- Annual Report (10-K)

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2008

Commission file number: 333-147979

CASEYCORP ENTERPRISES, INC .

(Exact name of registrant as specified in its charter)


Nevada		98-0523910
(State of incorporation)		(I.R.S. Employer Identification No.)

410 Park Avenue, 15 th Floor

New York, New York 10022

(Address of principal executive offices)

Tel: (888) 251-3422
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Exchange Act:
None

Securities registered pursuant to Section 12(g) of the Exchange Act:
Common Stock, $0.0001 par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes o No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x

Check whether the issuer (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 x No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):


Large accelerated filer o	Accelerated filer o
Non-accelerated filer o	Smaller reporting company x
(Do not check if a smaller reporting company)

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

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently computed second fiscal quarter. $11,250 based upon $0.001 per share which was the last price at which the common equity was issued to non-affiliates in consideration for consulting services rendered to the company, since there is no public bid or ask price.

The number of shares of the issuer’s common stock issued and outstanding as of March 23, 2009 was 11,250,000 shares.

Documents Incorporated By Reference:
None

TABLE OF CONTENTS


		Page
PART I
Item 1	Business	1
Item 1A	Risk Factors	4
Item 1B	Unresolved Staff Comments	4
Item 2	Properties	4
Item 3	Legal Proceedings	4
Item 4	Submission of Matters to a Vote of Security Holders	4

PART II
Item 5	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	5
Item 6	Selected Financial Data	5
Item 7	Management’s Discussion and Analysis of Financial Condition and Results of Operation	5
Item 7A	Quantitative and Qualitative Disclosures About Market Risk.	7
Item 8	Financial Statements.	7
Item 9	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	8
Item 9A (T)	Controls and Procedures	8
Item 9B	Other Information	9

PART III
Item 10	Directors, Executive Officers and Corporate Governance	10
Item 11	Executive Compensation	11
Item 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	12
Item 13	Certain Relationships and Related Transactions, and Director Independence	13
Item 14	Principal Accountant Fees and Services	13

PART IV
Item 15	Exhibits, Financial Statement Schedules	14
SIGNATURES		15

P ART I

I tem 1. Business

As used in this Annual Report on Form 10-K (this “Report”), references to the “Company,” the “Registrant,” “we,” “our” or “us” refer to CaseyCorp Enterprises, Inc., unless the context otherwise indicates.

Forward-Looking Statements

This Report contains forward-looking statements. For this purpose, any statements contained in this Report that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking information includes statements relating to future actions, prospective products, future performance or results of current or anticipated products, sales and marketing efforts, costs and expenses, interest rates, outcome of contingencies, financial condition, results of operations, liquidity, business strategies, cost savings, objectives of management, and other matters. You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as “may,” “will,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,” “potential,” or “continue” or the negative of these similar terms. The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking information to encourage companies to provide prospective information about themselves without fear of litigation so long as that information is identified as forward-looking and is accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially from those projected in the information.

These forward-looking statements are not guarantees of future performance and involve risks, uncertainties and assumptions that we cannot predict. In evaluating these forward-looking statements, you should consider various factors, including the following: (a) those risks and uncertainties related to general economic conditions, (b) whether we are able to manage our planned growth efficiently and operate profitable operations, (c) whether we are able to generate sufficient revenues or obtain financing to sustain and grow our operations, (d) whether we are able to successfully fulfill our primary requirements for cash, which are explained below under “Liquidity and Capital Resources”. We assume no obligation to update forward-looking statements, except as otherwise required under the applicable federal securities laws.

Corporate Background

CaseyCorp Enterprises, Inc. was incorporated on February 21, 2007 in the State of Nevada. We have not generated any revenue to date and are a development stage company. We are focused on developing and distributing advanced surveillance and security products. Currently, due to increased global terrorist threats and crime prevention activities, we believe that there is a growing need for flexible and technologically advanced security and surveillance products. We hope to offer security and surveillance products that will include digital, audio, video and a third generation photoelectric transmission technology security platform which is focused on enabling our product users to have uninterrupted, high quality security surveillance capabilities. We hope that our applications will allow users, such as municipal police departments, office buildings, banks, retail and wholesale operations, to better monitor and protect their respective areas of purview.

Our offices are currently located at 410 Park Avenue, 15 th Floor, New York 10022. Our telephone number is (888) 251-3422. We do not currently have a functioning website.

Our Business

CaseyCorp Enterprises, Inc. is a development stage company which was incorporated on February 21, 2007 in the state of Nevada. We have not yet commenced operations, other than developing and trying to execute on our business plan.

We are focused on developing and distributing advanced surveillance and security products. Currently, due to increased global terrorist threats and crime prevention activities, there is a growing need for technologically advanced security and surveillance products. We hope to offer security and surveillance products that will include digital, audio, video and a third generation photoelectric transmission technology security platform which is focused on enabling our product users to have uninterrupted, high quality security surveillance capabilities. Our goal is to improve security and surveillance capabilities by providing quality products to municipalities, businesses and organizations that require reliable security measures. We hope that the Company’s applications will allow users, such as municipal police departments, office buildings, banks, retail and wholesale operations, to better monitor and protect their respective areas of purview.

We anticipate providing our surveillance and security products to customers through direct sales or distribution of equipment, as well as the installation and maintenance for all of our hardware and software sold. The various products that we will develop will be of a flexible and modular architecture to allow our products and software to be installed one application at a time or all at once, and to integrate easily with software developed by other vendors or the client. This enables our clients to install our software without the disruption and expense of replacing their existing software systems to gain additional functionality.

Our Market

We have identified three primary markets for our security and surveillance products and software solutions. Initial marketing will focus on direct sales to municipalities, office buildings and retail establishments. Once a strong customer is established we wish to enter the governmental sector.

Objectives

Our goal is to improve security and surveillance capabilities by providing quality products to municipalities, businesses and organizations that require reliable security measures with an innovative third generation digital security platform along with high quality surveillance equipment.

Product Development

Our products are intended to assist municipalities, businesses and organizations that require reliable security measures to improve operations and optimize effectiveness. We believe that once we are able to offer our customers an innovative third generation digital security platform along with high quality surveillance equipment, we will improve the technological and communication problems currently plaguing the surveillance and security arena.

