f10k2011a_lifestylemedi.htm

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

x ANNUAL REPORT PURSUANT TO SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended: December 31, 2011

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

For the transition period from __________ to __________

Commission File No. 000-52408

LIFESTYLE MEDICAL NETWORK INC.

(Formerly Emerging Media Holdings, Inc.)

(Exact name of Registrant as Specified in Its Charter)

Nevada		90-0821766
(State or other jurisdiction of Incorporation or organization)		(I.R.S. Employer Identification No.)

201 South Orange Ave., Suite 1510, Orlando, FL		32810
(Address of principal executive offices)		(Zip Code)

Issuer's Telephone Number, Including Area Code: (407) 514-1260

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: Common Stock, $.001 par value per share

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No x

Indicate by checkmark if the registrant is not required to file reports to Section 13 or 15(d) of the Act. o Yes x No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes o No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not 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-K or any amendment to this Form 10-K. x

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a smaller reporting company. (Check One):

Large accelerated filer o	Accelerated filer o

Non-accelerated filer o (Do not check if a smaller reporting company)	Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). o Yes x No

The aggregate market value of the voting and non-voting common equity held by non-affiliates as of the last business day of the registrant’s most recently completed second fiscal quarter was $887,600.

Number of shares of Common Stock outstanding as of March 12, 2012: 25,205,101 shares.

EXPLANATORY NOTE

LIFESTYLE MEDICAL NETWORK INC. (FORMERLY EMERGING MEDIA HOLDINGS, INC., THE “COMPANY”) IS FILING THIS AMENDMENT NO. 1 TO THE COMPANY’S FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2011 (THE “2011 FORM 10-K”). THIS AMENDMENT NO. 1 AMENDS THE REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM THAT AUDITED THE FINANCIAL STATEMENTS OF THE COMPANY AS OF DECEMBER 31, 2011, THE ACCOMPANYING CONSOLIDATED FINANCIAL STATEMENTS AND NOTES, AND MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION, TO REFLECT THE RECORDING IN THIS AMENDMENT NO. 1 OF AMORTIZATION WITH RESPECT THE COMPANY’S LICENSE AGREEMENT ASSET. IN ORDER TO PRESERVE THE NATURE AND CHARACTER OF THE DISCLOSURES SET FORTH IN THE 2011 FORM 10-K AS OF APRIL 12, 2012, THE DATE ON WHICH THE 2011 10-K WAS FILED, ONLY THE ABOVE-REFERRED TO ITEMS OF THE 2011 FORM 10-K, AS SO AMENDED, ARE INCLUDED IN THIS AMENDMENT NO. 1. NO ATTEMPT EXCEPT AS DESCRIBED ABOVE HAS BEEN MADE IN THIS AMENDMENT NO. 1 TO MODIFY OR UPDATE THE DISCLOSURES SET FORTH IN THE 2011 FORM 10-K.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.

DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS

Throughout this report, we make statements that may be deemed "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts, that address activities, events, outcomes and other matters that the Company plans, expects, intends, assumes, believes, budgets, predicts, forecasts, projects, estimates or anticipates (and other similar expressions) will, should or may occur in the future are forward-looking statements. These forward-looking statements are based on management's current belief, based on currently available information, as to the outcome and timing of future events. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements in this report.

General

Organization

Emerging Media Holdings, Inc was incorporated in the State of Nevada on September 3, 2003. On June 30, 2006, we effectuated a share exchange whereby we acquired all of the outstanding equity interests in our wholly-owned subsidiary, IM “Media Alianta” SRL, the 100% owner of SA “Analiticmedia-Grup”, both Moldovan companies ("AMG"), and on May 2, 2008, the Company acquired the common stock of “TNT-Bravo” channel-ICS “Media Top Prim” SRL, the exclusive operator in Moldova of Russian channel TNT programs owned by Gazprom Media.

As of February 10, 2011, we agreed to the acquisition of Men’s Medical Corporation, which proposed to acquire men’s sexual health clinics, and on February 10, 2011 sold three of our subsidiary companies, IM Media Alianti SRL, Analytic Media Group SA and Alkazar Media Services SRL, to our major shareholder, in exchange for 4,800,000 shares of our common stock and the assumption of liabilities associated with these subsidiaries. Our acquisition of Men’s Medical Corporation was not completed and was subsequently terminated on May 31, 2011 by agreement of both parties.

Recent Developments

On December 29, 2011, we closed an acquisition of 100% of the outstanding shares of Lifestyle Medical Corp. (“Lifestyle Medical”), which manages two men’s sexual health clinics, utilizing technologies and practices licensed to its subsidiary, Elite Professional IP Licensing, LLC (“Elite”), pursuant to an October 5, 2010 License Agreement with Modular Properties Limited, Inc. (the “License Agreement”). The consideration paid by the Company for the acquisition of Lifestyle Medical was 5,000,000 shares of our common stock paid to the holders of a majority of the outstanding shares of LMC, valued at $2,500,000. On February 2, 2012, we completed acquisition of the rights to our licensed men’s medical clinic operating technologies and processes, by acquiring from Worldwide Medassets, Ltd. (SAL) the full assignment of rights to the License Agreement, by the issuance of 19,000,000 shares of our common stock in exchange for the satisfaction of the outstanding $3,000,000 principal balance on the note issued to Worldwide Medassets, Ltd. in connection with the assignment of rights to the License Agreement to Elite.

On December 30, 2011, we completed the sale of our remaining Moldova media subsidiaries in exchange for the assumption of the liabilities of the subsidiaries and 250,000 shares of our common stock.

Basis of Presentation

Throughout this Form 10-K, the terms "we," "us," "our," "EMH" and "Company" refer to Emerging Media Holdings, Inc., a Nevada corporation, and, unless the context indicates otherwise, includes our subsidiaries.

Critical Accounting Policies and Estimates

The discussion and analysis of our plan of operations is based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of our consolidated financial statements requires us to make estimates and assumptions that affect our reported results of operations and the amount of reported assets and liabilities.

