-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EuDOVLsJp/r411O+fBG3kftyqV+U4tF5tGcPY9NqXMA+DSliDiQ6V59GenQvwQ1O 4AvOOg32kCCH3XxKTJlGrQ== 0001137091-08-000226.txt : 20080509 0001137091-08-000226.hdr.sgml : 20080509 20080509121447 ACCESSION NUMBER: 0001137091-08-000226 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20080331 FILED AS OF DATE: 20080509 DATE AS OF CHANGE: 20080509 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Driver Passport, Inc. CENTRAL INDEX KEY: 0001362388 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 203955577 STATE OF INCORPORATION: ND FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-52333 FILM NUMBER: 08816985 BUSINESS ADDRESS: STREET 1: PO BOX 13458 CITY: GRAND FORKS STATE: ND ZIP: 58201 BUSINESS PHONE: 800-743-1824 MAIL ADDRESS: STREET 1: PO BOX 13458 CITY: GRAND FORKS STATE: ND ZIP: 58201 FORMER COMPANY: FORMER CONFORMED NAME: Drivers Passport, Inc. DATE OF NAME CHANGE: 20060510 10QSB 1 driver_10qsb-033108.htm QUARTERLY REPORT driver_10qsb-033108.htm


U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 

FORM 10-QSB

 
(Mark One)
x
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: March 31, 2008
 
o
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
 
For the transition period from __________to__________
 
DRIVER PASSPORT INC.
(Name of small business issuer in its charter)
 
North Dakota
20-3955577
(State or other jurisdiction
(I.R.S. employer
of incorporation or organization)
identification number)
 
1168 12th Street N.E Grand Forks, ND 58201
(Address of principal executive offices and zip code)
 
800-743-1824
Issuer's telephone number:
 
SEC File Number: 333-135188
 
Check whether the issuer: (1) filed all reports required to be filed by Section13 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[   ]
 
 
APPLICABLE ONLY TO CORPORATE ISSUERS
 
State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 29,847,000  shares of common stock outstanding as of March 31, 2008.
 
Transitional Small Business Disclosure Format (check one): Yes [  ] No [X]
 
1

 
PART I - FINANCIAL INFORMATION
 
Item 1. Financial Statements
 
 
DRIVER PASSPORT, INC.
 (A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 2008 AND 2007
 
2


DRIVER PASSPORT, INC.
(A DEVELOPMENT STAGE COMPANY)
 
INDEX TO FINANCIAL STATEMENTS (UNAUDITED)
 
Balance Sheets as of March 31, 2008 (Unaudited) and December 31, 2007 (Audited)
 
   
Statements of Operations for the Three Months Ended March 31, 2008 and 2007 and Since Inception (Unaudited)
 
   
Statements of Changes in Stockholders’ Deficit for the Three Months Ended March 31, 2008 and Years Ended December 31, 2007 and 2006 (Unaudited)
 
   
Statements of Cash Flows for the Three Months Ended March 31, 2008 and 2007 and Since Inception (Unaudited)
 
   
Notes to Financial Statements (Unaudited)
 
 
3

 
DRIVER PASSPORT INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
MARCH 31, 2008 (UNAUDITED)
AND DECEMBER 31, 2007 (AUDITED)
 
 
ASSETS
   
MARCH 31,
2008
   
DECEMBER 31,
2007
 
Current Assets:
           
  Cash and cash equivalents
  $ -     $ -  
                 
    Total Current Assets
    -       -  
                 
  Fixed assets, net of depreciation
    4,933       5,481  
                 
TOTAL ASSETS
  $ 4,933     $ 5,481  
                 
LIABILITIES AND STOCKHOLDERS' (DEFICIT)
                 
LIABILITIES
               
Current Liabilities:
               
  Current portion of notes payable
  $ 292,416     $ 273,894  
  Accounts payable and accrued expenses
    5,795       12,500  
  Liability for stock to be issued
    4,000       4,000  
                 
    Total Current Liabilities
    302,211       290,394  
                 
    Total Liabilities
    302,211       290,394  
                 
STOCKHOLDERS' (DEFICIT)
               
 Preferred stock, $.001 Par Value; 10,000,000 shares authorized                
    and 0 shares issued and outstanding
    -       -  
 Common stock, $.001 Par Value; 50,000,000 shares authorized,                
    29,847,000 shares issued and outstanding, respectively
    29,847       29,847  
  Additional paid-in capital
    178,936       178,936  
  Deficits accumulated during the development stage
    (506,061 )     (493,696 )
                 
    Total Stockholders' (Deficit)
    (297,278 )     (284,913 )
                 
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT)
  $ 4,933     $ 5,481  
 
 
The accompanying notes are an integral part of the financial statements.
 
