10-K/A 1 cp10ka-2004.txt 10K-A 12-31-2004 ` SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Mark One) [ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] For the fiscal year ended December 31, 2004 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to Commission file number: 0-14675 CAMERA PLATFORMS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Delaware 95-4024550 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 10909 Vanowen Street, North Hollywood, California 91605 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (818) 623-1700 Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Common Stock - $.0005 par value (Title of class) 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. Yes X No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, 7to 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 ] The aggregate market value of the voting stock held by non-affiliates of the registrant on March 10, 2005 was $830,933(based on the average bid and aske price of Common Stock in the over-the-counter market on that date). 23,740,964 shares of registrant's Common Stock, $.0005 par value, were outstanding on March 10, 2005. This Form 10-K/A amends Form 10-K filed March 24, 2005. The amendment reflects certain liability reclassifications, the reclassification of the gain on sale of assets as part of operating income, the recognition of the value of contributed management services, clarifications of critical accounting policies and liquidity and capital resources, and a restatement of Item 9a, Controls and Procedures. 2 CAMERA PLATFORMS INTERNATIONAL, INC. CONTENTS

3 CAMERA PLATFORMS INTERNATIONAL, INC. PART I Item 1 - Business Camera Platforms International, Inc., a Delaware corporation, ("Shotmaker" or "the Company") rents and leases a wide variety of production equipment to the film and video industries. The Company rents three varieties of camera cars, Akela, Pegasus and Enlouva cranes, Panther dollies, jib arms, and dolly track. General Shotmaker equipment has been used to film many of the top recent U.S. movies. A partial list includes COLLATERAL, THE AMITYVILLE HORROR,FORTY YEAR OLD VIRGIN, BLACK DON, CONSTANTINE, and IF ONLY IT WERE TRUE. In addition, a number of prime time television programs and series use Shotmaker equipment such as GILMORE GIRLS, MALCOLM IN THE MIDDLE, FEAR FACTOR, GEORGE LOPEZ, ACCORDING TO JIM and THE BERNIE MAC SHOW. Products The Shotmaker Camera Car fleet currently consists of 15 camera cars, which include one Shotmaker "Elite Plus", four Shotmaker "Elites", one Shotmaker "Premier Plus", two Shotmaker "Premiers", six Shotmaker "Classics" and one Shotmaker "Standard". One Classic and one Standard are located at Silvercup Studios in New York under a split rental agreement. All the remaining camera cars are based at the Company's headquarters and rented throughout the western United States. Camera cars are used in the motion picture, television and commercial industries to provide a stable base for cameras to film action scenes. The Shotmaker Elite Plus. In 2001 the Company converted an Elite camera car to an Elite Plus camera car. A 200-amp AC fuel injected generator had replaced the out-dated 500-amp DC generator and the 200-amp DC battery pack. To lighten the car, the electric drive motor and rear steering capability was removed. With the removal of these items the Elite Plus is more stabile and responsive. The entire suspension system was modified to make for a smoother ride. The Elite Plus still has the two-man or remote camera crane arm with a maximum height of 23 feet and a front-mounted hydraulic platform that rises to 12 feet in height. 4 CAMERA PLATFORMS INTERNATIONAL, INC. The Shotmaker Elite. The Company has manufactured five top-of-the-line Elite camera cars. The Elite is a custom-built camera car with numerous positions for mounting cameras. The car contains a built-in foldaway two-man camera crane with a maximum height of 23 feet. This crane can be in motion while the car is moving at speeds up to 50 mph. The car also has a front-mounted hydraulic platform that rises to 12 feet in height. There is a built-in 500-amp DC generator and a 200-amp DC battery pack. The car runs on both gas and a silent electric drive. The Elite has a special air-ride suspension system that minimizes camera movement, and a six-wheel configuration, which allows the vehicle to crab sideways. The car is approximately 23 feet in length and weighs approximately 22,000 lbs. The Shotmaker Premier Plus. This is a modified Classic with a self-leveling center post. The center post is adaptable to Technocrane, Enlouva, Pegasus, and most other popular cranes in the industry. The Plus also offers a 200-amp AC generator. The Shotmaker Premier. The Company has modified some of its Classics by adding a crane arm. The non-collapsible two-man or remote crane arm on the Premier enables film crews to shoot action scenes while on the move from ground level to 21 feet in height. With the addition of the Company's "Video Turret", the Premier can be used for television productions, sporting events, parades and other functions for which a light crane arm vehicle is required. The Premier is approximately 22 feet in length and weighs approximately 15,000 lbs. The Shotmaker Classic. Each Classic built by the Company has an auxiliary camera platform that can be mounted on the front or sides of the Classic. These cars do not have a built-in crane arm, but a standard portable crane can be used on each vehicle. The Classic has three axles and air suspension for a smooth and steady ride. The Classics also have independent 170-200-amp AC generators. The Classic has a self- leveling suspension system that provides added stability. The Classic weighs approximately 11,000 lbs and is approximately 22 feet in length. The Shotmaker Standard. The Standard is a lightweight, two-axle insert car. The Standard has a front platform, top of cab platform, and numerous positions behind the cab for mounting cameras. Besides being a basic insert car, the Standard can be used for high speed running shots. Accessory Equipment. The Company rents accessory equipment, including tow dollies and process trailers. Tow dollies are used to tow a car with its front two wheels inches off the ground. Process trailers carry the entire car behind the Shotmaker Camera Car on a platform, which can be expanded up to fourteen feet wide. The Company has available a custom motorcycle towing device which can tow two motorcycles side by side. 5 CAMERA PLATFORMS INTERNATIONAL, INC. Shotmaker Dollies, Cranes and Accessories Major items of equipment in the Dollies and Cranes rental fleet include: 15 dollies (12 Super Panthers and 3 Mini Panthers); 12 Pegasus cranes; 9 jib arms (7 super Jibs and 2 Mini Jibs); 2 Akela Jr. cranes; 3 Enlouva cranes; approximately 150 feet of tubular dolly track. Dollies are mobile devices operating on tracks or wheels which proved a stable base for cameras to film. Cranes are used in the motion picture, television and commercial industries, both indoor and outdoors, to provide a base for cameras moving from ground level to heights of as much as 62 feet. 6 CAMERA PLATFORMS INTERNATIONAL, INC. Marketing, Competition, Intellectual Property and Awards Marketing. The Company's marketing efforts are primarily conducted by direct sales efforts and limited advertisements in trade publications. Competition. No other company currently owns a fleet of camera cars as large as the Company's. In recent years several small fleets of camera cars have emerged featuring AC electricity availability and greater generator power, which have affected the Company's rental revenues. Two firms, Chapman and J. L. Fisher, Inc. ("Fisher"), dominate the rental for dollies. Chapman and Fisher are both participants in the rental market for cranes, but no single competitor is dominant in crane rentals. There are also a number of smaller competitors, usually offering one or more specialized niche products. The former owners of the Akela crane have built a competitive crane called the Strada with essentially the same characteristics as the Akela Plus. The introduction and marketing of the Strada has been a significant factor in the reduction in Akela crane revenues. During the fourth quarter of 2004 and early 2005, the Company sold significant number of Enlouva and Akela cranes, some of which were sold into the regional rental market in which the Company operates. The Company no longer owns any Akela Sr. cranes. It is expected that these sales will result in additional competition for the Company's remaining crane inventory. Patents and Trademarks. The Company has registered THE SHOTMAKER, AKELA, and ENLOUVA as trademarks in the United States, Canada, and Japan. Panther GmbH, an unrelated company, holds all patents and trademarks on its Panther products. Awards. During 1997, the Company received the Society of Operating Cameramen's technical achievement award for its Elite camera car. The Company received a Scientific and Engineering Award in 1986 from the Academy of Motion Picture Arts & Sciences for the development of the Elite Camera Car. In 1991, the 7 CAMERA PLATFORMS INTERNATIONAL, INC. division was also honored with a Primetime Emmy Award from the Television Academy of Arts & Sciences for Outstanding Achievement in Engineering. The Super Panther dolly received the 1990 Scientific and Engineering Award from the Academy of Motion Picture Arts and Sciences. Employees. The Company had two full-time employees at March 10, 2005. The Company is not a party to any collective bargaining agreements and its employees are not represented by a labor union. Item 2 - Properties The Company's principal executive offices and place of business are located at 10909 Vanowen Street, North Hollywood, California 91605. The premises are leased and subleased from unaffiliated third parties for a gross rent of approximately $104,000 per year, including common area maintenance and utilities, property tax, and insurance. The Company's lease expires on December 31, 2007. Item 3 - Legal Proceedings The Company is involved in certain legal actions and claims arising in the ordinary course of business. It is the opinion of management, based on advice of legal counsel, that such litigation and claims will be resolved without material effect on the Company's financial position. Item 4 - Submission of Matters to a Vote of Security Holders No matters were submitted to a vote of security holders during the fourth quarter of fiscal 2004. PART II Item 5 - Market for Registrant's Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities The Company's common stock trades on the over-the-counter market under the symbol "CPFR". The table below sets forth the high and low bid prices for the Company's common stock. Bids represent inter-dealer prices, without retail mark-up, markdown or commissions, and may not represent actual transactions.