Some accounting policies involve judgments and uncertainties to such an extent that there is reasonable likelihood that materially different amounts could have been reported under different conditions, or if different assumptions had been used. Actual results may differ from the estimates and assumptions used in the preparation of our consolidated financial statements.

Note 1 to our audited Financial Statements included in this Report discusses the most significant policies we apply, or intend to apply, in preparing our consolidated financial statements, some of which are subject to alternative treatments under accounting principles generally accepted in the United States of America.

New Financial Accounting Standards

Accounting Standards Update No. 2011-05 – Comprehensive Income (Topic 220): Presentation of Comprehensive Income (“ASU No. 2011-05”)

ASU No. 2011-05 amends existing guidance by allowing only two options for presenting the components of net income and other comprehensive income: (1) in a single continuous statement of comprehensive income or (2) in two separate but consecutive financial statements, consisting of an income statement followed by a separate statement of other comprehensive income. Also, items that are reclassified from other comprehensive income to net income must be presented on the face of the financial statements. This ASU eliminates the option to present the components of other comprehensive income as part of the statement of changes in stockholders’ equity. The amendments in this ASU do not change the items that must be reported in other comprehensive income or when an item of other comprehensive income must be reclassified to net income. This ASU requires retrospective application, and it is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011, with early adoption permitted. The Company will implement the provisions of ASU 2011-05 by presenting the components of net income and other comprehensive income in two separate but consecutive financial statements beginning in the first quarter of 2012.

Accounting Standards Update No. 2011-08 – Testing Goodwill for Impairment (Topic 350): Intangibles—Goodwill and Other (“ASU No. 2011-08”)

ASU No. 2011-08 updates existing guidance regarding testing of goodwill for impairment. This ASU gives entities the option to perform a qualitative assessment to first assess whether the fair value of a reporting unit is less than its carrying amount. If an entity determines it is not more likely than not that the fair value of the reporting unit is less than its carrying amount, then performing the two-step impairment test is unnecessary. This ASU is effective during the first quarter of 2012, with early adoption permitted. The adoption of this standard during the first quarter of 2012 is not expected to have a material impact on the Company’s results of operations or financial condition.

PLAN OF OPERATION

Through our Lifestyle Medical Corp. subsidiary, we intend to open, operate and acquire men’s sexual health clinics. We have no acquisitions contemplated or under discussion at this time.

RESULTS OF OPERATIONS

YEAR ENDED DECEMBER 31, 2011 COMPARED TO THE YEAR ENDED DECEMBER 31, 2010

During the year ended December 31, 2011, we incurred a net loss of $556,467, due to our having incurred $436,467 in general and administrative expense, including $200,000 of amoritization, and $120,000 in interest expense.

LIQUIDITY AND FINANCIAL RESOURCES

At December 31, 2011, we had a working capital deficiency of approximately $3,356,167. At December 31, 2011, we had total assets of approximately $5,800,033. We had $33 cash at December 31, 2011. Net cash used in operating activities in 2011 was $267; net cash from financing activities was $300 in 2011, after receipt of proceeds from contributions from shareholders of $3,000,300 and repayment of debt of $3,000,000.

Our operations have never been profitable, and it is expected that we will continue to incur operating losses in the future. In 2011, we generated revenues of $-0-, incurred operating expenses of $556,467, and had no net income. As of December 31, 2011, we had $33 cash on hand to fund operations. There is no assurance that we will operate profitably in the future.

We will have to obtain significant additional capital to continue with our proposed business. There is no assurance that we will be able to obtain sufficient capital to implement either of our alternative business plans. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Off Balance Sheet Arrangements

We do not currently have any off balance sheet arrangements falling within the definition of Item 303(c) of Regulation S-B.

Inflation

To date inflation has not had a material impact on our operations.

Item 8. Financial Statements and Supplementary Data.

EMERGING MEDIA HOLDINGS, INC.

CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2011 and 2010

EMERGING MEDIA HOLDINGS, INC. AND SUBSIDIARIES

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

	Page

Consolidated Financial Statements	F-1

Report of Independent Registered Pubic Accounting Firm	F-2

Consolidated Balance Sheets as of December 31, 2011 and 2010	F-3

Consolidated Statements of Operations for the Years Ended December 31, 2011 and 2010	F-4

Consolidated Statement of Equity for Each of the Two Years in the Period Ended December 31, 2011	F-5

Consolidated Statements of Cash Flows for the Years Ended December 31, 2011 and 2010	F-6

Notes to the Consolidated Financial Statements	F-8

F-1

Madsen & Associates, CPA's Inc.

684 East Vine Street

Murray, UT 84107

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors

Emerging Media Holdings, Inc. and Subsidiaries

Orlando, FL

We have audited the accompanying consolidated balance sheets of Emerging Media Holdings, Inc. and Subsidiaries (collectively, the “Company”) (a Development Stage Company) as of December 31, 2011 and 2010, and the related consolidated statements of operations, equity and cash flows for the year ended December 31, 2011, and for the period October 8, 2010 (Date of Formation) through December 31, 2010 and for the period October 8, 2010 (Date of Formation) through December 31, 2011. 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 audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, except for the error described in Note 10, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2011 and 2010, and the results of its operations, except for the error december in Note 10, and its cash flows for each of the years in the period ended December 31, 2011, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. The Company has losses from operations and is a development stage company. The Company will require additional funding to execute its future strategic business plan. These factors and others as described in Note 1 raise substantial doubt about the Company's ability to continue as a going concern.

These financial statements do not include any adjustments relative to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

/s/ Madsen & Associates, CPA’s Inc.

Madsen & Associates, CPA’s Inc.