Our equipment and software will eventually allow our customers to integrate and upgrade their current surveillance. As providing products for all these various potential clients would constitute dozens of intricate programs that would require considerable time and financial resources to create, we intend to approach product development in an incremental fashion.


	•	Stage 1 – Our initial efforts will be to create a beta third generation surveillance programming platform which will be designed to allow viewing of surveillance equipment feeds to our clients through easy and secure internet access. This will allow our customers direct viewing access via any internet portal to the area of surveillance. Additionally, we would need to insure that our programming platform will be compatible with the state of the art CCTV’s currently available. When creating the beta products, we will utilize the assistance of a wide array of professionals including security professionals, programmers, website developers and marketing experts. Initially, we hope to employ these professionals on a per diem or consulting basis.
	•	Stage 2 – Once our surveillance programming platform is operational and revenue generating we intend to use any earned revenue we may receive to commence development of our own closed caption television cameras and lenses. This equipment will assist security minded organizations to improve their surveillance capabilities in numerous areas. These benefits will include improved integration, increased access and the ability to consolidate their maintenance concerns. By incrementally adding to our products in a methodical fashion we hope to attract and retain a broad customer base.
	•	Stage 3 – To be effective on a long term basis it will be a major imperative for us to remain relevant and interesting to our customer base. We expect that creative and useful programming must be developed on a continued basis and will remain an expense for the foreseeable future. This need is further exaggerated by the ever changing needs of the security field. Additionally, increased programming will allow us to add to our product line and that will allow the company to increase corporate revenue.

The incremental approach described above, will allow us to begin product development on a limited financial budget. As revenues increase, additional programs can be developed. Ultimately, we would like to have a product line that offers our clients an efficient and easy way to monitor and secure their respective objectives.

Marketing

Upon completion of our beta programs, the company will have a need for a detailed marketing plan that will afford for a wide exposure of our services to our preferred markets. Our preferred markets would include:


•	Municipalities
•	Office Buildings/Complexes
•	Retail Organizations
•	Warehouses
•	Government Facilities

We hope to target our preferred markets with a thorough a direct sales approach as well as an advertising campaign that would include online and traditional print.

We expect to distribute our products through various means including on a subscription basis via remote application-hosting services as an Application Service Provider (ASP) or licensed and installed locally.

Competition

The security surveillance industry is highly competitive with numerous large and small companies competing in the same market as the Company.. The products we plan to introduce will encounter strong competition from many other companies, including many with greater financial resources than ours. Among our competitors we include companies such as Vicon Industries, Inc., GVI Security Solutions, Inc. and China Security & Surveillance Technology, INC. As the security surveillance industry market continues to expand, we expect there to be significant competition from companies similar to ours, as well as from larger and more established companies.

Employees

We have no full time employees at this time. All functions, including development, strategy, negotiations and clerical are currently being provided without compensation by our two officers.

I tem 1A. Risk Factors

Not required for Smaller Reporting Companies.

I tem 1B. Unresolved Staff Comments

Not applicable.

I tem 2. Properties

We do not lease or own any real property. We currently maintain our corporate offices at 410 Park Avenue, 15th Floor, New York, NY 10022. We currently pay rent of $150, on a month to month basis, for this space. We believe that this space will be sufficient until we start generating revenues and need to hire employees.

I tem 3. Legal Proceedings.

There are no pending legal proceedings against the Company or which any of the Company’s property is the subject.

I tem 4. Submission of Matters to a Vote of Security Holders.

During the year ending December 31, 2008, there were no matters which were submitted to a vote of the Company’s shareholders through the solicitation of proxies or otherwise.

P ART II

I tem 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Market Information

Our common stock is eligible to be traded on the Over-The-Counter Bulletin Board, under the ticker symbol CCPR. However, there is no established public trading market for our common stock.

Holders

As of March 23, 2009, there were 41 stockholders of record of our common stock.

Dividends

We have never declared or paid any cash dividends on our common stock nor do we anticipate paying any in the foreseeable future. Furthermore, we expect to retain any future earnings to finance our operations and expansion. The payment of cash dividends in the future will be at the discretion of our Board of Directors and will depend upon our earnings levels, capital requirements, any restrictive loan covenants and other factors the Board considers relevant.

Equity Compensation Plans

We do not have any equity compensation plans.

Purchases of Equity Securities by the Small Business Issuer and Affiliated Purchasers

We have not repurchased any shares of our common stock during the fiscal year ended December 31, 2008.

I tem 6. Selected Financial Data.

Not applicable.

I tem 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Certain statements contained in this prospectus, including statements regarding the anticipated development and expansion of our business, our intent, belief or current expectations, primarily with respect to the future operating performance of CaseyCorp Enterprises, Inc. And the services we expect to offer and other statements contained herein regarding matters that are not historical facts, are “forward-looking” statements. Future filings with the Securities and Exchange Commission, future press releases and future oral or written statements made by us or with our approval, which are not statements of historical fact, may contain forward-looking statements, because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. All forward-looking statements speak only as of the date on which they are made. We undertake no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they are made.

Overview

Caseycorp Enterprises, Inc. is focused on developing and distributing of advanced surveillance and security products. With adequate funding we feel that we are well positioned to execute our business plan.

Plan of Operation

Over the course of the next twelve month period we plan to continue focusing our efforts on software development with the objective of creating a beta practice management program which will be designed to automate and streamline a number of administrative functions required for operating a medical organization/practice. We recognize that our current management and Board of Directors do not have sufficient business planning experience to create these systems. Accordingly, it is our intention to seek out a consulting firm(s) that specializes in this arena. Upon completion of our business plan we will need to raise additional funds to retain the services of professionals. Additionally, we will utilize this time period to actively seek out qualified individuals who can assume key management positions to assist the company in attaining its stated goals.

Results of Operations

We are a development stage company and have not generated any revenues to date. Our expenses in the year ended December 31, 2008 amounted to $40,882, as compared to $21,317 in the period from February 21, 2007 (inception) to December 31, 2007. Expenses in 2008 included $37,529 in professional fees, incurred in connection with the preparation of our financial statements and $3,353 of miscellaneous other expenses.