4

 
DRIVER PASSPORT INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS (UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 2008 AND 2007
WITH CUMULATIVE TOTALS SINCE OCTOBER 12, 2004 (INCEPTION)
 
 
           CUMULATIVE  
   
THREE MONTHS ENDED
   
INCEPTION
 
   
MARCH 31,
    OCTOBER 12,  
   
2008
   
2007
   
 2004
 
                   
OPERATING REVENUES
                 
  Revenues
  $ -     $ -     $ -  
                         
                         
OPERATING EXPENSES
                       
   General and administrative expenses
    7,658       31,282       560,650  
   Depreciation, amortization and impairment
    548       923       17,348  
       Total Operating Expenses
    8,206       32,205       577,998  
                         
LOSS BEFORE OTHER INCOME (EXPENSE)
    (8,206 )     (32,205 )     (577,998 )
                         
OTHER INCOME (EXPENSE)
                       
   Interest expense, net
    (4,159 )     (3,766 )     (32,744 )
       Total Other Income (Expense)
    (4,159 )     (3,766 )     (32,744 )
                         
NET LOSS BEFORE PROVISION FOR INCOME TAXES
    (12,365 )     (35,971 )     (610,742 )
Provision for Income Taxes
    -       -       -  
                         
NET LOSS APPLICABLE TO COMMON SHARES
  $ (12,365 )   $ (35,971 )   $ (610,742 )
                         
NET LOSS PER BASIC AND DILUTED SHARES
  $ (0.00 )   $ (0.00 )   $ (0.02 )
                         
WEIGHTED AVERAGE NUMBER OF COMMON
                 
    SHARES OUTSTANDING
    29,847,000       28,782,000       28,400,748  
 
 
The accompanying notes are an integral part of the financial statements.
 
5

 
DRIVER PASSPORT INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CHANGES IN STOCKHOLDERS' (DEFICIT) (UNAUDITED)
FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006 AND THREE MONTHS ENDED MARCH 31, 2008
 
 
                                 
Deficits
       
                                 
Accumulated
       
                           
Additional
   
During the
       
   
Preferred Stock
   
Common Stock
   
Paid-in
   
Development
       
   
Shares
   
Amount
   
Shares
   
Amount
   
Capital
   
Stage
   
Total
 
                                           
Balance January 1, 2006
    -     $ -       -     $ -     $ -     $ (55,253 )   $ (55,253 )
                                                         
Shares issued for acquisition
    -       -       25,500,000       25,500       -       -       25,500  
                                                         
Shares issued for cash
    -       -       1,197,000       1,197       38,703       -       39,900  
                                                         
Shares issued for services
    -       -       1,020,000       1,020       32,980       -       34,000  
                                                         
Contributed capital
    -       -       -       -       1,500       -       1,500  
                                                         
Net loss for the year
    -       -       -       -       -       (320,809 )     (320,809 )
                                                         
Balance December 31, 2006
    -       -       27,717,000       27,717       73,183       (376,062 )     (275,162 )
                                                         
Shares issued for liability
(services recorded in 2006)
    -       -       2,130,000       2,130       104,370       -       106,500  
                                                         
Contributed capital
    -       -       -       -       1,383       -       1,383  
                                                         
Net loss for the year
    -       -       -       -       -       (117,634 )     (117,634 )
                                                         
Balance December 31, 2007
    -       -       29,847,000       29,847       178,936       (493,696 )     (284,913 )
                                                         
Contributed capital
    -       -       -       -       -       -       -  
                                                         
Shares issued for services
    -       -       -       -       -       -       -  
                                                         
Net loss for the year
    -       -       -       -       -       (12,365 )     (12,365 )
                                                         
Balance March 31, 2008
    -     $ -       29,847,000     $ 29,847     $ 178,936     $ (506,061 )   $ (297,278 )
 
 
The accompanying notes are an integral part of the financial statements.
 
6

 
DRIVER PASSPORT INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 2008 AND 2007
WITH CUMULATIVE TOTALS SINCE OCTOBER 12, 2004 (INCEPTION)
 
 
          CUMULATIVE  
    THREE MONTHS ENDED     INCEPTION  
   
MARCH 31,
   
OCTOBER 12,
 
   
2008
   
2007
   
2004
 
                   
CASH FLOWS FROM OPERATING ACTIVITIES
                 
   Net loss
  $ (12,365 )   $ (35,971 )   $ (610,742 )
                         
   Adjustments to reconcile net loss to net cash
                       
     (used in) operating activities:
                       
     Depreciation, amortization and impairment
    548       923       17,349  
     Common stock issued or accrued for consulting services
    -       -       144,500  
                         
  Changes in assets and liabilities
                       
     (Increase) in prepaid expenses and other current assets
    -       (500 )     -  
     Increase (decrease) in accounts payable and
                       
       and accrued expenses
    (6,705 )     (5,000 )     5,795  
     Total adjustments
    (6,157 )     (4,577 )     167,644  
                         
     Net cash (used in) operating activities
    (18,522 )     (40,548 )     (443,098 )
                         
CASH FLOWS FROM INVESTING ACTIVITIES
                       
   Acquisitions of fixed assets
    -       (6,208 )     (7,282 )
   Software development costs
    -       -       (15,000 )
                         
      Net cash (used in) investing activities
    -       (6,208 )     (22,282 )
                         
CASH FLOWS FROM FINANCING ACTIVITIES
                       
    Net proceeds (payments) of notes payable
    18,522       38,756       292,416  
    Shares issued for cash
    -       -       39,900  
    Contributed capital
    -       500       2,883  
    Increase in bank overdraft
    -       7,500       -  
    Member equity contributions
    -       -       130,181  
                         
       Net cash provided by financing activities
    18,522       46,756       465,380  
                         
NET INCREASE (DECREASE) IN
                       
    CASH AND CASH EQUIVALENTS
    -       -       -  
                         
CASH AND CASH EQUIVALENTS -
                       
    BEGINNING OF PERIOD
    -       -       -  
                         
CASH AND CASH EQUIVALENTS - END OF PERIOD
  $ -     $ -     $ -  
                         
CASH PAID DURING THE YEAR FOR:
                       
    Interest expense
  $ -     $ -     $ -  
    Income taxes
  $ -     $ -     $ -  
 
 
The accompanying notes are an integral part of the financial statements.
 
