TLDN Telidyne Inc (CE)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

FORM 10-Q

 

QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended March 31, 2010

 

Commission file number 0001027484

 

TILDEN ASSOCIATES, INC.

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

 

DELAWARE		11-3343019
(State or other jurisdiction of incorporation		(I.R.S. Employer
or organization)		Identification No.)

 

300 Hempstead Turnpike, West Hempstead, NY 11552

(Address of principal executive offices)

 

(516) 746-7911

(Issuer’s telephone number, including area code)

 

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

 

The number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: May 16, 2010 was 11,385,903 shares of Common Stock - $.0005 par value.

 

Transitional Small Business Disclosure Format:

Yes  o   No  x

 

Indicate by check mark whether 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 preceeding 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.

Indicate by check mark whether registrant is a large accelerated filer, a non-accelerated filer, or a smaller reporting company.

 

Large accelerated filer	o	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	x

 

Indicate by check mark whether registrant is a shell company (as defined in Rule 12b.2 of the Exchange Act)

 

Table of Contents for Form 10-Q

 

		Page
PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements
	Consolidated Balance Sheets at March 31, 2010 (unaudited) and December 31, 2009 (audited)	3
	Consolidated Statements of Operations for the Three Month Periods Ended March 31, 2010 and 2009 (unaudited)	4
	Consolidated Statements of Cash Flows for the Three Month Periods Ended March 31, 2010 and 2009 (unaudited)	5
	Notes to Consolidated Financial Statements	6 - 9
Item 2.	Management’s Discussion and Analysis or Plan of Operation	10 - 11
Item 3.	Controls and Procedures	12
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	13
Item 2.	Changes in Securities and Use of Proceeds	13
Item 3.	Defaults Upon Senior Securities	13
Item 4.	Submission of Matters to a Vote of Security Holders	13
Item 5.	Other Information	13
Item 6.	Exhibits	13
SIGNATURE		14
CERTIFICATION

 

 

TILDEN ASSOCIATES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

		March 31, 2010				December 31, 2009
		(Unaudited)
ASSETS
Cash and cash equivalents		$	411,071			$	488,909
Accounts and notes receivable - net of allowance for doubtful accounts of $317,737 and $290,066 at March 31, 2010 and December 31, 2009, respectively			387,805				349,916
Inventory			4,300				4,300
Prepaid expenses and other current assets			4,164				4,164
Total current assets			807,340				847,289
Property and equipment, net of accumulated depreciation of $23,020 and $23,020, respectively			—				—
Intangible assets, net of accumulated amortization of $123,124 and $122,758, respectively			280,672				281,038
Security deposits			68,485				72,484
Accounts and notes receivable, net of current portion			22,784				25,000
Total other assets			371,941				378,522
Total assets		$	1,179,281			$	1,225,811
LIABILITIES AND STOCKHOLDERS’ EQUITY
LIABILITIES
Accounts payable and accrued expenses		$	161,117			$	204,307
Deposits on franchise and business acquisitions			183,000				198,000
Income taxes payable			36,592				39,271
Deferred Income			34,270				34,270
Total current liabilities			414,979				475,848
Security deposits			122,799				126,799
Total liabilities			537,778				602,647
STOCKHOLDERS’ EQUITY
Common stock, $.0005 par value; 30,000,000 shares authorized; 11,425,903 shares issued and outstanding at March 31, 2010 and December 31, 2009, respectively			5,713				5,713
Additional paid-in capital			1,642,836				1,641,088
Retained earnings (accumulated deficit)			(987,046	)			(1,003,637	)
			661,503				643,164
Less: treasury stock - 40,000 shares, stated at cost			(20,000	)			(20,000	)
Total stockholders’ equity			641,503				623,164
Total liabilities and stockholders’ equity		$	1,179,281			$	1,225,811

 

See notes to consolidated financial statements.