April 10, 2012, except for Notes 2, 3, 6 and 10,

for which the date is May 16, 2013

F-2

EMERGING MEDIA HOLDINGS INC. AND SUBSIDIARIES
(a Development Stage Company)
CONSOLIDATED BALANCE SHEETS


ASSETS
	December 31,
	2011 (As Restated)			2010
CURRENT ASSETS:
Cash and cash equivalents	$	33		$	-

Intangible assets - net		5,800,000			-

TOTAL ASSETS	$	5,800,033		$	-

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
Short-term debt	$	3,000,000		$	-
Accrued expenses		356,200			-

Total Current Liabilities		3,356,200			-

Commitments and Contingencies		-			-

STOCKHOLDERS' EQUITY:
Common stock, $.001 par value, 200,000,000 shares
authorized; 6,195,101 and 5,000,000 shares issued and 6,194,983
and 5,000,000 shares oustanding at December 31, 2011 and 2010, respectively		6,195			5,000
Additional paid-in-capital		3,003,342			(5,000	)
Deficit		(556,467	)		-
Less: Cost of common stock in treasury, 118 and -0- shares
at December 31, 2011 and 2010, respectively		(9,237	)		-
Total Stockholders' Equity		2,443,833			-

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	5,800,033		$	-

See notes to consolidated financial statements

F-3

EMERGING MEDIA HOLDINGS INC. AND SUBSIDIARIES

(a Development Stage Company)

CONSOLIDATED STATEMENTS OF OPERATIONS

	For the Year Ended December 31, 2011 (As Restated)			For the Period October 8, 2010 (Date of Formation) through December 31, 2010		For the Period October 8, 2010 (Date of Formation) through December 31, 2011 (As Restated)
Revenues	$	-		$	-	$	-

Costs and expenses:
Selling, general and administrative expenses		436,467			-		436,467
		436,467			-		436,467

Loss from operations		(436,467	)		-		(436,467	)

Other income (expense):
Interest expense		120,000			-		120,000

Loss from operations before
provision for income taxes		(556,467	)		-		(556,467	)

Provision for income taxes		-			-		-

Net loss	$	(556,467	)	$	-	$	(556,467	)

Loss per common share	$	(0.11	)	$	0.00

Weighted average common shares outstanding
- basic and diluted		5,009,823			5,000,000

See notes to consolidated financial statements

F-4

EMERGING MEDIA HOLDINGS INC. AND SUBSIDIARIES
(a Development Stage Company)
CONSOLIDATED STATEMENT OF EQUITY Restated

				Common Stock							Retained
				Number of				Additional Paid			Earnings			Treasury
	Total			Shares		Amount		In Capital			(Deficit)			Stock
Balance, October 8, 2010 (Date of Formation)	$	-			5,000,000	$	5,000	$	(5,000	)	$	-		$	-

Balance, December 31, 2010		-			5,000,000		5,000		(5,000	)		-			-

Effect of reverse acquisition		-			1,195,101		1,195		8,042			-			(9,237	)

Contribution of capital from shareholders		3,000,300							3,000,300

Net loss for the year ended
December 31, 2011		(556,467	)									(556,467	)

Balance, December 31, 2011 (As Restated)	$	2,443,833			6,195,101	$	6,195	$	3,003,342		$	(556,467	)	$	(9,237	)

See notes to consolidated financial statements

F-5

EMERGING MEDIA HOLDINGS INC. AND SUBSIDIARIES

(a Development Stage Company)

CONSOLIDATED STATEMENTS OF CASH FLOWS

	For The Year Ended December 31, 2011 (As Restated)			For the Period October 8, 2010 (Date of Formation) through December 31, 2010		For the Period October 8, 2010 (Date of Formation) through December 31, 2011 (As Restated)
Cash flows from operating activities:
Net loss	$	(556,467	)	$	-	$	(556,467	)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization		200,000			-		200,000
Changes in operating assets and liabilities:

Increase in accrued expenses		356,200			-		356,200

Net Cash Used In Operating Activities		(267	)		-		(267	)

Cash flows from financing activities:
Proceeds from contributions from shareholders		3,000,300			-		3,000,300
Repayment of debt		(3,000,000	)		-		(3,000,000	)

Net Cash Provided by Financing Activities		300			-		300

Net increase in cash		33			-		33

Cash and cash equivalents - Beginning of year		-			-		-

Cash and cash equivalents - End of year	$	33		$	-	$	33

See notes to consolidated financial statements

F-6

EMERGING MEDIA HOLDINGS INC. AND SUBSIDIARIES

(a Development Stage Company)

CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)

	For The Year Ended December 31, 2011			For the Period October 8, 2010 (Date of Formation) through December 31, 2010		For the Period October 8, 2010 (Date of Formation) through December 31, 2011

Supplemental disclosure cash flow information:

Cash paid for interest	$	-		$	-	$	-

Cash paid for income taxes	$	-		$	-	$	-

Supplementary information:
Non-cash during the year for:

Issuance of common stock	$	-		$	5,000	$	5,000

Intangible asset in exchange for
short-term debt	$	6,000,000				$	6,000,000

Details of reverse acquisition:
Common stock issued	$	1,195				$	1,195

Paid-in capital in connection with
common stock issued		8,042					8,042

Treasury stock acquired		(9,237	)				(9,237	)

Net assets acquired	$	-				$	-

See notes to consolidated financial statements

F-7

EMERGING MEDIA HOLDINGS INC. AND SUBSIDIARIES

(a "Development Stage Company")

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2011 AND THE PERIOD OCTOBER 8, 2010

(Date of Formation) THROUGH DECEMBER 31, 2010

1.	DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization

Emerging Media Holdings, Inc. (the "Company" or "EMH") was incorporated in the State of Nevada. The Company directs its operations through its subsidiaries. During 2011, the Company sold its media business in Moldova in exchange for 730,000 of its common shares. In December 2011, the Company entered into an exchange agreement and purchased LifeStyle Medical Corp. ("LMC"). In connection with the acquisition, the operations of the Company are now the operations of LMC. LMC operates its business under a License related to patent rights used in connection with the operations of medical clinics that provide medical services related to men's health, with proprietary trade names and logo designs.

The Company is considered a development stage enterprise as defined in the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 915, "Development Stage Entities" ("ASC 915"). The Company has limited revenue to date, continues to raise capital and there is no assurance that ultimately the Company will achieve a profitable level of operations.