7

 
DRIVER PASSPORT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2008 AND 2007
 
 
NOTE 1 -
ORGANIZATION AND BASIS OF PRESENTATION

The unaudited financial statements included herein have been prepared, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”).  The financial statements and notes are presented as permitted on Form 10-QSB and do not contain information included in the Company’s annual statements and notes.  Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading.  It is suggested that these financial statements be read in conjunction with the December 31, 2007 10-KSB and audited financial statements and the accompanying notes thereto.  While management believes the procedures followed in preparing these financial statements are reasonable, the accuracy of the amounts are in some respects dependent upon the facts that will exist, and procedures that will be accomplished by the Company later in the year.

These unaudited financial statements reflect all adjustments, including normal recurring adjustments which, in the opinion of management, are necessary to present fairly the operations and cash flows for the periods presented.

Driver Passport, Inc. (the “Company”), was incorporated on December 7, 2005 to be effective, January 1, 2006 as a North Dakota corporation.

On January 1, 2006, the Company issued 25,500,000 shares of its common stock in exchange for 100% of the membership interest of Driver Passport, LLC, a North Dakota limited liability company formed on October 12, 2004. On January 2, 2006, Driver Passport, LLC was dissolved.
 
The Company is considered a development stage company and has presented financial information since the inception of Driver Passport, LLC which was October 12, 2004. The business combination that took place was a reverse merger whereby the operating company, Driver Passport, LLC was acquired by a shell company, the Company. The Company has treated this as a purchase for accounting purposes.
 
8

 
DRIVER PASSPORT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2008 AND 2007
 
 
NOTE 1 -
ORGANIZATION AND BASIS OF PRESENTATION (CONTINUED)

The Company is a real-time, internet, driver security program allowing shippers to verify and validate the driver prior to loading cargo. The Company provides an online system with photo, driver license and transport equipment verification that provides one more check for shippers prior to loading their cargo.  The Company has recognized no revenue since inception.  In July of 2007, the Company ceased marketing operations under its current business plan and is considering other business ventures. The Company impaired the remaining $9,975 of software development costs that remained at June 30, 2007 in the quarter ended September 30, 2007.

Commencing in the fourth quarter of 2007, the Company established an agreement with an independent consultant that will attempt to attract new business for the Company.  The Company agreed on December 18, 2007 to pay the consultant 50,000 shares of stock for his efforts.  In the first quarter of 2008, the agreement was terminated.  (See Note 9)
 
NOTE 2 -
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
Development Stage Company

The Company is considered to be in the development stage as defined in Statement of Financial Accounting Standards (SFAS) No. 7, “Accounting and Reporting by Development Stage Enterprises”. The Company has devoted substantially all of its efforts to business planning and development. Additionally, the Company has allocated a substantial portion of their time and investment in bringing their services to the market and the raising of capital.

Use of Estimates
 
The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures 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.
 
Start-up Costs

In accordance with the American Institute of Certified Public Accountants Statement of Position 98-5, “Reporting on the Costs of Start-up Activities”, the Company expenses all costs incurred in connection with the start-up and organization of the Company.
 
9

 
DRIVER PASSPORT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2008 AND 2007
 
 
NOTE 2 -
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
Revenue Recognition
 
Although, the Company has not recognized revenue to date, the Company will account for the licensing of its software in accordance with the American Institute of Certified Public Accountants Statement of Position (SOP) 97-2, “Software Revenue Recognition.”  The Company will recognize revenue when (i) persuasive evidence of an arrangement exists; (ii) delivery has occurred or services have been rendered; (iii) the sales price is fixed or determinable; and (iv) the ability to collect is reasonably assured.  For software arrangements with multiple elements, revenue will be recognized dependent upon whether vendor-specific objective evidence (VSOE) of fair value exists for each of the elements.  When VSOE does not exist for all the elements of a software arrangement and the only undelivered element is post-contract customer support (PCS), the entire licensing fee is recognized ratably over the contract period.
 
Revenue attributable to undelivered elements, including technical support, will be based on the sales price of those elements, and will be recognized ratably on a straight-line basis over the term of the license.  Post-contract customer support revenue will be recognized ratably over the contract period.
 
If there are licensing fees collected in advance, revenues from these license fees will be recognized on a prorated-basis over the life of the license.
 
The Company will assess probability of collection based on a number of factors, including the creditworthiness of the customer.  New customers will be subject to a credit review process that evaluates the customers’ financial position and ultimately its ability to pay according to the original terms of the arrangement.  Based on this review process, if it is determined from the outset of an arrangement that collection of the resulting receivable is not probable, the Company will establish an allowance for uncollectibility.

Income Taxes

The Company accounts for income taxes utilizing the liability method of accounting.  Under the liability method, deferred taxes are determined based on differences between financial statement and tax bases of assets and liabilities at enacted tax rates in effect in years in which differences are expected to reverse.  Valuation allowances are established, when necessary, to reduce deferred tax assets to amounts that are expected to be realized.
 
