10QSB 1 tomi-10qsb_033108.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarterly period ended March 31, 2008 OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT For the transition period from _____ to _____ Commission file number 000-09908 THE OZONE MAN, INC. ________________________________________________________________________________ (Exact name of small business issuer as specified in its charter) Florida 59-1947988 ________________________________________________________________________________ (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 9454 Wilshire Blvd., Penthouse, Beverly Hills, CA 90212 ________________________________________________________________________________ (Address of principal executive offices) (800) 525-1698 ________________________________________________________________________________ Issuer's telephone number Not Applicable ________________________________________________________________________________ (Former name, former address and former fiscal year, if changed since last report) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X] As of March 31, 2008 the registrant had 35,572,962 shares of common stock outstanding. Transitional small business disclosure format: Yes [ ] No [X] TABLE OF CONTENTS PART I: FINANCIAL INFORMATION Item 1. Financial Statements 2 Condensed Consolidated Balance Sheet 4 Condensed Consolidated Statement of Operations 5 Condensed Consolidated Statement of Stockholders' Equity 6 Condensed Consolidated Statement of Cash Flows 7 Notes to Unaudited Condensed Consolidated Financial Statements 8 Item 2. Management's Discussion and Analysis or Plan of Operation 13 Item 3. Controls and Procedures 13 PART II: OTHER INFORMATION Item 2. Unregistered Sales of Equity Securities 14 Item 6. Exhibits 14 Signatures 15 2 PART I: FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS The financial information set forth below with respect to our statements of operations for the three month period ended March 31, 2008 is unaudited. This financial information, in the opinion of management, includes all adjustments consisting of normal recurring entries necessary for the fair presentation of such data. The results of operations for the three month period ended March 31, 2008 are not necessarily indicative of results to be expected for any subsequent period. UNAUDITED INFORMATION The information furnished herein was taken from the books and records of the Company without audit. However, such information reflects all adjustments which are, in the opinion of management, necessary to properly reflect the results of the interim period presented. The information presented is not necessarily indicative of the results from operations expected for the full fiscal year. 3 The Ozone Man, Inc. and Subsidiary (A Development Stage Company) CONDENSED CONSOLIDATED BALANCE SHEET
(Unaudited) March 31, 2008 December 31, 2007 -------------- ----------------- ASSETS ------ Current Assets: --------------- Cash and Cash Equivalents $ 123,127 $ 3,095 -------------- ----------------- Total Current Assets 123,127 3,095 -------------- ----------------- Property and Equipment - net 149,160 - -------------- ----------------- Other Assets: ------------- Indefinite-Life Intangible Assets 60,000 - Security Deposits 2,220 - -------------- ----------------- Total Other Assets 62,220 - -------------- ----------------- TOTAL ASSETS $ 334,507 $ 3,095 ============== ================= LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) ---------------------------------------------- Current Liabilities: -------------------- Accounts Payable and Accrued Expenses $ 36,453 $ 6,857 Current Portion of Long-Term Debt 11,808 - Convertible Note Payable - Related Party, net of discount 23,056 10,556 Other Payables - 10,000 -------------- ----------------- Total Current Liabilities 71,317 27,413 -------------- ----------------- Long-Term Debt. Net of Current Portion 44,879 - -------------- ----------------- Total Liabilities 116,196 27,413 -------------- ----------------- COMMITMENTS AND CONTINGENCIES Stockholders' Equity (Deficit): ------------------------------- Preferred Stock, $25 par value; 1,000,000 shares authorized, none issued and outstanding - - Common Stock, $.01 par value, 75,000,000 shares authorized; 36,572,962 and 34,940,437 shares issued and outstanding, at March 31, 2008 and December 31, 2007 respectively. 365,729 349,404 Additional Paid-in Capital 348,575 29,900 Accumulated Deficit (370,762) (370,762) Accumulated Deficit During the Development Stage (125,231) (32,860) -------------- ----------------- Total Stockholders' Equity (Deficit) 218,311 (24,318) -------------- ----------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) $ 334,507 $ 3,095 ============== =================