Acquisition of Lifestyle Medical Corporation

On December 29, 2011, the Company closed an acquisition of 100% of the outstanding shares of Lifestyle Medical Corp., incorporated under the laws of Florida, pursuant to an Exchange Agreement, executed on that date, by and between the Company and Lifestyle Medical Corporation. The consideration paid by the Company for the acquisition of LMC was 5,000,000 shares of the Company's common stock paid to the holders of 100% of the outstanding shares of LMC, valued at $2,500,000, the fair market value at the date of issuance.

LMC was incorporated under the laws of the state of Florida on November 14, 2011, and on December 27, 2011 (immediately prior to LMC�s acquisition by the Company) acquired 100% of the membership interests in Elite Professional IP Licensing, LLC, a Delaware limited liability company formed on October 8, 2010 ("Elite"), and 100% of the outstanding shares of Regional Professional Alliance, Inc., a Florida corporation incorporated on October 11, 2010 ("RPA"). LMC, Elite and RPA are entities under common control and all three have the same ownership. At the time of its acquisition by LMC, Elite was the assignee, pursuant to an assignment effective May 9, 2011 (the "Assignment"), from Worldwide Medassets, Ltd. SAL ("WMA") of WMA's rights as licensee under an October 5, 2010, License Agreement (the "License" or "License Agreement") with Modular Properties Limited, Inc., as Licensor ("MPL"). The fee that was payable to WMA in connection with the Assignment of the MPL License was $6,000,000, represented by a secured promissory note dated May 7, 2011 the ("WMA Note") in the principal amount of $6,000,000 issued by Saddleworth Ventures, LLC, a Florida limited liability company ("Saddleworth Ventures") to WMA. At that time the ownership of Saddleworth Ventures was identical to the ownership of Elite (now a wholly-owned subsidiary of the Company). Mr. Christopher Smith, the Company's Chief Executive Officer, had a 25.6% equity interest in Elite at the time of the assignment of the license and the same interest in Saddleworth Ventures. As of the December 27, 2011 acquisition of Elite by LMC, $3,000,000 of the amount owing under the WMA Note had been paid to WMA.

F-8

For accounting purposes only, the transactions between LMC with Elite and RPA and the transaction between EMH and LMC were treated as a recapitalization of LMC, as of December 29, 2011, with LMC as the acquirer. The financial statements prior to December 29, 2011, are those of LMC and reflect the assets and liabilities of LMC at historical carrying amounts. The financial statements show a retroactive restatement of LMC's historical stockholders' equity to reflect the equivalent number of shares issued to LMC.

Acquisition by the Company of the Rights to the License with MPL

As of January 5, 2012, Saddleworth Ventures, with the consent of WMA, assigned the WMA Note to Saddleworth Consulting, LLC, a Florida limited liability company ("Saddleworth Consulting"), and Saddleworth Consulting assumed all obligations under the WMA Note, $3,000,000 of the principal amount of which was outstanding as of the date of the assignment.

Pursuant to a Stock Purchase Agreement, dated as of February 8, 2012, between the Company and Saddleworth Consulting, the Company agreed to issue 19,000,000 shares of its common stock to Saddleworth Consulting in exchange for the satisfaction by Saddleworth Consulting of the outstanding $3,000,000 principal balance and accrued interest on the WMA Note. In consideration of the stock issuance, such outstanding principal balance and all obligations under the WMA note to WMA were satisfied by Saddleworth Consulting. The shareholders of Saddleworth Consulting are the same as the shareholders who received the 5,000,000 shares in connection with the reverse acquisition.

A pro forma balance sheet as of December 31, 2011 assuming the issuance of 19,000,000 shares as of December 31, 2011 is as follows:

ASSETS

Current Assets:
Cash and cash equivalents	$	33

Intangible assets - net		5,800,000

TOTAL ASSETS	$	5,800,033

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
Accrued expenses	$	236,200

Stockholders' Equity:
Common stock, $.001 par value, 200,000,000 shares
authorized; 25,195,101 shares issued
and 25,194,983 shares outstanding at
December 31, 2011		25,195
Additional paid-in-capital		6,104,342
Deficit		(556,467	)
Less: Cost of common stock in treasury, 118
shares at December 31, 2011		(9,237	)
Total Stockholders' Equity		5,563,833

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	5,800,033

F-9

Going Concern

The consolidated financial statements for the year ended December 31, 2011 have been prepared on a going concern basis which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. The Company has a past history of recurring losses from operations and is a development stage company. The Company will require additional funding to execute its future strategic business plan. Successful business operations and its transition to attaining profitability are dependent upon obtaining additional financing and achieving a level of revenue to support its cost structure. These factors raise substantial doubt about the Company's ability to continue as a going concern.

Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements of the Company include the Company and its wholly-owned and majority-owned subsidiaries. All material intercompany balances and transactions have been eliminated.

Use of Estimates

The preparation of the consolidated financial statements in conformity with accepted accounting principles generally accepted in the United States of America requires the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities. On an ongoing basis, the Company evaluates its estimates including, but not limited to, those related to such items as income tax exposures, accruals, depreciable/useful lives, allowance for doubtful accounts and valuation allowances. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates.

Business Combinations

During 2010, the Company adopted the revised accounting guidance related to business combinations. This guidance requires an acquirer to recognize the assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree at the acquisition date, measured at their fair values as of that date, with limited exceptions specified in the literature. In accordance with this guidance, acquisition-related costs, including restructuring costs, must be recognized separately from the acquisition and will generally be expensed as incurred. That replaces the cost-allocation process detailed in previous accounting literature, which required the cost of an acquisition to be allocated to the individual assets acquired and liabilities assumed based on their estimated fair values. The Company implemented this new guidance effective January 1, 2010 and as a result, a total of $200,000 and $-0- in acquisition related costs were charged to selling, general and administrative expenses during 2011 and the period October 8, 2010 (Date of Formation) through December 31, 2010, respectively.

