UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2008

OR

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For The Transition Period From June 1, 2008 To September 30, 2008

Signature Leisure, Inc.  

(Exact name of small business issuer as specified in its charter)

Colorado
    
50-0012982
(State or other jurisdiction of incorporation or organization)
 
(IRS Employer Identification No.)

1375 Semoran Boulevard, Suite 1035
Casselberry, Florida 32707  

(Address of principal executive offices)

(407) 599-2886

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes x   No ¨

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ¨   
Accelerated filer ¨
Non-accelerated filer ¨ (Do not check if a smaller reporting company) 
Smaller reporting company x

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

The aggregate market value of the voting and non-voting common equity held by non-affiliates computed using the price ($0.0007), which the common equity was last sold, as of September 30, 2008 was $94,144.

The number of shares outstanding of each of the issuer's classes of common equity as of September 30, 2008:
395,477,965 shares of common stock



SIGNATURE LEISURE, INC.
TABLE OF CONTENTS

INDEX

 
 
Page Number
       
PART 1:  
FINANCIAL INFORMATION  
 
 
     
 
Item 1
Financial Statements
 
       
   
Condensed Consolidated Balance Sheets as of September 30, 2008 (unaudited) and December 31, 2007 (audited)
  3
       
   
Condensed Consolidated Statements of Operations for the three And nine months ended September 30, 2008 and 2007 (unaudited)
  4
       
   
Statement of Cash Flows for the nine months ended September 30, 2008 and 2007 (unaudited)
  5
       
   
Notes to the Financial Statements
  6
       
 
Item2
Management’s Discussion and Analysis of Financial Condition and Result of Operations
  10
       
 
Item 3
Quantitative and Qualitative Disclosures About Market Risk
  13
       
 
Item 4
Controls and Procedures
  13
       
Part II
OTHER INFORMATION
 
       
 
Item 1
Legal Proceedings
  14
       
 
Item 2
Unregistered Sales of Equity Securities and Use of Proceeds
  14
       
 
Item 3
Defaults Upon Senior Securities
  14
       
 
Item 4
Submission of Matters to a Vote of Security Holders
  14
       
 
Item 5
Other Information
  14
       
 
Item 6
Exhibits and Reports on Form 8-K
  14
       
 
SIGNATURES
  14

2

 
SIGNATURE LEISURE, INC.
CONDENSED CONSOLIDATED BALANCE SHEET

   
(Unaudited)
 
(Audited)
 
   
September 30,
 
December 31,
 
   
2008
 
2007
 
             
Current assets:
             
Cash
 
$
24,060
 
$
33,902
 
Accounts receivable
   
-
   
19,889
 
Deposits
   
-
   
5,425
 
Investment in marketable securities
   
4,463
   
283,125
 
Notes receivable
   
50,000
   
50,000
 
Accrued interest
   
4,753
   
1,260
 
Inventory
   
7,848
   
7,848
 
Total current assets
   
91,124
   
401,449
 
               
Equipment, less accumulated depreciation of $2,863 and $1,901
   
2,137
   
2,296
 
               
Intangible assets, net of accumulated amortization
   
-
   
832
 
               
Total assets
 
$
93,261
 
$
404,577
 
               
Liabilities and Shareholders' Equity
             
               
Current liabilities:
             
Accounts payable
 
$
22,385
 
$
198,415
 
Accrued liabilities
   
-
   
1,227
 
Accrued liabilities-related party
   
824,098
   
695,695
 
Line of credit
   
-
   
18,126
 
Note payable-related party
   
104,879
   
129,879
 
Notes payable
   
25,000
   
-
 
Accrued interest payable
   
10,966
   
2,644
 
Total current liabilities
   
987,328
   
1,045,986
 
               
Shareholders' equity:
             
Preferred stock, $.001 par value, 10,000,000 shares authorized; no shares issued and outstanding
   
-
   
-
 
Common stock, $.0001 par value, 500,000,000 shares authorized;
395,477,965 and 234,477,965 shares issued and outstanding, respectively
   
