10KSB 1 natco10ksbmar2008.txt ANNUAL REPORT MARCH 2008 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB Annual Report Under Section 13 OR 15(d)of The Securities Exchange Act of 1934 For the fiscal year ended March 31, 2008 Commission File Number: 333-91190 NATCO INTERNATIONAL INC. (Name of Small Business Issuer in its Charter) DELAWARE 98-0234680 (State of incorporation) (I.R.S. Employer Identification Number) UNIT 204, 13569 - 76 AVENUE SURREY, BRITISH COLUMBIA, CANADA, V3W 2W3 (Address of principal executive offices) (Zip code) Telephone Number: (604) 592-0047 Securities registered under Section 12(b) of the Exchange Act: NONE Securities registered under Section 12(g) of the Exchange Act: COMMON STOCK, PAR VALUE $.001 Check whether the issuer is not required to file reports pursuant to Section 13 or 15(d) of the exchange act. [X] 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 [ ]. Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B, and no disclosure will be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB. [X] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the exchange Act). Yes [ ] No [X] The issuer's revenues for the fiscal year ended March 31, 2008 were $0. State the aggregate market value of the voting and non-voting Common equity held by non-affiliates computed by reference tothe price at which the common equity was sold, or the average bid and asked price of such common equity, as of a specified date within the past 60 days. THE AGGREGATE MARKET VALUE OF THE COMMON STOCK HELD BY NON-AFFILIATES ON JUNE 30, 2008 WAS $5,079,045.60. Check whether the issuer has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes [X] No [ ]. SHARES OF $0.001 PAR VALUE COMMON STOCK OUTSTANDING AT JUNE 30, 2006: 20,447,614 DOCUMENTS INCORPORATED BY REFERENCE None Transitional Small Business Disclosure Format (check one): Yes [ ] No [X] PART I ITEM 1. DESCRIPTION OF BUSINESS ORGANIZATIONAL DEVELOPMENT Natco International Inc. (the "Company" or "Natco"), a Delaware corporation, started as Spectrum Trading Inc., a British Columbia, Canada company on November 21, 1990 to import leather products from India and sell them in Canada. However, the supplier in India did not materialize and the Company remained dormant until 1997 when the chemical manufacturing business was launched by the Company's current President, Raj-Mohinder Gurm. Spectrum Trading, Inc. domesticated into a Delaware corporation on May 14, 1999 as Spectrum International Inc. and changed its name to Natco International Inc. on June 3, 2004. Natco International Inc (formerly Spectrum International, Inc.) commenced its existence as a Delaware Corporation on May 14, 1999 as a result of above mentioned "Domestication". This procedure was intended to utilize provisions of the Delaware Corporate Code, Sec. 388, whereby a non-U.S. company may, by filing a Certificate of Domestication and Certificate of Incorporation under that section, utilize provisions thereof which provide that upon filing the Certificates, a corporation becomes subject to Delaware law, except that its existence shall be deemed to have commenced when it was originally formed in the foreign jurisdiction, rather than upon filing in Delaware as is the case in a typical new corporation. Said Section also provides that the obligations and liabilities prior thereto are not affected by the Domestication. The predecessor company was incorporated in British Columbia. No opinion is expressed as to what legal effect that procedure has on the Company, except that the financial statements assume the financial continuation, and we refer to both the current company and its predecessor as the "Company". Most of our current shareholders were shareholders of the original British Columbia Company and "migrated" to the Delaware company as a consequence of the Domestication. In June, 2000, Management of the Company determined that a reverse acquisition by an Ontario, Canada Company would be desirable. The structure of the transaction was that all of the shareholders of the Delaware company would exchange their shares of the company for shares of the Ontario Company, Bisson Bio-Technologies, Ltd. ("Bisson") pro rata, with each other, but also including the prior shareholders of Bisson. This resulted in the Company becoming a wholly owned subsidiary of Bisson, with its business activities continuing in Spectrum. Bisson had no business activities, and the purpose of the transaction was to seek a listing on one of the stock exchanges in Canada which was never effected. Consequently, in January, 2001, an agreement was entered into between Bisson, its subsidiary Spectrum, and certain shareholders of Bisson (those who had been former Spectrum shareholders) to "reverse" the transaction, and transfer the Spectrum shares held by Bisson back to the former shareholders of Spectrum. The agreement provided that the former Spectrum shareholders would submit their shares of Bisson back to Bisson in exchange for the 6,050,661 shares of Spectrum which had been originally exchanged. Shareholders were to be put back in their original position, except that there had been a few transactions, which Management believes, was of minor impact on the relative shareholder positions. On May 9, 2005, the company's SB-2 became effective, and on July 29, 2005, it was approved to start being quoted on the OTCBB. On August 19, 2005, shares of the company commenced trading on the OTCBB. BUSINESS OF THE COMPANY Natco manufactured two distinct product lines that had separate customer bases and manufacturing processes: a jewelry cleaner line and a tire sealant line. The Company phased out both lines of product in the last 12 months. The company announced a Letter of Agreement with Photo Violation Technologies Corp (PVT), a Canadian company engaged in manufacture and sales of parking Equipment on March 19, 2007. We could not complete the merger with PVT. The agreement was cancelled in December 2007. The company signed a Letter of Agreement with Lassen Energy, Inc., A California corporation, in February 2008 and In April 2008 definitive binding agreement to merge the two companies was signed. Following is overview of Lassen business. OVERVIEW OF LASSEN ENERGY, INC Lassen is the exclusive manufacturer of a proprietary solar panels and exclusive licensee of the right to build and operate solar power plants using these panels. The Company's panels contains components which make use of a patent pending application of a technology called Multiple Energy Levels or MEL, which configures photovoltaic cells (PV) as a series of transistors instead of as diodes. The technology takes wavelength frequency to move a bucket of electrons through the junctions, which greatly improves photovoltaic efficiency. The panels use this increased efficiency as catalyst to generate, in current prototypes, 400 watts per panel, with construction of new panels currently underway that are designed to produce 3000 watts per panel. Photovoltaic solar power is one of the most promising renewable energy sources in the world. Compared to nonrenewable sources such as coal, gas, oil, and nuclear, the advantages are clear: it's non-polluting, has no moving parts to break down, and does not require much maintenance. A very important characteristic of PV power generation is that it does not require a large-scale installation to operate, as different from conventional power generation stations. Power generators can be installed in a distributed fashion, on each house or business or school, using area that is already developed, and allowing individual users to generate their own power, quietly and safely. Rooftop power can be added as more homes or businesses are added to a community, thereby allowing power generation to keep in step with growing needs without having to overbuild generation capacity as is often the case with conventional large scale power systems. As compared with other renewable energy sources such as wind power, water power, and even solar thermal power, PV power has some obvious advantages. First, wind and water power rely on turbines to turn generators to produce electricity. Turbines and generators have moving parts that can break down, require significant maintenance and are noisy. Even solar thermal energy needs a turbine or other mechanical device to change the heat energy of the sun into mechanical energy for a generator to produce electric power. PV power, by contrast, is generated directly from the sun. PV systems have no moving parts, require virtually no maintenance and last for decades. Our panel design makes them cost competitive to purchase as a distributed power source or as a base load power plant to replace or to be built instead of carbon burning systems such as coal and natural gas. Lassen has the exclusive right to manufacture and supply these proprietary solar panels to residential, commercial and industrial markets. Management currently plans to, initially, manufacture 82,000 panels annually with additional capacity to be added based on demand. Manufacturing will take place in the United States and is expected to produce significant gross annual revenues and profits for the Company. LASSEN ENERGY, INC. PANEL PRODUCTION (PROJECTED) WEEKS ANNUAL DAYS TOTAL TOTAL HOURS TOTAL UNITS PER WEEK PER WEEK PER DAY PER HOUR 52 82,000 1,577 6 263 24 11 Lassen also intends to construct power plants. Permits for the sites and power purchase agreements for their generated power are currently underway. Company management includes individuals with extensive experience in manufacturing and power plant construction and consultants with extensive experience in the electric utility industry. PANEL SPECIFICATIONS The specifications include the embedded or attached DC-AC inverter, which is physically part of the panel PRODUCT NAME AND DESCRIPTION LASSEN ENERGY PANEL Rated Power (Watts) Currently 400 Prototype that generates 3000 will be tested in August 2008 Series Fusing (Amps) 15.0 Current at Max. Power (Amps) 14.0 Voltage at Max. Power (DC Volts) 220.0 Short Circuit Current (Amps) N/A Length (Inches) 62.5 Width (Inches) 32.5 Depth of Frame (Inches) 3.5 MARKET OVERVIEW Increasing Worldwide Demand Worldwide electric power use is projected to expand over the next twenty years in both developed and undeveloped countries and regions. Increasing Prices after Period of Consolidation in the United States In the United States, stimulated by de-regulation, the electric power industry consolidated during 2000-2004 in many areas of the country after extensive over- building in the merchant account sector in the late nineties and early 2000. However, by 2005, demand was increasing prices and that trend continued through 2006. 