Our net loss in the year ended December 31, 2008, amounted to $41,074, as compared to $21,317 in the period from February 21, 2007 (inception) to December 31, 2007.

Liquidity and Capital Resources

We had no cash at December 31, 2008, as compared to cash in the amount of $26,147 at December 31, 2007. Cash and cash equivalents from inception to date have been sufficient to provide the operating capital necessary to operate to date. As of the date hereof, we do not have sufficient resources to effectuate our business plan. We expect to incur a minimum of $100,000 in expenses during the next twelve months of operations. We estimate that this will be comprised mostly of development and operating expenses including; $75,000 towards software development, $5,000 towards marketing materials and website. Additionally, $20,000 will be needed for general overhead expenses such as for reimbursed expenses, corporate legal and accounting fees, office overhead and general working capital. Accordingly, we will have to raise the funds to pay for these expenses. We might do so through a private offering. We potentially will have to issue debt or equity or enter into a strategic arrangement with a third party. There can be no assurance that additional capital will be available to us. We currently have no agreements, arrangements or understandings with any person to obtain funds through bank loans, lines of credit or any other sources.

Going Concern Consideration

Our independent auditors included an explanatory paragraph in their report on the accompanying financial statements regarding concerns about our ability to continue as a going concern. Our financial statements contain additional note disclosures describing the circumstances that lead to this disclosure by our independent auditors.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

I tem 7A. Quantitative and Qualitative Disclosures About Market Risk.

Not applicable.

I tem 8. Financial Statements.

CASEYCORP ENTERPRISES, INC
(A DEVELOPMENT STAGE COMPANY)
INDEX TO FINANCIAL STATEMENTS
DECEMBER 31, 2008


		Page

Reports of Independent Registered Public Accounting Firms		F-1 – F-2
Financial Statements:
Balance Sheets as of December 31, 2008 and 2007		F-3
Statements of Operations for the year ended December 31, 2008, for the period commencing February 21, 2007 (inception) to December 31, 2007 and for the period commencing February 21, 2007 (inception) to December 31, 2008		F-4
Statements of Stockholders’ Equity for the year ended December 31, 2008 and for the period commencing February 21, 2007 (inception) to December 31, 2007		F-5
Statements of Cash Flows for the years ended December 31, 2008, for the period commencing February 21, 2007 (inception) to December 31, 2007 and for the period commencing February 21, 2007 (inception) to December 31, 2008		F-6
Notes to Financial Statements		F-7

R EPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Stockholders
Caseycorp Enterprises, Inc.

We have audited the accompanying balance sheet of Caseycorp Enterprises, Inc. (a Development Stage Company) (“the Company”) as of December 31, 2008 and the related statements of operations, stockholders’ deficiency and cash flows for the year then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

The balance sheet as of December 31, 2007 and the statement of operations, changes in stockholders’ deficit and cash flows of the company for the period then ended were audited by other auditors whose unqualified opinion on those financial statements was rendered on March 18, 2008 and whose report has been furnished to us and our opinion, insofar as it relates to the amounts included for the year 2007, is based solely on the report of other auditors. Those financial statements include an explanatory paragraph describing conditions that raised substantial doubt about the Company’s ability to continue as a “going concern.”

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. Also, an audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Caseycorp Enterprises, Inc. at December 31, 2008, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has incurred an operating loss for the period February 21, 2007 (inception) to December 31, 2008, has had no revenues and has not commenced planned principal operations. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans regarding those matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.


	/s/ Barzily & Co.
Jerusalem, Israel
March 23, 2009

F-1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Stockholders
CaseyCorp Enterprises, Inc.

We have audited the accompanying balance sheet of CaseyCorp Enterprises, Inc. (a Development Stage Company) (“the Company”) as of December 31, 2007 and the related statements of operations, stockholders’ equity and cash flows for the period February 21, 2007 (inception) to December 31, 2007. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of CaseyCorp Enterprises, Inc. at December 31, 2007, and the results of its operations and its cash flows for the period February 21, 2007 (inception) to December 31, 2007 in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has incurred an operating loss for the period February 21, 2007 (inception) to December 31, 2007, has had no revenues and has not commenced planned principal operations. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans regarding those matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.


	/s/ WOLINETZ, LAFAZAN & COMPANY, P.C.
Rockville Centre, New York
March 18, 2008

F-2

CASEYCORP ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS

ASSETS

	At December 31,			At December 31,
	2008			2007
Current assets:
Cash	$	--		$	26,147
Total current assets		--			26,147

Total assets	$	--		$	26,147


LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)

Current liabilities:
Accounts payable and accrued liabilities	$	12,091		$	1,664
Loans payable		4,500			--
Total current liabilities		16,591			1,664

Commitments and contingencies		--			--

Stockholders' equity (deficiency):
Preferred stock, $0.0001 par value; 5,000,000
shares authorized, none issued and outstanding
Common stock, $0.0001 par value; 500,000,000
shares authorized, 11,000,000 shares issued
and outstanding		1,100			1,100
Additional paid-in capital		44,700			44,700
Deficit accumulated during the development stage		(62,391	)		(21,317	)
Total stockholders' equity (deficiency)		(16,591	)		24,483

Total liabilities and stockholders' equity (deficiency)	$	--		$	26,147

The accompanying notes are an integral part of these financial statements.

F-3

CASEYCORP ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS

				For the period			For the period
				February 21, 2007			February 21, 2007
	For the year			(inception)			(inception)
	ended			to			to
	December 31,			December 31,			December 31,
	2008			2007			2008
Net revenues	$	--		$	--		$	--

Costs and expenses:
Professional fees		37,529			17,500			55,029
General and administrative expenses		3,353			2,664			6,017
Start up costs					1,153			1,153
Total costs and expenses		40,882			21,317			62,199

Operating loss		(40,882	)		(21,317	)		(62,199	)

Other expense:
Interest expense		(192	)		--			(192	)

Net loss	$	(41,074	)	$	(21,317	)	$	(62,391	)

Basic and diluted loss per share	$	(0.00	)	$	(0.00	)	$	(0.00	)

Weighted average common shares outstanding		11,000,000			10,644,231			10,832,106

The accompanying notes are an integral part of these financial statements.