8 CAMERA PLATFORMS INTERNATIONAL, INC. As of March 10, 2005, there were approximately 1500 beneficial owners of 23,740,964 outstanding shares of the Company's common stock, held by approximately 504 shareholders of record. The Company has not paid a dividend on its common stock since inception. Item 6 - Selected Financial Data

9 CAMERA PLATFORMS INTERNATIONAL, INC. CONSOLIDATED SUMMARY OF QUARTERLY OPERATIONS (Unaudited)

10 CAMERA PLATFORMS INTERNATIONAL, INC. Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. This Annual Report on Form 10-K includes certain forward-looking statements based upon management's beliefs, as well as assumptions made by and data currently available to management. This information has been, or in the future, may be included in reliance on the "safe harbor" provision of the Private Securities Litigation Reform Act of 1995. These statements are subject to a number of risks and uncertainties including, but not limited to, the following: adverse developments with respect to the Company's liquidity or results of operations; the ability of the Company to obtain products and services and negotiate terms with vendors and service providers for current orders; the ability to develop, fund and execute an operating plan for the Company; the ability of the Company to attract and retain employees; competitive pressures from other camera car companies and grip equipment rental companies which may affect the nature and viability of the Company's business strategy; the ability of the Company to attract and retain customers; and the absence of an active public trading market for the Company's common stock. Actual results may differ materially from those anticipated in any such forward-looking statements. The Company undertakes no obligation to update or revise any forward-looking statements to reflect subsequent events or circumstances. Overview The Notes to the Financial Statements are an integral part of Management's Discussion and Analysis of Financial Condition and Results of Operations and should be read in conjunction herewith. CRITICAL ACCOUNTING POLICIES The Company reviews the accounting policies it uses in reporting its financial results on a regular basis. The preparation of these financial statements requires the Company to make estimates and judgments 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 those related to accounts receivable, property and equipment, rental assets, income taxes, contingencies and litigation. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. These estimates form the basis for the Company's judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Results may differ from these estimates if actual outcomes are different from the estimates on which the Company based its assumptions. These estimates and judgments are reviewed by management on an ongoing basis. The Company believes the following critical accounting policies affect its more significant judgments and estimates used in the preparation of the Consolidated Financial Statements of the Company. Revenue Recognition - The Company recognizes revenue over the related equipment rental period using prices that are negotiated at the time of rental. Allowance for Doubtful Accounts - the Company maintains allowances for doubtful accounts for estimated losses resulting from the inability or unwillingness of its customers to make required payments. If the financial condition of the Company's customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. Rental Asset Valuation Allowance - The Company established a rental asset valuation allowance when the assets were put in service to consider the excess cost over their estimated fair market value based upon expected future rental revenue. LIQUIDITY AND CAPITAL RESOURCES The Company has a $250,000 revolving line of credit from its secured lender DOOFF, LLC. The Company has been in material non-compliance with the terms of the loan, and its lender has indicated that no further funds will be advanced. The Company owed $194,000 under the revolving line as of December 31, 2004. In addition, the Company has failed to make interest payments totaling $467,000 to DOOFF, LLC. In the past, ongoing operations have not provided sufficient cash to meet the Company's ongoing obligations as they have become due. In 2005, the Company has reduced its workforce to two employees and has commensurately achieved reductions in its employee benefit expense, and rental and associated occupany expenses. Management believes that these cost reductions will allow the company to operate with positive cash flows with the lender's forbearance concerning payments due for interest and principal. In addition, the Company has sold some of its equipment in 2004, will attempt to liquidate more assets in 2005, and, with its lender's approval, use the proceeds to fund its operations. If sufficient funds are not available, the Company may be required to curtail or cease operations. STOCK OPTIONS On July 1, 2001, the Board of Directors adopted the 2001 Stock Option Plan to provide for the issuance of incentive stock options and nonqualified stock options as a means of attracting, motivating and retaining directors, officers and key employees and consultants of the Company. Concurrent with the adoption of the 2001 Stock Option, the Board of Directors authorized the issuance of options to purchase 300,000 shares of the Company's 11 CAMERA PLATFORMS INTERNATIONAL, INC. stock to each of the Company's five directors. The options were priced at $0.11, which was above the market price of the Company's stock at the date of issuance. Results of Operations 2004 versus 2003 Year-to-date During 2004, the Company's total revenues continued to decline, falling by approximately 9% to $644,000. A 6% increase in camera car rental income was far offset by the 44% decrease in dolly and crane rentals coupled with a 39% decrease in Akela crane rentals. Camera car rentals continued to account for the majority of the Company's rental revenues, up to 81% from 70% in 2003. During the fourth quarter of 2004, the Company sold significant numbers of Enlouva and Akela cranes. The proceeds were used to pay overdue interest and principal to its lender, and for working capital. The Company is re-focusing its marketing and technical efforts on its traditional camera car business. Costs of rentals decreased in all categories. The largest components of decrease were in payroll and rent expense. During 2004, the Company entered into a new lease agreement by which it reduced its space by approximatately 50%. Corporate expenses were down by $44,000, also primarily through reductions in rent and payroll. Fourth Quarter 2004 versus fourth quarter 2003 During the fourth quarter of 2004, dolly, crane and Akela revenues were down by 68%. Camera car rentals were down by 9%. There was a commensurate reduction in cost of rentals of 39% for the dolly, crane and Akela category, and a 22% decrease in camera car cost of rentals. The decrease were a result of lower payroll and reduced occcupany expenses, coupled with lower insurance expense. Corporate expenses declined by $14,000, due to reduced insurance, and rent, offset by higher tax and bad debt expenses. 2003 versus 2002 In 2003, revenues decreased by $79,000, or approximately 10%, as compared with 2002. $40,000 of this decrease is attributable to reduced rental days for the Company's dollies and standard cranes and camera cars. Camera car rentals decreased by 8% and Akela crane rentals increased by 5%. Dollies and standard cranes decreased by 24%. "Runaway production", that is, production moving outside the United States, continues to adversely affect the Company's rental operations. Cost of rentals decreased by 47% due primarily the reversal of a previously recorded valuation allowance on rental assets, which offsets the depreciation expense recorded for the period. The gross margin increased by 132%, to $111,000, also primarily due to depreciation expense being offset by the reversal of the previously recorded valuation allowance on rental assets. Selling, general and administrative expenses increased by $27,000, or approximately 11% as compared to 2002. The increase was primarily due to higher insurance premiums and increased rent. 2002 versus 2001 In 2002, revenues decreased by $134,000, or approximately 15%, as compared with 2001. The largest decrease, $52,000 is attributable to reduced rental days for the Company's Akela cranes. Beginning in 2001, the individuals from whom the Company acquired the Akela cranes have introduced and marketed for rental new cranes which compete directly with the Akela. In addition, continued "runaway production", that is, production moving outside the United States, has particularly affected the Company's Akela rentals. Although located throughout the United States, the cranes are difficult and expensive to move to a remote location for a single production usage. In addition to the reduced revenues from Akela crane rentals, dolly and standard crane rentals also declined by $35,000, or about 17%. Costs of rentals decreased by 3%, due primarily to lower depreciation expense. The gross negative margin decreased by 38% as primarily fixed costs were applied to a reduced revenue base. Selling, general and administrative expenses decreased by $46,000 from 2001, primarily due to reduced payroll. 12 CAMERA PLATFORMS INTERNATIONAL, INC. Impact of Inflation Inflation has not had a material impact on the Company's operations to date, and the Company believes it will not have a material effect on operations in the next twelve months. Foreign Currency Transactions All international sales are denominated and remitted in U.S. dollars, and all foreign transactions are settled within a short period of time. Accordingly, the Company does not anticipate that foreign currency fluctuations will have a material effect on operations in the next twelve months. 13 CAMERA PLATFORMS INTERNATIONAL, INC. Item 7A - Quantitative and Qualitative Disclosures About Market Risk The Company owns no financial instruments or other assets, nor has it entered into any contracts or commitments, which would expose it to market risks such as interest rate risk, foreign currency exchange rate risk or commodity price risk as required to be disclosed pursuant to Regulation S-K, Item 305, of the 1934 Securities Exchange Act, as amended. Item 8 - Financial Statements and Supplementary Data INDEX TO FINANCIAL STATEMENTS AND SCHEDULES

