Attached files
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 January 31, 2011
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
Commission File Number 000-52387
AMERICAN TELSTAR, INC.
(Exact Name of Registrant as Specified in its Charter)
Nevada 84-1052279
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
36 Mclean Street, Red Bank, NJ 07701
(Address of Principal Executive Offices) (Zip Code)
201-970-4987
(Registrant's telephone number including area code)
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 has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of
this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files).* *The registrant has
not yet been phased into the interactive data requirements. Yes [ ] 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
the 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 [ ] 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 Exchange Act). Yes [X] No [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distributions of securities under a plan
confirmed by a court. Yes [ ] No [ ] N/A [X]
APPLICABLE TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date. Class - Common Stock, 9,706
shares outstanding as of February 8, 2011.
AMERICAN TELSTAR, INC.
Index
Page
----
PART I FINANCIAL INFORMATION
Item 1 Financial Statements (Unaudited) 3
Balance Sheets 4
Statements of Operations 5
Statements of Cash Flows 6
Notes to Financial Statements 7
Item 2 Management's Discussion and Analysis of Financial Condition and
Results of Operations 9
Item 3 Quantitative and Qualitative Disclosures About Market Risk 11
Item 4T Controls and Procedures 11
PART II OTHER INFORMATION
Item 1 Legal Proceedings 12
Item 1A Risk Factors 12
Item 2 Unregistered Sales of Equity Securities and Use of Proceeds 12
Item 3 Defaults Upon Senior Securities 12
Item 4 Removed and Reserved 12
Item 5 Other Information 12
Item 6 Exhibits 13
SIGNATURES 14
2
PART I
FINANCIAL INFORMATION
ITEM 1 FINANCIAL STATEMENTS (UNAUDITED)
The accompanying unaudited financial statements of American Telstar, Inc.
("American Telstar" or the "Company") have been prepared in accordance with
generally accepted accounting principles in the United States for interim
financial reporting and pursuant to the rules and regulations of the Securities
and Exchange Commission (the "Commission" or the "SEC"). While these statements
reflect all normal recurring adjustments which are, in the opinion of
management, necessary in order to make the financial statements not misleading
and for fair presentation of the results of the interim period, they do not
include all of the information and footnotes required by generally accepted
accounting principles for complete financial statements. For further
information, refer to the financial statements and footnotes thereto for the
fiscal year ended July 31, 2010 filed with the Commission which are included in
the Annual Report on Form 10-K filed on or about October 20, 2010.
3
AMERICAN TELSTAR, INC.
BALANCE SHEETS
(A DEVELOPMENT STAGE COMPANY)
January 31, July 31,
2011 2010
--------- ---------
(Unaudited)
ASSETS
CURRENT ASSETS
Cash $ 6,591 $ 9,053
--------- ---------
TOTAL CURRENT ASSETS 6,591 9,053
--------- ---------
TOTAL ASSETS $ 6,591 $ 9,053
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 40,627 $ 14,788
Loan payable, related party -- 20,140
--------- ---------
TOTAL CURRENT LIABILITIES 40,627 34,928
--------- ---------
STOCKHOLDERS' DEFICIT
Preferred stock, $0.10 par value,
40,000,000 shares authorized,
none issued and outstanding -- --
Common stock, $0.0001 par value,
500,000,000 shares authorized,3,664,225 and 650,225
issued & outstanding January 31,2011 and July 31,2010 3,664 65
Additional paid-in-capital 255,976 229,435
Accumulated deficit (163,000) (163,000)
Accmulated deficit during the development stage (130,676) (92,375)
--------- ---------
TOTAL STOCKHOLDERS' (DEFICIT) (34,036) (25,875)
--------- ---------
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) $ 6,591 $ 9,053
========= =========
SEE NOTES TO FINANCIAL STATEMENTS
4
AMERICAN TELSTAR, INC.