F-4

CASEYCORP ENTERPRISES, INC..
(A DEVELOPMENT STAGE COMPANY)
S TATEMENT OF STOCKHOLERS’ EQUITY (DEFICIENCY)

							Deficit
							accumulated
					Additional		during the
	Common Stock				paid-in		development
	shares		amount		capital		stage			Total

Balance at February 21, 2007			$	--	$	--	$	--		$	--

Common stock issued to founders
at $0.0001 per share		8,000,000		800		--		--			800

Common stock issued to private
investors at $0.015 per share		3,000,000		300		44,700		--			45,000

Net loss for the period								(21,317	)		(21,317	)

Balance at December 31, 2007		11,000,000	$	1,100	$	44,700	$	(21,317	)	$	24,483

Net loss for year ended December 31, 2008		--		--		--		(41,074	)		(41,074	)

Balance at December 31, 2008		11,000,000	$	1,100	$	44,700	$	(62,391	)	$	(16,591	)

The accompanying notes are an integral part of these financial statements.

F-5

CASEYCORP ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
S TATEMENTS OF CASH FLOWS

				For the period			For the period
				February 21, 2007			February 21, 2007
	For the year			(inception)			(inception)
	ended			to			to
	December 31,			December 31,			December 31,
	2008			2007			2008

Cash flows from operating activities:
Net loss	$	(41,074	)	$	(21,317	)	$	(62,391	)
Adjustments to reconcile net loss to net cash
used in operating activities:
Changes in assets and liabilities:
Increase in accounts payable
and accrued liabilities		10,427			1,664			12,091

Net cash used in operating activities		(30,647	)		(19,653	)		(50,300	)

Cash flows from financing activities:
Proceeds of borrowings		4,500			--			4,500
Proceeds from sale of common stock		--			45,800			45,800

Net cash provided by financing activities		4,500			45,800			50,300

Increase (decrease) in cash		(26,147	)		26,147			--

Cash - beginning of period		26,147			--			--

Cash - end of period	$	--		$	26,147		$	--

The accompanying notes are an integral part of these financial statements.

F-6

CASEYCORP ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
N OTES TO FINANCIAL STATEMENTS

NOTE 1 - GENERAL

Caseycorp Enterprises, Inc. (“the Company”) was incorporated on February 21, 2007 under the laws of the State of Nevada.

The company is focused on developing and distributing advanced surveillance and security products. Currently, due to increased global terrorist threats and crime prevention activities, there is a growing need for technologically advanced security and surveillance products. The Company anticipates providing surveillance and security products to customers through direct sales or distribution of equipment, as well as the installation and maintenance for all of its hardware and software sold.

There is no assurance, however, that the Company will achieve its objectives or goals.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

Our financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America.

We do not participate in, nor have we created, any off-balance sheet special purpose entities or other off-balance sheet financing.

We have identified the accounting policies below as critical to our business operations and the understanding of our results of operations.

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of December 31, 2008, and expenses for the period then ended, and cumulative from inception. Actual results could differ from those estimates made by management

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with maturities of three months or less at the date acquired to be cash equivalents.

F-7

CASEYCORP ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Revenue Recognition

For revenue from product sales, the Company will recognize revenue in accordance with Staff Accounting Bulletin No. 104, “Revenue Recognition” (SAB No. 104), which superseded Staff Accounting Bulletin No. 101, “Revenue Recognition in Financial Statements” (SAB No. 101). SAB No. 104 requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management’s judgment regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowance, and other adjustments will be provided for in the same period the related sales are recorded.

Loss per Common Share

Basic loss per share is computed by dividing the net loss attributable to the common stockholders by the weighted average number of shares of common stock outstanding during the period. Fully diluted loss per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. There were no dilutive financial instruments issued or outstanding for the year ended December 31, 2008

Income Taxes

The Company accounts for income taxes in accordance with Statement of Financial Accounting Standards No. 109, “Accounting for Income Taxes” (“SFAS No. 109”). This Statement prescribes the use of the liability method whereby deferred tax assets and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance, if necessary to reduce the amount of deferred tax assets to their estimated realizable value.

F-8

CASEYCORP ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Fair Value of Financial Instruments

The Company estimates the fair value of financial instruments using the available market information and valuation methods. Considerable judgment is required in estimating fair value. Accordingly, the estimates of fair value may not be indicative of the amounts the Company could realize in a current market exchange. As of December 31, 2008, the carrying value of accrued liabilities and loans approximated fair value due to the short-term nature and maturity of these instruments.

Deferred Offering Costs

The Company defers as other assets the direct incremental costs of raising capital until such time as the offering is completed. At the time of the completion of the offering, the costs are charged against the capital raised. Should the offering be terminated, deferred offering costs are charged to operations during the period in which the offering is terminated.

Fiscal Year End

The Company has adopted a fiscal year end of December 31.

Recently Issued Accounting Pronouncements

SFAS 157 – Fair Value Measurement:

In September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements (“FAS 157”). This standard defines fair value, establishes a framework and gives guidance regarding the methods used for measuring fair value, and expands disclosures about fair value measurements. This standard is effective for financial statements issued for fiscal years beginning after November 15, 2007. In February 2008, the FASB released a FASB Staff Position (FSP FAS 157-2- Effective Date of FASB Statement No. 157) which delays the effective date of SFAS No. 157 for all non-financial assets and non-financial liabilities, except those that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually) to fiscal years beginning after November 15, 2008. The partial adoption of SFAS No. 157 on January 1, 2008, for financial assets and liabilities did not have a material impact on the Company’s financial position or results of operations.

FSP No. 157-3: Determining the Fair Value of a Financial Asset When the Market for That Asset is Not Active (“FSP No. 157-3”):

In October 2008, the FASB issued FSP No. 157-3, which clarifies the application of SFAS No. 157 in a market that is not active and provides an example to illustrate key considerations in determining the fair value of a financial asset when the market for that financial asset is not active. The guidance emphasizes that determining fair value in an inactive market depends on the facts and circumstances and may require the use of significant judgments. FSP No. 157-3 is effective upon issuance, including prior periods for which financial statements have not been issued. The adoption of FSP No. 157-3 did not have a material impact on the Company.