2005 STATISTICAL OVERVIEW (Energy Information Administration (EIA) Data) Capacity o Total installed generating capacity was 1,067,019 megawatts (MW) as of December 31, 2005-a 1.7-percent increase from 2004. Customers, Sales, and Revenues o The average number of ultimate customers served by electric utilities totaled 138,367,159-a 1.7-percent increase from 2004. o The average electricity use per customer was 26,458 kilowatt-hours (kWh). o Total electric utility revenues from sales to ultimate customers equaled $298 billion-a 10.3-percent increase from 2004. o The average revenue received per kWh sold was 8.14 cents. o Electricity demand is expected to increase by 2.5 percent in 2006, and 1.9 percent in 2007. Financial o Total energy operating revenues of shareholder-owned electric companies were $387.1 billion. o Consolidated holding company-level assets of shareholder-owned electric companies were $963.6 billion. o Of these assets, $520.8 billion were net property in service. o Total capitalization of U.S. shareholder-owned electric companies was $533.4 billion. It appears from price increases occurring in 2005 and 2006 that the consolidation hit its bottom in 2004. In 2006, the average retail price for all customers rose 8.9 cents per KWh, a sharp increase of three-fourths of a cent from the 2005 price level. The 9.3 percent increase was the largest since 1981. Electricity demand increased by 2.5 percent in 2006, and is expected to increase 1.9 percent in 2007. A 1 percent increase in demand based on 2005 capacity is the equivalent of 10,679 MW (SOURCE: EIA; DATE OF LATEST DATA: 2006; RELEASED: NOVEMBER 2007) Pressure to Change the Fuel Mix is Increasing in the United States The United States primarily derives electricity from carbon-based fuel sources, supplemented by nuclear, then hydro, and, finally, a small amount of other generation, including solar. Fuel Source (SOURCE: EIA; DATE OF LATEST DATA: 2005; RELEASED: NOVEMBER 2006) Coal: 2,013,179 GWh Nuclear: 781,986 GWh Gas: 757,974 GWh Hydro: 263,029 GWh Fuel Oil: 122,522 GWh Biomass: 63,856 GWh Other: 52,142 GWh However, there is growing pressure to change this energy source mix to be more green and renewable in most of the United States markets in which Lassen's business activities are focused. Arizona, California, Nevada, New Mexico and the Northwest all have mandates that require energy source mix change in a specified time. Political pressure for the mix change derives from a combination of factors, including the significant impact of the current mix on the environment and a heightened awareness of the need to be more energy independent. California, for example, mandates significant mix change by 2020, which is expected to result in a fuel source mix that is derived from increasing cleaner, more renewable, and more green sources. The mix change for power generation will mandate that not less than 20% of California's power requirements be derived from renewable sources. This means that, by 2020, California will need to derive approximately 42,000,000 MWh of energy from renewable resources. Current California total energy production is: Summer Capability 63,213 MWh Total Generation 216,798, 688 MWh Total Retail Sales 262,958,528 MWh Average Retail Price 12.82 (cents/KWh (Source: EIA; Date of Latest Data: 2005; Released: November 2006) Mandates, therefore, create significant opportunity for providers of clean, renewable, green, and especially solar power to enter or expand their business activities. COMPETITION Lassen's PV solar panel technology enables it to produce relatively lower costs per KWh compared with the generally available technology. We believe that we can produce, on a commercial scale, solar panels that will make solar energy power generation cost competitive with traditional electric power sources. Lower cost, clean, renewable, and reliable has the potential to be a dominant source of electric power generation for many years. Our chief competitor on the industrial side is Stirling Energy Systems, a systems integration and project management company that is developing equipment for utility-scale renewable energy power plants and distributed electric generating systems. Their systems require 3-4 times the land for the equivalent wattages, as compared with Lassen's technology. Their systems must be mounted in remote locations due to the height of their tower and reflective mirrors. On the residential and commercial side, our chief competitors are British Petroleum and Shell. TYPE WATTS EFFICIENCY RETAIL PRICE PANEL Traditional 155-170 17-42% $500-$1000 Thin Film 135-170 10-20% 350-$1000 Solar Concentrator 135-400 15-25% $1000-$5000 Lassen Energy panel Current 400 70% Up to $6000 Prototype 3000 REVENUE MODEL AND GROWTH STRATEGY Lassen's business strategy is to use the significant lower cost per KWh of Lassen's panel to enter the market and gain significant market share. It believes it is positioned, therefore, to take advantage of the current market opportunity with its increasing demand, increasing prices, and mandated changes in the fuel mix for power generation. The strategy is threefold: 1. Supply Lassen's panels through the network of national and international dealers for installation as a distributed or co-generation power source in residential, commercial and industrial projects; 2. Establish power purchase agreements with existing electric utility companies to help them meet mandates for the addition of clean, renewable, green, and solar fuel sources for generating electric power; and 3. Construct and operate solar power plants based on Lassen's panel technology that will fulfill those power purchase agreements. The Company also intends to build its industry position and drive strong organic growth through aggressive marketing and sales. In addition, we have identified several well-positioned and undercapitalized competitors as potential acquisition targets. These companies provide what we believe are complementary software and/or technology platforms, existing customer bases in various niche or regional marketplaces and trained professional employees. However, at this time, we have no binding acquisition agreements or commitments. Projects and Timelines Lassen's near term priority business objective is to commence fulfilling the backorder demand for its panels increasingly arising from the national and international dealer network. The value of current backorders are in the amount of approximately $2 billion, which we project will take up to four years to fulfill, given the expected production capacity of Lassen's initial panel manufacturing facility, to be built in the western United States. The solar panels will be manufactured in a modern, automated plants located throughout the United States. It is expected that the first facility will initially have a production capacity of 82,000 panels per year. Lassen is currently in negotiations with several cities that have existing infrastructure that meet the needs of the initial facility, including existing industrial space and transportation infrastructure. The facility will provide excellent employment with good salaries for the local economy. Final site selection, currently expected to be in either Lassen County or a nearby area, is planned for the spring quarter of 2008. Each manufacturing facility will be located in approximately 30,000 sq ft of existing manufacturing space, equipped with fully automated assembly components designed for producing the panels at a rate of 11 panels per hour, 24 hours a day, 6 days a week. The facility sites will have close access to both rail and freeway transport, and be in close proximity to urban and suburban populations to which the panels will be shipped for installation by independent dealerships. The dealerships provide service of the system after delivery. The estimated build out costs for facility components, shipping and set-up is projected to be $6 million, with general operating costs estimated to require an additional $4 million. This capitalization provides a state of the art operating assembly facility and funds its initial operations. An illustration of an automated system is shown on the following page: ITEM 2. DESCRIPTION OF PROPERTY On September 1, 2007, the Company entered into a commercial lease for its premises located at 204, 13569 76th Avenue, Surrey, British Columbia, Canada V3W 3B2. The Company leased the 750 square foot space from B & A Plaza for five years at an annual rate of $11,000CDN. The company wrote off all its assets (inventory, equipment etc) as of March 31, 2007. Some of the old equipment and outdated inventory was thrown in the garbage. However, there is some equipment and inventory that the company believes that can be sold. It has been put into storage and when this is sold the proceeds will have to be declared as income. ITEM 3. LEGAL PROCEEDINGS In May 2007 the company took a local brokerage house to court on behalf of itself and its shareholders. This action was taken because the company and some shareholders had a reason to believe that this particular Brokerage house was lending the shares to another broker Dealer for the purpose of shorting. When the shareholders demanded that their shares be converted to share certificates, the brokerage house did not produce the certificates in a reasonable time period. The company went to Supreme Court of British Columbia to force them to a) deliver the share certificates to shareholders, b) to stop lending out our shares, c) to stop shorting of the company's shares. The company managed to accomplish all three because judge agreed with the company and an order was issued to deliver the shares to shareholders immediately. On December 12, 2007, the Company commenced legal proceedings in British Columbia Supreme Court against Photo Violation Technologies Corp. ("PVT") and its president, Fred Mitschele (aka Fred Marlatt), claiming punitive, exemplary and consequential damages and other remedies arising from breach of contract and wrongful conduct on the part of Mitschele. In the Action, the Company claimed PVT has breached the agreement among the Company, PVT and Mitschele entered into on or about March 16, 2007, which provided for completion reverse merger between the Company and PVT. The Company also claimed in Court documents that Mitschele engaged in a number of wrongful acts, including inducing breach of contract, attempting to divert prospective investors from Company to PVT, failing to provide financial statements and other necessary documents. In February 2008, the company extended the law suit to include, the other two directors and one employee. In March PVT countersued Natco, One director of the company and two associates of the company, claiming breach of contract. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS No matter was submitted to a vote of the Registrant's shareholders during the registrant's 2008 fiscal year. PART II ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS The company's SB-2 was declared effective on May 9, 2005 and the quotation on the Over-the-Counter Bulletin Board ("OTCBB") started on July 29, 2005 under the symbol NCII. As of June 30, 2008 there are 20,447,614 shares of common stock outstanding. There are no preferred shares outstanding. Management believes all of said stock would be eligible for sale under Rule 144. Management believes that any of said shares held by persons who are considered to be affiliates of the Company would be subject to the volume limitations of Rule 144, manner of sale, notice and other requirements of Rule 144, but has not sought an SEC no action letter on this issue. Management believes that any of said shares held by persons who are not considered to be affiliates of the Company are currently eligible for unlimited public resale under Rule 144 without being subject to any other restrictions under Rule 144. As of March 31, 2008, the Company had no share purchase options outstanding. There have been no cash dividends declared on the Company's common stock since the Company's inception. ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION BACKGROUND AND OVERVIEW The following summary should be read in conjunction with the financial statements and accompanying notes to them included elsewhere in this report. We have been in existence as a company (including our predecessor British Columbia Corporation) since 1990. However, we began to concentrate on our Chemical Manufacturing business activities in 1997; prior to that time we had few shareholders and were primarily dormant. We never made a profit on Chemical Manufacturing operations. As of March 31, 2008, we had incurred a deficit of $(1,901,168) and $(1,765,523)as of March 31, 2007, which has continued to increase This deficit includes losses incurred by our predecessor over the several years of our development. Most of our losses have been recent and incurred in the development of our chemical product lines. As an example, our deficit as of October 31, 1998 was approximately $(130,000). We had sales in both the jewelry cleaner and tire sealants product lines since 1998 to 2005, but sales did not contribute a significant amount to offset expense. In the 12 months ended Mar 31, 2008 compared to the 12 months ended Mar 31, 2007, we had net loss of $(135,645) and $(234,572) respectively. Consequently, we discontinued all manufacturing activities and signed a reverse merger agreement with photo Violation Technologies Corp (PVT) of Vancouver, British Columbia, Canada The merger agreement with PVT fell through and we have signed a binding definitive agreement with Lassen Energy, Inc. of California to do a reverse merger by way of share exchange. RESULTS OF OPERATIONS Twelve month period ended March 31, 2008 The company has no business at this time and the assets consist of Loan to PVT in the amount of $1,485,000 and the share exchange agreement with Lassen Energy and stored equipment and inventory from previous business. Consequently we had no sales in the fiscal year ended March 31, 2008. Therefore, it is not meaningful to compare our results of operations to our prior year since our prior year's operations have been discontinued. The company cancelled all issued and outstanding Options owned by its four directors. The Agreement with PVT stipulated that all Options be either cancelled or exercised. All directors chose to cancel their Options. No new options have been issued. LIQUIDITY AND CAPITAL RESOURCES Natco has financed its operations through equity investment from investors, shareholder loans, and credit facilities from Canadian chartered banks and increases in payables and share subscriptions. Most of the financing has been debt financing from related and un-related parties. As of March 31, 2008, the company has a debit of $1,420,503. Most of the debit is to parties related to current management of Natco. By the time the merger between Lassen and Natco is completed, the current management will pay out all debits to non-related parties. As a result all debits will be owed to current management group. The amount of debit will be roughly same as the money owed to Natco by PVT. If Natco is successful in recovering this money from PVT, the debits will be paid out but if unsuccessful all debits will be written off. Current management will indemnify the post merger company and its management. Post merger company will raise 10 to 20 million dollars to execute their business plan. Non of this money will be used to retire current debit. Our estimated fixed costs at this time are approximately $5400 per month, not including the legal expense of law suit against PVT, but does includes $900 for lease payments, $500 for utilities, $3,000 for loan interest and principle payments, and $1,000 for miscellaneous expenses. We will have to raise approximately $5400 per month until additional funding is in place. The Legal court action will be financed separately as the money is needed. The principles of the company are committed to financing the legal action. We are currently suing PVT for the money it owes us ($1,485,000) plus Interest and damages. If this money is paid back we will not need any financing. All debits could be paid and we will have enough working capital to sustain us for the next 12 months. If we are unable to finance the company by debt or equity financing, or combination of the two, we will have to look for other sources of funding to meet our requirements. That source has not been identified as yet but most likely will be debt financing using the management's trading shares as collateral. However there is no guarantee that we will be successful in raising any additional capital. Our financial statements have been prepared on the going concern basis under which an entity is considered to be able to realize its assets and satisfy its liabilities in the ordinary course of business. Operations to date have been primarily financed by long-term debt and equity transactions as well as increases in payables and related party loans. Our future operations are dependent upon the identification and successful completion of additional long- term or permanent equity financing, the continued support of creditors and shareholders, and, ultimately, the achievement of profitable operations. There can be no assurance that we will be successful. If we are not, we will be required to reduce operations or liquidate assets. We will continue to evaluate our projected expenditures relative to our available cash and to seek additional means of financing in order to satisfy working capital and other cash requirements. Our auditors' report on the March 31, 2007 financial statements includes an explanatory paragraph that states that as we have suffered recurring losses from operations, substantial doubt exists about our ability to continue as a going concern. The consolidated financial statements do not include any adjustments relating to the recoverability of assets and classification of assets and liabilities that might be necessary should we be unable to continue as a going concern. ITEM 7. FINANCIAL STATEMENTS NATCO INTERNATIONAL INC. (formerly Spectrum International Inc.) Developmental Company FINANCIAL STATEMENTS MARCH 31, 2008 and 2007 (Expressed in US Dollars) MOORE & ASSOCIATES, CHARTERED ACCOUNTANTS AND ADVISORS PCAOB REGISTERED REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM TO THE BOARD OF DIRECTORS NATCO INTERNATIONAL INC. (FORMERLY SPECTRUM INTERNATIONAL INC.) (A DEVELOPMENT STAGE COMPANY) We have audited the accompanying balance sheet of Natco International Inc. (A Development Stage Company) as of March 31, 2008 and March 31, 2007, and the related statements of operations, stockholders' equity and cash flows for the years ended March 31, 2008 and March 31, 2007. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conduct our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Natco International Inc. (A Development Stage Company) as of March 31, 2008 and March 31, 2007, and the related statements of operations, stockholders' equity and cash flows for the years ended March 31, 2008 and March 31, 2007, in conformity with accounting principles generally accepted in the United States of America. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the financial statements, the Company has incurred significant operating losses, which raises substantial doubt about its ability to continue as a going concern. Management's plans concerning these matters are also described in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. /s/ Moore & Associates, Chartered Moore & Associates Chartered Las Vegas, Nevada August 6, 2008 2675 S. Jones Blvd. Suite 109, Las Vegas, NV 89146 (702) 253-7499 Fax (702) 253-7501

NATCO INTERNATIONAL INC. (formerley Spectrum International Inc.) Development Stage Company Balance Sheets at March 31st Expressed in U.S Dollars 2008 2007 ASSETS (Audited) (Audited) CURRENT ASSETS Cash $- $- Accounts Receivable - - Inventory - - Prepaid Assets 4,234 15,646 Assets held in discontinued operations - 2,765 Total Current Assets 4,234 18,411 LONG TERM ASSETS Loan to PVT $1,485,000 $- Interest Receivable on Loan to PVT 95,099 Product Rights (Note 5) 1 1 Total Assets $1,584,334 $18,412 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Bank Indebtedness (Note 6) $20,171 $19,132 Accounts Payable 93,210 80,460 Accrued Liabilities 92,344 12,214 Loan Payable 403,490 - Due to related Parties (Note 7) 811,288 753,273 Total Current Liabilities 1,420,503 865,079 Total Liabilities 1,420,503 865,079 Continued Operations (Note 1) Discontinued Operations (Note 12) Subsequent events (Note 13) STOCKHOLDERS' EQUITY Authorised: 50,000,000 Common Shares, with a par value $0.001, 5,000,000 preferred shares with a par value $0.001, Issued:None Common shares - 20,447,614 (2007 - 15,097,614) respectively Paid in Cpital -Statement 3 20,447 15,047 Additional Paid-in Capital -Statement 3 1,092,740 1,072,687 Share Subscriptions 1,384,277 70,853 Other Comprehensive Income - Statement 3 (432,465) (239,731) Deficit Accomulated during Development Stage -Statement 3 (1,901,168) (1,765,523) Total Stockholders' Equity 163,831 (846,667) Total Liabilities and Stockholders' Equity $1,584,334 $18,412 $ - The accompanying notes are an integral part of these statements

