SECURITIES
AND EXCHANGE COMMISSION
Washington
D.C. 20549
FORM
10-QSB
|
[
X
]
|
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934
|
For
the Quarterly Period ended: September 30,
2007
|
[
]
|
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE
ACT OF
1934
|
For the transition period from ___________ to ______________
Commission
file number 0-21847
BOULDER
CAPITAL
OPPORTUNITIES, II, INC.
(Exact
name of small business issuer as specified in its charter)
Colorado
|
|
84-1356598
|
(State
or other jurisdiction of
incorporation
or organization)
|
|
(I.R.S.
Employer Identification No.)
|
P.O.
Box 12483 Chandler, Arizona 85248
(Address
of principal executive offices)
(480)792-6603
(Issuer's
telephone number)
____________________________________________
(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 [X] No [
]
As
of
November 1, 2007, 3,215,537 shares of common stock were outstanding. The
securities of this Company do not trade in a public market.
PART
I--FINANCIAL INFORMATION
Item
1. Financial Statements.
For
financial information, please see the financial statements and the notes
thereto, attached hereto and incorporated herein by this reference.
BOULDER
CAPITAL OPPORTUNITIES II, INC.
(A
Exploration Stage Company)
FINANCIAL
STATEMENTS
(Unaudited)
Quarter
Ended September 30, 2007
Boulder
Capital Opportunities II, Inc.
(A
Exploration Stage Company)
Financial
Statements
(Unaudited)
TABLE
OF CONTENTS
|
Page
|
|
|
FINANCIAL
STATEMENTS
|
|
|
|
Balance
sheet
|
1
|
Statements
of
operation
|
2
|
Statements
of cash
flows
|
3
|
Notes
to financial
statements
|
5
|
BOULDER
CAPITAL OPPORTUNITIES II, INC.
|
|
(An
Exploration Stage Company)
|
|
BALANCE
SHEET
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
Sept.
30, 2007
|
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
Current
assets
|
|
|
|
Cash
|
|
$ |
1,653
|
|
Total
current assets
|
|
|
1,653
|
|
|
|
|
|
|
Deposits
|
|
|
2,500
|
|
Oil
and gas leases
|
|
|
20,000
|
|
|
|
|
22,500
|
|
|
|
|
|
|
Total
Assets
|
|
$ |
24,153
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES
& STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
|
Current
liabilities
|
|
|
|
|
Interest
payable
|
|
|
250
|
|
Notes
payable
|
|
|
10,000
|
|
Total
current liabilties
|
|
|
10,250
|
|
|
|
|
|
|
Total
Liabilities
|
|
|
10,250
|
|
|
|
|
|
|
Stockholders'
Equity
|
|
|
|
|
Preferred
stock, no par value;
|
|
|
|
|
10,000,000
shares authorized;
|
|
|
|
|
none
issued or outstanding
|
|
|
-
|
|
Common
stock, no par value;
|
|
|
|
|
100,000,000
shares authorized;
|
|
|
|
|
3,215,537
shares issued and
|
|
|
|
|
outstanding
|
|
|
234,384
|
|
Deficit
accumulated during the
|
|
|
|
|
exploration
stage
|
|
|
(220,481 |
) |
|
|
|
|
|
Total
Stockholders' Equity
|
|
|
13,903
|
|
|
|
|
|
|
Total
Liabilities and Stockholders' Equity
|
|
$ |
24,153
|
|
The
accompanying notes are an integral part of the financial
statements.
BOULDER
CAPITAL OPPORTUNITIES II, INC.
|
|
(An
Exploration Stage Company)
|
|
STATEMENTS
OF OPERATIONS
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period
From
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Aug.
6, 1996
|
|
|
|
Three
Months
|
|
|
Three
Months
|
|
|
Nine
Months
|
|
|
Nine
Months
|
|
|
(Inception)
|
|
|
|
Ended
|
|
|
Ended
|
|
|
Ended
|
|
|
Ended
|
|
|
To
|
|
|
|
Sept.
30, 2006
|
|
|
Sept.
30, 2007
|
|
|
Sept.
30, 2006
|
|
|
Sept.
30, 2007
|
|
|
Sept.