STATEMENTS OF OPERATIONS
(A DEVELOPMENT STAGE COMPANY)
(UNAUDITED)
For the period from
March 25, 2005
(date of
Six Months Six Months Three Months Three Months development stage)
Ended Ended Ended Ended through
January 31, January 31, January 31, January 31, January 31,
2011 2010 2011 2010 2011
---------- ---------- ---------- ---------- ----------
Revenue $ -- $ -- $ -- $ -- $ --
---------- ---------- ---------- ---------- ----------
EXPENSES
Stock issued for reorganization
services -- -- -- -- 6,500
Consulting fees, related party -- -- -- -- 30,000
Consulting fees, unrelated party -- -- -- -- 5,000
Investment banking services -- -- -- -- 1,250
Professional fees 35,849 2,356 26,519 1,397 76,270
Other 335 57 325 -- 4,096
Stock Transfer Fees 2,117 -- 398 -- 2,117
Forfieture of mining property
deposit -- -- -- -- 5,443
---------- ---------- ---------- ---------- ----------
TOTAL EXPENSE 38,301 2,413 27,242 1,397 130,676
---------- ---------- ---------- ---------- ----------
Net Loss $ (38,301) $ (2,413) $ (27,242) $ (1,397) $ (130,676)
========== ========== ========== ========== ==========
Net Income (Loss )Per Share $ (0.02) $ (0.00) $ (0.01) $ (0.00)
========== ========== ========== ==========
Weighted Average Shares
Outstanding 1,878,758 650,225 3,107,290 650,225
========== ========== ========== ==========
SEE NOTES TO FINANCIAL STATEMENTS
5
AMERICAN TELSTAR, INC.
STATEMENTS OF CASH FLOWS
(A DEVELOPMENT STAGE COMPANY)
(UNAUDITED)
For the period from
March 25, 2005
(date of
Six Months Six Months development stage)
Ended Ended through
January 31, January 31, January 31,
2011 2010 2011
--------- --------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) $ (38,301) $ (2,413) $(130,676)
Adjustment to reconcile net income (loss) to
net cash used in operating activities
Stock issued for services -- -- 36,500
Increase (decrease) in accounts payable 25,839 -- 25,839
and accrued expenses -- (2,687) 14,788
--------- --------- ---------
Net cash used in operating activities (12,462) (5,100) (53,549)
--------- --------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds of loan from related party 10,000 -- 30,140
Proceeds from issuance of common stock -- -- 30,000
--------- --------- ---------
Net cash provided by financing activities 10,000 -- 60,140
--------- --------- ---------
Net increase (decrease) in cash (2,462) (5,100) 6,591
Cash at beginning of period 9,053 13,321 --
--------- --------- ---------
CASH AT END OF PERIOD $ 6,591 $ 8,221 $ 6,591
========= ========= =========
NON CASH FINANCING EXPENSE
Issuance of common stock in repayment of loan payable $ 30,140
=========
SEE NOTES TO FINANCIAL STATEMENTS
6
AMERICAN TELSTAR, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31, 2011
(UNAUDITED)
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in
accordance with accounting principles generally accepted for interim financial
information and with the instructions to Form 10-Q and Article 8 of Regulation
S-X relating to smaller reporting companies. Accordingly, they do not include
all of the information and footnotes required by generally accepted accounting
principles ("GAAP") for complete financial statements. In the opinion of
management, all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included. Operating results for the
six months ended January 31, 2011 are not necessarily indicative of the results
that may be expected for the year ended July 31, 2011.
The balance sheet July 31, 2010 has been derived from the audited financial
statements at that date but does not include all of the information and
footnotes required by GAAP for complete financial statements.
For further information, refer to the consolidated financial statements and
footnotes thereto included in our Annual Report on Form 10-K for the year ended
July 31, 2010 filed with the Securities and Exchange Commission.
NOTE 2 - ORGANIZATION
(a) Organization and Description of Business
On November 15, 2010, Lisa Guise, the sole officer and director and majority
shareholder (the "Officer") of the Company entered into a Note Conversion
Agreement (the "Agreement") with the Company pursuant to which the Company
issued 3,014,000 shares of its common stock to the Officer in conversion of debt
in the amount of $30,140.00 owed by the Company to the Officer.
Since May 26, 2010, when the Officer became the sole officer and director and
majority shareholder of the Company through October 31, 2010, the Officer loaned
the Company an aggregate of $30,140.00 to fund operating expenses of the
Company. Pursuant to the Agreement, the Company repaid said debt in full by
issuance of 3,014,000 shares of its common stock to the Officer.
The Company is authorized to issue 500,000,000 shares of common stock. Following
the effectiveness of the Agreement, the Company had 3,664,225 shares of common
stock issued and outstanding, of which the Officer owned an aggregate of
3,507,750 shares, representing 95.73% of the Company's issued and outstanding
shares of common stock.
7
AMERICAN TELSTAR, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31, 2011
(UNAUDITED)
On December 1, 2010, the Board of Directors of American Telstar, Inc., a
Colorado corporation ("American Telstar Colorado"), unanimously adopted
resolutions approving, subject to shareholder approval, an Agreement and Plan of
Merger to reincorporate American Telstar Colorado in the State of Nevada by
merger with and into a Nevada corporation under the name American Telstar, Inc.