39,548
   
23,448
 
Additional paid-in capital
   
7,281,914
   
7,108,013
 
Treasury stock, 932,000 Shares, at cost
   
(26,673
)
 
(26,673
)
Retained deficit
   
(8,188,856
)
 
(7,746,197
)
Total shareholders' equity
   
(894,067
)
 
(641,409
)
               
Total liabilities and shareholders' equity
 
$
93,261
 
$
404,577
 

See notes to condensed consolidated financial statements

3


SIGNATURE LEISURE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)

   
For The Three Months Ended
 
For The Nine Months Ended
 
   
September 30,
 
September 30,
 
   
2008
 
2007
 
2008
 
2007
 
                   
Revenues
                         
Consulting
 
$
-
 
$
36,000
 
$
16,389
 
$
751,000
 
Sales
   
550
   
18,690
   
550
   
18,690
 
 
                  -    
-
 
Total revenue
   
550
   
54,690
   
16,939
   
769,690
 
                           
Operating expenses:
                         
Subcontract
   
7,500
   
100,116
   
99,050
   
126,566
 
Selling, general and administrative
   
90,185
   
224,517
   
364,496
   
767,762
 
Total operating expenses
   
97,685
   
324,633
   
463,546
   
894,328
 
Operating income (loss)
   
(97,135
)
 
(269,943
)
 
(446,607
)
 
(124,638
)
                           
Interest income
   
965
   
10,338
   
3,631
   
13,453
 
Gain on sale of marketable securities
   
-
   
179,753
   
115,423
   
164,724
 
Unrealized gain(loss) on marketable securities
   
-
   
358,334
   
(84,186
)
 
541,410
 
Interest expense
   
(10,907
)
 
-
   
(30,920
)
 
(32,303
)
Income (loss) before income taxes
   
(107,077
)
 
278,482
   
(442,659
)
 
562,646
 
                           
Provision for income taxes
   
-
   
-
   
-
   
-
 
Net income (loss)
 
$
(107,077
)
$
278,482
 
$
(442,659
)
$
562,646
 
                           
Weighted average income (loss) per share:
                         
Basic and diluted
 
$
(0.00
)
$
0.00
 
$
(0.00
)
$
0.00
 
Weighted average number of common shares outstanding
   
395,477,965
   
234,477,965
   
305,134,899
   
231,519,998
 

See notes to condensed consolidated financial statements

4


SIGNATURE LEISURE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)

   
For the Nine Months Ended
 
   
September 30,
 
   
2008
 
2007
 
             
CASH FLOWS FROM OPERATIONS
             
Net income (loss)
 
$
(442,659
)
$
562,646
 
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
             
Stock issued for services
   
-
   
128,313
 
Depreciation and amortization expense
   
1,796
   
5,651
 
(Gain)loss on sale of equity securities
   
(115,423
)
 
(164,724
)
Unrealized (gain)loss on investments
   
84,186
   
(541,410
)
Changes in assets and liabilities:
             
Accounts receivable
   
19,889
   
(19,889
)
Notes receivable
   
-
   
-
 
Accrued interest receivable
   
(3,493
)
 
-
 
Inventory and other current assets
   
5,424
   
(20,925
)
Accounts payable
   
(176,030
)
 
58,289
 
Accrued liabilities
   
(1,227
)
 
-
 
Accrued interest payable
   
30,920
   
32,302
 
Accrued salaries and related expenses
   
193,800
   
343,800
 
               
Net cash provided by (used in) operating activities
   
(402,817
)
 
384,053
 
               
CASH FLOWS USED IN INVESTING ACTIVITES
             
Purchase of equity securities
   
(155,500
)
 
(1,568,703
)
Proceeds from sale of equity securities
   
465,399
   
1,213,210
 
Payment for loan to Revenge Designs, LLC
   
-
   
(32,000
)
Purchase of computer equipment
   
(804
)
 
