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, 2012

 

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

 

For the Transition Period From_______ to _______

 

0-18954

Commission file number

 

ODYSSEY PICTURES CORPORATION

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

 

Nevada		95-4269048
(State of incorporation)		(IRS Employer Identification Number)

 

2321 Coit Rd. Suite E, Plano, TX 75075

 (Address of principal executive office)

 

(972) 867-0055

 (Issuer’s telephone number)

 

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 the filing requirement for at least 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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [  ] Yes [  ] No

 

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]

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. Common Stock, par value $.01 per share 72,850,888 outstanding shares as of September 30, 2012.

  

 

 

ODYSSEY PICTURES CORPORATION

 

Part I - FINANCIAL INFORMATION
Item 1.	Financial Statements-unaudited
	Balance Sheets as of September 30, 2012 and June 30, 2012	F-1
	Statements of Operations for the Three Month Periods Ended September 30, 2012 and 2011 and	F-2
	Statements of Cash Flows for the Three Month Periods Ended September 30, 2012 and 2011	F-3
	Notes to Interim Financial Statements	F-4
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	3
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	5
Item 4.	Controls and Procedures	5
PART II – OTHER INFORMATION
Item 1.	Legal Proceedings.	6
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	6
Item 3.	Defaults Upon Senior Securities	7
Item 4.	Mine Safety Disclosures	7
Item 5.	Other Information	7
Item 6.	Exhibits	7
Signatures		8

 

 

PART 1 - FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL STATEMENTS

 

Odyssey Pictures Corporation

Consolidated Balance Sheets

 

		September 30, 2012				June 30, 2012
		(Unaudited)
Assets
Current assets
Cash and cash equivalents		$	4,855			$	356
Accounts receivable			197,233				134,852
Prepaids			91,547				1,492
Total current assets			293,635				136,700
Property and equipment, net			7,058				7,858
Other assets
Production advances			1,152,126				1,068,974
Other			2,578				2,578
Total other assets			1,154,704				1,071,552
Total assets		$	1,455,397			$	1,216,110
Liabilities and stockholders deficiency
Current liabilities
Accounts payable and accrued expenses		$	228,094			$	223,178
Accounts payable-related parties			78,291				80,190
Accrued interest			449,702				412,739
Other accrued expenses			1,066,946				1,145,305
Legal settlements and judgments			145,993				149,993
Current debt obligations due within one year			560,246				449,246
Debt obligations in default			87,176				-
Liability to issue common stock			125,000				125,000
Related party debt due within one year			876,226				-
Convertible debt derivative liability			186,670				186,670
Total current liabilities			3,804,344				2,772,321
Related parties			109,625				828,876
Reserve for loss contingencies			110,000				110,000
Total liabilities			4,023,969				3,711,197
Stockholders’ equity
Common stock, $.01 par value; 110,000,000 shares authorized, 77,316,582 and 72,850,888 shares issued and outstanding at June 30, 2012 and 2011, respectively			773,158				773,158
Additional paid-in capital			39,677,300				39,677,300
Unamortized deferred compensation			(117,504	)			(133,520	)
Accumulated deficit			(42,901,527	)			(42,812,025	)
Total stockholders’ deficiency			(2,568,572	)			(2,495,087	)
Total liabilities and stockholders’ deficiency		$	1,455,397			$	1,216,110

 

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

 

 

Odyssey Pictures

Consolidated Statement of Operations

(Unaudited)

 

		Three Months Ended September 30,
		2012				2011
Net sales of services		$	185,382			$	248,400
Cost applicable to sales and revenue			78,290				130,100
Gross profit			107,092				118,300
Operating Expenses
Selling and general and administrative expenses			163,024				195,100
Settlements, net			455				200
Derivative valuation charges			-				16,000
Total expenses			163,479				211,300
Income (loss) before other income and income taxes			(56,387	)			(93,000	)
Other income (expense)
Excess carrying value of renegotiated payables			6,746				-
Interest expense			(39,861	)			(9,000	)
Total other income (expense)			(33,115	)			(9,000	)
Income (loss) from continuing operations before income taxes			(89,502	)			(102,000	)
Provision for income taxes			-				-
Earnings (loss) from continuing operations			(89,502	)			(102,000	)
Net income (loss) to Odyssey		$	(89,502	)		$	(102,000	)
Net loss per weighted share, basic and fully diluted		$	(0.00	)		$	(0.00	)
Weighted average number of common shares outstanding, basic and fully diluted			77,316,582				72,850,888

 