Evaluation of Long-lived Assets

Licenses represent an important component of the Company's total assets. The Company amortizes its license on a straight-line basis over the estimated useful lives of the assets. Management reviews long-lived assets for potential impairment whenever significant events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment exists when the carrying amount of the long-lived asset is not recoverable and exceeds its fair value. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the estimated undiscounted cash flows expected to result from the use and eventual disposition of the asset. If an impairment exists, the resulting write-down would be the difference between fair market value of the long-lived asset and the related net book value.

F-10

Income Taxes

Taxes are calculated in accordance with taxation principles currently effective in the United States of America.

The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.

The Company records net deferred tax assets to the extent they believe these assets will more-likely-than-not be realized. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. In the event the Company was to determine that it would be able to realize its deferred income tax assets in the future in excess of its net recorded amount, the Company would make an adjustment to the valuation allowance which would reduce the provision for income taxes.

Concentration of Credit Risk

Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash.

The Company's cash and cash equivalents are concentrated primarily in banks in the United States of America. At times, such deposits could be in excess of insured limits. Management believes that the financial institutions that hold the Company's financial instruments are financially sound and, accordingly, minimal credit risk is believed to exist with respect to these financial instruments.

Earnings Per Share

Basic earnings per common share are computed by dividing net earnings by the weighted average number of common shares outstanding during the period. Diluted earnings per common share are computed by dividing net earnings by the weighted average number of common shares and potential common shares outstanding during the period. For the year ended December 31, 2011 and the period October 8, 2010 (Date of Formation) through December 31, 2010, there were -0- and -0- shares, respectively, potential common shares outstanding.

F-11

New Financial Accounting Standards

Accounting Standards Update No. 2011-05 - Comprehensive Income (Topic 220): Presentation of Comprehensive Income ("ASU No. 2011-05")

ASU No. 2011-05 amends existing guidance by allowing only two options for presenting the components of net income and other comprehensive income: (1) in a single continuous statement of comprehensive income or (2) in two separate but consecutive financial statements, consisting of an income statement followed by a separate statement of other comprehensive income. Also, items that are reclassified from other comprehensive income to net income must be presented on the face of the financial statements. This ASU eliminates the option to present the components of other comprehensive income as part of the statement of changes in stockholders' equity. The amendments in this ASU do not change the items that must be reported in other comprehensive income or when an item of other comprehensive income must be reclassified to net income. This ASU requires retrospective application, and it is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011, with early adoption permitted. The Company will implement the provisions of ASU 2011-05 by presenting the components of net income and other comprehensive income in two separate but consecutive financial statements beginning in the first quarter of 2012.

Accounting Standards Update No. 2011-08 - Testing Goodwill for Impairment (Topic 350): Intangibles, Goodwill and Other ("ASU No. 2011-08")

2.	FAIR VALUE MEASUREMENTS

The Company utilizes the accounting guidance for fair value measurements and disclosures for all financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the condensed consolidated financial statements on a recurring basis or on a nonrecurring basis during the reporting period. The fair value is an exit price, representing the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants based upon the best use of the asset or liability at the measurement date. The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability. The accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers are defined as follows:

Level 1	- Observable inputs such as quoted market prices in active markets

Level 2	- Inputs other than quoted prices in active markets that are either directly or indirectly observable

Level 3	- Unobservable inputs about which little or no market data exists, therefore requiring an entity to develop its own assumptions

F-12

As of December 31, 2011, the Company held certain financial assets that are measured at fair value on a recurring basis. These consisted of cash and cash equivalents, investments in marketable securities and restricted cash. The fair values of the cash and cash equivalents and restricted cash is determined based on quoted market prices in public markets and is categorized as Level 1. The investment in marketable securities is determined by the Company based on market prices other than quoted prices in active markets and is categorized as Level 2. These are also categorized as held-to-maturity securities. The Company does not have any financial assets measured at fair value on a recurring basis as Level 3 and there were no transfers in or out of Level 1, Level 2 or Level 3 during the years ended December 31, 2011 and the period October 8, 2010 (Date of Formation) through December 31, 2010.

The following table sets forth by level, within the fair value hierarchy, the Company's financial assets accounted for at fair value on a recurring basis as of December 31, 2011 and 2010:

			Assets at Fair Value Using
			Quoted Prices in		Significant		Significant
			Active Markets		Other		Other
			for Identical		Observable		Unobservable
			Assets		Inputs		Inputs
	Total		(Level 1)		(Level 2)		(Level 2)
December 31, 2011
Cash and cash equivalents	$	33	$	33	$	-	$	-

December 31, 2010
Cash and cash equivalents	$	-	$	-	$	-	$	-

The Company has other financial instruments, such as accounts payable and other liabilities which have been excluded from the tables above. Due to the short-term nature of these instruments, the carrying value of accounts payable and other liabilities approximate their fair values. The Company did not have any other financial instruments with the scope of the fair value disclosure requirements as of December 31, 2011.

Non-financial assets and liabilities, such as goodwill and long-lived assets, are accounted for at fair value on a nonrecurring basis. These items are tested for impairment on the occurrence of a triggering event or in the case of goodwill, on at least an annual basis. The Company's annual test on its long-lived assets indicated that the carrying value of its long-lived assets was recoverable and that no impairment existed as of the testing date.

3.	INTANGIBLES

The MPL License Agreement

The MPL License Agreement, under which the Company's wholly-owned subsidiary, Elite, is the licensee pursuant to the Assignment from WMA, provides for the license of medical services, operational systems, manuals, certain names and logo designs and other intellectual property in connection with the operation of medical clinics that provide services related to men's health within the territory of the continental United States (the "Licensed Rights"). The License Agreement provides for a fee of 6% of gross receipts of Licensee, payable quarterly. The term of the License Agreement is for twenty (20) years from the effective date, May 9, 2011. The Company plans to establish new medical clinics or acquire existing clinics, as well as to provide consulting services to medical clinics utilizing the Licensed Rights.