30, 2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
- rental income
|
|
$ |
-
|
|
|
$ |
-
|
|
|
$ |
-
|
|
|
$ |
-
|
|
|
$ |
5,000
|
|
Revenues
- oil and gas
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,320
|
|
|
|
1,320
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
1,320
|
|
|
|
6,320
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization
& depreciation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
28,400
|
|
General
and administrative
|
|
|
2,313
|
|
|
|
4,908
|
|
|
|
30,887
|
|
|
|
18,927
|
|
|
|
198,227
|
|
|
|
|
2,313
|
|
|
|
4,908
|
|
|
|
30,887
|
|
|
|
18,927
|
|
|
|
226,627
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain
(loss) from operations
|
|
|
(2,313 |
) |
|
|
(4,908 |
) |
|
|
(30,887 |
) |
|
|
(17,607 |
) |
|
|
(220,307 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
income (expense):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
76
|
|
Interest
expense
|
|
|
|
|
|
|
(169 |
) |
|
|
|
|
|
|
(250 |
) |
|
|
(250 |
) |
|
|
|
-
|
|
|
|
(169 |
) |
|
|
-
|
|
|
|
(250 |
) |
|
|
(174 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income
(loss) before
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
provision
for income taxes
|
|
|
(2,313 |
) |
|
|
(5,077 |
) |
|
|
(30,887 |
) |
|
|
(17,857 |
) |
|
|
(220,481 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision
for income tax
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss)
|
|
$ |
(2,313 |
) |
|
$ |
(5,077 |
) |
|
$ |
(30,887 |
) |
|
$ |
(17,857 |
) |
|
$ |
(220,481 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss) per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Basic
and fully diluted)
|
|
$ |
(0.00 |
) |
|
$ |
(0.00 |
) |
|
$ |
(0.01 |
) |
|
$ |
(0.01 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted
average number of
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
common
shares outstanding
|
|
|
3,215,537
|
|
|
|
3,215,537
|
|
|
|
2,969,377
|
|
|
|
3,215,537
|
|
|
|
|
|
The
accompanying notes are an integral part of the financial
statements.
BOULDER
CAPITAL OPPORTUNITIES II, INC.
|
|
(An
Exploration Stage Company)
|
|
STATEMENTS
OF CASH FLOWS
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period
From
|
|
|
|
|
|
|
|
|
|
Aug.
6, 1996
|
|
|
|
Nine
Months
|
|
|
Nine
Months
|
|
|
(Inception)
|
|
|
|
Ended
|
|
|
Ended
|
|
|
To
|
|
|
|
Sept.
30, 2006
|
|
|
Sept.
30, 2007
|
|
|
Sept.
30, 2007
|
|
|
|
|
|
|
|
|
|
|
|
Cash
Flows From Operating Activities:
|
|
|
|
|
|
|
|
|
|
Net
income (loss)
|
|
$ |
(30,887 |
) |
|
$ |
(17,857 |
) |
|
$ |
(220,481 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments
to reconcile net loss to
|
|
|
|
|
|
|
|
|
|
|
|
|
net
cash provided by (used for)
|
|
|
|
|
|
|
|
|
|
|
|
|
operating
activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization
& depreciation
|
|
|
|
|
|
|
|
|
|
|
28,400
|
|
Accrued
payables
|
|
|
|
|
|
|
250
|
|
|
|
250
|
|
Compensatory
stock issuances
|
|
|
20
|
|
|
|
|
|
|
|
96,620
|
|
Other
payables
|
|
|
|
|
|
|
|
|
|
|
(2,500 |
) |
Net
cash provided by (used for)
|
|
|
|
|
|
|
|
|
|
|
|
|
operating
activities
|
|
|
(30,867 |
) |
|
|
(17,607 |
) |
|
|
(97,711 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
Flows From Investing Activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Oil
and gas leases
|
|
|
|
|
|
|
|
|
|
|
(20,000 |
) |
Organizational
costs
|
|
|
|
|
|
|
|
|
|
|
(28,400 |
) |
Net
cash provided by (used for)
|
|
|
|
|
|
|
|
|
|
|
|
|
investing
activities
|
|
|
-
|
|
|
|
-
|
|
|
|
(48,400 |
) |
(Continued
On Following Page)
The
accompanying notes are an integral part of the financial
statements.
BOULDER
CAPITAL OPPORTUNITIES II, INC.
|
|
(A
Development Stage Company)
|
|
STATEMENTS
OF CASH FLOWS
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Continued
From Previous Page)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period
From
|
|
|
|
|
|
|
|
|
|
Aug.