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

 

 

Odyssey Pictures Corporation

Consolidated Statement of Cash Flows

(Unaudited)

 

		Three Months Ended September 30,
		2012				2011
Cash flows from operations
Net income (loss)		$	(89,502	)		$	(102,000	)
Adjustment to reconcile net loss to net cash flows from operating activities:
Excess carrying value of renegotiated payables			6,746				-
Amortization of deferred compensation			16,016				16,000
Depreciation and impairment			800				500
Changes in operating assets and liabilities:
Accounts receivable			(165,076	)			(600	)
Prepaid expenses			(4,852	)			(7,600	)
Deferred income			-				139,800
Payables to related parties and affiliates			15,101				(51,500	)
Accounts payable and other			109,926				43,100
Net cash provided by (used for) operating activities			(110,841	)			37,700
Cash Flows from investing activities
Purchases of equipment			-				(1,800	)
Investment in production inventory and equipment			(82,660	)			(64,100	)
Net cash used provided by (used for) investing activities			(82,660	)			(65,900	)
Cash flows from financing activities
Loan proceeds			215,000				25,000
Payments made on long-term debt			(13,000	)			(1,000	)
Payments made on settlements and judgements			(4,000	)			-
Net cash provided by financing activities			198,000				24,000
Net increase (decrease) in cash			4,499				(4,200	)
Cash, beginning of period			356				6,500
Cash, end of period		$	4,855			$	2,300

 

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

 

 

ODYSSEY PICTURES CORP

Notes To UNAUDITED CONSOLIDATED INTERIM Financial Statements

SEPTEMBER 30, 2012

 

1. Basis of Presentation

 

The Consolidated Financial Statements presented herein have been prepared by us in accordance with the accounting policies described in our June 30, 2012 Annual Report on Form 10-K and should be read in conjunction with the notes to financial statements which appear in that report.

 

The preparation of these financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on going basis, we evaluate our estimates, including those related to intangible assets, income taxes, insurance obligations and contingencies and litigation. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other resources. Actual results may differ from these estimates under different assumptions or conditions.

 

In the opinion of management, the information furnished in this Form 10-Q reflects all adjustments necessary for a fair statement of the financial position and results of operations and cash flows as of and for the three-month periods ended September 30, 2012 and 2011. All such adjustments are of a normal recurring nature. The Financial Statements have been prepared in accordance with the instructions to Form 10-Q and therefore do not include some information and notes necessary to conform to annual reporting requirements.

 

2. Earnings/Loss Per Share

 

Basic earnings per share is computed by dividing income available to common shareholders (the numerator) by the weighted-average number of common shares outstanding (the denominator) for the period. Diluted earnings per share assume that any dilutive convertible securities outstanding were converted, with related preferred stock dividend requirements and outstanding common shares adjusted accordingly. It also assumes that outstanding common shares were increased by shares issuable upon exercise of those stock options for which market price exceeds the exercise price, less shares which could have been purchased by us with the related proceeds. In periods of losses, diluted loss per share is computed on the same basis as basic loss per share as the inclusion of any other potential shares outstanding would be anti-dilutive.

 

3. Equity Based Compensation

 

Effective January 1, 2011 and retroactive to January 1, 2010, the Company granted John Foster option to purchase 4 million shares of common stock. The compensation cost that has been charged against income for options was $16,016 for the three-month periods ended September 30, 2012 and 2011 based on the requisite service period for unvested options as of that date as well as options granted during the period. As of September 30, 2012, there was approximately $117,500 of unrecognized compensation cost related to non-vested options. The Company expects to recognize the cost over a weighted average period of 1.54 years.

 

4. Related Party Transactions not Disclosed Elsewhere:

 

Due Related Parties: Amounts due related parties consist of corporate operating expenses, production related advances, and advances paid by affiliates. Such items totaled $109,625 at September 30, 2012. We also owe $781,251 in accrued compensation to John Foster, our current CEO.

 

In June 2011, we became sole member and manager of FilmZone, LLC and agreed to repay distributions received from FilmZone in excess of our allocable portion of 2011 profits. The total due under this agreement is $876,226 and is recorded as a note payable to related parties. The note accrues interest at 3% and is due in full by June 30, 2013.

 

In January, 2011 the company executed a long term employment agreement with Mr. Foster. The term of the agreement is four years beginning retroactively at January 1, 2010 and requires an annual salary of $250,000 throughout its term. In addition to the salary component the agreement entitles Mr. Foster to receive 5 million shares of common stock immediately and 4 million options vesting in equal annual amounts at the successive anniversary dates of the agreement. Odyssey remains obligated to issue an additional 1.6 million shares to Mr. Foster and has accrued the $125,000 fair value of these additional shares as a current liability. The new agreement continues in effect until January 1, 2014.