10

 
DRIVER PASSPORT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2008 AND 2007
 
 
NOTE 2 -
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
Fixed Assets

Fixed assets are stated at cost.  Depreciation is computed using the straight-line method over the estimated useful lives of the assets; computer equipment – 5 years.

When assets are retired or otherwise disposed of, the costs and related accumulated depreciation are removed from the accounts, and any resulting gain or loss is recognized in income for the period.  The cost of maintenance and repairs is charged to income as incurred; significant renewals and betterments are capitalized.  Deduction is made for retirements resulting from renewals or betterments.
 
Impairment of Long-Lived Assets
 
Long-lived assets, primarily fixed assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets might not be recoverable.  The Company does not perform a periodic assessment of assets for impairment in the absence of such information or indicators.  Conditions that would necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or a significant adverse change that would indicate that the carrying amount of an asset or group of assets is not recoverable.

Impairment of Long-Lived Assets
 
For long-lived assets to be held and used, the Company recognizes an impairment loss only if its carrying amount is not recoverable through its undiscounted cash flows and measures the impairment loss based on the difference between the carrying amount and estimated fair value.

(Loss) Per Share of Common Stock

Basic net (loss) per common share is computed using the weighted average number of common shares outstanding.  Diluted earnings per share (EPS) includes additional dilution from common stock equivalents, such as stock issuable pursuant to the exercise of stock options and warrants.

Common stock equivalents were not included in the computation of diluted earnings per share when the Company reported a loss because to do so would be antidilutive for periods presented.
 
11

 
DRIVER PASSPORT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2008 AND 2007
 
 
NOTE 2 -
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
(Loss) Per Share of Common Stock (Continued)

The following is a reconciliation of the computation for basic and diluted EPS:

   
March 31,
   
March 31,
 
   
2008
   
2007
 
             
Net loss
  $ (12,365 )   $ (35,971 )
                 
Weighted-average common shares
               
   outstanding (Basic)
    29,847,000       28,782,000  
                 
Weighted-average common stock
               
Equivalents
               
     Stock options
    -       -  
     Warrants
    -       -  
                 
Weighted-average common shares
               
   outstanding (Diluted)
    29,847,000       28,782,000  

Advertising

The Company’s policy is to expense the costs of advertising and marketing as incurred.  All advertising and marketing costs are included in the statements of operations for the three months ended March 31, 2008 and 2007.

Software Development Costs

Internal use software costs are recorded in accordance with Statement of Position (SOP) No. 98-1, "Accounting for the Costs of Computer Software Developed or Obtained for Internal Use".  Qualifying costs incurred during the application development stage, which consist primarily of outside services, are capitalized and amortized over the estimated useful life of the asset.  All other costs, such as the cost of routine maintenance and minor modifications to the software, are expensed as incurred.  The Company, upon the acquisition of Driver Passport, LLC, acquired $14,250 of software development costs that related to the application development stage and therefore have capitalized these costs. These costs were to be depreciated over a five-year period.  The Company determined in July 2007, that they will cease the marketing of their software, and as a result, the Company impaired the remaining $9,975 in July 2007.  No balance remains at March 31, 2008.  Total amortization for the three months ended March 31, 2008 and 2007 was $0 and $713, respectively.
 
12

 
DRIVER PASSPORT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2008 AND 2007
 
 
NOTE 2 -
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
Uncertainty in Income Taxes

In July 2006, the FASB issued Interpretation No. 48 (FIN No. 48), “Accounting for Uncertainty in Income Taxes.”  This interpretation requires recognition and measurement of uncertain income tax positions using a “more-likely-than-not” approach.  FIN No. 48 is effective for fiscal years beginning after December 15, 2006. Management adopted FIN 48 in 2007, and they evaluate their tax positions on an annual basis, and has determined as of March 31, 2008, that no additional accrual for income taxes is necessary.
 
Recent Accounting Pronouncements
 
In September 2006, the FASB issued SFAS 157, “Fair Value Measurements.” This standard defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosure about fair value measurements. This statement is effective for financial statements issued for fiscal years beginning after November 15, 2007. Early adoption is encouraged. The adoption of SFAS 157 has not had a material impact on the financial statements.
 
In February 2007, the FASB issued FAS No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities – Including an amendment of FASB Statement No. 115”, (“FAS 159”) which permits entities to choose to measure many financial instruments and certain other items at fair value at specified election dates. A business entity is required to report unrealized gains and losses on items for which the fair value option has been elected in earnings at each subsequent reporting date. This statement is expected to expand the use of fair value measurement. FAS 159 is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years.

In December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in Consolidated Financial Statements, an amendment of Accounting Research Bulletin No 51” (SFAS 160). SFAS 160 establishes accounting and reporting standards for ownership interests in subsidiaries held by parties other than the parent, changes in a parent’s ownership of a noncontrolling interest, calculation and disclosure of the consolidated net income attributable to the parent and the noncontrolling interest, changes in a parent’s ownership interest while the parent retains its controlling financial interest and fair value measurement of any retained noncontrolling equity investment. SFAS 160 is effective for financial statements issued for fiscal years beginning after December 15, 2008, and interim periods within those fiscal years.  Early adoption is prohibited.  Management is determining the impact that the adoption of SFAS No. 160 will have on the Company’s financial position, results of operations or cash flows.
 