6, 1996
|
|
|
|
Nine
Months
|
|
|
Nine
Months
|
|
|
(Inception)
|
|
|
|
Ended
|
|
|
Ended
|
|
|
To
|
|
|
|
Sept.
30, 2006
|
|
|
Sept.
30, 2007
|
|
|
Sept.
30, 2007
|
|
|
|
|
|
|
|
|
|
|
|
Cash
Flows From Financing Activities:
|
|
|
|
|
|
|
|
|
|
Notes
payable - borrowings
|
|
|
|
|
|
10,000
|
|
|
|
10,000
|
|
Sales
of common stock
|
|
|
5,000
|
|
|
|
|
|
|
|
137,764
|
|
Net
cash provided by (used for)
|
|
|
|
|
|
|
|
|
|
|
|
|
financing
activities
|
|
|
5,000
|
|
|
|
10,000
|
|
|
|
147,764
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
Increase (Decrease) In Cash
|
|
|
(25,867 |
) |
|
|
(7,607 |
) |
|
|
1,653
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
At The Beginning Of The Period
|
|
|
37,184
|
|
|
|
9,260
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
At The End Of The Period
|
|
$ |
11,317
|
|
|
$ |
1,653
|
|
|
$ |
1,653
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Schedule
Of Non-Cash Investing And Financing Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
None
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental
Disclosure
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
paid for interest
|
|
$ |
-
|
|
|
$ |
-
|
|
|
|
|
|
Cash
paid for income taxes
|
|
$ |
-
|
|
|
$ |
-
|
|
|
|
|
|
The
accompanying notes are an integral part of the financial
statements.
BOULDER
CAPITAL OPPORTUNITIES II, INC.
(A
Exploration Stage Company)
NOTES
TO FINANCIAL STATEMENTS
(Unaudited)
NOTE
1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES:
Boulder
Capital Opportunities II, Inc. (the “Company”), was incorporated in the State of
Colorado on August 6, 1996. The Company is in the exploration stage and was
originally organized for the purpose of operating as a capital market access
corporation and to acquire one or more existing businesses through merger
or
acquisition. The Company has changed its focus and is now in the oil and
gas
business, with an emphasis on acquisition of producing properties. The Company
is currently considered to be in the exploration stage, and has generated
only
limited revenues from its activities. The Company’s fiscal year end is December
31.
Basis
of Presentation
The
accompanying unaudited financial statements have been prepared in accordance
with the instructions to Form 10-QSB and do not include all of the information
and disclosures required by generally accepted accounting principles for
complete financial statements. All adjustments which are, in the opinion
of
management, necessary for a fair presentation of the results of operations
for
the interim periods have been made and are of a recurring nature unless
otherwise disclosed herein. The results of operations for such interim periods
are not necessarily indicative of operations for a full year.
Cash
and cash equivalents
The
Company considers all highly liquid investments with an original maturity
of
three months or less as cash equivalents.
Accounts
receivable
The
Company reviews accounts receivable periodically for collectability and
establishes an allowance for doubtful accounts and records bad debt expense
when
deemed necessary. At September 30, 2007 the Company had no balance in its
allowance for doubtful accounts.
Property
and equipment
Property
and equipment are recorded at cost and depreciated under straight line methods
over each item's estimated useful life.
BOULDER
CAPITAL OPPORTUNITIES II, INC.
(A
Exploration Stage Company)
NOTES
TO FINANCIAL STATEMENTS
(Unaudited)
NOTE
1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued):
Revenue
recognition
Revenue
is recognized on an accrual basis as earned under contract terms.
Use
of
Estimates
The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that
affect 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 reporting period. Actual results
could differ from those estimates.
Income
tax
The
Company accounts for income taxes under Statement of Financial Accounting
Standards No. 109 (“SFAS 109”). Under SFAS 109 deferred taxes are provided on a
liability method whereby deferred tax assets are recognized for deductible
temporary differences and operating loss carryforwards and deferred tax
liabilities are recognized for taxable temporary differences. Temporary
differences are the differences between the reported amounts of assets and
liabilities and their tax bases. Deferred tax assets are reduced by a valuation
allowance when, in the opinion of management, it is more likely than not
that
some portion or all of the deferred tax assets will not be realized. Deferred
tax assets and liabilities are adjusted for the effects of changes in tax
laws
and rates on the date of enactment.