F-9

CASEYCORP ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Recently Issued Accounting Pronouncements (continued)

SFAS 159- The Fair Value Option for Financial Assets and Liabilities:

In February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities - Including an amendment of FASB Statement No. 115,” which provides a fair value option election that permits entities to irrevocably elect to measure certain financial assets and liabilities (exceptions are specifically identified in the Statement) at fair value as the initial and subsequent measurement attribute, with changes in fair value recognized in earnings as they occur. SFAS No. 159 permits the fair value option election on an instrument-by-instrument basis at initial recognition of an asset or liability or upon an event that gives rise to a new basis of accounting for that instrument. The adoption of SFAS No. 159 on January 1, 2008, for financial assets and liabilities did not have a material impact on the Company’s financial position or results of operations.

FSP FAS 133-1 and FIN 45-4: Disclosures about Credit Derivatives and Certain Guarantees: An Amendment of FASB Statement No. 133 and FASB Interpretation No.45; and Clarification of the Effective Date of FASB Statement No. 161 (“FSP No. FAS 133-1 & FIN 45-4” or “the FSP”):.

In September 2008, the FASB issued the FSP to address the concerns of financial statement users that existing disclosure requirements under SFAS No. 133 do not adequately reflect the potential adverse effects of changes in credit risk on the financial statements of the sellers of credit derivatives. FSP No. FAS 133-1 & FIN 45-4 requires disclosure of additional information about these potential adverse effects of changes in credit risk on the financial position, financial performance, and cash flows of sellers of credit derivatives. The disclosures are required for all credit derivatives, whether freestanding or embedded in a hybrid instrument. The FSP also amends FIN No. 45 to require additional disclosure about the current status of the payment performance risk of a guarantee. This new disclosure applies to all guarantees, not just those related to credit risk. The provisions in the FSP are effective for reporting periods ending after November 15, 2008, or December 31, 2008. The Company has reviewed the impact of FSP FAS 133-1 and FIN 45-4 and determined that it is not applicable for the Company.

FSP No. FAS 140-4 and FIN 46(R)-8: Disclosures by Public Entities (Enterprises) about Transfers of Financial Assets and Interests in Variable Interest Entities (“FSP No. FAS 140-4 & FIN 46(R)-8”).

In December 2008, the FASB issued FSP No. FAS 140-4 & FIN 46(R)-8, which expands the required disclosures pertaining to an enterprise’s involvement with VIEs and is intended to provide more transparent information related to that involvement. The new disclosure requirements include additional information regarding consolidated VIEs as well as a requirement for sponsors of a VIE to disclose certain information even if they do not hold a

F-10

CASEYCORP ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Recently Issued Accounting Pronouncements (continued)

significant financial interest in the VIE. FSP No. FAS 140-4 & FIN 46(R)-8 is effective for reporting periods ending after December 15, 2008 but there was no material impact to the Company disclosures.

The following accounting standards have been issued, but as of December 31, 2008 are not yet effective and have not been adopted by the Company.

SFAS No. 141(revised 2007): Business Combinations (“SFAS No. 141(R)”) and SFAS No. 160: Noncontrolling Interests in Consolidated Financial Statements, an amendment of ARB No. 51 (“SFAS No. 160”):

In December 2007, the FASB issued SFAS No. 141(R) and SFAS No. 160. SFAS No. 141(R) will significantly change how business acquisitions are accounted for at the acquisition date and in subsequent periods. The standard changes the accounting for the business combination at the acquisition date to a fair value based approach rather than the cost allocation approach currently used. Other differences include changes in the accounting for acquisition related costs, contingencies and income taxes. SFAS No. 160 changes the accounting and reporting for minority interests, which will be classified as a component of equity and will be referred to as noncontrolling interests. SFAS No. 141(R) and SFAS No. 160 will be effective for public companies for fiscal years beginning on or after December 15, 2008. SFAS No. 141(R) and SFAS No. 160 will be applied prospectively, except for the presentation and disclosure requirements in SFAS No. 160 for existing minority interests which will require retroactive adoption. Early adoption is prohibited. The Company has reviewed the future impact of SFAS No. 141(R) and SFAS No. 160 and determined that is not applicable for the Company.

SFAS No. 161 “Disclosures about Derivative Instruments and Hedging Activities” (“SFAS No. 161”):

In March 2008, the FASB issued SFAS No. 161 “Disclosures about Derivative Instruments and Hedging Activities” (“SFAS No. 161”), which will require increased disclosures about an entity’s strategies and objectives for using derivative instruments; the location and amounts of derivative instruments in an entity’s financial statements; how derivative instruments and related hedged items are accounted for under SFAS No. 133, and how derivative instruments and related hedged items affect its financial position, financial performance, and cash flows. Certain disclosures will also be required with respect to derivative features that are credit risk-related. SFAS No. 161 is effective for the Company beginning on January 1, 2009 on a prospective basis. The Company does not expect this standard to have a material impact on the Company’s results of operations or financial condition.

F-11

CASEYCORP ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Recently Issued Accounting Pronouncements (continued)

SFAS No 162: The Hierarchy of Generally Accepted Accounting Principles (“SFAS No. 162”):

In May 2008, the FASB issued SFAS No. 162, which identifies the framework, or hierarchy for selecting accounting principles to be used in preparing financial statements presented in conformity with U.S. GAAP. SFAS No. 162 amends the existing U.S. GAAP hierarchy established and set forth in the American Institute of Certified Public Accountants (“AICPA”) Statement of Auditing Standards No. 69, The Meaning of Present Fairly in Conformity With Generally Accepted Accounting Principles (“SAS 69”). The framework serves as a guide in determining the appropriate accounting treatment to be used for a transaction or event. The Company does not expect SFAS No. 162 to have an impact on the Company’s current accounting practices. The Standard will become effective 60 days following the SEC’s approval of Public Company Accounting Oversight Board (“PCAOB”) amendments to AU Section 411, The Meaning of Present Fairly in Conformity with Generally Accepted Accounting Principles.