("American Telstar Nevada"), a corporation formed by American Telstar Colorado
for such purpose (the "Migratory Merger.") The Board scheduled a special
shareholder meeting (the "Meeting") for December 28, 2010 for shareholder
consideration of the Migratory Merger.
On December 28, 2010 the Meeting was held, at which time shareholders of
American Telstar Colorado approved the Migratory Merger.
Articles of Merger and a Statement of Merger were filed with the Secretary of
State of the State of Nevada and with the Secretary of State of the State of
Colorado on December 28, 2010 and December 29, 2010, respectively. The Migratory
Merger became effective upon December 29, 2010, the date of the last filing
necessary to consummate the Migratory Merger.
Upon the effectiveness of the Migratory Merger:
1. American Telstar Colorado adopted the capital structure of American Telstar
Nevada, which includes total authorized capital stock of 540,000,000 shares, of
which 500,000,000 are common stock, with a par value of $0.0001 per share (the
"American Telstar Nevada Common Stock") and 40,000,000 shares are blank check
preferred stock, with a par value of $0.10 per share (the "Preferred Stock").
The Preferred Stock may be issued from time to time in one or more
participating, optional, or other special rights and qualifications, limitations
or restrictions thereof, as shall be stated in the resolutions adopted by
American Telstar Nevada's Board of Directors providing for the issuance of such
Preferred Stock or series thereof; and
2. The issued and outstanding shares of American Telstar Colorado Common Stock
automatically converted into the right to receive shares of American Telstar
Nevada Common Stock at a ratio of one (1) share of American Telstar Nevada
Common Stock for each five hundred (500) shares of Common Stock of American
Telstar Colorado provided that holders of American Telstar Colorado Common Stock
who would receive fewer than 100 shares of American Telstar Nevada Common Stock
were rounded up so that they received 100 shares of American Telstar Nevada
Common Stock (the "Conversion Ratio"). No fractional shares resulted. Following
the completion of the conversion ratio in connection with the Migratory Merger,
the Company had 9,706 shares of common stock outstanding.
(b) Development Stage Activities
Based upon the Company's business plan, it is a development stage enterprise
since planned principal operations have not yet commenced. Accordingly, the
Company presents its financial statements in conformity with the accounting
principles generally accepted in the United States of America that apply in
establishing operating enterprises. As a development stage enterprise, the
Company discloses the deficit accumulated during the development stage and the
cumulative statements of operations and cash flows from commencement of
development stage to the current balance sheet date. The development stage began
March 25, 2005 when the Company commenced activities to become reporting with
the SEC with the intention to become a publicly trading company.
8
AMERICAN TELSTAR, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31, 2011
(UNAUDITED)
NOTE 3 - GOING CONCERN
The accompanying consolidated financial statements have been prepared on a going
concern basis, which contemplates the Company will continue to realize its
assets and discharge its liabilities in the normal course of business. The
Company has not generated any revenues since inception, has an accumulated loss
of $293,676 and has a stockholders' deficit of $34,036 as of January 31, 2011,
and is unlikely to generate earnings in the immediate or foreseeable future. The
continuation of the Company as a going concern is dependent upon, among other
things, the continued financial support from its shareholders, the ability of
the Company to obtain necessary equity or debt financing, and the attainment of
profitable operations. These factors, among others, raise substantial doubt
regarding the Company's ability to continue as a going concern. There is no
assurance that the Company will be able to generate revenues in the future.
These financial statements do not give any effect to any adjustments that would
be necessary should the Company be unable to continue as a going concern.
NOTE 4 - RELATED PARTY TRANSACTIONS
The Company uses the offices of its Chief Financial Officer for its minimal
office facility needs for no consideration. No provision for these costs has
been provided since it has been determined they are immaterial.
9
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
OVERVIEW
The following discussion updates our plan of operation for the next twelve
months. It also analyzes our financial condition at January 31, 2011 and
compares it to our financial condition at July 31, 2010. Finally, the discussion
summarizes the results of our operations for the six and three months ended
January 31, 2011 and 2010. This discussion and analysis should be read in
conjunction with our audited financial statements for the year ended July 31,
2010, including footnotes, and the discussion and analysis included in our Form
10-K filed with the Commission on or about October 20, 2010.
PLAN OF OPERATION
American Telstar, Inc., (the "registrant" or "Company") was incorporated under
the laws of the state of Colorado on August 5, 1986. The registrant was
originally organized to engage in the music video business as well as a movie
production business. Since 1991, the Company has not engaged in any operations
and has been dormant. The Company completed a migratory merger from Colorado to
Nevada which was announced by FINRA on the OTCBB Daily List on January 28, 2011,
effective January 31, 2011.