(1,475
)
Proceeds from sale of computer
   
-
   
864
 
               
Net cash provided by (used in) investing activities
   
309,095
   
(388,104
)
               
CASH FLOWS FROM FINANCING ACTIVITES
             
Proceeds from borrowings
   
25,000
   
67,826
 
Purchase of treasury stock
   
-
   
(25,622
)
Repayments of borrowings
   
(18,126
)
 
(2,459
)
Proceeds from loans from related parties
   
131,624
   
138,219
 
Repayments of loans from related parties
   
(54,618
)
 
(232,636
)
               
Net cash provided by financing activities
   
83,880
   
(54,672
)
               
Net change in cash
   
(9,842
)
 
(58,723
)
Cash, beginning of period
   
33,902
   
83,479
 
Cash, end of period
 
$
24,060
 
$
24,756
 
           
               
Interest paid
 
$
-
 
$
-
 
               
Income tax paid
 
$
-
 
$
-
 
               
Non cash transactions:
             
Stock issued for services
 
$
25,000
 
$
128,313
 
               
Stock issued for payment of debt to related party
 
$
165,000
 
$
128,313
 

See accompanying notes to consolidated financial statements

5

 
SIGNATURE LEISURES, INC.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1 − Nature of business and significant accounting policies

Basis of presentation
The unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles for interim financial statements and with the instructions to Form 10-Q and reflect all adjustments which, in the opinion of management, are necessary for a fair presentation. All such adjustments are of a normal recurring nature. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Certain amounts in the prior year statements have been reclassified to conform to the current year presentations. The statements should be read in conjunction with the financial statements and footnotes thereto included in the Company’s Form 10-KSB for the year ended December 31, 2007.

Description of organization
Signature Leisure, Inc. (referred to as “Signature” or the “Company”) has been focused on the following operations during the nine months ended September 30, 2008 and 2007:
 
On February 15, 2005, the Company acquired assets from Parker Productions for the purpose of providing modeling and event staffing services.
 
In July 2005, E Cubed Technologies, Inc. (“E Cubed”) was incorporated by the Company to assume the existing information technology consulting operations of Signature. Additionally, E Cubed is an authorized dealer for a company that provides document imaging and retrieval solutions through software products that securely scan, store, and retrieve documents.
 
In January of 2007 the Company formed a wholly owned subsidiary, Signature Leisure, Inc. in the State of Minnesota to provide business consulting services to assist non public companies who are going public. Additionally, the Company provides investor relation services to these companies by fielding inquiries from investors. During the course of these services the Company is given the opportunity to invest in the client’s common stock.

Management may also consider other opportunities as additional or alternative means to develop revenue for the company.

Consolidation
The condensed consolidated financial statements for the nine months ended September 30, 2008 and 2007 included in this report include the activities of Signature Leisure, Inc. and its wholly-owned subsidiaries, Parker Productions, Inc., E Cubed Technologies, Inc. and Signature Leisure, Inc. (Minnesota). All significant intercompany balances and transactions have been eliminated in consolidation.

Use of estimates
The preparation of the financial statements in conformity with generally accepted accounting principals requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities; 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. Accordingly, actual results could differ from those estimates.
 
Revenue recognition
The Company recognizes revenue for modeling and event staffing services in the period the services are provided.

The Company recognizes revenue from information technology consulting operations and document imaging and retrieval solutions when services are provided or when software is shipped.

The Company recognizes revenue from investor relation services when services are provided. Business consulting services are contracted for over a course of one year and recognized monthly.
 
Reclassifications
Certain reclassifications have been made to the prior years’ financial statements to conform to the current year presentation.  These reclassifications had no effect on previously reported results of operations or retained earnings.
 
6

 
Note 2 – Going concern

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. Based upon current operating levels, the Company may require additional capital or significant reconfiguration of its operations to sustain its operations for the foreseeable future.