F-13

Intangibles are the value of the MPL license. Amounts assigned to this intangible were determined by management. Management considered a number of factors in determining the allocations, including valuations and independent appraisals. The intangibles are being amortized over 19.5 years, the remaining life of the license. Amortization expense for the year ended December 31, 2011 and for the period October 2, 2010 (date of formation) through December 31, 2011 amounted to $200,000 and $200,000, respectively.

The components of intangible assets are as follows:

	December 31, 2011				December 31, 2010
	Gross Carrying		Accumulated		Gross Carrying		Accumulated
	Amount		Amortization		Amount		Amortization

License agreements	$	6,000,000	$	200,000	$	-	$	-

Estimated amortization expense for intangible assets for the next five years is as follows:

Year Ending	Amortization
December 31,	Expense
2012	$	300,000
2013		300,000
2014		300,000
2015		300,000
2016		300,000

DEBT

Short-term debt as of December 31, 2011 and 2010 were as follows:

	December 31,
	2011		2010
Secured promissory	$	3,000,000	$	-
note to Worlwide Medassets, Ltd. SAL,
interest @ 6% per anum. The note was
paid in full February 2, 2012

Less: Current portion		3,000,000		-
	$	-	$	-

Interest expense for the years ended December 31, 2011 and the period October 8, 2010 (Date of Formation) through December 31, 2010 amounted to $120,000 and $-0-, respectively.

F-14

5.	ACCRUED EXPENSES

	December 31,
	2011		2010
Interest	$	120,000	$	-
Acquisition costs		200,000		-
Other		36,200		-
	$	356,200	$	-

6. INCOME TAXES

The Company adopted the provisions of ASC 740, "Income Taxes", ("ASC 740"). As a result of the implementation of ASC 740, the Company recognized no adjustment in the net liability for unrecognized income tax benefits. The Company believes there are no potential uncertain tax positions and all tax returns are correct as filed. Should the Company recognize a liability for uncertain tax positions, the Company will separately recognize the liability for uncertain tax positions on its balance sheet. Included in any liability for uncertain tax positions, the Company will also setup a liability for interest and penalties. The Company's policy is to recognize interest and penalties related to uncertain tax positions as a component of the current provision for income taxes.

There is no U.S. tax provision due to losses from U.S. operations during both 2011 and 2010. Deferred income taxes are provided for the temporary differences between the financial reporting and tax basis of the Company's assets and liabilities. The principal item giving rise to deferred taxes is the net operating loss carryforward in the U.S. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The Company has set up a valuation allowance for losses for certain carryforwards that it believes may not be realized.

The provision for income taxes consist of the following:

			For the Period
			October 8, 2010
	Year Ended		(Date of Formation)
	December 31,		Through December 31,
	2011		2010
Current:
Federal	$	-	$	-
Foreign		-		-
		-		-

Deferred:
Federal		-		-
Foreign		-		-
		-		-
	$	-	$	-

F-15

A reconciliation of taxes on income computed at the federal statutory rate to amounts provided is as follows:

				For the Period
				October 8, 2010
	Year Ended			(Date of Formation)
	December 31,			Through December 31,
	2011			2010
Tax provision (benefit) computed at
the federal statutory rate of 34%	$	(189,198	)	$	-

Unused net operating losses		189,198			-
	$	-		$	-

As of December 31, 2011, the Company recorded a deferred tax asset associated with a U.S. net operating loss ("NOL") carryforward of approximately $0.6 million that was fully offset by a valuation allowance due to the determination that it was more likely than not that the Company would be unable to utilize those benefits in the foreseeable future. The Company's U.S. NOL expires in 2026.

The types of temporary difference between tax basis of assets and liabilities and their financial reporting amounts that give rise to the deferred tax liability and deferred tax asset and their approximate tax effects are as follows:

	December 31,
	2011						2010
	Temporary						Temporary
	Difference			Tax Effect			Difference		Tax Effect
Deferred tax assets: Current
U.S. net operating loss
carryforward	$	556,000		$	189,000		$	-	$	-

Valuation allowance		(556,000	)		(189,000	)		-		-


Net deferred income tax asset	$	-		$	-		$	-	$	-

Section 382 of the U.S. Internal Revenue Code imposes an annual limitation on the availability of NOL carryforwards to offset taxable income when an ownership change occurs. The Company's reverse capitalization meets the definition of an ownership change and some of the NOL's will be limited.

7.	RELATED PARTY TRANSACTIONS

During the year ended December 31, 2011, Elite had activities with Saddleworth Ventures, a related party. The ownership of Saddleworth Ventures is identical to the ownership of Elite. Saddleworth Ventures assigned the rights to Elite as licensee under License Agreement with MPL. In connection with the purchase of the license, $3 million of the $6 million purchase price was paid by the members of Elite on the amount owing under the WMA note.

8.	COMMITMENTS AND CONTINGENCIES

Leases

The Company leases its offices in Orlando, Florida under a lease expiring on December 31, 2013 at a monthly rental of $3,000. The lease requires the Company to pay certain executory costs (such as maintenance and insurance). The lease contains no escalation or capital improvement funding provisions.

F-16

Future minimum lease payments for operating leases are approximately as follows:

Year Ending
December 31,
2012	$	36,000
2013		42,000
2014		-
	$	78,000

Rent expense was $-0- and $-0- for the years ended December 31, 2011 and 2010, respectively.

Consulting Agreements

In January 2012, Lifestyle entered into a consulting agreement with Saddleworth Ventures LLC ("Consultant"). The Consultant will provide services for management consulting, business advisory, shareholder information and public relations. The term of the agreement is for three years. Upon execution of the agreement, Lifestyle issued a payment to the Consultant in the amount of $25,000. Additional cash fees or reimbursement of expenses shall be agreed upon by Lifestyle and the Consultant from time to time during the term of the agreement.

9.	SUBSEQUENT EVENTS

1.	On January 5, 2012, LMC paid $150,000 in accrued acquisition costs and issued a promissory note in the amount of $50,000 in connection with the Company's reverse acquisition. The note is interest free and was paid in full in February 2012.