 

 

5. New Notes and Loans Payable:

 

Other Notes:

 

In July 2012, we issued a promissory note. The face value and cash proceeds of the note were $100,000 and matures September 30, 2013. As security for the note, the holder was granted an Assignment and Transfer of Rights. A summary of rights so assigned and transferred is as follows:

 

●

An interest in commissions earned from distribution of film rentals and licensing derived from all products Odyssey exploits and earns in the ordinary course of operating its business (“Revenue Interest”). The interest extends for a period of ten (10) years from the date of the Agreement unless sooner terminated by mutual agreement between the parties. At the end of the ten years, the parties may elect to renew this term for an additional ten years unless otherwise negotiated. The Revenue Interest by Lender shall be equal to ten percent (10%) of the net collected and earned commissions that Borrower receives. The “Revenue Interest” is payable within 30 days of receipt by Borrower.

●

Gross Profit revenues collected from Borrower during the period ending upon the Maturity Date or any extension thereof, as repayment of the Note, unless extended by Lender.

●

Payment of minimum revenues totaling $40,000 over and above the Principal Balance from Borrower on or before the Maturity Date, or any extension thereof, unless extended by Lender.

  

The note contains customary negative covenants for loans of this type subject to the approval of the lender, including limitations on the Company’s ability to incur indebtedness, issue securities, make loans and investments, make capital expenditures in excess of $2 million, dispose of assets and enter into mergers and acquisition transactions.

 

6. Subsequent Events:

 

Management has evaluated subsequent events through November 20, 2012, the date the financial statements were available to be issued.

 

 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION.

 

The following discussion and analysis is intended as a review of significant factors affecting our financial condition and results of operations for the periods indicated. The discussion should be read in conjunction with our consolidated financial statements and the notes presented herein. In addition to historical information, the following Management’s Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements that involve risks and uncertainties. Our actual results could differ significantly from those anticipated in these forward-looking statements as a result of certain factors discussed in this Form 10-Q.

 

Overview

 

During all periods included in this Annual Report, the Company has maintained consistent operations. As of the date of this report, the Company has had limited ongoing operations catering to a single client with services consisting of: creating brand marketing, web site design and development services, Internet broadcast development specialized graphics and online business presentation services to Company’s client and a limited numbers of its companies. These projects are managed by the Company and are completed using principally third party contract services. The revenue derived from these services has assisted the company with capital to pay legal fees to settle claims and expenditures to maintain the Company in compliance with Securities and Exchange Commission regulations such as accounting and auditing and other costs related to financial disclosure obligations.

 

Results of Operations for the three months ended September 30, 2012 and 2011

 

Net sales of services for the three months ended September 30, 2012 and 2011 were $185,382 and 248,400, respectively, a decrease of $63,018 or 25%. Cost applicable to sales and revenue decreased $51,810 (40%) to $78,290 for the three months ended September 30, 2012 from $130,100 reported for the comparable period in the prior year. The decrease in revenue of $63,018, partially offset by the $51,810 decrease in cost applicable to sales and revenue resulted in a $11,208 decrease in gross profit for the three months ended September 30, 2012, when compared with the three month period ended September 30, 2011.

 

Amortizable capitalized film inventory costs related to revenues on licensees and the receipt of payments on residuals have been fully amortized or impaired in prior periods. We expense all current costs as incurred. Selling, general and administrative expenses and other operating expenses decreased $47,821 (23%) to $163,479 for the three months ended September 30, 2012 from $211,300 reported for the same period in the prior year.

 

Total other expenses increased $24,115 to $33,115 for the three months ended September 30, 2012 from $9,000 reported for the comparable period in the prior year. This $24,115 increase was attributable to the $30,861 increase in interest expense, partially offset by a $6,746 increase in the excess carrying value of renegotiated payables. We recognized the full discount as interest expense in the current period.