 

 

TILDEN ASSOCIATES, INC. AND SUBSIDIARIES

CONSOLIDATED  STATEMENTS  OF  OPERATIONS

(UNAUDITED)

 

		Three Months Ended March 31,
		2010				2009
Revenues
Initial franchise acquisition fees		$	5,000			$	—
Royalty fees			124,033				149,668
Sale of Company owned location			93,000				—
Rental income from realty rental			108,470				132,423
Miscellaneous income			3,813				13,539
Total Revenue			334,316				295,630
Cost of Operations
Broker Fees			12,000
Costs of Company owned location sold			20,000				—
Franchise development fees			5,691				7,186
Rent paid for real estate sublet			102,554				112,119
Total Operating Costs			140,245				119,305
Gross Profit			194,071				176,325
Selling, general and administrative expenses			180,933				184,152
(Loss) from operations before other income and expenses and provision for income taxes			13,138				(7,827	)
Other Income
Interest income			3,453				4,982
Total other income			3,453				4,982
Income (loss) before provision for income taxes			16,591				(2,845	)
Provision for income taxes
Current			—				—
Deferred			—				—
Net Income (loss)		$	16,591			$	(2,845	)
Per Share Data
Basic earnings per share		$	—			$	—
Diluted earnings per share		$	—			$	—
Weighted Average Shares Outstanding:
Basic			11,385,903				11,385,903
Diluted (including dilutive stock options outstanding)			12,256,777				11,385,903

 

See notes to consolidated financial statements.

 

 

TILDEN ASSOCIATES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

 

		Three Months Ended March 31,
		2010				2009
Operating Activities
Net Income (loss)		$	16,591			$	(2,845	)
Adjustmens to reconcile net income (loss) to net cash provided by (used for) operating activities:
Depreciation and amortization			366				2,230
Provision for bad debt			27,671				35,586
Stock options expense			1,748				374
Changes in operating assets and liabilities
Accounts and notes receivable			(63,344	)			(24,009	)
Security deposits receivable			3,999				(12,000	)
Accounts payable and accrued expenses			(43,190	)			(47,184	)
Deposits on franchise and business acquisitions			(15,000	)			27,217
Income taxes payable			(2,679	)			(1,141	)
Security deposits payable			(4,000	)			(13,600	)
Net cash provided by (used for) operating activities			(77,838	)			(35,372	)
Investing Activities			—				—
Financing Activities			—				—
Net increase (decrease) in cash			(77,838	)			(35,372	)
Cash and cash equivalents at beginning of the period			488,909				504,259
Cash and cash equivalents at end of the period		$	411,071			$	468,887
Supplemental Cash Flow Information:
Interest paid		$	—			$	—
Income Taxes Paid		$	2,679			$	1,141

 

See notes to consolidated financial statements.

 

 

TILDEN ASSOCIATES, INC and SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 1 – Organization and Business Operations

 

The Company was incorporated in the state of Delaware in June 1995 and is in the business of selling automotive franchises and administering and supporting full service automotive repair centers under the name “TILDEN FOR BRAKES CAR CARE CENTERS”. The majority of franchises are currently located in New York, Florida and Colorado, with twelve states being represented and expansion plans for several additional states.

 

NOTE 2 - Interim Financial Statements

 

The unaudited financial statements as of March 31, 2010 and for the three months ended March 31, 2010 and 2009 have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with instructions to Form 10-Q. In the opinion of management, the unaudited financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the financial position as of March 31, 2010 and the results of operations and cash flows for the periods ended March 31, 2010 and 2009. The financial data and other information disclosed in these notes to the interim financial statements related to these periods are unaudited. The results for the three months ended March 31, 2010 is not necessarily indicative of the results to be expected for any subsequent quarter of the entire year ending December 31, 2010. The balance sheet at December 31, 2009 has been derived from the audited financial statements at that date.

 

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the Securities and Exchange Commission’s rules and regulations. These unaudited financial statements should be read in conjunction with our audited financial statements and notes thereto for the year ended December 31, 2009 as included in our report on Form 10-K.

 

NOTE 3 - Accounts and Notes Receivable

 

Accounts and notes receivable consisted of the following:

 

 

NOTE 4 – Property and Equipment

 

Property and equipment consisted of the following:

 

 

Depreciation expense for the three months ended March 31, 2010 and the year ended December 31, 2009 was $0 and $1,799, respectively.