The accompanying notes are an integral part of these financial statements. 4 The Ozone Man, Inc. and Subsidiary (A Development Stage Company) CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)
For the Period For the Three September 5, 2007 Months Ended (Inception) to March 31, 2008 March 31, 2008 -------------- ----------------- Net Revenues: $ - $ - ------------- -------------- ----------------- Costs and Expenses: ------------------- Professional Fees 30,832 44,707 Merger Expense - 25,000 Other General and Administrative Expenses 49,039 57,468 -------------- ----------------- Total Costs and Expenses 79,871 127,175 -------------- ----------------- Loss from Operations (79,871) (127,175) -------------- ----------------- Other Income (Expenses): ------------------------ Financing Costs (12,500) (23,056) Forgiveness of Debt - 25,000 -------------- ----------------- Total Other Income (Expenses) (12,500) 1,944 -------------- ----------------- Net Loss $ (92,371) $ (125,231) ============== ================= Net Loss per Common Share - Basic and Diluted $ (0.00) ============== Basic and Diluted Weighted Average Common Shares Outstanding 35,868,505 ==============
The accompanying notes are an integral part of these financial statements. 5 The Ozone Man, Inc. and Subsidiary (A Development Stage Company) CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) FOR THE PERIOD SEPTEMBER 5, 2007 (INCEPTION) TO MARCH 31, 2008
DEFICIT ACCUMULATED PREFERRED STOCK COMMON STOCK ADDITIONAL IN THE --------------- ----------------------- PAID-IN ACCUMULATED DEVELOPMENT SHARES AMOUNT SHARES AMOUNT CAPITAL DEFICIT STAGE TOTAL ------ ------ ------------ --------- ---------- ----------- ----------- --------- Balance - September 5, 2007 $ - 680,437 $ 6,804 $ 312,500 $ - $ - $319,304 Sale of Common Stock to Founders of Ozone - NV 30,000,000 3,000 27,000 30,000 Issuance of Common Stock in Connection with Reverse Acquisition 34,250,000 342,500 (342,500) - Effect of Recapitalization (30,000,000) (3,000) 3,000 (370,762) (370,762) Issuance of Common Stock for Services @ $.50 per share. 10,000 100 4,900 5,000 Beneficial Conversion Feature 25,000 25,000 Net Loss for the Period September 5, 2007 (Inception) to December 31, 2007 (32,860) (32,860) ------ ------ ------------ --------- ---------- ----------- ----------- --------- Balance - December 31, 2007 - - 34,940,437 349,404 29,900 (370,762) (32,860) (24,318) ------ ------ ------------ --------- ---------- ----------- ----------- --------- Return of Common Stock in Connection with Reverse Acquisition - (Unaudited) (42,475) (425) 425 - Issuance of Common Stock Pursuant to a Private Placement @ $.20 per share - (Unaudited) 1,675,000 16,750 318,250 335,000 Net Loss for the Period January 1, 2008 to March 31, 2008 - (Unaudited) (92,371) (92,371) ------ ------ ------------ --------- ---------- ----------- ----------- --------- Balance - March 31, 2008 - (Unaudited) - $ - 36,572,962 $365,729 $ 348,575 $ (370,762) $ (125,231) $218,311 ====== ====== ============ ========= ========== =========== =========== =========
The accompanying notes are an integral part of these financial statements. 6 The Ozone Man, Inc. and Subsidiary (A Development Stage Company) CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)
For the Period For the Three September 5, 2007 Months Ended (Inception) to March 31, 2008 March 31, 2008 -------------- ----------------- OPERATING ACTIVITIES Net (Loss) $ (92,371) $ (125,231) Adjustments to reconcile net (loss) to net cash (used) by operating activities: Depreciation 1,478 1,478 Amortization of Debt Discount 12,500 23,056 Common Stock Issued for Services - 5,000 Debt Forgiveness - (25,000) Changes in Operating Assets and Liabilities: (Increase) in Security Deposits (2,220) (2,220) Increase in Accounts Payable and Accrued Expenses 29,596 34,995 - - -------------- ----------------- Net Cash Used by Operating Activities (51,017) (87,922) -------------- ----------------- INVESTING ACTIVITIES Capital Expenditures (150,638) (150,638) Purchase of Indefinite-Life Intangible Assets (60,000) (60,000) -------------- ----------------- Net Cash Used in Investing activities (210,638) (210,638) -------------- ----------------- FINANCING ACTIVITIES Proceeds from the Sale of Common Stock 335,000 365,000 Proceeds of Note Payable - Other 56,687 56,687 Payment of Other Payable (10,000) - -------------- ----------------- Net