2.	On January 5, 2012, LMC borrowed $200,000 from the Dellinger Fund, a shareholder of the Company. The note is interest free and is due April 15, 2012. In the event of default, the Dellinger Fund has the right to request and will be granted the issuance of two million shares of the Company's common stock.

3.	On February 3, 2012, LMC borrowed $75,000 from the Dellinger Fund, a shareholder of the Company. The unsecured note is interest free and is due May 15, 2012. In the event of default, interest on the outstanding balance shall accrue at a rate of ten percent (10%) per annum from the date of the default.

4.	On February 3, 2012, LMC loaned $32,000 to Health Clinics of Florida, LLC. The unsecured note is interest free and due May 15, 2012. In the event of default, interest on the outstanding balance shall accrue at a rate of ten percent (10%) per annum from the date of the default. The manager of Health Clinics of Florida, LLC is a shareholder of the Company.

5.	Pursuant to a Stock Purchase Agreement, dated as of February 8, 2012, between the Company and Saddleworth Consulting, the Company agreed to issue 19,000,000 shares of its common stock to Saddleworth Consulting in exchange for the satisfaction by Saddleworth Consulting of the outstanding $3,000,000 principal balance and accrued interest on the WMA Note. In consideration of the stock issuance, such outstanding principal balance and all obligations under the WMA note to WMA, a shareholder of the Company, were satisfied by Saddleworth Consulting.

10.

Restated Consolidated Financial Statements as of and for the Year Ended December 31, 2011 and for the Period October 8, 2010 (Date of Formation) through December 31, 2011.

The consolidated financial statements for the year ended December 31, 2011 were restated to record amortization expenses from the date of the acquisition of the license through December 31, 2011. The additional amortization expense amounted to $200,000 and increased the net loss by a corresponding amount.

The following represents the restated consolidated financial statements as of December 31, 2011 and adjustments to the consolidated financial statements.

F-17

CONSOLIDATED BALANCE SHEET

	December 31,						December 31,
	2011						2011
	(As Reported)			Adjustments			(As Restated)
ASSETS

CURRENT ASSETS:
Cash and cash equivalents	$	33					$	33

Intangible assets - net		6,000,000	(1)		(200,000	)		5,800,000

TOTAL ASSETS	$	6,000,033					$	5,800,033

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
Short-term debt	$	3,000,000					$	3,000,000
Accrued expenses		356,200					$	356,200

Total Current Liabilities		3,356,200						3,356,200

Commitments and Contingencies		-						-

STOCKHOLDERS' EQUITY:
Common stock, $.001 par value, 200,000,000 shares
authorized; 6,195,101 and 5,000,000 shares issued and 6,194,983
and -0- shares oustanding at December 31, 2011 and 2010, respectively		6,195					$	6,195
Additional paid-in-capital		3,003,342					$	3,003,342
Deficit		(356,467	)(1)		(200,000	)	$	(556,467	)
Less: Cost of common stock in treasury, 118 and -0- shares
at December 31, 2011 and 2010, respectively		(9,237	)				$	(9,237	)
Total Stockholders' Equity		2,643,833						2,443,833

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	6,000,033					$	5,800,033

(1) To record amortization expenses from the date of acquisition of the license through December 31, 2011.

F-18

CONSOLIDATED STATEMENT OF OPERATIONS

									For the Period
									October 8, 2010
	For the Year Ended December 31,					For the Year Ended December 31,			(Date of Formation) through December 31,
	2011					2011			2011
	(As Reported)			Adjustments		(As Restated)			(As Restated)
Revenues	$	-		$	-	$	-		$	-

Costs and expenses:
Selling, general and administrative expenses		236,467	(1)		200,000		436,467			436,467
		236,467			-		436,467			436,467

Loss from operations		(236,467	)				(436,467	)		(436,467	)

Other income (expense):
Interest expense		120,000					120,000			120,000

Loss from operations before
provision for income taxes		(356,467	)				(556,467	)		(556,467	)

Provision for income taxes		-					-			-

Net loss	$	(356,467	)			$	(556,467	)	$	(556,467	)

Loss per common share	$	(0.07	)			$	(0.11	)

Weighted average common shares outstanding
- basic and diluted		5,009,823					5,009,823

(1) To record amortization expenses from the date of acquisition of the license through December 31, 2011.

F-19

CONSOLIDATED STATEMENT OF EQUITY

Restated

				Common Stock							Retained
				Number of				Additional Paid			Earnings			Treasury
	Total			Shares		Amount		In Capital			(Deficit)			Stock
Balance, October 8, 2010 (Date of Formation)	$	-			5,000,000	$	5,000	$	(5,000	)	$	-		$	-

Balance, December 31, 2010		-			5,000,000		5,000		(5,000	)		-			-

Effect of reverse acquisition		-			1,195,101		1,195		8,042			-			(9,237	)

Contribution of capital from shareholders		3,000,300							3,000,300

Net loss for the year ended December 31, 2011		(356,467	)									(356,467	)

Balance, December 31, 2011 (As Reported)	$	2,643,833			6,195,101	$	6,195	$	3,003,342		$	(356,467	)	$	(9,237	)

				Common Stock							Retained
				Number of				Additional Paid			Earnings			Treasury
	Total			Shares		Amount		In Capital			(Deficit)			Stock
Balance, October 8, 2010 (Date of Formation)	$	-			5,000,000	$	5,000	$	(5,000	)	$	-		$	-

Balance, December 31, 2010		-			5,000,000		5,000		(5,000	)		-			-

Effect of reverse acquisition		-			1,195,101		1,195		8,042			-			(9,237	)

Contribution of capital from shareholders		3,000,300							3,000,300

Net loss for the year ended December 31, 2011		(556,467	)									(556,467	)

Balance, December 31, 2011 (As Restated)	$	2,443,833			6,195,101	$	6,195	$	3,003,342		$	(556,467	)	$	(9,237	)