 

 

NOTE 5 - Intangible Assets

 

Intangible assets consisted of the following:

 

The Company incurred trademark costs of $0 and $1,097 during the three months ended March 31, 2010 and the year ended December 31, 2009, respectively. During the year ended December 31, 2009, the Company reflected a loss on the impairment of franchise and market area rights in the amount of $40,276. The impaired rights had an original cost of $50,345 and accumulated amortization of $10,069. The Company tests the carrying value of franchise and market area rights on a franchise-by-franchise basis and identifies individual franchise rights requiring write-down. Of the intangible assets listed above, only trademarks have been amortized for the three months ended March 31, 2010 and the year ended December 31, 2009. The amortization expense was $366 and $1,706, respectively.

 

NOTE 6 – Credit Line

 

In August, 2006, the Company secured a $250,000 revolving line of credit with a stated rate of interest of prime plus one percentage point. The line is secured by the assets of the Company. As of March 31, 2010, the Company has not utilized any of the available line of credit.

 

NOTE 7 – Income Taxes

 

Tilden Associates Inc. and its subsidiaries have elected to file   a consolidated income tax return for Federal and New York State income tax purposes. Tax expense is allocated to each subsidiary based on the proportion of its taxable income to the total consolidated taxable income.

 

A reconciliation of the expected income tax expense (benefit) to reported income tax follows:

 

		March 31,
		2010				2009
Federal income tax (benefit) at 35% statutory income tax rate		$	5,807			$	(996	)
Nondeductible increase (nontaxable decrease) in allowance for doubtful accounts			9,685				(5,850	)
Change in valuation allowance			(15,492	)			6,846
Provision for income taxes		$	—			$	—

 

Net operating loss carryovers at December 31, 2009 were approximately $575,000 and will expire in years from 2010 to 2029. The Company does not anticipate fully utilizing these carryovers in 2010.

 

 

NOTE 8 – Commitments and Contingencies

 

Leases

 

The Company, through various subsidiaries, sub-lets properties to several franchisees. Additionally, several franchisees sub-let property from affiliates of the Company’s President (See Note 10). Franchisees typically pay rent on these properties to the subsidiaries. In some circumstances, franchisees may pay rent directly to the lessors of the operating leases. Future minimum lease payments under these   operating leases at December 31, 2009 are as follows:

2010			248,381
2011			233,921
2012			200,851
2013 and thereafter			861,046
		$	1,544,199

 

The Company leases an office in New York under an agreement that commenced in October 2003 and expires in September 2013. Total gross rent expense for the three months ended March 31, 2010 and 2009 was $5,994 and $4,708, respectively.

 

The future minimum annual rental payments at December 31, 2009 are as follows:

2010			22,875
2011			23,325
2012			24,675
2013			18,675
		$	87,550

 

Employment Agreements

 

The President of the Company, Mr. Robert Baskind, has an employment contract that renews annually on the first day of each year and which entitled him to a salary of approximately $171,000 during 2009. In accordance with the terms of the employment contract, he is entitled to five percent increases on a yearly basis. The employment agreement, as amended, expires in 2015. Additionally, Mr. Baskind’s agreement provides for other customary provisions.

 

NOTE 9 – Concentration of Credit Risk

 

Financial instruments that potentially subject the Company to credit risk include cash and accounts and notes receivable. At March 31, 2010, one account exceeded federally insured limits by approximately $11,000 and at December 31, 2009, one account exceeded the federally insured limits by approximately $11,000. Also, at March 31, 2010 and December 31, 2009, the Company had accounts and notes receivable from franchisees of approximately $411,000 and $375,000, respectively, net of an allowance for doubtful accounts of approximately $318,000 and $290,000, respectively. Notes receivable, derived principally from sales of franchises and market areas, are collateralized by the franchise agreements to which they relate. Presently, a majority of the Company’s franchises are within the states of New York, Florida and Colorado.

 

NOTE 10 - Related Party Transactions

 

Franchise Facilities

 

The Company rents certain Franchise locations owned or leased by the Company’s president and affiliates, which are sublet to Franchisees. For the three months ended March 31, 2010 and the year ended December 31, 2009, rent paid to the Company’s president and affiliates for real estate sublet was $7,666 and $23,444 respectively. Management believes that the lease payments made by the Company to these officers, directors, and affiliates are at fair market value and are approximately equal to the rent charged to the Franchises occupying each facility.