ALL OTHER SCHEDULES FOR WHICH PROVISION IS MADE IN THE APPLICABLE ACCOUNTING REGULATION OF THE SECURITIES AND EXCHANGE COMMISSION ARE NOT REQUIRED UNDER THE RELATED INSTRUCTIONS OR ARE INAPPLICABLE, AND THEREFORE HAVE BEEN OMITTED. 14 Report of Independent Registered Public Accounting Firm Board of Directors Camera Platforms International, Inc. We have audited the accompanying balance sheets of Camera Platforms International, Inc. (the "Company") as of December 31, 2004 and 2003, and the related statements of operations, shareholders' deficit and cash flows for the years ended December 31, 2004, 2003 and 2002. 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 audits. We conducted our audits 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. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Camera Platforms International, Inc. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years ended December 31, 2004, 2003 and 2002 in conformity with accounting principles generally accepted in the United States of America. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the financial statements, the Company has suffered recurring losses from operations, negative cash flows from operations, and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. Managment's plans with regard to these matters are also described in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. We have also audited the Schedules of Valuation and Qualifying Accounts for each of the three years in the period ended December 31, 2004. In our opinion, these schedules present fairly, in all material respects, the information required to be set forth therein. Rose, Snyder & Jacobs A Corporation of Certified Public Accountants Encino, California February 25, 2005, except for Note 11, for which the date is July 11, 2005 15 CAMERA PLATFORMS INTERNATIONAL, INC. BALANCE SHEETS December 31, 2004 and 2003

SEE INDEPENDENT AUDITORS' REPORT AND NOTES TO FINANCIAL STATEMENTS. CAMERA PLATFORMS INTERNATIONAL, INC. STATEMENTS OF OPERATIONS For the Years ended December 31, 2004, 2003 and 2002

SEE INDEPENDENT AUDITORS' REPORT AND NOTES TO FINANCIAL STATEMENTS. 17 CAMERA PLATFORMS INTERNATIONAL, INC. STATEMENTS OF CASH FLOWS For the Years ended December 31,

SEE INDEPENDENT AUDITORS' REPORT AND NOTES TO FINANCIAL STATEMENTS. 18 CAMERA PLATFORMS INTERNATIONAL, INC. STATEMENTS OF CASH FLOWS, continued For the Years ended December 31, 2004 2003 2002 FINANCING ACTIVITIES Proceeds from borrowings of long-term debt 112,000 219,000 51,000 Principal payments on long-term debt (178,000) (210,000) (28,000) Proceeds from sale of third party equipment -- 25,000 -- -------- -------- -------- Net cash provided (used) by financing activities (66,000) 34,000 23,000 Net increase (decrease) in cash 27,000 (1,000) (1,000) Cash at beginning of year 1,000 2,000 3,000 ------- ------- -------- Cash at end of year $28,000 $1,000 $2,000 Supplemental disclosure of cash flow information Cash paid during the year for: Interest $32,000 $18,000 $97,000 Income taxes $1,000 $1,000 $1,000

SEE INDEPENDENT AUDITORS' REPORT AND NOTES TO FINANCIAL STATEMENTS. 19 CAMERA PLATFORMS INTERNATIONAL, INC. STATEMENT OF SHAREHOLDERS' EQUITY For the Years ended December 31, 2004, 2003 and 2002