13

 
DRIVER PASSPORT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2008 AND 2007
 
 
NOTE 2 -
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
Recent Accounting Pronouncements (Continued)
 
In December 2007, the FASB issued SFAS 141R, Business Combinations (“SFAS 141R”), which replaces FASB SFAS 141, Business Combinations.  This Statement retains the fundamental requirements in SFAS 141 that the acquisition method of accounting be used for all business combinations and for an acquirer to be identified for each business combination.  SFAS 141R defines the acquirer as the entity that obtains control of one or more businesses in the business combination and establishes the acquisition date as the date that the acquirer achieves control.  SFAS 141R will require an entity to record separately from the business combination the direct costs, where previously these costs were included in the total allocated cost of the acquisition.  SFAS 141R will require an entity to recognize the assets acquired, liabilities assumed, and any non-controlling interest in the acquired at the acquisition date, at their fair values as of that date.  This compares to the cost allocation method previously required by SFAS No. 141.  SFAS 141R will require an entity to recognize as an asset or liability at fair value for certain contingencies, either contractual or non-contractual, if certain criteria are met.  Finally, SFAS 141R will require an entity to recognize contingent consideration at the date of acquisition, based on the fair value at that date.  This Statement will be effective for business combinations completed on or after the first annual reporting period beginning on or after December 15, 2008.  Early adoption of this standard is not permitted and the standards are to be applied prospectively only.  Upon adoption of this standard, there would be no impact to the Company’s results of operations and financial condition for acquisitions previously completed.  The adoption of SFAS No. 141R is not expected to have a material effect on the Company’s financial position, results of operations or cash flows.

In December 2007, the Securities and Exchange Commission issued Staff Accounting Bulletin No. 110, “Use of a Simplified Method in Developing Expected Term of Share Options” (“SAB 110”). SAB 110 expenses the current view of the staff that it will accept a company’s election to use the simplified method discussed in Staff Accounting Bulletin No. 107, “Share Based Payment”, (“SAB 107”), for estimating the expected term of “plain vanilla” share options regardless of whether the company has sufficient information to make more refined estimates. SAB 110 became effective for the Company on January 1, 2008. The adoption of SAB 110 did not have a material impact on the Company’s financial position.

Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date and are not expected to have a material impact on the consolidated financial statements upon adoption.
 
14

 
DRIVER PASSPORT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2008 AND 2007
 
 
NOTE 3-
FIXED ASSETS
 
Fixed assets as of March 31, 2008 and December 31, 2007 were as follows:

   
 Estimated
Useful
Lives (Years)
   
March 31, 2008
   
December 31, 2007
 
                         
Computer equipment
    5     $ 7,281     $ 7,281  
                         
Less: accumulated depreciation
            (2,348 )     (1,800 )
Fixed assets, net
          $ 4,933     $ 5,481  

There was $548 and $210 charged to operations for depreciation expense for the three months ended March 31, 2008 and 2007, respectively.
 
NOTE 4-
SHARING ARRANGEMENT
 
The Company has a bank account, however, runs most of its operations and banking activity through a related party, its majority shareholder and the majority shareholders related entities.  Since Driver Passport, LLC’s inception, October 12, 2004, most of the Company’s transactions involving its cash disbursements had been provided by a related company who was funded by the Company’s former sole member.  At December 31, 2005 and December 31, 2004, the Company had a note payable with this member in the amount of $130,081 and $537, respectively.  However, on December 31, 2005, the former sole member converted these amounts to contributed capital.  Therefore, Driver Passport, LLC had no amounts outstanding on December 31, 2005 to the sole member.  Upon acquisition of Driver Passport, LLC by the Company, the majority shareholder and former sole member of the Company funded all activity either personally or through an entity controlled by him, and the Company entered into a note payable with this majority shareholder for repayment of these amounts funded. (See Note 5). As of March 31, 2008, the Company has $262,251 outstanding to this majority shareholder, as well as $30,165 in accrued interest.
 
NOTE 5-
NOTE PAYABLE
 
The Company entered into an unsecured promissory note with a shareholder in a maximum amount of $500,000, due on demand. The shareholder has charged the Company interest at the prime rate (6.00% as of March 31, 2008).  Interest is calculated on a monthly basis on the principal balance owing on the last day of the month.  The balance as of March 31, 2008 is $292,416 which includes accrued interest of $30,165.  Interest expense for the three months ended March 31, 2008 and 2007 included in the statements of operations is $4,159 and $3,766, respectively.
 
15

 
DRIVER PASSPORT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2008 AND 2007
 
 
NOTE 5-
NOTE PAYABLE (CONTINUED)
 
Driver Passport, LLC entered into a note payable with its member for the payment of all the costs that Driver Passport, LLC incurred.  The member charged prime rate (7.00% at December 31, 2005 and 5.25% at December 31, 2004) on all amounts owed by Driver Passport, LLC.  The note was dated January 1, 2005, and interest was assessed monthly based on the principal balance owing as of the last day of the month.  On December 31, 2005, the sole member converted these amounts to contributed capital.  Driver Passport, LLC had no amounts outstanding on December 31, 2005 to the sole member.
 
NOTE 6-
PROVISION FOR INCOME TAXES

Deferred income taxes are determined using the liability method for the temporary differences between the financial reporting basis and income tax basis of the Company’s assets and liabilities.  Deferred income taxes are measured based on the tax rates expected to be in effect when the temporary differences are included in the Company’s tax return.  Deferred tax assets and liabilities are recognized based on anticipated future tax consequences attributable to differences between financial statement carrying amounts of assets and liabilities and their respective tax bases.