 

 

NOTE 11 - Stock Options

 

Tilden Associates, Inc. Stock Option Plans

 

From May 1998 to December 2005, the Company adopted several Tilden Associates, Inc. Stock Option Plans (“the Plans”) on an annual basis. The Company may issue incentive options for a term of no greater than ten years and non-incentive stock options for a term of no greater than eleven years. The incentive stock options may be issued with an exercise price of no less than 100% of the fair market value of the stock at the time of the grant. However, in the case of employees holding greater than 10% of the Company’s common stock, the option price shall not be less than 110% of the fair market value of the stock at the time of the grant and the term of the option may not exceed five years. The non-incentive stock options may be issued with an exercise price of no less than 50% of the fair market value of the stock at the time of the grant. Additionally, options may be granted to any eligible person for shares of common stock of any value provided that the aggregate fair market value of the stock with respect to which incentive stock options are exercisable for he first time during any calendar year, shall not exceed $100,000. Additionally, the option price shall be paid in full at the time of exercise in cash or, with the approval of the Board of Directors, in shares of common stock. Further, if prior to the expiration of the option the employee ceases to be employed by the Company, the options granted will terminate 90 days after termination of the employee’s employment with the Company.

 

From 1998 to 2005, the Company granted stock options to purchase a total of 7,038,300 shares of the Company’s common stock at exercise prices ranging from $0.01 per share to $3.00 per share. Through December 31, 2005, 32,500 options were exercised, 938,800 options expired or were forfeited, and 6,067,000 options remained outstanding at December 31, 2005.

 

On July 18, 2006, a derivative action was filed challenging the issuance of stock options by the Company to members of management and the Board of Directors between 2001 and 2005. In August of 2006, the Company rescinded the remaining 6,067,000 stock options issued in the years 2001 to 2005. On September 11, 2006, the action was settled.

 

On December 22, 2008, the Company granted a total of 1,150,000 stock options (600,000 options to the Company’s chief executive officer, 525,000 options to the Company’s two other directors, and 25,000 options to a Company consultant. The options are exercisable at a price of $0.02 per share and expire in five years.The $7,475 fair value of the options, which was calculated using the Black-Scholes option pricing model using the following assumptions: $0.01 stock price, $0.02 exercise price, 2% risk free interest rate and 100% volatility, is being expensed over the requisite service period of five years beginning January 1, 2009. During the year ended December 31, 2009, the Company recorded compensation expense of $1,122 on the options.

 

On December 17, 2009, the Company granted a total of 1,150,000 stock options (600,000 options to the Company’s chief executive officer, 525,000 options to the Company’s two other directors, and 25,000 options to a Company consultant. The options are exercisable at a price of $0.02 per share and expire in five years. The $27,485 fair value of the options, which was calculated using the Black-Scholes option pricing model using the following assumptions: $0.03 stock price, $0.02 exercise price, 2% risk free interest rate and 100% volatility, is being expensed over the requisite service period of five years beginning January 1, 2010.

 

At December 31, 2009, total unrecognized compensation costs relating to stock options was $33,838. During the three months ended March 31, 2010, the Company recorded compensation expense of $1,748 on the options. At March 31, 2010 total unrecognized compensation costs relating to stock options was $32,090.

 

NOTE   12 – Franchises and Market Area Activities

 

Franchises

 

During the three months ended March 31, 2010 and 2009, the Company sold 0 and 0 new franchises, respectively. As of March 31, 2010 and 2009, the Company had 43 and 46 active franchised locations, respectively. Throughout each year several franchises are returned to the Company’s control either through foreclosures or abandonment.

 

Market Areas

 

During the three months ended March 31, 2010 and 2009, the Company sold no rights to develop new market areas.

 

NOTE 13 – Retirement Plan

 

 In November, 2006, the Company adopted a qualified deferred arrangement 401(k) plan where employees may contribute up to the Internal Revenue Service deferred compensation limit for 401(k) plans, which was $16,500 in 2009. The plan allows the Company to make optional non-elective contributions into the plan for full-time employees. For the three months ended March 31, 2010 and 2009, Company contributions to the plan (which are expensed when incurred) were $0.