RESULTS OF OPERATIONS
For the quarter ended January 31, 2011 we incurred a net loss of ($27,242)
compared to a net loss of ($1,397) for the quarter ended January 31, 2010. The
change is primarily attributable to further general and administrative expenses
incurred by the Company.
The Company believes that while there is some doubt as to the Company's
continuation as a going concern, its success is dependent upon its ability to
meet its financing requirements and the success of its future operations or
completion of a successful business combination. Management believes that the
Company's operating and financial requirements provide the opportunity to the
Company to continue as a going concern. The notes to the Company's financial
statements (Note 3) express substantial doubt as to the Company's ability to
continue as a going concern based upon the fact that the Company has not
generated any revenues since inception, has an accumulated loss of $293,676 as
of January 31, 2011 and is unlikely to generate earnings in the immediate or
foreseeable future.
LIQUIDITY AND CAPITAL RESOURCES
On January 31, 2011 we had a negative working capital of ($34,036) and cash of
$6,591, compared to negative working capital of ($25,875) and cash of $9,053 at
July 31, 2010.
The Company has no operating history, is a development stage company and has no
material assets.
We presently do not have any available credit, bank financing or other external
sources of liquidity. We will need to obtain additional capital in order to
commence operations. We are currently investigating other financial
alternatives, including additional equity and/or debt financing. In order to
obtain capital, we may need to sell additional shares of our common stock or
borrow funds from private lenders. However, there can be no assurance that any
additional financing will become available to us, and if available, on terms
acceptable to us.
FORWARD-LOOKING STATEMENTS
This Form 10-Q contains or incorporates by reference "forward-looking
statements," as that term is used in federal securities laws, about our
financial condition, results of operations and business. These statements
include, among others:
- statements concerning the benefits that we expect will result from our
business activities and that we contemplate or have completed; and
10
- statements of our expectations, beliefs, future plans and strategies,
anticipated developments and other matters that are not historical
facts.
These statements may be made expressly in this document or may be incorporated
by reference to other documents that we will file with the SEC. You can find
many of these statements by looking for words such as "believes," "expects,"
"anticipates," "estimates" or similar expressions used in this report or
incorporated by reference in this report.
These forward-looking statements are subject to numerous assumptions, risks and
uncertainties that may cause our actual results to be materially different from
any future results expressed or implied in those statements. Because the
statements are subject to risks and uncertainties, actual results may differ
materially from those expressed or implied. We caution you not to put undue
reliance on these statements, which speak only as of the date of this report.
Further, the information contained in this document or incorporated herein by
reference is a statement of our present intention and is based on present facts
and assumptions, and may change at any time and without notice, based on changes
in such facts or assumptions.
ITEM 3 QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The important factors that could prevent us from achieving our stated goals and
objectives include, but are not limited to, those set forth in our annual report
on Form 10-K, other reports filed with the SEC and the following:
* The worldwide economic situation;
* Any change in interest rates or inflation;
* The willingness and ability of third parties to honor their
contractual commitments;
* Our ability to raise additional capital, as it may be affected by
current conditions in the stock market and competition for risk
capital; and
* Environmental and other regulations, as the same presently exist and
may hereafter be amended.
We undertake no responsibility or obligation to update publicly these
forward-looking statements, but may do so in the future in written or oral
statements. Investors should take note of any future statements made by or on
our behalf.
ITEM 4T CONTROLS AND PROCEDURES
(a) Disclosure Controls and Procedures. We maintain a system of controls and
procedures designed to ensure that information required to be disclosed by us in
reports that we file or submit under the Securities Exchange Act of 1934, as
amended, is recorded, processed, summarized and reported, within time periods
specified in the SEC's rules and forms and to ensure that information required
to be disclosed by us in the reports that we file or submit under the Securities
Exchange Act of 1934, as amended, is accumulated and communicated to our
management, including our Chief Executive Officer and Principal Financial
Officer, as appropriate to allow timely decisions regarding required disclosure.
As of January 31, 2011, under the supervision and with the participation of our
Principal Executive and Financial Officer, management has evaluated the
effectiveness of the design and operation of our disclosure controls and
procedures. Based on that evaluation, the Principal Executive and Financial
Officer concluded that our disclosure controls and procedures were effective.