The financial statements do not include any adjustments relating to the recoverability and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company’s continuation as a going concern is dependent upon its ability to generate sufficient cash flow to meet its obligations on a timely basis and ultimately to attain profitability. The Company has limited capital with which to pursue its business plan. There can be no assurance that the Company’s future operations will be significant and profitable, or that the Company will have sufficient resources to meet its objectives. The Company is partially dependent upon its officers and other insiders to provide working capital. However, there is no assurance that these loans and capital advances will continue in the future. The Company intends to generate sufficient revenues from consulting, investor relations, information technology consulting, and modeling and event planning services to fund its business plan. There is no assurance that the Company will be successful in raising additional funds.

Note 3 − Related party transactions

Notes payable
The following notes were issued to the Company’s president and sole director and are included in the accompanying financial statements as “Note payable-related party”.

During the nine months ended September 30, 2008, the Company executed promissory notes to its president totaling $332,498 as reimbursement for payment of expenses. The note carries a 12% interest rate.

On September 29, 2006 K & L International loaned the Company $50,000. Payments of interest only at 15% of the unpaid balance began on January 15, 2007 and continue quarterly on the 15th day of the first month of each subsequent quarter. The note matures on October 31, 2008. In January 2007, the interest payment was extended to April 15, 2007. In September 2007 K & L International loaned the Company $47,000 and combined the notes and accrued interest as of September 30, 2007 into one convertible note totaling $104,879. Interest accrues at 10%. Accrued interest totaled $10,966 at September 30, 2008. Principle and interest are payable when the note matures on December 31, 2008. The note can be paid in either cash or can be converted at the lenders discretion into common stock of the borrower at a discount of 50 %(fifty percent) of the closing bid price of the borrower’s stock price on the day prior to the date of the conversion notice. The beneficial conversion was recorded as interest expense of $78,659 through additional paid in capital.

Accrued liabilities-Related Party
Under the terms of the employment agreement, the president and sole director was awarded a monthly auto allowance of $700 per month and opportunities to receive performance-based bonuses. The balance owed at September 30, 2008 for the auto allowance totaled $27,433, which is included in “Accrued liabilities-related party”.

On January 18, 2007 the Company accrued a bonus to its president and sole director of $150,000 for the formation of a new business entity. This accrual is included in “Accrued liabilities-related party”.

For the nine months ended September 30, 2008, accrued salaries totaled $314,167 of which $314,167 was owed to the Company’s President. These accruals are included in “Accrued liabilities-related party”.

As of September 30, 2008, accrued interest expense on the Note payable to the Company’s President was $74,518. This accrual is included in “Accrued liabilities-related party”.

In June 2008, the Company issued 150,000,000 shares of common stock valued at $165,000 in partial payment of accrued salary.

7

 
Note 4 − Investments

The Company may purchase equity securities from its investor relations clients. These investments are classified as trading securities. The investments are recorded at market value. The cost of the investments held at September 30, 2008 and 2007 was $7,381 and $403,246, respectively. The total market value at September 30, 2008 and 2007 was $4,463 and $944,656, respectively. The Company recorded an unrealized gain (loss) on equity investments of $(84,186) and $541,410 for the nine months ended September 30, 2008 and 2007, respectively. For the nine months ended September 30, 2008 and 2007 the Company had realized gains of $115,423 and $164,724, respectively, from the sale of equity securities.

Note 5 − Line of Credit

The Company borrowed $20,000 on a MasterCard business line of credit. The interest rate is Prime plus 7.75%. The remaining unused line of credit available at September 30, 2008 was $20,000. The line of credit was paid off in April 2008.

Note 6 – Notes payable

On July 5, 2007 the Company borrowed $25,000 from KCG Capital, Ltd. During January 2008 the Company issued 11,000,000 shares of common stock in payment of this debt.

On January 24, 2008 the Company borrowed an additional $25,000 from KCG Capital, Ltd. The note is due June 30, 2008. The note is in default as of September 30, 2008.
 