SEE INDEPENDENT AUDITORS' REPORT AND NOTES TO FINANCIAL STATEMENTS. 20 CAMERA PLATFORMS INTERNATIONAL, INC. NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2004 1. DESCRIPTION OF BUSINESS AND GOING CONCERN Camera Platforms International, Inc. ("CPI" or the "Company"), was organized in the state of Delaware in 1985 to engage in the business of leasing camera cars and other related equipment to motion picture and television production companies. The Company designs, manufactures, rents and leases a wide variety of production equipment to the film and video industries. The accompanying financial statements have been prepared on a going concern basis of accounting which contemplates continuity of operations, realization of assets, liabilities, and commitments in the normal course of business. The accompanying financial statements do not reflect any adjustments that might result if the Company is unable to continue as a going concern. The Company intenes to reduce its workforce and related employee benefit expenses, and occupany expense by subleasing portions of its premises. The Company's losses, negative cash flows from operations and its working capital deficit raise substantial doubt about the Company's ability to continue as a going concern and the appropriateness of using the going concern basis, which is dependent upon, among other things, an additional cash infusion. There is no assurance that additional cash will be provided or that cash flow from operations will be sufficient to meet the Company's obligations. DOOFF, LLC. the current lender, has indicated that it will no longer fund the Company. The Company has sold some of its equipment in 2004, and will liquidate more assets in 2005 in order to fund its operations. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Leasing Operations The Company's leasing operations consist of operating leases on a variety of equipment types, primarily camera cars, dollies and cranes, and other accessories. Under the operating lease method of accounting, the leased asset is recorded at cost and depreciated over its estimated useful life, using periods ranging from three to ten years. Rental payments are recognized as revenue as they become due under the terms of the operating lease agreements. Property and Equipment Property and equipment is stated at cost, less accumulated depreciation and amortization. Depreciation and amortization is generally determined using the straight-line method over the estimated useful life of the property and equipment, using periods ranging from three to ten years. Cash Equivalents The Company considers all highly liquid investments held at financial institutions with maturity dates of three months or less at the time of acquisition to be cash equivalents. See independent auditors' report 21 CAMERA PLATFORMS INTERNATIONAL, INC. NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2004 See independent auditors' report 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Per Share Data The Company has adopted Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings Per Share", which establishes new standards for computing and presenting basic and diluted earnings per share. Adoption of SFAS No. 128 does not have a material effect on the computation or presentation of per share data in the accompanying financial statements. The basic income (loss) per share is calculated based upon the weighted average number of common shares outstanding during each year. Diluted income (loss) per share is calculated based upon the weighted average of shares of common stock outstanding and shares that would have been outstanding assuming the issuance of common stock for all dilutive potential common stock outstanding. The Company's outstanding stock options have not been included in the calculation of the weighted average shares of common stock as they would have an antidilutive effect. Concentration of Credit Risk and Acccounts Receivable The Company's customers are principally engaged in the production of motion pictures or television programming, or are suppliers to such companies. Credit is extended based on an evaluation of the customer's financial condition. Receivables arising from the granting of credit under normal trade terms are generally due within 30 to 90 days and are generally not collateralized. From time to time, the Company grants extended terms, which are generally collateralized by a security interest in the products sold. Collections of accounts receivable have consistently been within management's expectations. The Company maintains an allowance for doubtful accounts for estimated losses that may arise if any of its customers are unable to make required payments. Management specifically analyzes the age of customer balances, historical bad debt experience, customer credit-worthiness, and changes in customer payment terms when making estimates of the uncollectability of the Company's trade accounts receivable balances. If the Company determines that the financial condition of any of its customers has deteriorated, whether due to customer-specific or general economic issues, increases in the allowance may be made. Accounts receivable are written of when all collection attempts have failed. Advertising Costs The Company expenses advertising costs over the period it benefits, generally 12 months. Advertising costs expensed totaled $7,000, $4,000, and $10,000 for the years ended December 31, 2004, 2003, and 2002, respectively, and were recorded as part of selling, general and administrative expenses. At December 31, 2004, 2003 and 2002 no advertising costs were capitalized. Equipment Leases The Company's leasing operations consist primarily of short-term rentals of camera cars, camera dollies and cranes. These rentals generally range from See independent auditors' report 22 CAMERA PLATFORMS INTERNATIONAL, INC. NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2004 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) one day to several weeks in duration, with occasional rentals of several months. None of the rentals are noncancelable leases, and no contingent rentals are included in the Company's statement of operations. Stock-Based Compensation The Company has adopted the disclosure-only provisions of SFAS No. 123, "Accounting for Stock-Based Compensation", amended by SFAS No. 148, but applies APB No. 25 and related interpretations in accounting for options granted under its plan. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements. The Company's management estimates the valuation for doubtful accounts, rental asset valuation allowance and the useful lives of property and equipment. Actual results could differ from those estimates and such differences could be material to the financial statements. New Accounting Standards In December 2004, the Financial Accounting Standards Board ("FASB") issued SFAS No. 123 (revised 2004) "Share-Based Payment" ("SFAS 123R") which is a revision of SFAS No. 123, "Accounting for Stock-Based Compensation." This statement eliminates the option of using the intrinsic value method of accounting for employee stock options (historically utilized by the Company), which generally resulted in the recognition of no compensation cost. The provisions of the SFAS No. 123R require the recognition of employee services received in exchange for awards of equity instruments based on the grant-date fair value of the awards as determined by option pricing models. The calculated compensation cost is recognized over the period that the employee is required to provide services per the conditions of the award. SFAS No. 123R is effective for the Company July 1, 2005. The adoption of this statement will not have a material impact on the Company's financial statements. In December 2003, the FASB issued SFAS No. 132 (revised December 2003) "Employers' Disclosures About Pensions and Other Post Retirement Benefits" ("SFAS No. 132"). This revised pronouncement retains the disclosure requirements of SFAS No. 132. Additionally, the pronouncement requires additional disclosures regarding the types of plan assets, investment strategy, measurement dates, plan obligations, cash flows and components of net periodic benefit cost recognized during interim periods for defined benefit pension plans and other defined benefit post retirement plans. The Company adopted this pronouncement effective December 31, 2003. Adoption did not have a material impact on the financial statements of the Company. In April 2003, the FASB issued SFAS No. 149, "Amendment of Statement 133 on Derivative Instruments and Hedging Activities" ("SFAS No. 149"). SFAS No. 149 amends and clarifies accounting for derivative instruments, including certain derivative instruments embedded in other contracts, and hedging activities under SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities" ("SFAS No. 133"). SFAS No. 149 clarifies the circumstances under which a contract with an initial net investment meets the characteristics of a derivative as discussed in SFAS No. 133. In addition, SFAS No. 149 clarifies when a derivative contains a financing component that warrants special reporting in the statement of cash flows. SFAS No. 149 is effective for contracts entered into or modified after June 30, 2003, and for hedging relationships designated after June 30, 2003. The adoption of this statement did not have a material effect on the Company's financial statements. In May 2003, the FASB issued SFAS No. 150, "Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity" ("SFAS No. 150"). SFAS No. 150 requires certain financial instruments that embody obligations of the issuer and have characteristics of both liabilities and equity to be classified as liabilities. The provisions of SFAS No. 150 were effective for financial instruments entered into or modified after May 31, 2003 and to all other instruments that exist as of the beginning of the first interim financial reporting period beginning after June 15, 2003. The Company did not have any financial instruments that met the provisions of SFAS No. 150; therefore, the adoption of this statement did not have a material effect on the Company's financial statements. 23 CAMERA PLATFORMS INTERNATIONAL, INC. NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2004 New Accounting Standards (Continued) In November 2004, the FASB issued SFAS No. 151, "Inventory Costs -- an amendment of ARB No. 43,Chapter 4"("SFAS No. 151") This statement clarifies the criteria of "abnormal amounts" of freight, handling costs, and spoilage that are required to be expensed as current period charges rather than deferred in inventory. In addition, this statement requires that allocation of fixed production overheads to the costs of conversion be based on the normal capacity of the production facilities. SFAS No. 151 is effective for the Company July 1, 2005. The adoption of this statement will not have a material impact on the Company's financial statements. In January 2003, the FASB issued Interpretation No. 46, "Consolidation of Variable Interest Entities" ("FIN 46"). FIN 46 requires unconsolidated variable interest entities to be consolidated by their primary beneficiaries if the entities do not effectively disperse the risks and rewards of ownership among their owners and other parties involved. The provisions of FIN 46 were applicable to all variable interest entities created after January 31, 2003 and variable interest entities in which an enterprise obtains an interest in after that date. For variable interest entities created before January 31, 2003, the provisions were effective December 31, 2003. The Company did not create or obtain any variable interest entities during 2003. The Company elected early adoption of the provisions of FIN 46 related to variable interest entities created prior to January 31, 2003 as of July 1, 2003. The adoption of this interpretation did not have a material effect on the Company's financial statements. In December 2003, the FASB issued a revision to FIN 46; however, it had no impact on the Company's adoption. In January 2004, FASB Staff Position ("FSP") No. 106-1, "Accounting and Disclosure Requirements Related to the Medicare Prescription Drug, Improvement and Modernization Act of 2003" ("FSP No. 106-1") was issued. Subsequently, FSP No. 106-2 was issued, which amends FSP No. 106-1 and discusses the recognition of the effects for the Medicare Prescription Drug, Improvement and Modernization Act of 2003 (the "Medicare Modernization Act") in the accounting for postretirement health care plans under SFAS No. 106, "Employers' Accounting for Postretirement Benefits Other Than Pensions," and in providing disclosures related to the plan required by SFAS No. 132. The adoption of this pronouncement did not have a material effect on the Company's financial statements. In December 2004, the FASB issued FSP 109-1, "Application of FASB Statement No. 109, Accounting for Income Taxes, to the Tax Deduction on Qualified Production Activities Provided by the American Jobs Creation Act of 2004 ("FSP 109-1")." The American Jobs Creation Act of 2004 (the "AJCA") provides for a tax relief for U.S. domestic manufacturers. FSP 109-1 states that tax benefit should be recorded in the year in which it can be taken in the Company's tax return rather than reflecting a deferred tax asset in the period the AJCA was enacted. FSP 109-1 was effective upon issuance. Adoption of FSP 109-1 will not have a material effect on the Company's financial statements. In December 2004, the FASB issued FSP 109-2, "Accounting Disclosures Guidance for the Foreign Earnings Repatriation Provision within the American Jobs Creation Act of 2004 ("FSP 109-2"). The Foreign Earnings Repatriation Provision Within the Act (the "Provision") provides a special limited-time dividends received deduction on the repatriation of certain foreign earnings to a U.S. taxpayer. FSP 109-2 states that a company should recognize the income tax effect related to the Provision when it decides on a plan for reinvestment or repatriation of foreign earnings. The Company does not expect that the adoption of this provision will have a material impact on its financial statements. The Company operates in a single business segment. The Company leases and rents equipment for the motion picture, television and theatrical production and music industries. 24 CAMERA PLATFORMS INTERNATIONAL, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2004 3. PROPERTY AND EQUIPMENT