cash provided by financing activities 381,687 421,687 -------------- ----------------- NET CHANGE IN CASH AND CASH EQUIVALENTS 120,032 123,127 -------------- ----------------- CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD 3,095 - -------------- ----------------- CASH AND CASH EQUIVALENTS - END OF PERIOD $ 123,127 $ 123,127 ============== ================= SUPPLEMENTAL CASH FLOW INFORMATION: Cash paid during the period for: Interest $ - $ - ============== ================= Income taxes $ - $ - ============== ================= Supplemental Disclosures of Cash Flow Information: -------------------------------------------------- Non Cash Financing Activities: Issuance of Note Payable - Related Party as payment of Accounts Payable $ - $ 25,000 ============== ================= Issuance of 34,250,000 shares of Common Stock in Connection with Reverse Acquisition (Recapitalization) $ - $ 342,500 ============== ================= Discount on Convertible Debt $ - $ 25,000 ============== ================= Return of Common Stock Related to Recapitalization $ 425 $ - ============== =================
The accompanying notes are an integral part of these financial statements. 7 THE OZONE MAN, INC. AND SUBSIDIARY (A DEVELOPMENT STAGE COMPANY) NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - Organization and Basis of Presentation The Ozone Man, Inc. ("Ozone-FL") was originally incorporated in the state of Florida in 1979 as Dauphin, Inc. ("Dauphin"). On June 27, 1994 Dauphin, through an exchange agreement, acquired 100% of the outstanding common stock of RPS Executive Limousines, Ltd., a privately held New York Corporation ("RPS Limo"). On July 19, 1994, Dauphin changed its name to RPS Enterprises, Ltd. and effected a one-for-three reverse split of its common stock. In addition, the Certificate of Incorporation was amended to (a) increase the number of authorized common shares, $.01 par value, from 10,000,000 shares to 20,000,000 shares and (b) to create 1,000,000 shares of a new class of cumulative convertible $25.00 preferred stock, with semi-annual dividends of $2.00 per share. The acquisition resulted in the RPS Limo shareholder emerging with a larger portion of voting rights of the combined company. Accordingly, the transaction was treated for accounting purposes as a reverse acquisition. In August 2002, certain investors purchased the majority of prior management's stock and changed the name from RPS Enterprises Ltd. to RPS Group, Inc. ("RPS Group"). In October 2002 RPS Group sold back the operating subsidiary (RPS Limo) to prior management. RPS Group has been a shell company with no significant assets or operations since 2002. On September 5, 2007, The Ozone Man, Inc. was incorporated in the State of Nevada ("Ozone-NV"). On October 15, 2007, RPS Group, Inc filed with the State of Florida, an amendment to its Articles of Incorporation changing its name to The Ozone Man, Inc.("Ozone-FL") and increasing it's authorized common shares from 20,000,000 to 75,000,000 shares. In addition Ozone-FL executed a 1:20 stock split. On October 17, 2007, pursuant to a Definitive Agreement and Plan of Reorganization, Ozone-FL acquired 100% of the issued and outstanding common shares of Ozone-NV in exchange for 34,250,000 shares of Ozone-FL's common stock (as amended) and $25,000 cash consideration. The combination of the two companies is recorded as a recapitalization of Ozone-NV pursuant to which Ozone-NV is treated as the continuing entity although Ozone-FL is the legal acquirer. Accordingly, the Company's historical financial statements are those of Ozone-NV. Ozone-FL and Ozone-NV are hereafter collectively referred to as "the Company". The accompanying condensed consolidated financial statements included the accounts of The Ozone Man, Inc. (a Florida Corporation) (Parent) and its wholly owned subsidiary The Ozone Man, Inc. (a Nevada Corporation). All significant intercompany accounts and transactions have been eliminated in consolidation. The Company is engaged in home inspection, air quality testing and ozone indoor decontamination cleaning and intends to franchise and/or license these operations. The Company has not yet generated revenues from planned principal operations and is considered a development stage company as defined in Statement of Financial Accounting Standards ("SFAS") No. 7. In the opinion of the Company's management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the information set forth therein. These financial statements are condensed and therefore do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's 2007 Annual