 

 

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

 

        The following discussion and analysis of financial condition and results of operations should be read in conjunction with the Company’s consolidated financial statements and notes thereto included elsewhere herein. The statements disclosed herein include forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. The Company’s actual results could differ materially from those projected in the forward-looking statements as a result of certain risks and uncertainties, including, but not limited to , competition in the finance industry for franchising companies and retail automobile and truck repair service, and other risks detailed from time to time in the Company’s filings with the Securities and Exchange Commission.

 

OVERVIEW

 

        Tilden Associates, Inc. (the “Company”) is a Delaware Corporation. Its principal business is to sell automotive franchises and to administer and support full service automotive repair centers carrying its trademarks. The Company’s operations are based at 300 Hempstead Turnpike, West Hempstead, New York, 11552.

 

RESULTS OF OPERATIONS

 

Three Months Ended March 31, 2010 vs Three Months Ended March 31, 2009

 

Revenue increased to approximately $334,000 in the first quarter of 2010 from approximately $296,000 in the first quarter of 2009, representing a 13% increase. The increase in overall revenue was primarily attributed to increases in sales of company owned locations and initial franchise acquisition fees of $93,000 and $5,000, respectively. This increase was partially offset by decreases in royalty fees, rental income and miscellaneous income of approximately $26,000, $24,000 and $11,000, respectively. The increase in sales of company owned locations was attributable to the sale of one company owned location during the first quarter of 2010 as compared to none in the first quarter of 2009. The increase in initial franchise acquisition fees is attributable to the recording of a franchise transfer fee in connection with the sale of the company owned location in the first quarter 2010 compared to no initial franchise acquisition fees earned in the first quarter of 2009. The decrease in royalty fees recorded during the first quarter of 2010 compared with the first quarter of 2009 was attributable to 1) a decrease in the number of franchisees liable to the Company for royalty fees and 2) decreased royalty fees remitted per franchise due to decreased sales at several of the Company’s franchised locations during the first quarter of 2010. The decrease in rental income is attributable to the decrease in locations subleased by the Company to franchisees.

 

        Cost of Operations increased to approximately $140,000 in the first quarter of 2010 from approximately $119,000 in the first quarter of 2009, representing an 18% increase. As a percentage of revenue, operating costs were 42% and 40%, respectively for the periods reported. The overall increase was primarily attributable to increases in costs of locations purchased for resale and brokers fees of $20,000 and $12,000. This was offset by a decrease in rent paid for real estate sublet of approximately $10,000. The increase in the cost of location purchased for resale and brokers fees relates to the costs incurred in the repossession and sale of one location sold during the first quarter of 2010 as compared to none during the first quarter of 2009. The decrease in rent paid for real estate sublet is a result of the Company’s obligation to pay rent on fewer locations during the first quarter of 2010 as a result of a store closing in 2009 which left the Company with a decreased obligation for rent on its subleased locations.

 

        Selling, general and administrative expenses decreased to approximately $181,000 in the first quarter of 2010 from approximately $184,000 in the first quarter of 2009, representing a 2% decrease. The changes in the composition of selling, general and administrative expenses during the first quarter were predominately attributed to a decrease in bad debt expense and consulting and of approximately $8,000 and $5,000, respectively. These decreases were partially offset by an increase in salaries and wages and settlement cost of approximately $6,000 and $5,000, respectively. The decrease in bad debt expense during the first quarter of 2010 was attributable to a decrease in the number of franchises requiring reserve and write-off during the period. The decrease in consulting was attributable to a reduction in fees incurred during the first quarter of 2010 as compared with the first quarter of 2009. The increase in salaries was primarily the result of the hiring of an additional employee to work on franchise operations and sales during the first quarter of 2010. The increase in settlement cost during the first quarter of 2010 was attributable to the settlement of a legal matter relating to a merger and reorganization contemplated by the Company in 2008.

 

 

        Cash and accounts and notes receivable decreased to approximately $822,000 at March 31, 2010 from approximately $864,000 at December 31, 2009, while accounts payable and accrued expenses decreased to approximately $161,000 at March 31, 2010 from approximately $204,000 at December 31, 2009.