During 2003, equipment on lease with an original cost of $309,000 and accumulated depreciation of $304,000 was stolen. The Company received $170,000 in insurance proceeds, realizing a gain of $165,000. Also during 2003, the Company disposed of fully depreciated property and equipment with an original cost of $1,083,000. No proceeds were received. During 2004, the Company sold equipment with original costs totalling $1,089,000 and accumulated depreciation of $1,067,000. The Company received $214,000 and recorded a gain of $177,000, after adjustments to the Company's valuation allowance. 4. NOTES PAYABLE - RELATED PARTY Notes payable - related party consists of (1) a $1,500,000 term loan, interest only payable monthly at 10% maturing June 2010, secured by all the assets of the Company and (2) a $250,000 revolving line of credit, interest only payable monthly at 10%, maturing June 2005 and also secured by all the assets of the Company. The balance outstanding on this line of credit was $193,000 and $234,000 at December 31, 2004 and 2003, respectively. These loans are with DOOFF, LLC. As of December 31, 2004, the Company was $467,000 in arrears in its interest payments to DOOFF, LLC. due under the terms of these loans. DOOFF, LLC has noticed the Company that it is in material default under the terms of the loan agreements, and that no further funds will be made available to the Company. One director and two principal shareholders of the Company are also principals of DOOFF, LLC. During 2004, the Company acted as a facilitator in selling equipment that belonged to a director of the Company. The sales proceeds of $25,000 were retained by the Company and were evidenced by a note payable bearing interest at 10%, which was due and paid in October 2004. See independent auditors' report 25 CAMERA PLATFORMS INTERNATIONAL, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2004 5. LITIGATION The Company is involved in certain legal actions and claims arising in the ordinary course of business. It is the opinion of management, based on advice of legal counsel, that such litigation and claims will be resolved without material effect on the Company's financial position. 6. INCOME TAXES The Company utilizes the liability method under SFAS No. 109 to account for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws expected to apply when the differences are expected to reverse. At December 31, 2004, the Company has net operating loss-carry forwards of approximately $25 million for federal tax purposes, which expire from 2006 to 2024. Because of statutory "ownership changes" the amount of net operating losses which may be utilized in future years are subject to significant annual limitations. The Company also has operating loss carryforwards of approximately $4 million for California tax purposes, which expire from 2005 to 2014. At December 31, 2004, total deferred tax assets, consisting principally of net operating loss carryforwards, amounted to approximately $8.7 million. For financial reporting purposes, a valuation allowance has been recognized in an amount equal to such deferred tax assets due to the uncertainly surrounding their ultimate realization. It represents an increase in the valuation allowance of $32,000 in 2004. The effective tax rate differs from the U.S. Federal statutory rate principally due to the valuation allowance recognized due to the uncertainty surrounding the ultimate realization of deferred tax assets. See independent auditors' report 26 CAMERA PLATFORMS INTERNATIONAL, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2004 7. COMMON STOCK AND STOCK OPTIONS