F-20

CONSOLIDATED STATEMENT OF CASH FLOWS

									For the Period
									October 8, 2010
	For The Year Ended December 31,					For The Year Ended December 31,			(Date of Formation) through December 31,
	2011					2011			2011
	(As Reported)			Adjustments		(As Restated)			(As Restated)
Cash flows from operating activities:
Net loss	$	(356,467	)			$	(556,467	)	$	(556,467	)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization			(1)	$	200,000		-			200,000
Changes in operating assets and liabilities:

Increase in accrued expenses		356,200					356,200			356,200

Net Cash Used In Operating Activities		(267	)				(267	)		(267	)

Cash flows from financing activities:
Proceeds from contributions from shareholders		3,000,300					3,000,300			3,000,300
Repayment of debt		(3,000,000	)				(3,000,000	)		(3,000,000	)

Net Cash Provided by Financing Activities		300					300			300

Net increase in cash		33					33			33

Cash and cash equivalents - Beginning of year		-					-			-

Cash and cash equivalents - End of year	$	33				$	33		$	33

(1) To record amortization expense from the date of acquisition of the license through December 31, 2011

F-21

Item 15. Exhibits and Financial Statement Schedules.

(a)(3) Exhibits

Exhibit No.		Description
3.1		Articles of Incorporation (Incorporated by reference to Exhibit 3.1 to the Company’s Form 10-SB, filed January 23, 2007).
3.1a		Certificate of Amendment to Articles of Incorporation, filed September 12, 2011. (Incorporated by reference to the Company’s Current Report on Form 8-K, filed October 20, 2011.)
3.2		By-Laws (Incorporated by reference to Exhibit 3.2 to the Company’s Form 10-SB, filed January 23, 2007).
10.1		Distribution Agreement, dated December 29, 2006 with NTV Hungary Commercial Limited NTV Hungary Commercial Limited Liability Company (Incorporated by reference to Exhibit 10.1 to the Company’s Form 10-SB, filed January 23, 2007).
10.2		Acquisition Agreement, dated January 24, 2008, between the Company and Media Top Prim, Ltd. (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed May 5, 2008).
10.3		Additional Agreement, dated May 2, 2008, to Acquisition Agreement, dated January 24, 2008, between the Company and Media Top Prim, Ltd. (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed May 5, 2008)
10.4		Share Purchase Agreement, dated as of June 10, 2009, between the Company and IPA International Project Agency Establishment (Incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K, filed November 4, 2009).
10.5		Agreement, dated as of February 23, 2010, between the Company and SC Stratco Group SRL. (Incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K, filed March 8, 2010.)
10.6		Additional Agreement, dated as of March 5, 2010, between the Company and Media Top Prim Ltd. (Incorporated by reference to Exhibit 10.6 to the Company’s Annual Report on Form 10-K, filed March 31, 2010.)
10.7		Purchase Agreement, dated August 3, 2010, between the Company and Stipula Financial, Inc. (Incorporated by reference to Exhibit 10.7 to the Company’s Current Report on Form 8-K, filed August 6, 2010.)
10.7a		Additional Agreement, dated August 13, 2010, to Purchase Agreement dated August 3, 2010, between the Company and Stipula Financial, Inc. (Incorporated by reference to Exhibit 10.7a to the Company’s Current Report on Form 8-K/A, filed August 13, 2010.)
10.8		Exchange Agreement, dated January 31, 2011, between the Company and Men’s Medical Corporation. (Incorporated by reference to Exhibit 10.8 to the Company’s Annual Report on Form 10-K, filed March 31, 2011.)
10.9		Asset Purchase Agreement, dated February 2, 2011, between the Company and Chiril Luchinsky. (Incorporated by reference to Exhibit 10.9 to the Company’s Annual Report on Form 10-K, filed March 31, 2011.)

10.10		Exchange Agreement, dated December 29, 2011, between the Company and Lifestyle Medical Corporation. (Incorporated by reference to Exhibit 10.9 to the Company’s Current Report on Form 8-K, filed January 6, 2012.)
10.11		Assignment, dated May 9, 2011, of BMG Licensing Agreement to Elite Professional IP Licensing Company, LLC. (Incorporated by reference to Exhibit 10.10 to the Company’s Current Report on Form 8-K/A, filed February 15, 2012.)
10.12		License Agreement, dated October 5, 2010, between Modular Properties Limited, Inc. and Worldwide Medassets, Ltd. (Incorporated by reference to Exhibit 10.11 to the Company’s Current Report on Form 8-K/A, filed February 15, 2012.)
10.13		Stock Purchase Agreement, dated February 8, 2012, between the Company and Saddleworth Consulting, LLC. (Incorporated by reference to Exhibit 10.11 to the Company’s Current Report on Form 8-K/A, filed February 15, 2012.)
31		Certification of Chief Executive Officer and Principal Financial Officer Pursuant to Section 302 of the Sarbanes Oxley Act of 2002.*
32		Certification of Chief Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Oxley Act of 2002.**

* Filed herewith.

** Furnished herewith.

Copies of the following documents are included as exhibits to this report pursuant to Item 601 of Regulation S-K.

SEC Ref. No.	Title of Document
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Label Linkbase Document
101.PRE	XBRL Taxonomy Presentation Linkbase Document

The XBRL related information in Exhibits 101 to this Annual Report on Form 10-K shall not be deemed “filed” or a part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, and is not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of those sections.

SIGNATURES

Pursuant to the requirements of Section 12(g) of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

	LIFESTYLE MEDICAL NETWORK INC

Date: May 16, 2013	By:	/s/ Christopher Smith
		Christopher Smith, Chief Executive Officer and Principal Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant in the capacities indicated, on May 16, 2013.

/s/ Christopher Smith
Christopher Smith, Chief Executive Officer, Principal Financial Officer and Director

By:	/s/ Adam Sachs
	Adam Sachs, Director

By:	/s/ Ronald C. Moomaw
	Ronald C. Moomaw, Director