NATCO INTERNATIONAL INC. (formerley Spectrum International Inc.) Development Stage Company Statements of Operations Expressed in U.S Dollars TWELVE TWELVE THREE THREE SINCE MONTHS MONTHS MONTHS MONTHS INCEPTION ENDING ENDING ENDING ENDING TO MARCH MARCH 31 MARCH 31 MARCH 31 MARCH 31 31ST 2008 2007 2008 2007 2008 (Audited) (Audited) (Audited) (Audited) (Unaudited) INCOME Sales $- $- $- $- $392,635 Cost of Sales - - - - 239,602 Gross Profit $- $- $- $- $153,033 OPERATING EXPENSES Advertising and Promotion 18,843 790 1,229 790 86,996 Amortisation - - 46,985 Automotive 37,035 Bad Debts 8,474 Bank Charges 1,116 3,093 498 887 15,769 Commissions 3,509 Consulting Fees 17,980 Insurance 17,481 Legal and Accounting 67,899 43,404 18,431 2,071 386,429 Office and other 9,500 1,571 918 466 62,989 Rent 10,244 11,080 2,928 (108) 212,148 Research and Develoment 105,537 Salaries and benefits 54,398 115,709 1,135 15,955 720,937 Telephone and Utilities 4,865 2,225 755 318 57,498 Travel and trade shows 1,649 6,712 34 - 46,386 Currency Exchange Loss (Gain) (408) (408) - 554 Total Expenses 168,106 184,584 25,520 20,379 1,826,707 Net Loss from Operations (168,106) (184,584) (25,520) (20,379) (1,673,674) OTHER ITEMS Interest on PVT Loan 94,555 28,098 94,555 Other Income 184 - 25,389 Cancellation of Options 49,950 - 49,950 Interest Expense (109,064) (28,602) (33,316) (1,932) (364,545) $35,441 $(28,418) $(5,218) $(1,932) $(194,651) Loss from Contiued operations (132,665) (213,002) (30,738) (22,311) (1,868,325) Net Income (loss) from discontinued operations (Note 12) (2,980) (21,570) - (21,570) (32,843) Net Loss (135,645) (234,572) (30,738) (43,881) (1,901,168) Other comprehensive income (192,734) (34,078) 26,259 (32,202) (432,384) Net Loss and Comprehensive loss $(328,379) $(268,650) $(4,479) $(76,083) $(2,333,552) Basic and Diluted (Loss) per Share $(0.02) $(0.02) $(0.00) $(0.00) $(0.15) Weighted Average Number of Shares 20,447,614 15,047,614 16,088,812 16,045,334 16,045,334 The accompanying notes are an integral part of these statements

Natco International Inc. (formerly Spectrum International Inc.) Development Stage Company Stockholders' Equity Expressed in US Dollars COMMON COMMON ADDITIONAL SHARES OTHER SHARES SHARES PAID-IN SUBSCRIBED COMPREHENSIVE (NUMBER) (AMOUNT) CAPITAL INCOME (LOSS) DEFICIT TOTAL Balance (deficiency) 8,393,928 $ 8,394 $ 417,516 $ 33,549 $ 19,886 $ (822,300) $ March 31, 2002 (342,955) Issuance of shares at CDN$0.07 430,714 431 18,207 (18,638) - - - per share (Note 9b) Issuance of shares at CDN$0.15 160,000 160 14,751 (14,911) - - - per share (Note 9b) Issuance of shares at CDN$0.07 85,714 85 3,732 - - - 3,817 per share (Note 9b) Issuance of shares at CDN$0.08 307,008 307 14,966 - - - 15,273 per share plus warrant (Note 9b) Share subscription (Note 9c) - - - 20,000 - - 20,000 Change in foreign currency - - - - (33,224) - (33,224) translation adjustment Net loss - - - - - (186,247) (186,247) Balance (deficiency) 9,377,364 9,377 469,172 20,000 (13,338) March 31, 2003 (1,008,547) (523,336) Change in foreign currency - - - - (73,045) - (73,045) translation adjustment Net loss - - - - - (153,084) (153,084) Balance (deficiency) 9,377,364 $ 9,377 $ 469,172 $ 20,000 $ (86,383) $ $ March 31, 2004 (1,161,631) (749,465) Share subscription (Note 9c) - - - 5,000 - - 5,000 Change in foreign currency - - - - (75,092) - (75,092) translation adjustment Net loss - - - - - (167,822) (167,822) Balance (deficiency) 9,377,364 $ 9,377 $ 469,172 $ 25,000 $ (161,475) $ $ March 31, 2005 (1,329,453) (987,379) Share subscription (Note 9c) - - - 8,063 - - 8,063 Change in foreign currency - - - - (44,178) - (44,178) translation adjustment Net loss - - - - - (201,498) (201,498) Balance (deficiency) 9,377,364 $ 9,377 $ 469,172 $ 33,063 $ (205,653) $ $ - March 31, 2006 (1,530,951) 1,224,992 Share subscription (Note 9c) - - - 50,000 - - 50,000 Issuance of shares 100,000 100 4,047 - - - At CDN$0.06/share (Note 9b) (4,147) Issuance of shares 100,000 100 7,963 - - - At CDN$0.10/share (Note 9b) (8,063) Issuance of shares 5,470,250 5,470 541,555 - - - 547,025 At CDN $0.10 per share(Note 9b) Issuance of Stock Options - - 49,950 - - - 49,950 Change in foreign currency - - - - (34,078) - (34,078) translation adjustment Net loss - - - - - (234,572) (234,572) Balance (deficiency) 15,047,614 $ 15,047 $ 1,072,687 $ 70,853 $ (239,731) $ $ March 31, 2007 (1,765,523) (846,667) Issuance of shares at CDN$0.10/share (Note 9b) Issuance of shares 850,000 850 70,003 (70,853) - - - at CDN$0.10/share (Note 9b) Issuance of shares(Note 9b vi) 4,550,000 4,550 - - - - 4,550 Cancellation of Stock Options - - (49,950) - - - (49,950) Share subscription (Note 9c) - - - 1,384,277 - - 1,384,277 Change in foreign currency (192,734) translation adjustment (192,734) Net loss (135,645) (135,645) Balance (deficiency) March 20,447,614 $ 20,447 $ 1,092,740 $ 1,384,277 $ (432,465) $ $ 163,831 31, 2008 (1,901,168)

Natco International Inc. (formerly Spectrum International Inc.) Development Stage Company Statements of Cash Flow Expressed in US Dollars TWELVE MONTHS TWELVE MONTHS THREE MONTHS THREE MONTHS SINCE INCEPTION ENDING MARCH ENDING MARCH ENDING MARCH ENDING MARCH TO MARCH 31ST 31 31 31 31 2008 2007 2008 2007 2008 OPERATING ACTIVITIES Net (Loss) $(135,645) $(234,572) $(30,738) $(43,881) $(1,901,168) Adjustments to reconcile Net (Loss) Common Stock issued for Services - - - - Depreciation - - - - 46,985 Write off of assets fom discontinued 2,980 21,570 - - 32,843 operations Interest due to related parties 64,451 24,034 8,100 3,741 180,795 Wages accrued to director 54,398 65,579 1,135 15,779 520,899 Cancelled stock based compensation (49,950) 49,950 - - - Changes in Operating Assets and Liabilities (Increase)/Decrease in Accounts Receivable - - Interest receivable (95,099) - (24,412) (95,099) Inventory - - (8,643) - Prepaid expense 11,412 (15,646) (4,405) (15,016) (4,234) Increase/(Decrease) in Accounts Payable 12,750 (5,414) (6,656) 2,936 93,210 Increase/(Decrease) in Accrued Liabilities 80,130 (17,318) 10,050 113 92,344 Net Cash Provided by Operating Activities (54,573) (111,817) (46,926) (44,971) (1,033,425) Net cash provided by (used in ) (216) (8,718) - (8,718) (31,984) Discontinued operations (54,789) - (120,535) (46,926) - (53,689) - (1,065,409) INVESTMENT ACTIVITIES Purchase of Equipment - - - - (62,642) Loan to PVC (1,485,000) - - - (1,485,000) Net Cash (Used) by Investment Activities (1,485,000) - - - (1,547,642) FINANCING ACTIVITIES Bank Indebtedness 1,039 (43,853) (3,097) (39,136) 20,171 Due to Related party (60,834) (398,559) (11,941) 125,027 195,244 Loans Payable 403,490 (1,348,491) 403,490 Proceeds from Subscriptions Receivable 1,313,424 37,790 1,384,277 (12,210) 1,313,424 Proceeds from sale of Common Stock 75,404 559,235 - 12,210 1,113,187 Net Cash Provided by Financing Activities 1,732,523 - 154,613 20,748 - 85,891 - 3,045,516 Foreign Exchange (192,734) - (34,078) - 26,178 - (32,202) - (432,465) Change in cash and cash equivalents - - - - - - - - Cash, Beginning of Period - - - - - Cash, End of Period $- $- $- $- $- SUPPLEMENTAL INFORMATION: Interest Paid 1705 $4,568 $373 $322 $140,003 Income Taxes Paid $4,386 $- $- $- $-

Natco International Inc. Development Stage Company Notes to Financial Statements March 31, 2008 and 2007 Expressed in US Dollars =============================================================================== 1. Nature of Operations and Going Concern The Company was incorporated as Spectrum Trading Inc. under the laws of the Province of British Columbia, Canada, on November 21, 1990. On May 14, 1999, the Company was discontinued in British Columbia and was reincorporated as Spectrum International Inc. in the State of Delaware, U.S.A. Effective September 3, 2004, the Company changed its name from Spectrum International Inc. to Natco International Inc. The company had two products, a jewelry cleaner and a tire sealant. During the fiscal year ended March 31 2007, the Company discontinued its production of both lines. The company had signed a binding letter of agreement with Photo Violation Technologies Corp. (PVT), which would have lead PVT to take over the Company in a reverse merger. However, this agreement was cancelled in December 2007. The company signed another letter of agreement in February 2008 with Lassen Energy, Inc to do a share exchange merger. These financial statements have been prepared on the basis of accounting principles applicable to a going concern which assumes that the company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of operations. The Company has incurred significant operating losses over the past three years and has a substantial stockholders' deficiency and a working capital deficiency. The company's continued existence is dependent upon its ability to raise additional capital and to achieve profitable operations through the proposed reverse merger with Lassen Energy, Inc. If the going concern assumption were not appropriate for these financial statements, then adjustments would be necessary in the carrying values of assets and liabilities, the reported revenues and expenses and the balance sheet classifications used. ============================================================================= 2. Summary of Significant Accounting Policies a) Fiscal Period The Company's fiscal year ends on March 31. b) Cash and Cash Equivalents Cash and cash equivalents include cash on hand, term deposits and short term highly liquid investments with a term to maturity of less than one year from inception which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of changes in value. c) Use of Estimates In conformity with accounting principles generally accepted in the United States of America, management is required to make estimates and assumptions that could affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the year. Actual results could vary materially from those reported. Natco International Inc. (formerly Spectrum International Inc.) Development Stage Company Notes to Financial Statements March 31, 2008 and 2007 Expressed in US Dollars =============================================================================== 2. Summary of Significant Accounting Policies - Continued d) Foreign Currency Transactions The Company's functional currency is the Canadian dollar and the reporting currency is the U.S. dollar. Assets and liabilities are translated from the functional to the reporting currency at the exchange rate in effect at the balance sheet date and equity at the historical exchange rates. Revenue and expenses are translated at rates in effect at the time of the transactions. Resulting translation gains and losses are accumulated in a separate component of stockholders' equity - other comprehensive income (loss). Realized foreign currency transaction gains and losses are credited or charged directly to operations. e) Inventory Inventory is stated at the lower of cost and net realizable value. Cost includes all costs of purchase, cost of conversion and other costs incurred in bringing the inventory to its present location and conditions, and is calculated using the first-in first-out method. Net realizable value is determined by reference to sales proceeds of items sold in the ordinary course of business after the balance sheet date or by management estimates based on prevailing market conditions. f) Property, Plant and Equipment Property, plant and equipment is recorded at cost. Depreciation is provided annually on the diminishing balance method to write-off the assets over their estimated useful lives as follows: Computer and office equipment - 5 years Manufacturing equipment - 10 years g) Income Taxes Income taxes are accounted for using the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry-forwards. 