OPERATIONS

Littlefield Entertainment

Littlefield Entertainment operates charitable bingo halls in Texas, Alabama, and South Carolina. The industry revenue tops $12 billion nationwide and is not largely affected by swings in economic conditions. Littlefield Entertainment operates 31 charitable bingo halls and is the largest public owner of such halls in the United States. Charitable bingo is an arcane, niche market whose dynamics vary widely by regulatory district. In charitable bingo operations Littlefield Entertainment enters into a business relationship with a group of worthy and legitimate charities that in turn operate bingo games within a location owned or leased by Littlefield Entertainment. The charities pay a fee or "rent" for each session of bingo played within a Littlefield hall. The charity is responsible for all aspects of running the bingo game, while Littlefield Entertainment is responsible only for the upkeep, maintenance, and facilitation of the physical location.

PRINCIPLES OF BUSINESS AND MARKETS

The Company currently has one distinct and separate business segment.

1. Littlefield Entertainment This business is comprised of 36 charitable bingo businesses where the Company acts as lessor or promoter on behalf of a charity. Of these 36 bingo halls, fifteen (15) are in Texas, three (3) are in Alabama, seventeen (17) are in South Carolina and one (1) in Florida. In the last three years, Littlefield Entertainment halls have raised over $12 million for numerous charities, including volunteer fire departments, fraternal orders of police, homeless shelters, alcohol abuse prevention organizations, and various other very worthy charities.

The Company anticipates recovering its entire investment (usually $100,000 to $400,000) in a new start up bingo hall within one to two years after the attainment of a stable and predictable operating environment (typically 6-12 months after the initiation of operations with a full contingent of charities).

In addition to starting up new charitable bingo halls, the Company may acquire other companies that also engage in the management of charitable bingo halls.

The Company has helped the charities that operate in its bingo locations raise approximately $3.85 million USD in 2008.