Note 7 − Income taxes
 
The Company records its income taxes in accordance with Statement of Financial Accounting Standard No. 109, “Accounting for Income Taxes”. The Company incurred net operating losses during all periods presented resulting in a deferred tax asset, which was fully allowed for; therefore, the net benefit and expense resulted in no income taxes.

Note 8 − Common Stock

Preferred stock
Preferred stock may be issued in series as determined by the Board of Directors. As required by law, each series must designate the number of shares in the series and each share of a series must have identical rights of (1) dividend, (2) redemption, (3) rights in liquidation, (4) sinking fund provisions for the redemption of the shares, (5) terms of conversion and (6) voting rights. The Company is authorized to issue 10,000,000 of its $0.001 par value preferred stock. No preferred stock was issued and outstanding at September 30, 2008.

Stock-based compensation plan
During the year ended December 31, 2004, the Company adopted a stock compensation plan in order to provide compensation to consultants, advisors and employees. On January 24, 2006, the Company amended the stock compensation plan in order to provide additional compensation to consultants, advisors and employees. The plan was amended to add 20,000,000 shares. The plan will terminate when the last of the 20,000,000 allocated shares is granted or in August 2014, whichever is earlier. As of September 30, 2008, the Company has issued all shares under the plan. Shares issued for services are recorded at the fair value of the services provided.

Standby Equity Distribution Agreement
During October 2004, the Company entered into a Standby Equity Distribution Agreement (the “Agreement”) with Katalyst Capital Group Ltd (Katalyst). Under the terms of the Agreement, Katalyst has committed to purchase up to $5 million of the Company’s common stock over the course of 24 months after an effective registration of the Company’s common stock. Any purchases are to be issued under the securities laws of the United States under Regulation D. The purchase price has been set at 99% of the market price, which is to be calculated based on the lowest daily volume weighted average price of the stock over the five trading days following the Company’s funding request. The registration of the Company’s common stock took effect in June of 2006. 17,522,954 shares have been issued at a value of $692,719 under the Agreement through September 30, 2008.

8


Note 9 – Loan and equity purchase agreement

Revenge LLC, Loan and Equity Purchase
In July, 2006, Signature Leisure entered into a Loan and Stock Purchase Agreement with Revenge Designs, LLC (“Revenge”), Thomas Cress and Peter Collorafi (collectively “Owner”).

On July 14, 2006 the Company loaned to Revenge $50,000. On July 19, 2006 the Company loaned Revenge an additional $50,000 to bring the total loan to $100,000 with interest at 25%. Revenge agreed to pay $7,000 per quarter starting on January 1, 2007 and continuing on the 1st day of each subsequent quarter through September 30, 2008. The principal balance and any unpaid accrued interest mature on October 1, 2008.

On July 19, 2006 the Company paid to Revenge $100,000 for a 25% ownership interest. The Company is accounting for the investment under the equity method. The Company records its proportionate share of Revenge’s income or loss and reduces the investment accordingly. Through June 30, 2007, the losses incurred by Revenge reduced the Company’s investment to $0.

On September 29, 2006 the Company loaned Revenge an additional $100,000. Payments of interest only at 25% of the unpaid balance began on January 15, 2007 and continue quarterly on the 15th day of the first month of each quarter. The principal balance and any unpaid accrued interest mature on October 1, 2008.

As of September 30, 2007, the Company’s management recorded an allowance against the two promissory notes and related accrued interest totaling $243,178.

On September 19, 2007 the Company loaned Revenge an additional $32,000. Interest will accrue at 25%. The principal balance and any accrued interest mature on September 30, 2008.

In October of 2007 the Company combined the $200,000 notes receivable and the $32,000 note receivable. The Company sold the note in October 2007 for $50,000. The Company received a note receivable at an interest rate of 10%, payable in monthly installments beginning June 1, 2008.

In October 2007 the Company received 2,400,000 shares of preferred stock in Revenge Designs, Inc. for its 25% share in Revenge Designs, LLC, which represents a 30% interest in the new company.