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. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided for significant deferred tax assets when it is more likely than not those such assets will not be recovered. h) Fair value of Financial Instruments The company's financial instruments consist of accounts receivable, bank indebtedness, accounts payable and amounts due to related parties. Unless otherwise noted, it is management's opinion that this Company is not exposed to significant interest or credit risks arising from these financial instruments. The fair values of these financial instruments approximate their carrying values unless otherwise noted. Natco International Inc. (formerly Spectrum International Inc.) Development Stage Company Notes to Financial Statements March 31, 2008 and 2007 Expressed in US Dollars =============================================================================== 2. Summary of Significant Accounting Policies - Continued i) Stock-Based Compensation Effective January 1, 2006, the Company adopted the provisions of Statement of Financial Accounting Standards ("SFAS") No. 123(R), "Share-Based Payment", which establishes accounting for equity instruments exchanged for employee services. Under the provisions of SFAS 123(R), stock-based compensation cost is measured at the grant date, based on the calculated fair value of the award, and is recognized as an expense over the employees' requisite service period (generally the vesting period of the equity grant). Before January 1, 2006, the Company accounted for stock-based compensation to employees in accordance with Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees," and complied with the disclosure requirements of SFAS No. 123, "Accounting for Stock-Based Compensation". The Company adopted SFAS 123(R) using the modified prospective method, which requires the Company to record compensation expense over the vesting period for all awards granted after the date of adoption, and for the unvested portion of previously granted awards that remain outstanding at the date of adoption. Accordingly, financial statements for the periods prior to January 1, 2006 have not been restated to reflect the fair value method of expensing share-based compensation. Adoption of SFAS No. 123(R) does not change the way the Company accounts for share-based payments to non-employees, with guidance provided by SFAS 123 (as originally issued) and Emerging Issues Task Force Issue No. 96-18, "Accounting for Equity Instruments That Are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling, Goods or Services". j) Revenue Recognition Revenues are recognized when all of the following criteria have been met: persuasive evidence for an arrangement exists; delivery has occurred; the fee is fixed or determinable; and collection is reasonably assured k) Advertising Policy The Company expenses the cost of advertising when incurred. l) Research and Development Research and development is expensed as incurred. m) Shipping and Handling The company includes the cost of shipping and handling as a component of cost of sales in accordance with Emerging Issues Task Force ("EITF") Issue No. 00-10, "Accounting for Shipping and Handling Fees and Costs." Page 16 Natco International Inc. (formerly Spectrum International Inc.) Development Stage Company Notes to Financial Statements March 31, 2008 and 2007 Expressed in US Dollars =============================================================================== 2. Summary of Significant Accounting Policies - Continued n) Long-Lived Assets The company monitors the recoverability of long-lived assets, including property, plant and equipment and product rights, based on estimates using factors such as current market value, future asset utilization, business climate and future undiscounted cash flows expected to result from the use of the related assets. The company policy is to record any impairment loss in the period when it is determined that the carrying amount of the asset may not be recoverable equal to the excess of the asset's carrying value over its fair value. o) Loss Per Share The company computes net loss per common share using SFAS No. 128 "Earnings Per Share." Basic loss per common share is computed based on the weighted average number of shares outstanding for the period. Diluted loss per share is computed by dividing net loss by the weighted average shares outstanding assuming all dilutive potential common shares were issued. There were no dilutive potential common shares at March 31, 2007 and 2006. Because the company has incurred net losses and has no potentially dilutive common shares, basic and diluted loss per share are the same. Additionally, for the purposes of calculating diluted loss per share, there were no adjustments to net loss. p) Obligations Under Capital Leases Leases are classified as either capital or operating. Leases that transfer substantially all of the benefits and risks of ownership of property to the company are accounted for as capital leases. At the time a capital lease is entered into, an asset is recorded with its related long-term financing. Payments under operating leases are expensed as incurred. q) Segmented Reporting SFAS No. 131, "Disclosures about Segments of an Enterprise and Related Information", changed the way public companies report information about segments of their business in their quarterly reports issued to stockholders. It also requires entity-wide disclosures about the products and services an entity provides, the material countries in which it holds assets and reports revenues and its major customers. The company's sales are generated in one geographical area, Canada. All revenues consists of interest earned on investment. r) Comprehensive Income SFAS No. 130, "Reporting Comprehensive Income", establishes standards for reporting and display of comprehensive income and its components in a full set of general-purpose financial statements. s) Derivative Financial Instruments The company was not a party to any derivative financial instruments during any of the reported fiscal periods. Natco International Inc. (formerly Spectrum International Inc.) Development Stage Company Notes to Financial Statements March 31, 2008 and 2007 Expressed in US Dollars =============================================================================== 2. Summary of Significant Accounting Policies - Continued t) Product Warranty The company's policy was to replace tire sealant and jewelry cleaner products if faulty. Products will be replaced within a reasonable time from the date of sale. The company stopped manufacturing all products January 2007, therefore, there are no warranty issues anymore and no carryover liabilities. u) Variable Interest Entities In January 2003, the FASB issued FIN 46, "Consolidation of Variable Interest Entities, an Interpretation of ARB No. 51." FIN 46 requires certain variable interest entities to be consolidated by the primary beneficiary of the entity if the equity investors in the entity do not have the characteristics of a controlling financial interest or do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. FIN 46 is effective for all new variable interest entities created or acquired after January 31, 2003. For variable interest entities created or acquired prior to February 1, 2003, the provisions of FIN 46 must be applied for the first interim or annual period beginning after June 15, 2003. However, in December 2003, the FASB published a revision to FIN 46 to clarify some of the provisions of FIN 46, and to exempt certain entities from its requirements. Under the new guidance, there are new effective dates for companies that have interests in structures that are commonly referred to as special-purpose entities. The rules are effective in financial statements for periods ending after March 15, 2004. The adoption did not have any impact on the company's financial statements. v) Recent Accounting Pronouncements i) SFAS No. 151 In November 2004, the FASB also issued SFAS No.151, "Inventory Costs, an amendment of ARB No.43, Chapter 4". This standard is effective for the fiscal years beginning after June 15, 2005, therefore the Company adopted it on April 1, 2006. This standard clarifies that abnormal amounts of idle facility expense, freight, handling costs and wasted material should be expensed as incurred and not included in overhead. In addition, this standard requires that the allocation of fixed production overhead costs to inventory be based on the normal capacity of the production facilities. The adoption of this standard is not expected to have a material effect on the Company's results of operations or financial position. ii) SFAS No. 153 In December 2004, the FASB issued SFAS 153 - Exchanges of Non-Monetary Assets - An amendment of APB 29. This statement amends APB 29, which is based on the principle that exchanges of non-monetary assets should be measured at the fair value of the assets exchanged with certain exceptions. SFAS 153 eliminates the exception for non-monetary exchanges of similar productive assets and replaces it with a general exception for exchanges of non-monetary assets that do not have commercial substance. A non-monetary exchange has commercial substance if the future cash flows of the entity are expected to change significantly as a result of the exchange. This statement is effective for non-monetary asset exchanges occurring in fiscal periods beginning on or after June 15, 2005. Natco International Inc. (formerly Spectrum International Inc.) Development Stage Company Notes to Financial Statements March 31, 2008 and 2007 Expressed in US Dollars =============================================================================== 2. Summary of Significant Accounting Policies - Continued v) Recent Accounting Pronouncements - Continued iii) SFAS No. 154 In May 2005, the FASB issued SFAS 154, "Accounting Changes and Error Corrections," which replaces APB Opinion No. 20, "Accounting Changes," and supersedes FASB Statement No. 3, "Reporting Accounting Changes in Interim Financial Statements - an amendment of APB Opinion No. 28." SFAS 154 requires retrospective application to prior periods' financial statements of changes in accounting principle, unless it is impracticable to determine either the period-specific effects or the cumulative effect of the change. When it is impracticable to determine the period-specific effects of an accounting change on one or more individual prior periods presented, SFAS 154 requires that the new accounting principle be applied to the balances