At March 31, 2008, deferred tax assets consist of the following:

Net operating losses
  $ 172,061  
         
Valuation allowance
    (172,061 )
         
    $ -  
 
At March 31, 2008, the Company had a net operating loss carryforward in the approximate amount of $506,061, available to offset future taxable income through 2028.  The Company established valuation allowances equal to the full amount of the deferred tax assets due to the uncertainty of the utilization of the operating losses in future periods.
 
16

 
DRIVER PASSPORT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2008 AND 2007

 
NOTE 6-
PROVISION FOR INCOME TAXES (CONTINUED)

A reconciliation of the Company’s effective tax rate as a percentage of income before taxes and federal statutory rate for the three months ended March 31, 2008 and 2007 is summarized as follows:
             
   
2008
   
2007
 
                 
Federal statutory rate
    (34.0 )%     (34.0 )%
State income taxes, net of federal benefits
    4.5       4.5  
Valuation allowance
    29.5       29.5  
      0 %     0 %
 
NOTE 7-
GOING CONCERN

As shown in the accompanying financial statements, as is typical of companies going through the development stage, the Company incurred a net loss for the three months ended March 31, 2008 and 2007 of $12,365 and $35,971, respectively and since inception has losses of $610,742 of which $506,061 occurred in Driver Passport Inc.  The Company had a working capital deficit of $302,211 and $290,394 at March 31, 2008 and December 31, 2007, respectively.

The Company acquired a development stage company on January 1, 2006, and there is no guarantee that the Company will be able to generate enough revenue and/or raise capital to support current operations and generate anticipated sales.  This raises substantial doubt about the Company’s ability to continue as a going concern.  The Company did sell 1,197,000 shares for $39,900 in cash in June of 2006.  Management believes that the Company’s future capital requirements will depend on many factors including the success of the Company’s product development efforts.

In July of 2007, the Company has ceased marketing operations under its current business plan and is considering other business ventures.  Commencing in the fourth quarter of 2007, the Company established an agreement with a consultant that will attempt to attract new business for the Company.  The Company agreed on December 18, 2007 to pay the consultant 50,000 shares of stock.  In the first quarter of 2008, the agreement with the independent consultant was terminated.

The financial statements do not include any adjustments that might result from the outcome of these uncertainties.
 
17

 
DRIVER PASSPORT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2008 AND 2007


NOTE 8-
STOCKHOLDERS’ EQUITY (DEFICIT)

The Company was established with 50,000,000 shares of authorized stock; 40,000,000 of common stock and 10,000,000 of preferred stock.  Each class of stock has a par value of $.001.

On January 1, 2006, the Company acquired Driver Passport, LLC for 25,500,000 shares of common stock.  The value of the stock was par or $25,500.

In June 2006, the Company issued 2,217,000 shares of common stock.  Of these shares, 1,197,000 shares were issued for $39,900 in cash, and 1,020,000 shares were issued for consulting services valued at $34,000.  The Company also received $1,500 of contributed capital in the year ended December 31, 2006 and $1,383 of contributed capital for the year ended December 31, 2007.

In July 2006, the Company received acknowledgement from the Securities and Exchange Commission of an effective registration.  No additional shares have been traded or issued under this registration.

The Company accrued at December 31, 2006 the issuance of 2,130,000 shares of common stock valued at $.05 per share (the opening bid price of the common stock) or $106,500. These shares were earned under agreements due when the Company was deemed effective by the SEC and commenced trading. The shares were issued on February 15, 2007.

The Company accrued at December 18, 2007 the issuance of 50,000 shares of common stock valued at $0.08 per share or $4,000.  These shares were earned by Jay Mitchell, an independent consultant, as part of an agreement to promote the Company.

As of March 31, 2008, the Company had 29,847,000 shares issued and outstanding.
 
18

 
DRIVER PASSPORT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2008 AND 2007

 
NOTE 9-
COMMITMENTS
 
The Company has entered into several contracts for services as follows:
 
a)  
Product development and marketing – fees were $0 and $13,550 for the three months ended March 31, 2008 and 2007, respectively.
 
b)  
Accounting and administrative services, including website development – fees were $2,689 and $3,400 for the three months ended March 31, 2008 and 2007, respectively and is based on time at standard billing rates.
 
The Company has recognized expenses as incurred under the accrual method of accounting.  As of March 31, 2008 there are no amounts accrued for these services.  These fees were paid through the note payable with the majority shareholder.
 
The Company in February 2007, formed a strategic partnership with Corporate Security Services Group in order to enhance existing security services. These services will focus on providing a variety of services including comprehensive employment screening services both domestically and internationally to site specific security plans.
 
The Company in December 2007 entered into an agreement with Jay Mitchell.   Jay Mitchell is an independent consultant that will utilize the Company’s name, website and marketing materials to promote the Company’s services.  Jay Mitchell in return will receive 50,000 shares of common stock.  In addition, he has the potential to receive additional shares based on various levels of drivers he is able to sign up under the program established.  As of March 31, 2008, there were no drivers signed up under this agreement.  The Company will reimburse Jay Mitchell for expenses related to his work on promoting the Company’s services.  As of March 31, 2008, no expenses had been incurred that would qualify for reimbursement. In the first quarter of 2008, the agreement was terminated.
 