Report on Form 10-KSB. 8 THE OZONE MAN, INC. AND SUBSIDIARY (A DEVELOPMENT STAGE COMPANY) NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - Organization and Basis of Presentation (Continued) Results of operations for interim periods are not necessarily indicative of the results of operations for a full year. NOTE 2 - Going Concern The Company had no revenues and incurred losses of $92,371 for the three months ended March 31, 2008 and $125,231 for the period September 5, 2007 (inception) to March 31, 2008. These factors raise substantial doubt about the Company's ability to continue as a going concern. There can be no assurance that sufficient funds required during the next year or thereafter will be generated from operations or that funds will be available from external sources such as debt or equity financings or other potential sources. The lack of additional capital resulting from the inability to generate cash flow from operations or to raise capital from external sources would force the Company to substantially curtail or cease operations and would, therefore, have a material adverse effect on its business. Furthermore, there can be no assurance that any such required funds, if available, will be available on attractive terms or that they will not have a significant dilutive effect on the Company's existing stockholders. The Company's existence is dependent on management's ability to develop profitable operations and resolve its liquidity problems. In October 2007 RPS Group and Ozone Nevada effected a reverse acquisition with Ozone Nevada being the surviving entity for accounting purposes. Management is attempting to attain profitable operations for Ozone Nevada, however, there is no assurance that the Company will achieve such profitable operations. The Company is also attempting to address its lack of liquidity by raising additional funds, either in the form of debt or equity or some combination thereof. During the quarter ended March 31, 2008 the Company sold 1,675,000 shares of common stock for gross proceeds of $335,000. There can be no assurances that the Company will be able to continue to raise the additional funds it requires. The accompanying financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern. NOTE 3 - Property and Equipment Property and equipment is stated at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Property and equipment at March 31, 2008 is summarized as follows: Estimated Useful Lives ---------------- Delivery Equipment $ 88,687 5 Years Furniture and Fixtures 4,761 3 Years Machinery and Equipment 57,190 5 Years ---------- 150,638 Less: Accumulated Depreciation 1,478 ---------- $ 149,160 =========== Depreciation expense was $1,478 for the three months ended March 31, 2008. 9 THE OZONE MAN, INC. AND SUBSIDIARY (A DEVELOPMENT STAGE COMPANY) NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 4 - Indefinite-Life Intangible Assets On February 23, 2008 the Company purchased from S.C.O. Medallion Healthy Homes LTD all intellectual property for the Medallion methodology system for $60,000. This indefinite-life intangible is not amortized but will be tested for impairment annually or if certain circumstances indicate a possible impairment may exist. NOTE 5 - Convertible Note Payable - Related Party Convertible note payable consists of the following: March 31, 2008 December 31, 2007 -------------- ----------------- Convertible note payable to related party, net of unamortized discount of $1,944 and $14,444 at March 31, 2008 and December 31, 2007, respectively $ 23,056 $ 10,556 ======== ======== On October 17, 2007 a convertible promissory note in the amount of $25,000 was issued to one individual who is a stockholder, legal counsel and former officer of Ozone-FL as payment of accounts payable owed by the Company to him for legal services. The note is non-interest bearing and convertible into 2,000,000 shares of the Company's common stock at the Holder's option provided the Maker is not in default and is due April 14, 2008 or 30 days after the Company's common stock commences trading. In connection with the convertible debt, the Company recorded a deferred debt discount in the amount of $25,000 to reflect the beneficial conversion feature of the convertible debt. The beneficial conversion feature was recorded pursuant to Emerging Issues Task Force ("EITF") 00-27: "Application of EITF No. 98-5, Accounting for Convertible Securities with Beneficial Conversion Features or Contingently Adjustable Conversion Ratios, to Certain Convertible Instruments". In accordance with EITF 00-27, the Company