 to participate in the Grand American Road Racing Association (“Grand Am”) sanctioned ”Grand-Am Cup Series” road racing events.  The Grand American Road Racing Association was established in 1999 to organize, sanction, and sponsor professionally race prepared “Sports Car” automobile road racing in North America. Grand Am is a separate and distinct entity from us and we do not have any formal contractual arrangements with Grand Am. 
 
Since February of 2007, we have participated in the Grand Am Rolex Series events using Rolex Series GT (Grand Touring) production based automobiles that we have leased from P-1, Inc. a company whose majority shareholder is Kevin P. O’Connell.  We participated in four road racing events in 2006, six in 2007 and nine races in 2008.  The last race in which we participated was in September of 2008 at Miller Motorsports Park in Toole, Utah.   Our cessation in racing was due primarily to the lack of availability of capital due to a downturn in the economy.  We did not enter any events in 2009,  2010 or the first Quarter of 2011.
 
Until early in 2007, we owned and operated one Grand Am qualified professionally race prepared Sports Car.  In early 2007, the Company decided to sell it’s factory built sports car and participated in racing competition utilizing primarily leased professionally prepared sports cars.
 
On December 31, 2008, the Company  acquired a Grand Am spec 997 GT-3 Porsche racecar (the (the "997 Porsche") from P-1. The purchase price was $160,000. Additionally, on December 31, 2008, we acquired a Grand Am spec 997 GT-3 Porsche racecar from P-1.  The purchase price was $160,000, for which we issued 533,333 shares ($.30 per share) of our common stock for the purchase of the race vehicle.
 
In 2008, the Company continued to participate in the Grand-Am Rolex Series race series in North America and entered and competed in races in Mexico City, Mexico and Montreal, Canada.  The inclusion of the international races provided a wider audience for potential sponsorship and marketing clients.
 
 
10

 
 
We have not generated any revenue from sponsorships or the sale of advertising space.  Our losses from inception through the period ended June 30, 2011 was ($1,263,578). 
 
Expected management estimates for the cost of operating the business will continue to require additional capital of up to One Hundred Fifty Thousand dollars ($150,000) consisting of: $5,000 for registration and licenses required for entry in select sanctioned racing events; $10,000 for travel and lodging; $3,000 for marketing and promotion; $20,000 for legal and accounting; $20,000 for engineers and consultants; $25,000 for parts, $20,000 for fuels and tires; $7,000 for racecar transporter travel; $20,000 for debt service of all Company notes payable; and $20,000 in miscellaneous expenses.
 
In 2009 and 2010, due to the downturn in the overall economy and the lack of sponsorship for our company, we did not enter of participate in any of the Grand-Am Rolex Series race series in North America.   
 
When the events in which we intend to participate are chosen, we will decide whether to enter the 997 Porsche that we own or a leased race vehicle.  Our decision will be based upon the characteristics of the race venue and the suitability of the 997 Porsche or another vehicle to race at the chosen venue.  Our planned limited schedule for 2010 is due to the weakness in the overall economy and the prospects of securing sponsorship for motorsports events. Our ability to attract sponsors will, in part, be dependent upon the success of our racecars in the races we may decide to enter. We believe that if we win, or finish within the top 10 finishing places in a race, our ability to attract sponsors will be enhanced. Further, our past record of sporadic "Top 10" finishing places, has diminished our ability to attract sponsors.

Our 997 Porsche GT-3 Cup Car and our leased vehicles are managed for racing from a facility in Riverside, California that is owned by Riverside Acceptance, LLC a company in which 50% of the economic interests are held  by Kevin P. O'Connell.

Revenue is expected to be derived from the sale of advertising space from sponsors on each vehicle we enter in a Grand Am race and from winning a share of cash purses that are provided by Grand Am event sponsors. In addition, we intend to utilize professionally race prepared Sports Cars to provide marketing and public relations services to clients desiring to use our racing sports cars to market their products or services by having our vehicles promote their brand by carrying their logo. However, we have had no advertisers, sponsors or public relations clients to date, and there are no present commitments from advertisers, sponsors, or public relations clients.  There can be no assurance that we will be able to obtain any such advertising revenue, sponsorships or public relations clients in the future. We have conducted limited operations to date, and our operations will continue to be limited until such time as we are able to obtain additional funds to carry out our overall business plans.
 