Net
income (loss) per share
The
net
income (loss) per share is computed by dividing the net income (loss) by
the
weighted average number of shares of common outstanding. Warrants, stock
options, and common stock issuable upon the conversion of the Company's
preferred stock (if any), are not included in the computation if the effect
would be anti-dilutive and would increase the earnings or decrease loss per
share.
Financial
Instruments
The
carrying value of the Company’s financial instruments, including cash and cash
equivalents and accrued payables, as reported in the accompanying balance
sheet,
approximates fair value.
ITEM
2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION.
Plan
Of Operations
We
have
generated no revenues from our operations in recent years and have been a
development stage company since our formation. Since we have not generated
revenues and have not been in a profitable position, we operate with minimal
overhead. Our primary activity will be to search for and to acquire oil and
gas
leases for our own account, and for the foreseeable future to search for
and to
acquire oil and gas leases for the account of our clients.
On
November, 1, 2005, we acquired a 4% interest in twelve mineral leases located
in
Jasper County, Texas. We acquired these interests from an unaffiliated third
party for $20,000 in cash. Otherwise, no leases or clients have been identified
at this time.
For
the
fiscal quarter ended September 30, 2007, we had $-0- in revenue, as compared
to
$-0- in revenue for the fiscal quarter ended September 30, 2006. For the
nine
months ended September 30, 2007, we had $-0- in revenue, as compared
to $-0- in revenue for the nine months ended September 30, 2006.
For
the
fiscal quarter ended September 30, 2007, we had a total of $4,908 in operating
expenses, as compared to $2,313 in operating expenses for the fiscal quarter
ended September 30, 2006. For the nine months ended September 30, 2007, we
had a
total of $18,927 in operating expenses, as compared to $30,887 in operating
expenses for the nine months ended September 30, 2006. The operating expenses
for both periods ended September 30 were essentially related to professional
fees.
For
the
fiscal quarter ended September 30, 2007, we had a net loss of $5,077 or $(0.00)
per share, as compared to a net loss of $2,313, or $(0.00) per share, for
the
fiscal quarter ended September 30, 2006. For the nine months ended September
30,
2007, we had a net loss of $17,857, or $(0.01) per share, as compared to
a net
loss of $30,887, or $(0.01) per share for the nine months ended September
30,
2006.
We
generate oil revenue from our mineral leases on a sporadic basis. Our plan
is to
develop oil and gas lease projects in which we can act either as the drilling
operator for an investor group or as a broker of leases for a lessor and
for the
account of its clients. Leases may be received from individuals or companies
by
assignment under an agreement to develop or sell such leases on behalf of
such
persons. We also plan in the future to act as a broker for lease situations
involving third parties.
We
will
focus our attention on drilling primarily in the same specific geographical
area
in which we plan to acquire interests. We plan to concentrate our activities
in
the Western United States. We plan to utilize various reporting services
such as
Petroleum Information and our contacts within the petroleum industry to identify
drilling locations, companies and ownership activity. However, since the
thrust
of our initial efforts will be to acquire leases with a minimum of capital
outlay, we will also look at situations in any other geographical area where
such leases may be obtained. The ability to drill in a specific lease area
will
be secondary to the ability to acquire a lease on terms most favorable to
us and
at little or no capital outlay. At the present time, we have been looking
for
leases which meet the above-mentioned criteria but has not yet identified
any
lease situations which we believe would be appropriate for acquisition. We
cannot predict when such identification will occur.
We
expect
to enter into turnkey drilling contracts with an unaffiliated third party
for
the drilling of any wells. At some later time, we may act as the driller
of the
wells, although there are no plans to do so at the present time. The costs
of
drilling wells have not been determined at this time. In any case, we will
make
every attempt to see that the well are drilled in such areas with our best
estimate of making the best return on investment for us and our
partners.
The
turnkey drilling contract represents the cost of drilling and completion.
If, in
our sole opinion, a well should not be completed because it will not produce
sufficient oil or gas to return a profit, then we would not anticipate expending
the completion funds for such well.
It
is
currently anticipated that any wells to be drilled by us will be drilled
within
the geographical area or areas selected by us. However, once selected, if
subsequent engineering evaluation indicates a more favorable location, we
reserve the right to move the drill site or sites, as the case may be, to
such
location or locations, as the case may be. Any substituted well location
or
drill site would compare favorably with the general character of the site
previously selected regarding degree of risk, drilling depth and cost.