of assets and liabilities as of the beginning of the earliest period for which retrospective application is practicable and that a corresponding adjustment be made to the opening balance of retained earnings for that period rather than being reported in an income statement. When it is impracticable to determine the cumulative effect of applying a change in accounting principle to all prior periods, SFAS 154 requires that the new accounting principle be applied as if it were adopted prospectively from the earliest date practicable. SFAS 154 shall be effective for accounting changes and corrections of errors made in fiscal years beginning after December 15, 2005. The Company does not expect the provisions of SFAS 154 will have a significant impact on its results of operations. iv) SFAS No. 155 In February 2006, the FASB issued SFAS No. 155, "Accounting for Certain Hybrid Financial Instruments, an amendment of FASB Statements No. 133 and 140." This statement permits fair value re-measurement for any hybrid financial instrument that contains an embedded derivative that otherwise would require bifurcation. It establishes a requirement to evaluate interests in securitized financial assets to identify interests that are freestanding derivatives or that are hybrid financial instruments that contain an embedded derivative requiring bifurcation. In addition, SFAS 155 clarifies which interest-only strips and principal-only strips are not subject to the requirements of Statement 133. It also clarifies that concentrations of credit risk in the form of subordination are not embedded derivatives. SFAS 155 amends Statement 140 to eliminate the prohibition on a qualifying special-purpose entity from holding a derivative financial instrument that pertains to a beneficial interest other than another derivative financial instrument. This Statement is effective for all financial instruments acquired or issued after the beginning of an entity's first fiscal year that begins after September 15, 2006. The adoption of this standard is not expected to have a significant effect on the Company's results of operations or financial position. Natco International Inc. (formerly Spectrum International Inc.) Development Stage Company Notes to Financial Statements March 31, 2008 and 2007 Expressed in US Dollars =============================================================================== 2. Summary of Significant Accounting Policies - Continued v) Recent Accounting Pronouncements - Continued v) SFAS No. 156 In March 2006, the FASB issued SFAS 156, "Accounting for Servicing of Financial Assets-an amendment of FASB Statement No. 140". This statement amends FASB Statement No. 140, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities", with respect to the accounting for separately recognized servicing assets and servicing liabilities. This statement: (1) requires an entity to recognize a servicing asset or servicing liability each time it undertakes an obligation to service a financial asset by entering into a servicing contract in any of the following situations: (a) a transfer of the servicer's financial assets that meets the requirements for sale accounting, (b) a transfer of the servicer's financial assets to a qualifying special-purpose entity in a guaranteed mortgage securitization in which the transferor retains all of the resulting securities and classifies them as either available-for-sale securities or trading securities in accordance with FASB Statement No. 115, "Accounting for Certain Investments in Debt and Equity Securities", (c) an acquisition or assumption of an obligation to service a financial asset that does not relate to financial assets of the servicer or its consolidated affiliates; (2) requires all separately recognized servicing assets and servicing liabilities to be initially measured at fair value, if practicable; (3) permits an entity to choose either of the following subsequent measurement methods for each class of separately recognized servicing assets and servicing liabilities: (a) Amortization method-Amortize servicing assets or servicing liabilities in proportion to and over the period of estimated net servicing income or net servicing loss and assess servicing assets or servicing liabilities for impairment or increased obligation based on fair value at each reporting date, or (b) Fair value measurement method-Measure servicing assets or servicing liabilities at fair value at each reporting date and report changes in fair value in earnings in the period in which the changes occur; (4) at its initial adoption, permits a one-time reclassification of available-for- sale securities to trading securities by entities with recognized servicing rights, without calling into question the treatment of other available-for- sale securities under Statement 115, provided that the available-for-sale securities are identified in some manner as offsetting the entity's exposure to changes in fair value of servicing assets or servicing liabilities that a servicer elects to subsequently measure at fair value; and (5) requires separate presentation of servicing assets and servicing liabilities subsequently measured at fair value in the statement of financial position and additional disclosures for all separately recognized servicing assets and servicing liabilities. An entity should adopt this statement as of the beginning of its first fiscal year that begins after September 15, 2006. Earlier adoption is permitted as of the beginning of an entity's fiscal year, provided the entity has not yet issued financial statements, including interim financial statements, for any period of that fiscal year. The effective date of this Statement is the date an entity adopts the requirements of this statement. Natco International Inc. (formerly Spectrum International Inc.) Development Stage Company Notes to Financial Statements March 31, 2008 and 2007 Expressed in US Dollars =============================================================================== 3. Inventory All inventory was written off as of March 31, 2007 4. Property, Plant and Equipment Details are as follows: All plant equipment has been written off as of March 31, 2007 ======================================================================= 5. Product Rights The company has the exclusive and continuing rights to the product formulations and distribution of a tire sealant product. These rights were acquired from a related party and have been recorded at $1, representing the carrying value to the related party. ============================================================================= Natco International Inc. (formerly Spectrum International Inc.) Development Stage Company Notes to Financial Statements March 31, 2008 and 2007 Expressed in US Dollars =============================================================================== 6. Bank Indebtedness Details are as follows: 2008 2007 -------------------------- Checks written in excess of funds on deposit $ - $ - HSBC demand revolving loan for a maximum amount of CDN$20,000 (US$20,226), secured by a General Security Agreement on all assets of the company (first charge) and by personal guarantees made by a director and officer of the company, interest at bank prime plus 2%. US$ 20,171 19,132 ----------------------------- 20,171 19,132 Less: Current Portion (20,171) (19,132) ----------------------------- Long-term portion $ - $ - ----------------------------- ============================================================================= Natco International Inc. (formerly Spectrum International Inc.) Development Stage Company Notes to Financial Statements March 31, 2008 and 2007 Expressed in US Dollars =============================================================================== 7. Related Party Transactions Other than as disclosed elsewhere in these financial statements, the following amounts have been recorded as transactions with related parties: a) Amounts due to related parties are as follows: 2008 2007 ------------------------- Loans payable to relatives of a director and officer of the company. The loans are unsecured, are due on demand, and bear interest at bank prime plus 0.5% (2006 - 0.5%). $ 14,763 $ 13,125 Loans payable to a director and officer of the company. The loans are unsecured, do not have fixed terms of repayment, and bear interest at 8.33% to 11% (2006 - 8.33% to 11%). It is expected that these loans will be repaid within the next 12 months. 202,428 260,605 Wages and bonus payable to a director and officer of the company. This liability is unsecured, due on demand and non-interest bearing (2006 - nil%). 587,818 473,961 Loan payable to a relative of a director and officer of the company. The loan is unsecured, due on demand, bears an interest at 7% per annum and requires monthly payments of interest only. 6,279 5,582 ------------------------- $ 811,288 $ 753,273 Less: Current portion (811,288) (753,273) ------------------------- Long-term portion $ - - ------------------------- b) Interest expense on amounts due to directors and an officer was $6,446.21 (2007 - $24,034). c) Salaries and benefits include $62,774(2006 - $62,774) paid to a director and officer of the Company. d) As at March 31, 2008, a director and officer of the Company held approximately 38.8% of the issued and outstanding shares of the Company. e) The Company's director and officer owns approximately 38.8% of the Company's outstanding shares. ============================================================================= 8. Capital Stock a) Authorized Stock The company has authorized 50,000,000 common shares with a par value of $0.001 per share. Each common share shall entitle the holder to one vote, in person or proxy on any matter on which action of the stockholder of the corporation is sought. The company has authorized 5,000,000 shares of preferred stock with a par value of $0.001 per share. The holders of preferred stock have no rights except as determined by the Board of Directors of the company and/or provided by Delaware General Corporate Law. Natco International Inc. (formerly Spectrum International Inc.) Development Stage Company Notes to Financial Statements March 31, 2008 and 2007 Expressed in US Dollars =============================================================================== 8. Capital Stock - Continued b) Share Issuances i) During fiscal 2002, the Company agreed to issue 430,714 common shares to settle debt in the amount of $18,638 to a director and officer of the Company and two directors. These shares were issued in fiscal 2003. ii) During fiscal 2002, the Company agreed to issue 160,000 common shares to settle debt in the amount of $14,911 to non-related parties. These shares were issued in fiscal 2003. iii) During fiscal 2003, the Company issued 85,714 common shares for proceeds of $3,817 to a Company owned by a director of the company. iv) During fiscal 2003, the Company issued 307,008 common shares for proceeds of $15,273. Of these shares, 281,424 were issued to a company owned by a director of the Company. v) During fiscal 2007, the Company issued 5,670,250 common shares for Debit and subscriptions from previous years. Of these shares, 250,000 were issued to a director of the company, another 45,450 was issued to a company owned by a director of the Company and 2,504,920 were issued to a director, CEO of the company. vi) During the current period, the company issued 850,000 common shares for subscriptions from prior years to three non-affiliate individuals. The company has appointed Capital Group Communications as the Investor relations firm. The Company has issued 1,500,000 of restricted Common Shares to Capital Group Communications. The company also hired Barry Davis and his group to do some Investor Relation work. They were issued 1,800,000 restricted common shares to seven different individuals. 