FSP No. FAS 142-3: Determination of the Useful Life of Intangible Assets (“FSP No. FAS 142-3”):

In April 2008, the FASB issued FSP No. FAS 142-3, which amends the factors considered in developing renewal or extension assumptions used to determine the useful life of a recognized intangible asset under SFAS No. 142. FSP No. 142-3 requires a consistent approach between the useful life of a recognized intangible asset under SFAS No. 142 and the period of expected cash flows used to measure the fair value of an asset under SFAS No. 141(R). The FSP also requires enhanced disclosures when an intangible asset’s expected future cash flows are affected by an entity’s intent and/or ability to renew or extend the arrangement. FSP No. 142-3 is effective for financial statements issued for fiscal years beginning after December 15, 2008, January 1, 2009 for the Company, and is to be applied prospectively. Early adoption is prohibited. The Company has not completed its analysis of the potential impact of FSP No. 142-3, but does not believe the adoption will have a material impact on the Company’s financial condition, results of operations, or cash flows.

FASB Staff Position (“FSP”) Accounting Principles Board (“APB”) 14-1, Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement):

In May 2008, the FASB issued FASB Staff Position (“FSP”) Accounting Principles Board (“APB”) 14-1, “Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement).” FSP APB 14-1 applies to convertible debt instruments that, by their stated terms, may be settled in cash (or other assets) upon conversion, including partial cash settlement of the conversion option. FSP APB 14-1 requires bifurcation of the instrument into a debt component that is initially recorded at fair value and an equity component. The difference between the fair value of the debt component and the initial proceeds from issuance of the instrument is recorded as a component of equity.

F-12

CASEYCORP ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Recently Issued Accounting Pronouncements (continued)

The liability component of the debt instrument is accreted to par using the effective yield method; accretion is reported as a component of interest expense. The equity component is not subsequently re-valued as long as it continues to qualify for equity treatment. FSP APB 14-1 must be applied retrospectively to previously issued cash-settleable convertible instruments as well as prospectively to newly issued instruments. FSP APB 14-1 is effective for fiscal years beginning after December 15, 2008, and interim periods within those fiscal years. We are currently evaluating the impact of FSP APB 14-1 to our financial statements.

EITF 08-3: Accounting by Lessees for Maintenance Deposits (“EITF 08-3”):

In June 2008, the Emerging Issues Task Force (“EITF”) issued EITF 08-3, which clarifies how a lessee accounts for nonrefundable maintenance deposits. Under EITF 08-3, nonrefundable maintenance deposits will be recorded as a deposit asset and as reimbursable maintenance is performed by the lessee, the underlying maintenance is expensed or capitalized in accordance with the lessee’s accounting policy. EITF 08-3 is effective for the Company beginning on January 1, 2009. Early adoption is not permitted. The effect of adoption will be reflected as a change in accounting principle through a cumulative effect adjustment to the opening balance of retained earnings in the year of adoption. The Company is currently reviewing the potential impact of EITF 08-3, but at this time does not believe it will have a material impact on the Company’s financial statements.

FSP No. FAS 132(R)-1: Employers’ Disclosures about Postretirement Benefit Plan Assets (“FSP No. FAS 132(R)-1”):

In December 2008, the FASB issued FSP No. FAS 132(R)-1, which provides guidance regarding an employer’s disclosures about plan assets of a defined benefit pension or other postretirement plan. The FSP is effective for fiscal years ending after December 15, 2009, or the year ending December 31, 2009 for the Company. The Company has reviewed FAS 132 (R) and determined is not applicable for the Company.

EITF 08-6: Equity Method Investment Accounting Considerations (“EITF 08-6”):

In November 2008, EITF 08-6 was issued. This Issue clarifies the accounting for certain transactions and impairment considerations involving equity method investments. EITF 08-6 makes certain amendments to APB 18. The Company does not expect EITF 08-6 to have a significant impact on current practice. EITF 08-6 is effective for fiscal years beginning on or after December 15, 2008, and interim periods within those fiscal years, consistent with the effective dates of Statement 141(R) and Statement 160.

F-13

CASEYCORP ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Development Stage activities and Going Concern

The Company is considered a development stage company as defined in Statement of Financial Accounting Standards (“SFAS”) No. 7.

The Company has not commenced planned principal operations. The Company had no revenues and incurred a net loss of $41,074 for the year ended December 31, 2008 and a net loss of $62,391 for the period February 21, 2007 (date of inception) through December 31, 2008. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern.

The Company is attempting to address its lack of liquidity by raising additional funds. There can be no assurance that sufficient funds will be generated during the next periods or that funds will be available from external sources such as debt or equity financings or other potential sources. The lack of additional capital could force the Company to curtail or cease operations and would, therefore, have a material adverse effect on its planned and intended business. Furthermore, there can be no assurance that any such required funds, if available, will be available on attractive terms or that they will not have a significant dilutive effect on the Company’s existing stockholders.

NOTE 3 - COMMON STOCK

In February 2007 the Company issued 8,000,000 shares of common stock at $.0001 per share to two individuals who are the founders of the Company for proceeds of $800.

In March 2007 the Company sold 3,000,000 shares of common stock at $.015 per share to private investors for proceeds of $45,000.

F-14

CASEYCORP ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS

NOTE 4 - DEFERRED OFFERING COSTS

Deferred offering costs of $17,500 related to a proposed offering of common stock by the Company were written offing during the period February 21, 2007 (inception) to December 31, 2007 as professional fees since such proposed offering was terminated on March 6, 2008.

NOTE 5 – LOANS PAYABLE

Loans payable bear interest at 8% per annum and due on demand.

NOTE 6 – AGREEMENT FOR BUSINESS ACQUISITION

On September 23, 2008, the Company entered into an agreement with Picitup Israel Ltd., an Israeli corporation (“Picitup”), and Albumeyes Corp., a Nevada corporation (“Albumeyes”), whereby the Company shall acquire Albumeyes, with the result that Albumeyes shall become a wholly owned subsidiary of the Company. Picitup is a wholly owned subsidiary of Albumeyes.