19

 
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

The following discussion and analysis is provided to increase the understanding of, and should be read in conjunction with, the Financial Statements of the Company and Notes thereto included elsewhere in this Report. Historical results and percentage relationships among any amounts in these financial statements are not necessarily indicative of trends in operating results for any future period. The statements, which are not historical facts contained in this Report, including this Plan of Operations, and Notes to the Financial Statements, constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are based on currently available operating, financial and competitive information, and are subject to various risks and uncertainties. Future events and the Company's actual results may differ materially from the results reflected in these forward-looking statements. Factors that might cause such a difference include, but are not limited to, dependence on existing and future key strategic and strategic end-user customers, limited ability to establish new strategic relationships, ability to sustain and manage growth, variability of operating results, the Company's expansion and development of new service lines, marketing and other business development initiatives, the commencement of new engagements, competition in the industry, general economic conditions, dependence on key personnel, the ability to attract, hire and retain personnel who possess the technical skills and experience necessary to meet the service requirements of its clients, the potential liability with respect to actions taken by its existing and past employees, risks associated with international sales, and other risks described herein and in the Company's other SEC filings.
 
The safe harbors of forward-looking statements provided by Section 21E of the Exchange Act are unavailable to issuers of penny stock. As we issued securities at a price below $5.00 per share, our shares are considered penny stock and such safe harbors set forth under the Reform Act are unavailable to us.
 
General

We are a real-time, internet, driver security program allowing shippers to verify and validate the driver prior to loading cargo. We provide an online system with photo, driver license and transport equipment verification that provides one more check for shippers prior to loading their cargo.
 
We are:

 
·
a development stage company;
 
·
that has no operating history; and
 
·
has earned no revenues.

Since our inception, we have devoted our activities to the following:

 
·
Developing our business plan
 
·
Obtaining our products
 
·
Determining the market for the services we intend to offer on our website
 
·
Developing a marketing plan.
 
20


Plan of Operations

Our proposed plan of operations involves the following:
 
Event
Actions
Lead Time
Itemized estimated cost
       
Customized enhancement of
driver validation screen.
Additional verification field to
include driver pickup or load
reference number.
 
One week from first client contract.
 
Contracted IT labor.
10 hours @ $80/hr billable rate.
Total estimated cost of $800. 
       
Testing of Load Reference field
before broad customer release.
Active testing of field and
potential negative impact on
software
One week dedicated testing from completion of field creation.  
Contracted IT labor.
15 hours @ $80/hr billable rate.
Total estimated cost of $1,200. 
       
Addition of upgraded badge printer allowing for hologram technology
on badges.
Faster badge printer will be
necessary to expedite client
badge shipments.
Six weeks from closure of first
recorded sales month.
Contracted IT labor.
10 hours @ $80/hr billable rate.
Labor cost $800.
Estimated cost of badge printer,
software and shipping $10,000.
Total: $10,800
       
Research potential program and
business expansion to offer driverhiring research services such as: criminal background check, reference checks, MVR verification, credit history
research.
Research contractors providing
various services, negotiate terms,
create business plan and SOP's,
evaluate benefits of incorporating business model into DPP.
Six months after initial sales
commence.
Internal management resources to research contractors, create business model and evaluate potential.
20 hours at $125 hourly rate.
$2,500 estimated research cost.
       
Creation of online 'Click for Help'
queries for customers.
Create individual field 'help'
descriptive screens.
Two month lead time from closure
of first year.
Contracted IT labor.
120 hours @ $80/hr billable rate.
Total estimated cost $9,600.
Should provide additional on-line support reducing need for additional IT and customer service support staff.
 
We entered into an unsecured promissory note with Mr. Brown in a maximum amount of $500,000, due on demand. Mr. Brown has charged the Company interest at the prime rate (6.00% as of March 31, 2008). Interest is calculated on a monthly basis on the principal balance owing on the last day of the month. The balance as of March 31, 2008 is $292,416 which includes accrued interest of $30,165. Until financing described below has been received, all our costs, which we will incur irrespective of our business development activities, including bank service fees and those costs associated with on-going SEC reporting requirements, estimated to be $3,000 per quarter in which a report on Form 10-QSB is required to be filed and $12,500 in the quarter in which a report on Form 10-KSB is required to be filed, will be funded as a loan from management, to the extent that funds are available to do so. Management has advanced $262,251 for our operating expenses and any capital expenditures we have acquired as of March 31, 2008.  Management is not obligated to provide these or any other funds. If we fail to meet these requirements, we will be unable to secure a qualification for quotation of our securities on the over the counter bulletin board, or if we have secured a qualification, may lose the qualification and our securities would no longer trade on the over the counter bulletin board. Further, if we fail to meet these obligations and as a consequence we fail to satisfy our SEC reporting obligations, investors will now own stock in a company that does not provide the disclosure available in quarterly and annual reports filed with the SEC and investors may have increased difficulty in selling their stock as we will be non-reporting.
 
21


We will need to secure a minimum of approximately $50,000 in funds to finance development of our business in the next 12 months, which funds will be used for product development and sales and marketing. However in order to become profitable we may still need to secure additional debt or equity funding. We hope to be able to raise additional funds from an offering of our stock in the future. However, this offering may not occur, or if it occurs, may not raise the required funding. We do not have any plans or specific agreements for new sources of funding, except for the anticipated loans from management as described above, or any planned material acquisitions.