There are 1,500,000 options exercisable at December 31, 2004, and the weighted average remaining contractual life of the options outstanding is 3.5 years. 8. COMMITMENTS AND CONTINGENCIES Lease On January 16,2004, Company entered into a new lease of its premises. The lease expires December 31, 2007 and contains an option to extend the term for five additional years contingent upon (1) The lessor exercising its option to extend the master lease on the premisies beyond its current December 31, 2007 expiration and (2) that the Company notify the lessor in writing of its intention to renew prior to April , 2007 and (3) Argus Pacific, the lessor of space contiguous to that occupied by the Company, exercises its option to extend. The lease expense increases annually based on a cost of living index and the Company is also responsible for common area maintenance charges, utilities, property taxes and insurance. Rent expense with regard to this lease was approximately $104,000 in 2004. Commencing January, 2005 the Company entered into an agreement with DOOFF LLC, its secured lender by which DOOFF LLC occuppies approximately one-half of the space leased by the Company. The Company will be recording the amount due to it by DOOFF LLC under this agreement as a payment for past interest due. Future minimum rental payments for the balance of the lease term are as follows: Year ending December 31: 2005 $ 84,000 2006 $ 84,000 2007 $ 84,000 See independent auditors' report 27 CAMERA PLATFORMS INTERNATIONAL, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2004 9. SALES TO MAJOR CUSTOMERS AND GEOGRAPHIC AREAS No revenue derived from a single customer accounted for more than ten percent of total revenue during 2004, 2003, or 2002. No geographic area outside the United States accounted for more than ten percent of total revenue during the last three years. 10. FAIR VALUES OF FINANCIAL INSTRUMENTS Management has determined that the estimated fair value of the Company's financial instruments approximates the carrying amount of such financial instruments in all material respects as of December 31, 2004 and 2003. 11. RESTATEMENT AND CONTRIBUTED MANAGEMENT SERVICES The December 31, 2004 financial statements previously issued have been restated to reclassify the long-term portion of a note payable to a related party as a current liability, as the Company was in default in its interest payments on this note, and to reclassify a gain on sale of assets as part of operating income. The Company also recorded the contribution of services from and on behalf of the Chief Executive and Chief Financial Officers valued at $12,000, which was recorded as an expense and an increase to additional paid-in capital. This adjustment increased the loss by $12,000, but had no effect on the total assets, liabilities or stockholders' deficit. See independent auditors' report 28 CAMERA PLATFORMS INTERNATIONAL, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2004 SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS

See Independent Auditors' Report and Notes to the Consolidated Financial Statements 29 CAMERA PLATFORMS INTERNATIONAL, INC. Item 9 - Changes In and Disagreements with Accountants on Accounting or Financial Disclosure Not Applicable Item 9A. Controls and Procedures (a) Evaluation of Disclosure Controls and Procedures Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), as of December 31, 2004. Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures are effective in alerting them on a timely basis to material information relating to our Company required to be included in our reports filed or submitted under the Exchange Act. (b) Changes in Internal Controls There were no significant changes (including corrective actions with regard to significant deficiencies or material weaknesses) in our internal controls over financial reporting that occurred during the fourth quarter of fiscal 2004 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. PART III Item 10 - Directors and Executive Officers of the Registrant The Company's by-laws provide for a range of one to nine directors and allow the Board of Directors to set the exact number of authorized directors within that range. The current number of authorized directors established by the Board of Directors is five. Directors are elected at each Annual Meeting of Shareholders to serve thereafter until their successors have been duly elected and qualified. The following table provides certain information as of March 10, 2004 for each director and executive officer of the Company:

Martin Perellis has been a director since June 29, 2000. Mr. Perellis has been involved in the music and film industries for the past 30 years and is the founder and president of Consolidated Productions, Inc., a supplier of theatrical transportation, production and facilities services and of consulting services to a variety of domestic and international clients. Its current client roster includes Third Story Music and Akil Music. Mr. Perellis has also served in various executive capacities with personal management companies involved with such artists as Frank Zappa, Tom Waits, Captain Beefheart, Earth Wind and Fire, Martha and the Vandellas and the Jackson Five. William O. Fleischman has been a director since October 10, 1996. Mr. Fleischman, in his individual capacity or through W/F Investment Corp and its affiliates, has substantial experience investing in and managing companies. Mr. Fleischman is also an attorney officed in Century City. Rick Hicks has been a director since June 11, 1998. Mr. Hicks is an attorney at law and principal at the law firm of Hicks, Recasens and Berman. He has been an attorney since 1973. He has been a consultant and frequent investor in a number of operating companies and real estate projects. 30 CAMERA PLATFORMS INTERNATIONAL, INC. None of the officers or directors of the Company is related to any other officer or director of the Company. Officers are appointed by the Board of Directors and serve at the pleasure of the Board of Directors or until they resign. At present one officer of DOOFF, LLC, the Company's secured lender, and one officer of SAC, a principal shareholder of the Company, serve on the Company's Board of Directors. COMPLIANCE WITH SECTION 16(a) Section 16(a) of the Securities Exchange Act of 1934, as amended, requires the Company's executive officers and directors and persons who own more than 10% of a registered class of the Company's equity securities to file with the Securities and Exchange Commission initial statements of beneficial ownership, reports of changes in ownership and annual reports concerning their ownership of commons stock and other equity securities of the Company, on Forms 3, 4 and 5 respectively. Executive officers, directors and greater than 10% shareholders are required by Commission regulations to furnish the Company with copies of all Section 16(a) reports they file. To the best of the Company's knowledge (based solely upon a review of the Forms 3, 4, and 5 filed), no officer, director or 10% beneficial shareholder failed to file on a timely basis any reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended. Item 11 - Executive Compensation Compensation of Directors Concurrent with the adoption of the 2001 Stock Option, the Board of Directors authorized the issuance of options to purchase 300,000 shares of the Company's stock to each of the Company's five directors. The options were priced at $0.11, which was above the market price of the Company's stock at the date of issuance. The Directors of the Company received no other compensation. Compensation of Executive Officers No executive officer received any compensation for 2004. There were no options granted to any executive officer during 2004. 31 CAMERA PLATFORMS INTERNATIONAL, INC. Item 12 - Security Ownership of Certain Beneficial Owners and Management Security Ownership of Certain Beneficial Owners The following table sets forth information with respect to those persons known by the Company to own beneficially more than 5% of the Company's common stock as of March 10, 2005.