In February of 2008 the Company declared a dividend to its shareholders of the 2,400,000 shares of preferred stock in Revenge Designs, Inc. The dividend is payable to shareholders of record on April 7, 2008. The shares were issued in May 2008.

Note 10 – Subsequent Event

In October 2008 the Company, received payment in full on the note receivable plus accrued interest from the sale of the Revenge Designs, LLC note receivable in October 2007.

9


Item 2.   Management's Discussion and Analysis of Financial Condition and Results of Operations  
 
This statement may include projections of future results and “forward looking statements” as that term is defined in Section 27A of the Securities Act of 1933 as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934 as amended (the “Exchange Act”). All statements that are included in this Quarterly Report, other than statements of historical fact, are forward looking statements. Although management believes that the expectations reflected in these forward looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct.
 
Summary of Operations
 
The business of Signature Leisure, Inc. during the period ending September 30, 2008 included the operations of Parker Productions, Inc., a modeling and event staffing business, E Cubed Technologies, an information technology services company; and, an investor relations and business consulting segment, a Minnesota based corporation under the name of Signature Leisure, Inc.
 
The continued focus of operations for the next 12-month period will be primarily the operations of Signature Leisure, Inc. (Investor Relations Division). E Cubed Technologies and Parker Productions are currently functioning operating units but have not historically generated significant revenues. Signature Leisure, Inc. expects to use profits from each operating units' operations to maintain and grow the operations of each operating unit. Parker Productions operates as a modeling and event staffing business. The individual models and staff that we provide to our clients operate as independent contractors. E Cubed Technologies is a network technologies service company, which is currently an authorized reseller of Dell products . Signature Leisure, Inc., investor relations and consulting division operations began in January 2007 and will continue to be developed as our primary business segment in 2008.
 
Signature Leisure, Inc. (Investor Relations Division)
 
Signature Leisure, Inc. continues to develop operations as an investor relations and consulting business. The Company, in January 2007, formed a Minnesota based corporation, also under the name of Signature Leisure, Inc. Signature maintains offices in Champlain, MN.
 
Signature is providing customers with two basic forms of service. The first is providing investor relations services for publicly traded companies. Signature represents client companies as their primary point of contact for their investors. We field phone calls and emails from investors so the management of our client companies can focus on operating and growing their businesses rather than fielding inquiries from investors. Presently, we are focused on developing a list of clients that are listed on either the Pink Sheets or the Over-The-Counter Bulletin Boards.
 
The second form of services is in the form of providing privately held companies with general business consulting services. Signature assists client companies with various projects and business management services. In addition, Signature provides services relating to business structure and organizational management, corporate planning and strategic growth management.
 
Due to the economic slowdown of the economy in general, and the downturn of the economic markets, the expansion and growth in this area has been nominal.
 
Parker Productions
 
Parker Productions, Inc. is a modeling and event staffing business. The individual models and staff that the Company provides to clients operate as independent contractors to the Company.
 
Parker Productions generates revenues by contracting models and event staff for client companies and organizations to utilize for special events and promotions. Some projects are billed as a flat fee for the entire promotional project; however, the majority are single event contracts, for which we charge the client a premium rate per hour for the contracted staff.
 
10


E Cubed Technologies
 
E Cubed Technologies has business operations in the greater Orlando, Florida area. E Cubed Technologies is an authorized reseller of Dell products. This means we have the ability to purchase computer and network hardware and software at reseller pricing for resale to our clients. It gives us the ability to access a partner website were we can get customized support, training options and partner only specials.

Consultants/Employees
 
Signature Leisure currently utilizes two consultant/employees, in addition to our sole officer and director Mr. Carnes, for operations in our business segments. Additional services required for our operations are provided by subcontractors engaged as required.