evaluated the value of the beneficial conversion feature and recorded the amount of $25,000 as a reduction to the carrying amount of the convertible debt and as an addition to paid-in capital. The Company is amortizing the discount over the term of the debt. Amortization of the debt discount for the three months ended March 31, 2008 was $12,500 and for the period September 2, 2007 (inception) to March 31, 2008 amounted to $23,056, and is reported as financing costs. NOTE 6 - Long-Term Debt Long-term debt at March 31, 2008 consists of the following: Notes payable, collateralized by specific delivery equipment; bearing interest at 10.75% per annum and payable in monthly installments of $1,464 including principal and interest and due March, 2012. $ 56,687 Less: Current Portion 11,808 -------- $ 44,879 ======== 10 THE OZONE MAN, INC. AND SUBSIDIARY (A DEVELOPMENT STAGE COMPANY) NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 6 - Long-Term Debt (Continued) Annual scheduled payments of long-term debt are as follows: Twelve Month Period Ending March 31, ------------- 2009 $ 11,808 2010 13,389 2011 14,902 2012 16,588 -------- $ 56,687 ======== NOTE 7 - Common Stock In September 2007 Ozone-NV issued 30,000,000 shares of common stock for $30,000 to the three founders of Ozone-NV. On October 15, 2007 Ozone-FL amended its Articles of Incorporation increasing the authorized shares from 20,000,000 shares to 75,000,000 shares. The par value remained $.01 per share. On October 17, 2007 Ozone-FL implemented a 1:20 reverse stock split affecting the pre-reorganization shareholders. All share and pre-share data have been retroactively adjusted to reflect these recapitalizations. On October 17, 2007, pursuant to the aforementioned Definitive Agreement and Plan of Reorganization the founders of Ozone-NV exchanged 100% of their outstanding shares of Ozone-NV in return for 34,250,000 shares of Ozone-FL's common stock (see Note 1). On November 1, 2007, the Company issued 10,000 shares of common stock for the payment of professional fees in the amount of $5,000. During the quarter ended March 31, 2008 the Company sold 1,675,000 shares of common stock in a private offering for gross proceeds of $335,000. NOTE 8 - Preferred Stock The Company's Board of Directors may, without further action by the Company's stockholders, from time to time, direct the issuance of any authorized but unissued or unreserved shares of preferred stock in series and at the time of issuance, determine the rights, preferences and limitations of each series. The holders of preferred stock may be entitled to receive a preference payment in the event of any liquidation, dissolution or winding-up of the Company before any payment is made to the holders of the common stock. Furthermore, the board of directors could issue preferred stock with voting and other rights that could adversely affect the voting power of the holders of the common stock. 11 THE OZONE MAN, INC. AND SUBSIDIARY (A DEVELOPMENT STAGE COMPANY) NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 9 - Forgiveness of Debt In October 2007 a stockholder and former legal counsel and officer of Ozone-FL waived payment of the Company's accounts payable to him for past due legal services performed in the amount of $25,000. Accordingly, the Company recorded debt forgiveness income in the amount of $25,000. NOTE 10 - Subsequent Events In April 2008 the Company sold 125,000 shares of common stock for $25,000. On April 19, 2008 the Company purchased from Air Testing and Design, Inc. all intellectual property related to the seller's generators and methodology, including specified ozone generators, related products, patents, applications, extensions and copyrights related thereto for $50,000. 12 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION In this report references to "Ozone Man," "we," "us," and "our" refer to The Ozone Man, Inc. SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS The Securities and Exchange Commission ("SEC") encourages companies to disclose forward-looking information so that investors can better understand future prospects and make informed investment decisions. This report contains these types of statements. Words such as "may," "will," "expect," "believe," "anticipate," "estimate," "project," or "continue" or comparable terminology used in connection with any discussion of future operating results or financial performance identify forward-looking statements. You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report. All forward-looking statements reflect our present expectation of