1697: The company issued 1,250, 000 restricted common shares to DC Consulting additional investor relations work c) Share Subscriptions At March 31,2008 there were 6,300,000 million shares to be issued from share subscriptions received from investors holding convertible notes. d) Warrants During fiscal 2003, the Company issued 307,008 units, consisting of 307,008 shares and 307,008 share purchase warrants. These warrants were convertible to shares at a price of $0.25 per share. These warrants expired on September 6, 2004. There are no outstanding warrants at this time e) Stock Options All outstanding option were cancelled on June 20, 2007. There are no outstanding option at this time Natco International Inc. (formerly Spectrum International Inc.) Development Stage Company Notes to Financial Statements March 31, 2008 and 2007 Expressed in US Dollars =============================================================================== 8. Capital Stock - Continued e) Stock Options - Continued The Company has also committed to issue to the Chief Executive Officer 67,000 share purchase options every April. These options will be exercisable at $0.10 per share and will expire five years after the date of grant. Further bonus options are available to the Chief Executive Officer. These bonus options entitle the Chief Executive Officer to purchase shares at 20% below the market price up to a value determined by 5% of the amount of annual profits from sales in excess of $2,500,000 up to $3,999,999 and 8% of the amount of annual profits from sales in excess of $4,000,000. To date, sales have not exceeded $2,500,000 and thus no bonus options have been issued. Also, CEO has agreed not to take any annual option to facilitate the reverse merger with Lassen Energy, Inc. Until December 31, 2005, the Company accounted for its stock option plan in accordance with the provisions of APB Opinion No. 25, Accounting for Stock Issued to Employees. Effective January 1, 2006, the Company is accounting for stock based compensation using SFAS 123(R) Share Based Payment. Had compensation cost for the stock option plan been determined for the entire fiscal year based on the fair value at the grant date consistent with the method of SFAS No. 123, Accounting for Stock-Based Compensation, the total pro forma value of stock options expense granted to directors and officers for the year ended March 31, 2008 would be $Nil (2007 - $Nil) Because no options are outstanding at this time. ============================================================================= Natco International Inc. (formerly Spectrum International Inc.) Development Stage Company Notes to Financial Statements March 31, 2008 and 2007 Expressed in US Dollars =============================================================================== 9. Income Taxes The Company has accumulated net operating losses for federal income tax purposes of approximately $917,000, which may be carried forward and used to reduce taxable income of future years. These losses expire as follows: 2020 $ 180,000 2021 117,000 2022 135,000 2023 141,000 2024 97,000 2025 109,000 2026 138,000 ------- $ 917,000 ------- The potential future tax benefits of these losses have not been recognized in these financial statements due to uncertainty of their realization. When the future utilization of some portion of the carry forwards is determined not to be "more likely than not," a valuation allowance is provided to reduce the recorded tax benefits from such assets. 10. Commitments As of September 1, 2007 the company has leased offices at #204, 13569 - 76th Avenue, Surrey, BC, Canada. Total space is 750 square feet for total rent of $900.00 per month. This lease will expire on August 31, 2012. ============================================================================= Natco International Inc. (formerly Spectrum International Inc.) Notes to Financial Statements March 31, 2007 and 2006 Expressed in US Dollars =============================================================================== 11. Discontinued Operations The Company discontinued operations of its jewelry cleaners and accessories line due to lack of demand for the product in March 2006. The tire sealant operations were also discontinued in February 2007 There were no property, plant and equipment remaining to produce these operations. As at March 2007 and 2006, accounts receivable relating to the jewelry cleaners and Tire sealant lines were $2,765 and $3,199 respectively. As of March 31, 2007 and 2006, inventory relating to the discontinued line of business were $Nil and accounts payable were $nil and $5,613, respectively. Net loss from discontinued operations is as follows: 2008 2007 --------------------------------- Sales $ - $ 800 Cost of Sales - --------------------------------- Gross Profits - 800 Write down of inventory - (10,585) Disposal of Fixed assets - (11,618) --------------------------------- Net loss from Discontinued Operations $ - $ (21,403) --------------------------------- 12. Reverse Merger Agreement(s) On March 19, 2007 Company signed a binding Letter of agreement with Photo Violation Technologies Corp (PVT), a Canadian company that manufactures Parking Meters. On July 15, 2007 Natco and Photo Violation Technologies extended the letter of Agreement from July 16, 2007 to October 31, 2007 On October 31, 2007 Natco and Photo Violation Technologies extended the letter of Agreement from October 31, 2007 to December 31, 2007 On December 12, 2007, Natco cancelled the agreement and filed a law suit against PVT. On Feb 19, 2008 Company signed a binding Letter of agreement with Lassen Energy, Inc (LEI), a US company that manufactures Solar Panels. 13. Subsequent Events On April 18, 2008 Natco and LEI entered into a binding definitive agreement to merge by way of share exchange. ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES Since the Company's incorporation on May 17, 1999, the Company has retained four auditors. The Company's initial auditors were Thorne Little in Surrey, British Columbia, Canada, which were originally retained by Spectrum Trading Inc., a British Columbia corporation. Since the Company was incorporated pursuant to the laws of the State of Delaware, the Company determined it was in the corporation's best interests to retain an auditing firm based in the United States. On October 31, 1999, the Company retained Grant Thornton LLP as its Auditors (Vancouver BC Office). Due to disagreement regarding fees and delays in completion of work Grant Thornton LLP was asked by the company to resign in July 2003. Since then we have been able to settle the fees issue. On March 12, 2004 we retained Staley, Okada and Partners to be our auditors. In September 2006 they ceased to Exist. Therefore, we switched to Moore and Associate of Las Vegas. We discussed the need to use the generally accepted accounting principles of United States (USGAAP)with them and their qualifications regarding the USGAAP. No discussion took place as to what type of audit opinion will be rendered and no written or oral advice was provided. ITEM 8A. CONTROLS AND PROCEDURES As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures. BASED ON THIS EVALUATION, OUR CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER CONCLUDED THAT OUR DISCLOSURE CONTROLS AND PROCEDURES ARE DESIGNED TO PROVIDE REASONABLE ASSURANCE OF ACHIEVING THE OBJECTIVES OF TIMELY ALERTING THEM TO MATERIAL INFORMATION REQUIRED TO BE INCLUDED IN OUR PERIODIC SEC REPORTS AND OF ENSURING THAT SUCH INFORMATION IS RECORDED, PROCESSED, SUMMARIZED AND REPORTED WITH THE TIME PERIODS SPECIFIED. Our chief executive officer and chief financial officer also concluded that our disclosure controls and procedures were effective as of the end of the period covered by this report to provide reasonable assurance of the achievement of these objectives. ITEM 8B. OTHER INFORMATION NOT APPLICABLE. PART III ITEM 9. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT The directors and principal executive officers of the Company are as follows: Executive Officers of the Company: --------------------------------------------------- |Name |Age|Office(s) | --------------------------------------------------- |Raj-Mohinder Gurm |48 |President, CEO, and CFO| --------------------------------------------------- |Gerry Podersky-Cannon|61 |Secretary | --------------------------------------------------- Board of Directors of the Company: ---------------------------------------------------------------- |Name |Age| |Term Expires|Director Since| ---------------------------------------------------------------- |Raj-Mohinder Gurm |48 |Director|Next AGM |Nov. 1990 | ---------------------------------------------------------------- |Gerry Podersky-Cannon|61 |Director|Next AGM |June 2000 | ---------------------------------------------------------------- ------------------------------------------------------------- (1) Directors Terms are staggered over a three year period. Directors may only be removed for cause and by a 75% majority vote of the shareholders. ITEM 10. EXECUTIVE COMPENSATION Any compensation received by officers, directors and management personnel of the Company will be determined from time to time by the Board of Directors of the Company. Officers, directors and management personnel of the Company will be reimbursed for any out-of-pocket expenses incurred on behalf of the Company. Summary Compensation Table. The table set forth below summarizes the annual and long-term compensation for services in all capacities to the Company payable to the Chief Executive Officer of the Company and the other executive officers of the Company whose total annual salary and bonus exceeded $50,000 during the years ending March 31. The Board of Directors of the Company may adopt an incentive stock option plan for its Directors and executive officers which would result in additional compensation.