Signature Leisure, Inc. (Parent)
 
-
Stephen W. Carnes, President
 
-
Cynthia Wainwright, Administrative Assistant
 
-
Barbara Moran, Staff Attorney
Signature Leisure, Inc. (Investor Relations Division)
 
-
Stephen W. Carnes, President
Parker Productions (Event Staffing)
 
-
Stephen W. Carnes, President
 
-
Cynthia Wainwright, Administrative Assistant
E Cubed Technologies (Information Technology Services)
 
-
Stephen W. Carnes, Sales Director

Parker Productions, Inc. maintains a list of independent contractors for use at tradeshows and promotional events, these contractors are used on a random basis wholly dependent upon client need. All independent contractors are contracted on an "as needed" basis.

Financial Summary
 
Results of Operations for the Three-Months Ended September 30, 2008
 
The Company reports a net loss from operations of $107,077 for the three-month period ending September 30, 2008. Selling, general and administrative expenses totaled $90,185. Subcontract expenses were $7,500 for the same time period. 
 
The Company reported $550 in revenue as a result of sales for the three months ended September 30, 2008. The company experienced a net loss before taxes of $107,077.
 
Results of Operations for the Nine-Months Ended September 30, 2008
 
The Company reports a net loss from operations of $442,659 for the nine-month period ending September 30, 2008. Selling, general and administrative expenses totaled $364,496. Subcontract expenses were $99,050 or the same time period. Revenues for the period totaled $16,939.
 
The Company reported $550 in revenue as a result of sales for the nine months ended September 30, 2008. The company experienced a net loss before taxes of $442,659.
 
Liquidity and Capital Resources
 
During the nine months ended September 30, 2008 the Company's cash position decreased by $9,842. Net cash used in operating activities totaled $402,817; net cash provided by investing activities was $309,095; and, net cash provided by financing activities was $83,880.
 
Results of Operations
 
The company intends to refrain from any significant investment activities until such time as our assets are more substantial. The Company shall then maintain its investing activities to a level below 40% of those total assets so that we do not inadvertently become subject to the Investment Company Act of 1940.
 
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The company has changed policy regarding activities that could be considered investing activities due to a potential issue of the company inadvertently falling under the requirements of the Investment Company Act of 1940. It was never the company’s intention to be an investment company, nor had we ever held ourselves out to be such a company.
 
We had begun to develop more significant revenue through the operations of our business segment, which provides consulting services. We had previously accepted equity as payment for some services in this segment of operation and as a result of our revised policies; we will no longer be accepting equity as a form of payment. Our new policy to no longer accept equities as payment for services could negatively impact our ability to develop revenues in this segment as many potential clients have limited cash and in many instances would prefer to pay for services in some part with equity.
 
We cannot anticipate at this time when enough positive internal operating cash flow will develop to sustain operations. Until such time as we can generate sustained and substantial revenues we will rely on additional financing to maintain operations. In the event we cannot obtain the necessary capital to pursue our strategic plan, we may have to cease or significantly curtail our operations. This would materially impact our ability to continue operations.
 
Our near term cash requirements are anticipated to be offset through the receipt of funds from private placement offerings and loans obtained through private sources. Since inception, we have financed cash flow requirements through debt financing and issuance of common stock for cash and services. As we expand operational activities, we may continue to experience net negative cash flows from operations and will be required to obtain additional financing to fund operations through common stock offerings and bank borrowings to the extent necessary to provide working capital.
 
Over the next twelve months we believe that existing capital and anticipated funds from operations may not be sufficient to sustain operations and planned expansion. Consequently, we may be required to seek additional capital in the future to fund growth and expansion through additional equity or debt financing or credit facilities. No assurance can be made that such financing would be available, and if available it may take either the form of debt or equity. In either case, the financing could have a negative impact on our financial condition and our Stockholders.
 
We anticipate that we may incur additional operating losses over the next twelve months. Our sources of revenue, as compared to our prior operating history makes predictions of future operating results difficult to ascertain. Our prospects must be considered in light of the risks, expenses and difficulties frequently encountered by companies in their development stage. Such risks include, but are not limited to, an evolving and unpredictable business model and the management of growth. To address these risks we must, among other things, obtain a customer base, implement and successfully execute our business and marketing strategy, continue to develop and upgrade technology and products, respond to competitive developments, and attract, retain and motivate qualified personnel. There can be no assurance that we will be successful in addressing such risks, and the failure to do so can have a material adverse effect on our business prospects, financial condition and results of operations.

