REPORTING ISSUER

Reporting non-trading shell:

Corporate Background

General Business

Reporting Issuer

Comparison to IPO

Potential Targets

Requirements of Target

Capital Structure

Secondary Trading

Auditors' Report

Balance Sheet

Statement of Operations

Statement of Cashflows

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Prosperity, Inc. (the "Public Shell") is currently a fully reporting shell company under the Securities Exchange Act of 1934.

The Public Shell's management believes that there are certain benefits of being a reporting company. These are commonly thought to include the following:

increased visibility in the financial community;
provision of information required under Rule 144 for trading of eligible securities;
compliance with a requirement for admission to quotation on the OTC Bulletin Board maintained by Nasdaq or on the Nasdaq SmallCap Market;
the facilitation of borrowing from financial institutions;
improved trading efficiency;
shareholder liquidity;
greater ease in subsequently raising of capital;
compensation of key employees through stock options for which there may be a market valuation;
enhanced corporate image.

The Public Shell's management also believes that there are are also certain perceived disadvantages to being a reporting company. These are commonly thought to include the following:

requirement for audited financial statements;
required publication of corporate information;
required filings of periodic and episodic reports with the Securities and Exchange Commission;
increased rules and regulations governing management, corporate activities and shareholder relations.