 

In 2011 we wrote off certain accounts payable in which no attempts at collection had been made or which we had determined were barred from collection by the Texas and New York statute of limitations. We also negotiated revised amounts and terms on a trade payable and two judgments. A summary of the amounts recognized as income from the discharge of debt is as follows:

 

		2011
Excess carrying value of settled obligations		$	(8,081	)
Related accrued interest			192,000
Obligations deemed barred by statute of limitations			244,498
Write down of excess accrued interest			287,398
		$	715,815

 

For the three months ended September 30, 2012 and 2011, the Company reported a net loss of $89,502 and $102,000, respectively, a decrease in net loss of $12,498, or 12%. This decrease in net loss is primarily attributable to a $51,810 decrease in cost applicable to sales and revenue, a $47,821 decrease in operating expenses, partially offset by a $63,018 decrease in net sales of services and a $24,115 increase in other expenses.

 

 

As of June 30, 2012, the Company had no agreements with sub-distributors relating to distribution commitments or guarantees that had not been recognized in the statement of operations.

 

Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated material revenues and sufficient revenues may not be forthcoming. Accordingly, we must raise cash from sources other than operations.

 

There is substantial doubt about the company’s ability to continue as an ongoing business due to a continued working capital deficiency as substantiated by the financial statements in this report. It should be noted that this working capital deficiency is 50% comprised of debt to related parties. Whereas the Company has been consistently profitable with positive cash flows during these past nine fiscal quarters, and we continue to expand into other markets, we cannot guarantee or ensure present activity as a future trend. Should the Company experience an interruption in the current services that it provides its captive client, or our market activity does not result in expanded revenue resources, we would be required to seek alternative financing and raise additional funds to finance operations in order to remain a going concern. If this were the case, we might not be able to timely and effectively receive positive response to new capital needs and, if we do, we are not assured that the terms of any financing would be affordable or advantageous to continued operations.

 

To offset this uncertain element, the company has recently embarked on new avenues of business in building strategic relationships with other successful sales agencies, production companies and prospective clients. If we were required to afford operations and accommodate our working capital deficiency without the necessary timeliness or our proposed business elements in place, we would be unable to assert that our current cash and cash equivalents would be sufficient and, as a result, there would be substantial doubt as to our ability to continue as a going concern.

 

Liquidity and Capital Resources

 

Net cash used for and provided by operating activities for the three months ended September 30, 2012 and 2011 was $110,841 and $37,700, respectively, an increase in cash used for operating activities of $148,541. At September 30, 2012 and June 30, 2012, the Company reported a cash and cash equivalents balance of $4,855 and $356, respectively. Shown below is a summary of the cash flows for the three month periods ended September 30, 2012 and 2011.

 

		Three Months Ended September 30,
		2012				2011
Cash provided by (used for) operating activities		$	(110,841	)		$	37,700
Cash flows used for investing activities			(82,660	)			(65,900	)
Cash flows provided by financing activities			198,000				24,000
Net increase (decrease) in cash			4,499				(4,200	)
Cash, beginning of period			356				6,500
Cash, end of period		$	4,855			$	2,300

 

The Company continues to fund operation through revenues, trade payables, the issuance of stock and the proceeds of short term borrowings.

 

Our access to capital resources is limited to obtaining small loans with short term maturities and to use the value of our common stock as currency to settle existing obligations in such situation where the stock is acceptable by the counter party.

 

Commitments and Capital Expenditures

 

The Company had no material commitments for capital expenditures as of June 30, 2012.

 

 

Critical Accounting Policies Involving Management Estimates and Assumptions

 

Our discussion and analysis of our financial condition and results of operations is based on our financial statements. In preparing our financial statements in conformity with accounting principles generally accepted in the United States of America, we must make a variety of estimates that affect the reported amounts and related disclosures.

 

Revenue Recognition. The Company recognizes revenue in accordance with the provisions of Statement of Financial Accounting Standards No. 139 and American Institute of Certified Public Accountants Statement of Position 00-2 (collectively referred to as “SOP 00-2”). Revenues from licensing contracts are recognized when the project is completed and delivered or is available for exhibition by the licensee or client and when certain other conditions are met. All revenues for the periods presented were derived principally from royalty and services contract and, in some cases, the foreign distribution rights and continuing ancillary revenues from media products that the Company has had in circulation, such as foreign income from soundtracks or other revenue not previously accounted for (known as residuals”) relating thereto.

 

Stock Based Compensation. We will account for employee stock-based compensation costs in accordance with ASC 718, Share-Based Payments , which requires all share-based payments to employees, including grants of employee stock options, to be recognized in our statements of operations based on their fair values. We will utilize the Black-Scholes option pricing model to estimate the fair value of employee stock based compensation at the date of grant, which requires the input of highly subjective assumptions, including expected volatility and expected life. Changes in these inputs and assumptions can materially affect the measure of estimated fair value of our stock-based compensation.