 

        Although the Company plans to continue to expand to the extent that resources are available, the Company has no firm commitments for capital expenditures in other areas of its business. The Company’s current business plan and objective is to continue expanding the number of franchises in its system through sales of new franchises, as well as through acquisitions of other franchises similar to the acquisitions they have done in the past.

 

The Company has not paid any dividends in the past and does not contemplate paying any in the foreseeable future.

 

Some of the Company’s subsidiaries lease properties on which franchisees are located. The franchisees typically pay rent to these subsidiaries and, in some cases, may pay rent directly to the lessor.

 

The Company has approximately $392,000 in working capital. The Company believes that its working capital and cash generated by operations will be sufficient to implement its business plan.

 

The Company has secured a $250,000 line of credit. As of March 31, 2010, the Company has not utilized the line.

 

In addition, several franchisees are significantly in arrears in the payment of royalties. Management, however, has addressed these arrearages and resolutions are negotiated with the franchisees on an individual basis.

 

Critical Accounting Policies:

 

 Our significant accounting policies are described in Note 1 to the financial statements contained in our annual report on Form 10-K. Our financial statements are prepared in accordance with accounting principles generally accepted in the United States of America. The following policies, we believe, are our most critical accounting policies and are explained below.

 

Use of Estimates

 

        The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from the estimates.

 

Revenue Recognition

 

        The Company recognizes revenue in several ways: Initial fees from sale of franchises, market area sales to market developer partners, royalties (as a percentage of gross revenues) from franchisees, equipment sales, rental of premises to franchisees and the operation of Company owned automotive repair centers which are developed for potential sale to franchisees.

 

        Franchise fee revenue for initial franchise fees and from market area sales to market developer partners is recognized upon the execution of a franchise agreement and when all material services or conditions relating to the sale have been successfully completed by the Company. Market developer partners receive a percentage of royalty fees for development and management of their market and are responsible for substantially all training and other services required in opening new franchises in their regions.

 

        Equipment sales are recorded upon delivery and installation of equipment to franchisees.

 

 

ITEM 3. CONTROLS AND PROCEDURES

 

a) Evaluations of disclosure controls and procedures.

 

Based on an evaluation of the effectiveness of the Company’s disclosure controls and procedures as of a date within 90 days of the filing date of this quarterly report, the Chairman, Chief Executive Officer and Chief Financial Officer, who is the same person, concluded that the Company’s disclosure controls and procedures are effective in timely alerting them to material information relating to the Company required to be included in the Company’s periodic SEC filings.

 

b) Changes in internal control.

 

Disclosure controls and procedures are our controls and other procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file under the Exchange Act is accumulated and communicated to our management, including principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

 

There have been no significant changes in the Company’s internal controls or in other factors that could significantly affect these controls subsequent to the date of the evaluation.

 

 

PART II - OTHER INFORMATION

 

Item 1.	Legal Proceedings
	None.
Item 2.	Changes in Securities and Use of Proceeds
	None.
Item 3.	Defaults Upon Senior Securities
	None.
Item 4.	Submission of Matters to a Vote of Security Holders
	None.
Item 5.	Other Information
	None.
Item 6.	Exhibits

 

	(a)	Exhibits
		31.1 and 32.1 - Certification of the Chief Executive officer and Acting Chief Financial Officer pursuant to 18U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	(b)	Reports on Form 8-K

None.

 

TILDEN ASSOCIATES, INC. AND SUBSIDIARIES

 

SIGNATURES

 

        In accordance with section 13 or 15(d) of the Exchange Act, the Registrant caused this report to be signed by the undersigned, thereunto duly authorized.

 

Date: May 16, 2010		TILDEN ASSOCIATES, INC.
		By:	/s/ ROBERT BASKIND
			Robert Baskind
			President and
			Chief Executive Officer

 

In accordance with the Exchange Act, this report has been signed below by the following person on behalf of the Registrant and in the capacity and on the date indicated.

 

Signature			Title	Date
By:	/s/ ROBERT BASKIND		Chairman of the Board, President	May 16, 2010
	Robert Baskind		Chief Executive Officer (Principal Executive and Financial Officer)