For complete financial information, please see the enclosed financial statements and the accompanying notes.

Off-Balance Sheet Arrangements
 
We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.
 
Going Concern
 
The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. Based upon current operating levels, the Company may require additional capital or significant reconfiguration of its operations to sustain its operations for the foreseeable future.
 
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The financial statements do not include any adjustments relating to the recoverability and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company’s continuation as a going concern is dependent upon its ability to generate sufficient cash flow to meet its obligations on a timely basis and ultimately to attain profitability. The Company has limited capital with which to pursue its business plan. There can be no assurance that the Company’s future operations will be significant and profitable, or that the Company will have sufficient resources to meet its objectives. The Company is partially dependent upon its officers and other insiders to provide working capital. However, there is no assurance that these loans and capital advances will continue in the future. The Company intends to generate sufficient revenues from consulting, investor relations, information technology consulting, and modeling and event planning services to fund its business plan. There is no assurance that the Company will be successful in raising additional funds.

Item 3.   Quantitative and Qualitative Disclosures About Market Risk
 
Not Applicable

Item 4 . Controls and Procedures

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES OVER FINANCIAL REPORTING

In connection with the preparation of this quarterly report on Form 10-Q, an evaluation was carried out by our management, with the participation of Management, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 ("Exchange Act")) as of September 30, 2008. Disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC rules and forms and that such information is accumulated and communicated to management, including the Chief Executive Officer/Principal Financial Officer, to allow timely decisions regarding required disclosures.

Based on that evaluation, our management concluded that our disclosure controls and procedures were effective in reporting information required to be disclosed within the time periods specified in the SEC's rules and forms.

Management's Report on Internal Control over Financial Reporting

Management of our company is responsible for establishing and maintaining adequate internal control over financial reporting. Our company's internal control over financial reporting is a process, under the supervision of Management designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company's financial statements for external purposes in accordance with United States generally accepted accounting principles. Internal control over financial reporting includes those policies and procedures that:

o Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the Company's assets;

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

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

Our management conducted an assessment of the effectiveness of the Company's internal control over financial reporting as of September 30, 2008, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, our management concluded that there was no material weakness in our internal controls over financial reporting, and accordingly, our controls are effective.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect all misstatements. Also, 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.
 
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This quarterly report does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only management's report in this annual report.

Changes in Internal Control over Financial Reporting

There were no significant changes in internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) during the quarter ended September 30, 2008, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Part II.   OTHER INFORMATION
 
Item 1.   Legal Proceedings
 
None, for the period ending June 30, 2008
 
Item 1A. Risk Factors
 
Smaller reporting companies are not required to provide the information required by this item.
 
Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds

There were no sales of unregistered securities during the period covered by this report.

Item 3.   Defaults Upon Senior Securities
 
On January 24, 2008 the Company borrowed $25,000 from KCG Capital, Ltd. The note was due June 30, 2008. The note is in default as of September 30, 2008.
 
Item 4.   Submission of Matters to a Vote of Security Holders
 
None, for the period ending September 30, 2008
 
Item 5.   Other Information

There was no information required to be disclosed on Form 8-K during the period covered by this report.
 
Item 6.   Exhibits and Reports on Form 8-K
 
Exhibits
 
Signature Leisure, Inc. includes herewith the following exhibits:
31.1   Certification of Principal Executive Officer (Rule 13a-14(a)/15(d)-14(a))
32.1   Certification of Principal Executive Officer (18 U.S.C. 1350)
 
Reports on Form 8-K
 
None, for the period ending September 30, 2008

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
     Signature Leisure, Inc.
   
Date: November 13, 2008
By:
/s/ Stephen W. Carnes, President
 
   
  Stephen W. Carnes, President
   
   Principal Executive Officer
   
  Principal Accounting Officer
 
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