 

Use of Estimates. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.

 

Deferred Tax Valuation Allowance. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Valuation allowances are established when necessary to reduce deferred tax assets to the amount more likely than not to be realized. Income tax expense is the total of tax payable for the period and the change during the period in deferred tax assets and liabilities.

 

Accounting For Obligations And Instruments Potentially To Be Settled In The Company’s Own Stock: We account for obligations and instruments potentially to be settled in the Company s stock in accordance with FASB ASC 815, Accounting for Derivative Financial Instruments . This issue addresses the initial balance sheet classification and measurement of contracts that are indexed to, and potentially settled in, the Company’s own stock.

 

Off-Balance Sheet Arrangements

 

Odyssey does not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet financial arrangements.

 

ITEM 3. Quantitative and Qualitative Disclosures about Market Risk

 

Not required for smaller reporting companies.

 

ITEM 4. Controls and Procedures

 

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed by our company is recorded, processed, summarized and reported, within the time periods specified in the rules and forms of the SEC. John Foster, our Chief Executive Officer and our Principal Accounting Officer, is responsible for establishing and maintaining disclosure controls and procedures for our company.

 

Our management has evaluated the effectiveness of our disclosure controls and procedures as of September 30, 2012 (under the supervision and with the participation of the Chief Executive Officer and the Principal Accounting Officer), pursuant to Rule13a-15(b) promulgated under the Exchange Act. As part of such evaluation, management considered the matters discussed below relating to internal control over financial reporting. Based on this evaluation, our Company’s Chief Executive Officer and Principal Accounting Officer have concluded that our Company’s disclosure controls and procedures were not effective as of September 30, 2012 due to the lack of sufficient personnel to assure segregation of duties and lack of a GAAP accounting professional on staff. Management with the assistance of its Securities Counsel will closely monitor all future filings to ensure completeness of all company filings.

 

 

The term “internal control over financial reporting” is defined as a process designed by, or under the supervision of, the registrant’s principal executive and principal financial officers, or persons performing similar functions, and effected by the registrant’s board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

 

●

pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the registrant;

 

●

provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles, and that receipts and expenditures of the registrant are being made only in accordance with authorizations of management and directors of the registrant; and

 

●

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

 

Changes in Internal Controls

 

We have also evaluated our internal control for financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of their last evaluation.

 

PART II - OTHER INFORMATION

 

ITEM 1. Legal Proceedings

 

Watson, Farley and Williams v. Odyssey Pictures Corp., Gold Leaf Pictures, Belgium, Johan Schotte, Chardonnay Enterprise Ltd, and A Hero From Zero N.V. Complaint filed April 30, 2001, New York Supreme Court, New York County, for balance owing for services rendered from the period beginning 1997 through to April of 2001 to all named defendants. Odyssey has answered this complaint, although it was not notified until August 10, 2001 denying its position in the named defendants. Odyssey contends that it did, in fact, pay any and all outstanding related legal bills related to the Plaintiff’s corporate involvement. Odyssey offered a settlement in 2002, however, no response has been made from the Plaintiff on this matter as of the close of business on June 30, 2012.

 

On June 30, 2006 the Company entered into a settlement agreement with ThorFilms, LLC. as to claims of each whereby the Company agreed to make payment of $100,000 to ThorFilms, LLC prior to December 30, 2006. In the reported period, the Company has entered into subsequent negotiations in this matter. Is has made initial payments toward the settlement of this claim which it expects to conclude in the coming fiscal year.

 

The Company is subject to other legal proceedings that arise in the ordinary course of its business and from prior management activities. Other than that as disclosed above, in the opinion of present management, the aggregate liability, if any, with respect to these other actions will not materially adversely affect our financial position, results of operations or cash flows.

 

ITEM 1A. Risk Factors

 

Not required for smaller reporting companies.

 

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

 

None

 

 

ITEM 3. Defaults Upon Senior Securities

 

None

 

ITEM 4. Submission of Matters to a Vote of Security Holders.

 

No matters were submitted to security holders for a vote during the period ending September 30, 2009.

 

ITEM 5. Other Information

 

None.

 

ITEM 6. Exhibits

 

a)

Exhibits

 

31.1	Section 302 Certification By Chief Executive Officer and Principal Financial Officer
32.1	Section 906 Certification of Principal Executive Officer and Principal Financial Officer

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

  

ODYSSEY PICTURES CORPORATION
/s/ John W. Foster
John W. Foster Chairman and CEO

 

November 20, 2012