If we are able to obtain additional funding, we intend to enter additional Grand Am racing events, obtain various types of equipment, hire, on a consultative basis, engineers and professionals that we will need to enter events, and to purchase the replacement parts that we may need in the event of mechanical failures throughout a racing event.
 
Three Months Ended June 30 31, 2011 Compared to Three Months Ended June 30, 2010
 
Revenues
 
Total revenues for the three months ended June 30, 2011 were $0 compared to $5,942 for the same period ending June 30, 2010, representing a decrease of 100% from the same period in 2010. The decrease in revenue for the quarter was due to lack of non recurring consulting income and racing events attended for the period.
 
 
11

 
Cost of Revenues
 
There were no costs of revenues for the three months ended June 30, 2011 or the three months ended June 30, 2010.
 
Operating Expenses
 
Operating expenses for the three months ended June 30, 2011 were $15,268 or 0% of revenue compared to $27,098 or 456% of revenue for the same period ended June 30, 2010.  The decrease was due to an overall decrease in general and administrative expenses, including $5,250 in accounting expenses.  Depreciation and amortization expenses for the three months ended June 30, 2011 was $8,392 or 0% of revenue compared to $10,685 or 179% of revenue for the same period in 2010. 
 
Interest and Financing Costs
 
Interest and financing costs for the three months ended June 30, 2011 were ($499) or 0% of revenue compared to ($809) or 14% of revenue for the period ended June 30, 2010. The decrease for the three months period ended June 30, 2011 as compared to the same period in 2010 was due to a decrease in indebtedness in the Company.
 
Other Non-operating Income
 
The Company had non-operating income for the three month ended June 30, 2011of $135 compared to nil for the same period in 2010. 
 
Net Loss
 
Net loss for the three months ended June 30, 2011 was $(15,632) or 0% of revenue compared to $(21,965) or 369% of revenue for the same period ended June 30, 2010. The decrease in the net loss for this period in 2011 is due to a decrease in general and administrative costs. 
 
Six Months Ended June 30, 2011 Compared to Six Months Ended June 30, 2010
 
Revenues
 
Total revenues for the six months ended June 30, 2011 were $1,161 compared to $11,340 for the same period ending June 30, 2010, representing a decrease of 90% from the same period in 2010. The decrease in revenue for the quarter was primarily a result of decrease in related party lease income.
 
Cost of Revenues
 
There were no costs of revenues for the six months ended June 30, 2011 or the six months ended June 30, 2010.
 
Operating Expenses
 
Operating expenses for the six months ended June 30, 2011 were $30,036 or 2,587% of revenue compared to $52,960 or 467% of revenue for the same period ended June 30, 2010.  The decrease was due to an overall decrease in general and administrative expenses, including $9,300 in accounting expenses and $2000 in legal expenses and 1,125 in transfer agent fees.  Depreciation and amortization expenses for the six months ended June 30, 2011 was $16,784 or 1446% of revenue compared to $21,371 or 188% of revenue for the same period in 2010. 
 
 
12

 
Interest and Financing Costs
 
Interest and financing costs for the six months ended June 30, 2011 were $(707) or 61% of revenue compared to $1728 or 15% of revenue for the period ended June 30, 2010.  The decrease for the six months period ended June 30, 2011 as compared to the same period in 2010 was due to a decrease in indebtedness in the Company.
 
Other Non-operating Income
 
The Company had non-operating income for the six months ended June 30, 2011of $392 compared to nil for the same period in 2010. 
 
Net Loss
 
Net loss for the six months ended June 30, 2011 was $(29,190) or 2514% of revenue compared to $(43,348) or 382% of revenue for the same period ended June 30, 2010. The decrease in the net loss for this period in 2011 is due to a decrease in general and administrative costs, specifically legal and accounting costs and a decrease in depreciation expenses. 
 