Furthermore, it is expected, though not necessarily required, that any such
substituted well location or drill site will be in the same general area
as the
site specified herein.
In
addition, we would reserve the right to unitize or pool all of the wells
in the
selected geographical area into a common production pool or unit. In such
event,
the owners of the wells, which may include non-partnership investors of ours,
will share in the revenue on a pro-rata basis.
We
expect
to participate in joint ventures with other entities in the development of
some
prospects. We will have the sole discretion in determining which prospects
will
be suitable for joint venture participation. In each such joint venture project,
any such partnership would receive its pro rata portion of the 100% working
interest and would be responsible for its pro rata share of costs and
expenses.
Also,
we
may seek, investigate, and, if warranted, acquire one or more oil or gas
properties. The acquisition of a business opportunity may be made by purchase,
merger, exchange of stock, or otherwise, and may encompass assets or a business
entity, such as a corporation, joint venture, or partnership. We have very
limited capital, and it is unlikely that we will be able to take advantage
of
more than one such business opportunity. We intend to seek opportunities
demonstrating the potential of long-term growth as opposed to short-term
earnings.
At
the
present time we have not identified any additional oil or gas business
opportunity that we plan to pursue, nor have we reached any agreement or
definitive understanding with any person concerning any business matter.
No
assurance can be given that we will be successful in finding or acquiring
a
desirable business opportunity, or that any acquisition that occurs will
be on
terms that are favorable to us or our stockholders.
Our
plan
of operations for the remainder of the fiscal year is to continue to carry
out
our plan of business discussed above. This includes seeking to complete a
merger
or acquisition transaction for oil or gas properties.
Liquidity
And Capital Resources
As
of
September 30, 2007, we had a total of $1,653 in cash. As of September 30,
2006,
we had $11,317 in cash. Our management feels we have inadequate working capital
to pursue any business opportunities other than seeking leases for acquisition
and partnership with third parties. We will have negligible capital requirements
prior to the consummation of any such acquisition. We so not intend to pay
dividends in the foreseeable future.
Net
cash
used for operating activities was $17,607 for the nine months ended September
30, 2007, compared to net cash used for operating activities of $30,867 for
the
period ended September 30, 2006.
Cash
provided by financing activities was $10,000 for the nine months ended September
30, 2007, compared to cash provided by financing activities of $5,000 for
the
period ended September 30, 2006. These activities were all related to the
issuance of common stock in private sales.
Cash
flows used or provided by investing activities were $-0-for all
periods.
We
will
not be required to raise additional funds, nor will our shareholders be required
to advance funds in order to pay our current liabilities and to satisfy our
cash
requirements for the next twelve months.
ITEM
3. CONTROLS AND PROCEDURES
As
of the
end of the period covered by this report, based on an evaluation of our
disclosure controls and procedures (as defined in Rules 13a -15(e) and
15(d)-15(e) under the Exchange Act), each our Chief Executive Officer and
the
Chief Financial Officer has concluded that our disclosure controls and
procedures are effective to ensure that information required to be disclosed
by
us in our Exchange Act reports is recorded, processed, summarized, and reported
within the applicable time periods specified by the SEC’s rules and
forms.
There
were no changes in our internal controls over financial reporting that occurred
during our most recent fiscal quarter that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.
PART
II--OTHER INFORMATION
Item
1. Legal Proceedings.
None
Item
2. Changes in Securities.
None
Item
3. Defaults Upon Senior Securities.
None
Item
4. Submission of Matters to a Vote of Security Holders.
None
Item
5. Other Information.
None
Item
6. Exhibits and Reports on Form 8-K.
(a)
Exhibits
31.1
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Certification
of CEO and CFO pursuant to Sec. 302
|
32.1
|
Certification
of CEO and CFO pursuant to Sec. 906
|
(b)
Reports on Form
8-K
One
report on Form 8-K was filed
on September 20, 2007 reporting a change in certifying accountants.
SIGNATURES
In
accordance with the requirements of the Securities Exchange Act of 1934,
as
amended, the registrant caused this report to be signed on its behalf by
the
undersigned, thereunto duly authorized.
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BOULDER
CAPITAL OPPORTUNITIES, II, INC.
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Michael
Delaney, President
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