(b) Changes in Internal Controls. There were no changes in our internal control
over financial reporting during the quarter ended January 31, 2011 that
materially affected, or is reasonably likely to materially affect, our internal
controls over financial reporting.
11
PART II
OTHER INFORMATION
ITEM 1 LEGAL PROCEEDINGS
None.
ITEM 1A RISK FACTORS
Not Applicable.
ITEM 2 UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None
ITEM 3 DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4 REMOVED AND RESERVED
None
ITEM 5 OTHER INFORMATION
On December 1, 2010, the Board of Directors of American Telstar, Inc., a
Colorado corporation ("American Telstar Colorado"), unanimously adopted
resolutions approving, subject to shareholder approval, an Agreement and Plan of
Merger to reincorporate American Telstar Colorado in the State of Nevada by
merger with and into a Nevada corporation under the name American Telstar, Inc.
("American Telstar Nevada"), a corporation formed by American Telstar Colorado
for such purpose (the "Migratory Merger.") The Board scheduled a special
shareholder meeting (the "Meeting") for December 28, 2010 for shareholder
consideration of the Migratory Merger.
On December 3, 2010 American Telstar Colorado filed with the US Securities and
Exchange Commission (the "SEC") a Preliminary Proxy Statement on Schedule 14A
with respect to the Meeting.
On December 13, 2010 American Telstar Colorado filed with the SEC a Definitive
Proxy Statement on Schedule 14A with respect to the Meeting and mailed proxy
material to the shareholders of American Telstar Colorado.
On December 28, 2010 the Meeting was held, at which time shareholders of
American Telstar Colorado approved the Migratory Merger.
Articles of Merger and a Statement of Merger were filed with the Secretary of
State of the State of Nevada and with the Secretary of State of the State of
Colorado on December 28, 2010 and December 29, 2010, respectively. The Migratory
Merger became effective upon December 29, 2010, the date of the last filing
necessary to consummate the Migratory Merger.
Upon the effectiveness of the Migratory Merger:
1. American Telstar Colorado adopted the capital structure of American Telstar
Nevada, which includes total authorized capital stock of 540,000,000 shares, of
which 500,000,000 are common stock, with a par value of $0.0001 per share (the
"American Telstar Nevada Common Stock") and 40,000,000 shares are blank check
preferred stock, with a par value of $0.10 per share (the "Preferred Stock").
The Preferred Stock may be issued from time to time in one or more
participating, optional, or other special rights and qualifications, limitations
or restrictions thereof, as shall be stated in the resolutions adopted by
American Telstar Nevada's Board of Directors providing for the issuance of such
Preferred Stock or series thereof; and
12
2. The issued and outstanding shares of American Telstar Colorado Common Stock
automatically converted into the right to receive shares of American Telstar
Nevada Common Stock at a ratio of one (1) share of American Telstar Nevada
Common Stock for each five hundred (500) shares of Common Stock of American
Telstar Colorado provided that holders of American Telstar Colorado Common Stock
who would receive fewer than 100 shares of American Telstar Nevada Common Stock
were rounded up so that they received 100 shares of American Telstar Nevada
Common Stock (the "Conversion Ratio"). No fractional shares resulted. Following
the completion of the conversion ratio in connection with the Migratory Merger,
the Company had 9,706 shares of common stock outstanding.
In connection with the Migratory Merger, the Financial Industry Regulatory
Authority ("FINRA") announced the corporate action on the January 28, 2011 Daily
List of the OTCBB effective January 31, 2011. Further, in connection with the
Migratory Merger, the Company obtained a new CUSIP number which is 03019V 104.
The Company's transfer agent, Computershare, will record the conversion ratio of
the Migratory Merger and hold shares of American Telstar Nevada by means of the
Direct Registration System.
On January 31, 2011 the Company filed a Current Report on Form 8-K with the SEC
reporting the Migratory Merger.
ITEM 6 EXHIBITS
Exhibits required by Item 601 of Regulation S-K:
Exhibit
Number Description of Exhibit
------ ----------------------
3.1 Articles of Incorporation (*)
3.2 Bylaws (*)
31 Certification of Principal Executive and Principal Financial Officer
filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32 Certification of Principal Executive and Principal Financial Officer
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
----------
* Incorporated by reference herein from the Company's Current Report on Form
8-K filed on January 31, 2011 with the SEC.
13
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this quarterly report to be signed
on its behalf by the undersigned, thereunto duly authorized.
Date: February 8, 2011 AMERICAN TELSTAR, INC.
By: /s/ Lisa Guise
-----------------------------------------
Lisa Guise
Principal Executive Officer
Principal Financial Officer and Director
1