LIQUIDITY AND CAPITAL RESOURCES
 
Cash
 
Our primary source of liquidity is cash provided by operating, investing, and financing activities. Net cash used in operations for the six months ended June 30, 2011 was $23,719 as compared to $10,408 for the period ended June 30, 2010.   During the six months ended June30, 2011 we used $23,719 in cash from operating activities.  
 
Liquidity
 
The accompanying consolidated financial statements have been prepared assuming that the company will continue as a going concern. The Company incurred a net loss of $(29,190) and utilized cash in operating activities of $23,719) during the six months ended June 30, 2011.  These matters raise substantial doubt about the Company’s ability to continue as a going concern.  As of June 30, 2011 the Company had current assets that exceeded current liabilities by $37,584.

The Company’s current source of cash is capital raised for its operations and proceeds from the sale of its common stock.  The Company will continue to explore other sources of capital to expand and fund its current operations.
 
Cash Flows for the Six Months Ended June 30, 2011.
 
Operating activities for the six months ended June 30, 2011 produced no cash.  The accounts receivable for the Company is currently $15,000.  As of June 30, 2011 accounts payable decreased to $3,544 compared to $5,494 for the same period in 2010.   Depreciation and amortization for the six months ended June 30, 2011 totaled $16,784, a decrease of $4,587 from a total of $21,371 for the same period in 2010. There were no prepaid expenses for the period.
 
Net cash provided by financing activities was $23,719 for the six months ended June 30, 2011, compared to $10,408 for the same period of 2010.  There was a net increase in cash of $8,518 for the six months ended June 30, 2011, as compared to a net increase in cash of $9,999 for the same period in 2010.
 
Stockholder Matters
 
Stockholder’s equity was $66,775 on June 30, 2011, or $ 0.0042 per share outstanding.  As of June 30, 2011 stockholder’s equity was $37,584 or $ 0.0023 per share outstanding.
 
 
13

 
PART II – OTHER INFORMATION

ITEM 1.  Legal Proceedings
 
We know of no material, existing or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceeding or material pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our company.

ITEM 2.  Unregistered Sales of Equity Securities and Use of Proceeds

During the six months ended June, 2011, the company sold 250,000 shares of its common stock at $.20 per share resulting in proceeds of $50,000. These shares are restricted under Rule 144 of the Securities Act of 1933.   Proceeds from the sale of the common stock is being utilized for the development and marketing of SpeedSport Branding, Inc..
 
ITEM 3. Quantitative and Qualitative Disclosures about Market Risk.

As a “smaller reporting company,” we are not required to provide the information under this Item 3.

ITEM 4. Controls and Procedures

(a) Evaluation of disclosure controls and procedures. Based on the evaluation of our disclosure controls and procedures (as defined in Securities Exchange Act of 1934 Rules 13a-15(e) and 15d-15(e) required by Securities Exchange Act Rules 13a-15(b) or 15d-15(b), our Chief Executive Officer/Chief Financial Officer has concluded that as of the end of the period covered by this report, our disclosure controls and procedures were effective.
 
(b) Changes in internal controls. There were no changes in our internal controls over financial reporting that occurred during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
 
ITEM 6.  Exhibits
 
Copies of the following documents are included as exhibits to this report pursuant to Item 601 of Regulation S-K

SEC Ref. No.
 
Title of Document
31.1
 
Certification of the Principal Executive
   
Officer/ Principal Financial Officer pursuant
   
to Section 302 of the Sarbanes-Oxley Act of 2002*
     
32.1
 
Certification of the Principal Executive Officer/
   
Principal Financial Officer pursuant to U.S.C.
   
Section 1350 as adopted pursuant to Section 906
   
of the Sarbanes-Oxley Act of 2002*
     
* Filed herewith.
 
 
14

 
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

SPEEDSPORT BRANDING, INC.

Date: August 12, 2011
By: /s/ Roy C. Montgomery                                   
Roy C. Montgomery
Chief Executive Officer/Chief Financial Officer
 
15