Albumeyes is a holding company whose primary asset is 100% of the outstanding shares of Picitup. Picitup is a visual search engine which allows images to be searched by their properties and not just by their names or tags.

Pursuant to the September 23, 2008 agreement, the Company was to purchase all of the outstanding shares of Albumeyes. In addition, certain shareholders of Picitup were to purchase shares of Company common stock held by current shareholders of the Company, as well as newly issued shares of the Company, so that at the closing of the transaction, these Picitup shareholders will own approximately 51% of the Company. The agreement also stated that current directors and officers of the Company shall resign at the closing.

The closing of this transaction was contingent upon, among other things, shareholder approval of an amendment to the Company’s bylaws. As of December 31, 2008 the agreement has ceased from being effective and no acquisition actually took place.

NOTE 7 – SUBSEQUENT EVENT

In January 2009 the Company issued 250,000 shares of its common stock to service providers in consideration of services rendered totaling $250.

F-15

I tem 9 Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.

None

I tem 9A (T). Controls and Procedures.

(a) Conclusions Regarding Disclosure Controls and Procedures . Disclosure controls and procedures are the Company’s controls and other procedures that are designed to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that it files under the Exchange Act is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. Management is responsible for establishing and maintaining adequate internal control over financial reporting.

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-14(c) promulgated under the Exchange Act as of December 31, 2008, and, based on their evaluation, as of the end of such period, our disclosure controls and procedures were effective as of the end of the period covered by the Annual Report.

(b) Management’s Report On Internal Control Over Financial Reporting . It is management’s responsibilities to establish and maintain adequate internal controls over the Company’s financial reporting. Internal control over financial reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Exchange Act as a process designed by, or under the supervision of, the issuer’s principal executive and principal financial officers and effected by the issuer’s management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

• Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the issuer;

• Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and that receipts and expenditures of the issuer are being made only in accordance with authorizations of management of the issuer; and

• Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the issuer’s assets that could have a material effect on the financial statements.

As of the end of the period covered by the Annual Report, an evaluation was carried out under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our internal control over financial reporting. Management assessed the effectiveness of our internal control over financial reporting as of December 31, 2008. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework.

Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, our disclosure controls and procedures were effective.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Because of the inherent limitations of internal control, there is a risk that material misstatements may not be prevented or detected on a timely basis by internal control over financial reporting. However, these inherent limitations are known features of the financial reporting process. Therefore, it is possible to design into the process safeguards to reduce, though not eliminate, this risk.

This Annual Report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit us to provide only management’s report in this Annual Report.

(c) Changes in Internal Control Over Financial Reporting . There were no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

I tem 9B. Other Information.

None.

P ART III

I tem 10. Directors, Executive Officers and Corporate Governance.

Directors and Executive Officers

The following table sets forth certain information regarding the members of our board of directors and our executive officers:


Name	Age	Positions and Offices Held
Israel Levy 410 Park Avenue 15 th Floor New York, NY 10022	30	Director, Chairman, Chief Executive Officer, President and Treasurer
Yehoshua Lustig 410 Park Avenue 15 th Floor New York, NY 10022	29	Director and Secretary

Mr. Israel Levy has been our Chairman, Chief Executive Officer, President, Treasurer and a Director since the Company’s inception. Mr. Levy currently owns and operates a small software development firm and has been doing so since the fall of 2001. His area of expertise is assisting start-up medical practices to implement effective surveillance systems. Prior to starting his own consulting business in Jerusalem, Israel, Israel worked as a software programmer at the office of LygroTech in Jerusalem, Israel during the period of 1999 through the summer of 2001.

Mr. Yehoshua Lustig has been our Secretary and a Director since the Company’s inception. Mr. Lustig is currently an accounting tutor to university students in Tel-Aviv and Jerusalem, Israel. Yehoshua has operated in this capacity since the summer of 2003. For two years prior, Yehoshua served as a teaching assistant for high school mathematics. Additionally, Yehoshua intends to return to school on a part-time basis to earn a masters degree in accounting.

There are no familial relationships among any of our directors or officers. None of our directors or officers is a director in any other U.S. reporting companies. None of our directors or officers has been affiliated with any company that has filed for bankruptcy within the last five years. The Company is not aware of any proceedings to which any of the Company’s officers or directors, or any associate of any such officer or director, is a party adverse to the Company or any of the Company’s subsidiaries or has a material interest adverse to it or any of its subsidiaries.

Each director of the Company serves for a term of one year or until the successor is elected at the Company’s annual shareholders’ meeting and is qualified, subject to removal by the Company’s shareholders. Each officer serves, at the pleasure of the board of directors, for a term of one year and until the successor is elected at the annual meeting of the board of directors and is qualified.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities Exchange Act of 1934 requires officers and directors of the Company and persons who own more than ten percent of a registered class of the Company’s equity securities to file reports of ownership and changes in their ownership with the Securities and Exchange Commission, and forward copies of such filings to the Company. We believe, based solely on our review of the copies of such forms, that during the fiscal year ended December 31, 2008, all reporting persons complied with all applicable Section 16(a) filing requirements.

Auditors

Barzily & Co., an independent registered public accounting firm, is our auditor.

We do not currently have a Code of Ethics applicable to our principal executive, financial and accounting officers. We do not have a “financial expert” on the board or an audit committee or nominating committee.

Potential Conflicts of Interest

Since we do not have an audit or compensation committee comprised of independent directors, the functions that would have been performed by such committees are performed by our directors. The Board of Directors has not established an audit committee and does not have an audit committee financial expert, nor has the Board established a nominating committee. The Board is of the opinion that such committees are not necessary since the Company has only two directors, and to date, such directors have been performing the functions of such committees. Thus, there is a potential conflict of interest in that our directors and officers have the authority to determine issues concerning management compensation, nominations, and audit issues that may affect management decisions. We are not aware of any other conflicts of interest with any of our executive officers or directors.

Involvement in Certain Legal Proceedings

There are no legal proceedings that have occurred within the past five years concerning our directors, or control persons which involved a criminal conviction, a criminal proceeding, an administrative or civil proceeding limiting one’s participation in the securities or banking industries, or a finding of securities or commodities law violations.

I tem 11. Executive Compensation.