We are a development stage company that as of March 31, 2008 had no cash on hand., We incurred a net loss for the three months ended March 31, 2008 and 2007 of $12,365 and $35,971, respectively and since inception has losses of $610,742 of which $506,061 occurred in Driver Passport Inc.

We did raise $39,900 in cash from a private offering of our shares in June 2006. In order to commence operations and become profitable we will need to secure additional debt or equity funding. We have no source of other funding identified. We also hope to be able to raise additional funds from an offering of our stock in the future. We have no agreements, commitments or understandings in place concerning this type of offering. This offering may not occur, or if it occurs, may not raise the required funding.

Our ability to continue as a going concern is dependent on our ability to raise funds to implement our planned development; however we may not be able to raise sufficient funds to do so. Our independent auditors have indicated that there is substantial doubt about our ability to continue as a going concern over the next twelve months. Our poor financial condition could inhibit our ability to achieve our business plan. Because we have not commenced operations, an investor cannot determine if we will ever become profitable.

In February 2007, we entered into a strategic partnership with Corporate Security Services Group in order to enhance existing security services.  These services will focus on providing comprehensive employment screening services to site specific security plans.
 
Item 3. Controls and Procedures

An evaluation was carried out under the supervision and with the participation of the Company’s management, including the Chief Executive Officer ("CEO" and Chief Financial Officer "CFO"), of the effectiveness of the Company’s disclosure controls and procedures as of March 31, 2008. Based on that evaluation, the CEO and CFO have concluded that the Company’s disclosure controls and procedures are effective to provide reasonable assurance that: (i) information required to be disclosed by the Company in reports that it files or submits under the Securities Exchange Act of 1934 is accumulated and communicated to the Company’s management, including the CEO and CFO, as appropriate to allow timely decisions regarding required disclosure by the Company; and (ii) information required to be disclosed by the Company in reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms. During the quarter ended March 31, 2008 there were no changes in the Company’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.
 
22

 
As of December 31, 2007 management conducted an assessment of the effectiveness of Company's internal control over financial reporting based on the criteria for effective internal control over financial reporting established in "Internal Control — Integrated Framework," issued by the Committee of Sponsoring Organizations (COSO) of the Treadway Commission. Based upon this assessment, we determined that there was a material weakness affecting our internal control over financial reporting and, as a result of that weakness, our disclosure controls and procedures were not effective as of December 31, 2007.  The material weakness is as follows:
We did not maintain effective controls to ensure appropriate segregation of duties as the same employees were responsible for the initiating and recording of transactions, thereby creating segregation of duties weaknesses. Due to the (1) significance of segregation of duties to the preparation of reliable financial statements, (2) the significance of potential misstatement that could have resulted due to the deficient controls and (3) the absence of sufficient other mitigating controls, we determined that this control deficiency resulted in more than a remote likelihood that a material misstatement or lack of disclosure within the annual or interim financial statements will not be prevented or detected.

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

Exhibit #
Name and/or Identification of Exhibit
   
31.1
Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Attached.
   
32.1
Certification of the Chief Executive Officer and Chief Executive Officer and Chief Financial Officer pursuant to U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
23

 
 SIGNATURES
 
In accordance with the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
DRIVER PASSPORT, INC.
 
       
Date: April 28, 2008
By:
/s/ Randy Brown  
   
Randy Brown
 
   
Chief Executive Officer and Chief Financial Officer
 
 
 
 
24
 
 
 
EX-31.1 2 ex_31-1.htm CERTIFICATIONS CEO,CFO ex_31-1.htm


Exhibit 31.1
 
CERTIFICATIONS
 
I, Randy Brown, certify that:
 
1. I have reviewed this quarterly Report on Form 10-QSB of Driver Passport, Inc.;
 
2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
 
3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
 
4. The small business issuer’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business issuer and have:
 
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
 
(b) Evaluated the effectiveness of the small business issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
(c) Disclosed in this report any change in the small business issuer’s internal control over financial reporting that occurred during the small business issuer’s most recent fiscal quarter (the small business issuer’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the small business issuer’s internal control over financial reporting; and
 
5. The small business issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer’s auditors and the audit committee of the small business issuer’s board of directors (or persons performing the equivalent functions):
 
(a) All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the small business issuer’s ability to record, process, summarize and report financial information; and
 
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer’s internal control over financial reporting.
 
 
DRIVER PASSPORT, INC.
 
       
Date: April 28, 2008
By:
/s/ Randy Brown  
    Randy Brown  
   
Chief Executive Officer and Chief Financial Officer
 
 
 
EX-32.1 3 ex_32-1.htm CERTIFICATIONS CEO,CFO ex_32-1.htm


Exhibit 32.1
 
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
 
In connection with the annual report of Driver Passport Inc. (the "Company") on Form 10-QSB for the quarter ending March 31, 2008, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Randy Brown, Chief Executive Officer and Chief Financial Officer of the Company, certify to the best of my knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
 
(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
 
(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
 
A signed original of this written statement required by Section 906, another document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Company. and will be retained by the Company. and furnished to the Securities and Exchange Commission or its staff upon request.
 
 
DRIVER PASSPORT, INC.
 
       
Date: April 28, 2008
By:
/s/ Randy Brown  
    Randy Brown  
   
Chief Executive Officer, Chief Financial Officer
 
 
 
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