---------------------------------------------------------------------------------------------------------------------------- SUMMARY COMPENSATION TABLE ---------------------------------------------------------------------------------------------------------------------------- Long Term Compensation ---------------------------------------------------------------------------------------------------------------------------- Annual Compensation Awards Payouts ---------------------------------------------------------------------------------------------------------------------------- (a) (b) (c) (d) (e) (f) (g) (h) (i) ---------------------------------------------------------------------------------------------------------------------------- Name Other Restricted Securities And Annual Stock Underlying LTIP All Other Principle Salary Bonus Compensation Award(s) Options/SARs Payouts Compensation Position Year ($) ($) ($) ($) (#) ($) ($) ---------------------------------------------------------------------------------------------------------------------------- CEO 2008(6) $62,774(3) 0.00 0.00 0.00 0(2) 0.00 0.00 Raj-Mohinder Gurm 2007(4) 62,774(1) 0.00 0.00 0.00 67,000(2) 0.00 0.00 2006(5) 62,774(1) 0.00 0.00 0.00 67,000(2) 0.00 0.00 ----------------------------------------------------------------------------------------------------------------------------

(1) In April 1999 the board approved an employment contract with Mr. Gurm, which allowed for an annual salary of $62,774(72,000CDN), a signing bonus of $10,000 and an option to purchase 134,000 shares of the Company's common stock for $0.10 per share. The employment contract called for an additional option to purchase 67,000 shares of the Company's common stock for $0.10 per share to be issued to Mr. Gurm on an annual basis. All options expire five years after the issue date. The salary due Mr. Gurm since April 1999 has been accrued by the Company, except for $63,650 which was forgiven by Mr. Gurm in March of 2001. The salary amount accrued includes vacation pay. The contract is automatically renewed at the same terms every year on April 30, unless cancelled or opened for renegotiating by either Mr. Gurm or the board of directors of the Company. The Company has no other Employment contracts with any other party. (2) These stock purchase options were issued pursuant to Mr. Gurm's employment contract dated April, 30 1999. These options vest immediately, and can be exercised at $0.10 per share within 5 years from the date of grant. (3) Salary accrued from April 1, 2005 to March 31, 2008 includes vacation pay. (4) Year ended on March 31, 2007 (5) Year ended on March 31, 2006 (6) Year ended on March 31, 2008 ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS The following table sets forth certain information regarding the beneficial ownership of the Company's common stock as of the date of this report by (i) each person or entity known by the Company to be the beneficial owner of more than 5 % of the outstanding shares of common stock, (ii) each of the Company's directors and named executive officers, and (iii) all directors and executive officers of the Company as a group.

---------------------------------------------------------------------------------------------------- ---------------------------------------------------------------------------------------------------- Name and Address of Amount and Nature of Title of Class Beneficial Owner Beneficial Owner Percent of Class(1) ---------------------------------------------------------------------------------------------------- $.001 Par Raj-Mohinder S. Gurm Value 13718 91st Avenue Officer & Director 35.2% Common Stock Surrey, BC, Canada 7,200,000 Common V3V 7X1 ---------------------------------------------------------------------------------------------------- $.001 Par Gerry Podersky-Cannon. Value 126-1628 W 1st, Avenue Officer & Director 3.6% Common Stock Vancouver, BC, Canada 738,736 Common (2) V6J 1G1 ---------------------------------------------------------------------------------------------------- $.001 Par Value All officers and directors Common Stock as a group (2 Persons) 7,938,736(2) 38.8% ----------------------------------------------------------------------------------------------------

(1)Percentages are calculated based on 20,447,614 shares outstanding as of June 30,2008 already subscribed for. Pursuant to Rule 13d-3(d)(1), the percentage of shares owned for each person includes shares deemed to be outstanding upon exercise of options by such person within 60 days of the reported date, but are not deemed to be outstanding for the purpose of computing the percentage of the class by any other person. (2) Includes 713,152 shares held of record by Canafra Financial Ltd., a British Columbian corporation owned by Mr. Podersky-Cannon and his spouse, Donna Y. Maroz. Beneficial ownership is determined in accordance with the rules of the Commission and generally includes voting or investment power with respect to securities. Shares of the Company's common stock which may be acquired upon exercise of stock options which are currently exercisable or which become exercisable within 60 days of the date of the table are deemed beneficially owned by the optionees. Subject to community property laws, where applicable, the persons or entities named in the table above have sole voting and investment power with respect to all shares of the Company's common stock indicated as beneficially owned by them. ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS As at March 31, 2008, the company owed $811,288 to related parties. Included in this amount is $790,246 owing to a Raj-Mohinder Gurm, a director and officer of the company, and $21,042 owing to various relatives of the director and officer of the company. During the current year, $6,446 of interest expense has been accrued as owing to a director and officer of the company.. As at March 31, 2008, Raj-Mohinder Gurm, a director and officer of the company, owned approximately 35.2% of the issued and outstanding share of the company, and all directors and officers of the company owned approximately 38.8% of the company's shares. On June 20, 2007, all options held by directors and others were cancelled. No new options have been granted to anyone. ITEM 13. EXHIBITS Exhibit No. Description 3.1 Restated Certificate of Incorporation. (1) 3.2 Bylaws. (1) 10.4 Employment contract between Spectrum International Inc and Raj-Mohinder Gurm dated April 12, 1999. (1) 10.5 Indenture between Raj-Mohinder S. Grum and Spectrum Trading Inc. dated April 30, 1999. (2) 10.9 Agreement between Natco and Lassen dated February 19, 2008 10 10 Agreement between Natco and Lassen dated April 18, 2008 23.1 Consent of Auditors 31.1 Certificate of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certificate of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1 Certificate of Chief Financial Officer and Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (1) Incorporated herein by reference to Form SB-2A filed with the U.S. filed with the U.S. Securities and Exchange Commission on May 14, 2003. (2) Incorporated herein by reference to Form SB-2 filed with the U.S. filed with the U.S. Securities and Exchange Commission on June 26, 2002. ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES The following table sets forth fees billed to us by our auditors during the fiscal years ended March 31, 2008 and March 31, 2007 for: (i) services rendered for the audit of our annual financial statements and the review of our quarterly financial statements, (ii) services by our auditor that are reasonably related to the performance of the audit or review of our financial statements and that are not reported as Audit Fees, (iii) services rendered in connection with tax compliance, tax advice and tax planning, and (iv) all other fees for services rendered. March 31, March 31, 2008 2007 ----------------------------- Audit Fees $ 9400 $ 12,500 Audit Related Fees - - Tax Fees - - All Other Fees - - ----------------------------- Totals 9,400 12,500 ============================= Audit Fees. These fees consist of fees billed for professional services rendered for the audit of the Company's financial statements and review of the interim financial statements included in the Company's periodic reports, statutory and regulatory filings or engagements. Audit-Related Fees. These fees consist of fees billed for assurance and related services that are reasonably related to the performance of the audit or review of the Company's financial statements and are not reported under "Audit Fees." There were no Audit-Related services provided in fiscal 2006 or 2005. Tax Fees. These fees consist of fees billed for professional services for tax compliance, tax advice and tax planning in fiscal 2006 or 2005. All Other Fees. These fees consist of fees for products and services other than the services reported above. There were no management consulting services provided in fiscal years 2006 or 2005. Pre-Approval Policies and Procedures. The Company currently does not have a designated Audit Committee, and accordingly, the Company's Board of Directors' policy is to pre-approve all audit and permissible non-audit services provided by the independent auditors. These services may include audit services, audit- related services, and tax services and other services. Pre-approval is generally provided for up to one year and any pre-approval is detailed as to the particular service or category of services and is generally subject to a specific budget. The independent auditors and management are required to periodically report to the Company's Board of Directors regarding the extent of services provided by the independent auditors in accordance with this pre- approval, and the fees for the services performed to date. The Board of Directors may also pre-approve particular services on a case-by-case basis. SIGNATURES In accordance with Section 13 of the exchange act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Natco International, Inc. By: /s/ Raj-Mohinder S. Gurm -------------------------------- Name: Raj-Mohinder S. Gurm Date: August 12, 2008 Title Chief Executive Officer & CFO Pursuant to the Securities Act of 1934, this report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated. /s/Raj-Mohinder S. Gurm ----------------------- Director, CEO and CFO August 12, 2008 /s/Gerry Podersky-Cannon ------------------------ Director, Secretary August 12, 2008