future events and are subject to a number of important factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Results of Operations for the quarter ended March 31, 2008: Ozone Man (FL) has had no business operations since 2002. Ozone Man (NV), acquired in October 2007 was incorporated in September 2007 and is a development stage company that has not yet generated revenues from planned operations. We have only incurred expenses such as professional and regulatory fees and merger expenses. Those expenses totaled $79,871 for the period ended March 31, 2008. We also incurred financing costs of $12,500 related to amortization of debt discount. As such we also recorded a net loss of $92,371 for the period ended March 31, 2008. Liquidity and Capital Resources: Our business plan is to engage in the home inspection, air quality testing and ozone indoor cleaning business. We also intend to license or franchise these operations. We have very limited sources of capital as we have not yet generated revenues from operations. At March 31, 2008, we had $123,127 in cash and liabilities of $116,196. We are currently engaged in a private placement pursuant to Regulation D, Rule 505, and have raised $335,000 from the sale of 1,675,000 shares of common stock in the first quarter of 2008. If the entire private placement is sold, we may raise an additional $665,000. If we are able to raise the additional funds, we believe it should be sufficient to implement our business plan through the end of 2008. There is no assurance additional private placement funds will actually be raised and the failure to do so will make it more difficult to implement our business plan. The Company is a development stage company and has not commenced planned principal operations. The Company had no revenues and incurred a net loss of $92,371 for the three months ended March 31, 2008 and a net loss of $125,231 for the period September 5, 2007 (inception) to March 31, 2008. These factors raise substantial doubt about the Company's ability to continue as a going concern. There can be no assurance that sufficient funds will be generated during the next year or thereafter from operations or that funds will be available from external sources such as debt or equity financings or other potential sources. The lack of additional capital could force the Company to curtail or cease operations and would, therefore, have a material adverse effect on its business. Furthermore, there can be no assurance that any such required funds, if available, will be available on attractive terms or that they will not have a significant dilutive effect on the Company's existing stockholders. Off-Balance Sheet Arrangements None. 13 ITEM 3. CONTROLS AND PROCEDURES We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our filings under the Exchange Act is recorded, processed, summarized and reported within the periods specified in the rules and forms of the SEC. This information is accumulated and communicated to our executive officers to allow timely decisions regarding required disclosure. Our President, who acts in the capacity of principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, he concluded that our disclosure controls and procedures were effective. Also, he determined that there were no changes made in our internal controls over financial reporting during the first quarter of 2008 that have materially affected, or are reasonably likely to materially affect our internal control over financial reporting. PART II: OTHER INFORMATION ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES In addition to the sales set forth in Part I, Item 2 above, the Company sold an additional 125,000 common shares for a total of $25,000 in April 2008. ITEM 6. EXHIBITS Part I Exhibits 31.1 Principal Executive Officer Certification 31.2 Principal Financial Officer Certification 32.1 Section 1350 Certification Part II Exhibits None. 14 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. THE OZONE MAN, INC. Date: May 14, 2008 By: /s/ Halden Shane ------------------------------------------------ Halden Shane Principal Executive Officer In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Date: May 14, 2008 By: /s/ Halden Shane ------------------------------------------------ Halden Shane Principal Executive Officer Principal Financial and Accounting Officer Date: May 14, 2008 By: /s/ Richard Johnson ------------------------------------------------ Richard Johnson Secretary and Director Date: May 14, 2008 By: /s/ Willie Brown, Jr. ------------------------------------------------ Willie Brown, Jr. Director 15