Summary Compensation

Since our incorporation on February 21, 2007, we have not paid any compensation to our directors or officers in consideration for their services rendered to our Company in their capacity as such. We have no employment agreements with any of our directors or executive officers. We have no pension, health, annuity, bonus, insurance, stock options, profit sharing or similar benefit plans.

Since our incorporation on February 21, 2007, no stock options or stock appreciation rights were granted to any of our directors or executive officers. We have no long-term equity incentive plans.

Outstanding Equity Awards

None of our directors or executive officers holds unexercised options, stock that has not vested, or equity incentive plan awards.

Compensation of Directors

Since our inception, no compensation has been paid to any of our directors in consideration for their services rendered in their capacity as directors.

I tem 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The following table lists, as of March 23, 2009, the number of shares of common stock of our Company that are beneficially owned by (i) each person or entity known to our Company to be the beneficial owner of more than 5% of the outstanding common stock; (ii) each officer and director of our Company; and (iii) all officers and directors as a group. Information relating to beneficial ownership of common stock by our principal shareholders and management is based upon information furnished by each person using “beneficial ownership” concepts under the rules of the Securities and Exchange Commission. Under these rules, a person is deemed to be a beneficial owner of a security if that person has or shares voting power, which includes the power to vote or direct the voting of the security, or investment power, which includes the power to vote or direct the voting of the security. The person is also deemed to be a beneficial owner of any security of which that person has a right to acquire beneficial ownership within 60 days. Under the Securities and Exchange Commission rules, more than one person may be deemed to be a beneficial owner of the same securities, and a person may be deemed to be a beneficial owner of securities as to which he or she may not have any pecuniary beneficial interest. Except as noted below, each person has sole voting and investment power.

The percentages below are calculated based on 11,250,000 shares of our common stock issued and outstanding as of March 23, 2009. We do not have any outstanding options, warrants or other securities exercisable for or convertible into shares of our common stock. Unless otherwise indicated, the address of each person listed is c/o Caseycorp Enterprises, Inc., 410 Park Avenue, 15 th Floor, New York NY 10022.

Name of Beneficial Owner	Number of Shares of Common Stock Beneficially Owned		Percent of Common Stock Beneficially Owned

Israel Levy		7,500,000		67%

Yehoshua Lustig		500,000		4%

All directors and executive officers as a group (two persons)		8,000,000		71%
5% stockholders		0		0%
All directors, executive officers and 5% stockholders as a group (two persons)		8,000,000		71%

I tem 13. Certain Relationships and Related Transactions, and Director Independence.

Related Transactions

None

Director Independence

We are not subject to listing requirements of any national securities exchange or national securities association and, as a result, we are not at this time required to have our board comprised of a majority of “independent directors.” We do not believe that any of our directors currently meet the definition of “independent” as promulgated by the rules and regulations of the American Stock Exchange.

I tem 14. Principal Accounting Fees and Services.

From February 21, 2007 and through the subsequent periods for fiscal year ended December 31, 2007, and for the three and six month periods ended March 31, 2008 and June 30, 2008, respectively, our principal independent auditor was Wolinetz, Lafazan & Company, P.C. (“Wolinetz”)

From November 12, 2008 and as of today our principal independent auditor is Barzily & Co.

The following are the services provided and the amount billed:

Audit fees

The aggregate fees billed by Wolinetz for professional services rendered for the review of the Company’s financial statements included in the Company’s Quarterly Reports on Form 10-Q for the three and six month periods ended March 31, 2008 and June 30, 2008 respectively, during fiscal years 2008 were $4,500.

The aggregate fees billed or to be billed by Barzily for professional services rendered for the audit of the Company’s annual consolidated financial statements for the fiscal year ended December 31, 2008, and for the review of the financial statements included in the Company’s Quarterly Reports on Form 10-Q for the nine month period ended September 30, 2008, during fiscal years 2008 were $6,000.

Audit related fees

Other than the fees described under the caption “Audit Fees” above, Wolinetz and Barzily did not bill any fees for services rendered to us during fiscal years 2008 for assurance and related services in connection with the audit or review of our financial statements.

Tax fees

There were no fees billed by Wolinetz or Barzily for tax services rendered during the fiscal year ended December 31, 2008.

All other fees

There were no fees billed by Wolinetz or Barzily for other professional services rendered during the period for fiscal years ended December 31, 2008

PRE-APPROVAL OF SERVICES

We do not have an audit committee. Our Board of Directors pre-approves all services, including both audit and non-audit services, provided by our independent accountants. For audit services, each year the independent auditor provides our Board of Directors with an engagement letter outlining the scope of the audit services proposed to be performed during the year, which must be formally accepted by the Board of Directors before the audit commences. The independent auditor also submits an audit services fee proposal, which also must be approved by the Board of Directors before the audit commences.

P ART IV

I tem 15. Exhibits. Financial Statement Schedules.


Exhibit		Description

3.1		Articles of Incorporation of Registrant (annexed to the Registration Statement on Form SB-2 filed with the Securities and Exchange Commission on December 6, 2007 and incorporated herein by reference)
3.2		By-Laws of Registrant (annexed to the Registration Statement on Form SB-2 filed with the Securities and Exchange Commission on December 6, 2007 and incorporated herein by reference)
10.1		Form of Regulation S Subscription Agreement (annexed to the Registration Statement on Form SB-2 filed with the Securities and Exchange Commission on December 6, 2007 and incorporated herein by reference)
31.1		Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act (filed herewith)
32.1		Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley (filed herewith)

S IGNATURES

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.


Date: March 23, 2009
	CASEYCORP ENTERPRISES, INC.

	By:	/s/ Israel Levy
	Name: Israel Levy
	Title: President, Chief Executive Officer, Chairman, and Director (Principal Executive, Financial, and Accounting Officer)

In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


Date: March 23, 2009	By:	/s/ Israel Levy
	Name: Israel Levy
	Title: President, Chief Executive Officer, Chairman, and Director (Principal Executive, Financial, and Accounting Officer)

Date: March 23, 2009	By:	/s/ Yehoshua Lustig
	Name: Yehoshua Lustig
	Title: Secretary and Director