(1) Consists of (a) 5,934,054 share owned by the Wolas Family Limited Partnership. Mr. Wolas' children and a trust for the benefit of his grandchildren, and (b) 450,000 shares which would be issued upon the exercise of warrants issued to DOOFF LLC in the aggregate amount of 900,000 warrants (Mr. Wolas owns 50% of the membership interest in DOOFF LLC), and (c) 300,000 shares which would be issued upon the exercise of stock options issued to Mr. Wolas as a director of the Company. (2) Consists of (a) 5,934,054 shares owned by the Perellis 2000 Trust of which Mr. Perellis is a beneficiary, and (b) 450,000 shares which would be issued upon the exercise of warrants issued to DOOFF LLC in the aggregate amount of 900,000 warrants (Mr. Perellis owns 50% of the membership interest in DOOFF LLC), and (c) 300,000 shares which would be issued upon the exercise of stock options issued to Mr. Perellis as a director of the Company. (3) Consists of (a) 5,403,168 shares of the Company's common stock owned by SAC, of which Mr. Fleischman's minor child is the owner of 64% of the outstanding shares, and (b)300,000 shares which would be issued upon the exercise of stock options issued to Mr. Fleischman as a director of the Company. (4) Percentage is based on the shares of the Company's common stock which would be outstanding upon giving effect to the assumed exercise of the warrants and options referenced above. Security Ownership of Management The following table sets forth information with respect to shares of the Company's outstanding common stock which are owned beneficially by each director and nominee and the aggregate number of shares owned 32 CAMERA PLATFORMS INTERNATIONAL, INC. beneficially by all directors, nominees and officers as a group as of March 10, 2005.

(1) Consists of (a) 5,934,054 shares owned by the Perellis 2000 Trust of which Mr. Perellis is a beneficiary, and (b) 900,000 shares which would be issued upon the exercise of warrants issued to DOOFF LLC in the aggregate amount of 900,000 warrants (Mr. Perellis owns 50% of the membership interest in DOOFF LLC), and (c) 300,000 shares which would be issued upon the exercise of stock options issued to Mr. Perellis as a director of the Company. (2) Consists of (a) 5,403,168 shares of the Company's common stock owned by SAC, of which Mr. Fleischman's minor child is the owner of 64% of the outstanding shares, and (b)300,000 shares which would be issued upon the exercise of stock options issued to Mr. Fleischman as a director of the Company. (3) Percentage is based on the shares of the Company's common stock which would be outstanding upon giving effect to the assumed exercise of the warrants and options referenced above. Item 13 - Certain Relationships and Related Transactions A director of the Company, Mr. Martin Perellis, and a principal shareholder, Mr. Herbert Wolas, are principals of DOOFF LLC, the Company's secured lender. Item 14 - Principal Accountant Fees and Services (1) Audit Fees - The aggregate fees billed for each of the last two fiscal years for professional services rendered Rose, Snyder & Jacobs, the Company's principal accountant, for the audit of the Company's annual financial statements and review of the financials statements included in the Company's Form 10-Q are as follows:

(2) Audit-Related Fees - No other Audit-Related fees were billed in the last two fiscal years. (3) Tax Fees - Tax preparation fees were $2,575 in 2004 and $2,500 in 2003. (4) All Other Fees - No other fees were billed in the last two fiscal years. (5) Prior the engagement of Rose, Snyder & Jacobs as the Company's independent auditors, the Company's Board of Directors, acting as the Audit Committee, approved the engagement and determined that Rose, Snyder & Jacobs was qualified and independent in both fact and appearance. The Board of Directors conducted a review of fees and compensation arrangements, prior or current business relationships and other services performed by Rose, Snyder & Jacobs for the Company in making this determination. 33 CAMERA PLATFORMS INTERNATIONAL, INC. Item 15 - Exhibits, Financial Statement Schedules, and Reports on Form 8-K (a) The financial statements and financial statement schedules filed as part of this report are listed on the Index to Financial Statements and Schedules on page 16.

(1) Incorporated by reference to the Company's Form 10-K Annual Report for the year ended December 31, 1987. (2) Incorporated by reference to the Company's Form 10-K Annual Report for the year ended December 31, 1988. (3) Incorporated by reference to the Company's Form 10-K Annual Report for the year ended December 31, 1989. (4) Incorporated by reference to the Company's Registration Statement No. 33-37401 on Form S-8, filed on October 23, 1990. (5) Incorporated by reference to the Company's Form 10-K Annual Report for the year ended December 31, 2000. (b) Reports on Form 8-K The Company filed no reports on Form 8-K during the quarter ended December 31, 2004. (c) Exhibits All exhibits required by Item 601 of Regulation S-K have been filed. (d) Financial Statement Schedules All other financial statement schedules which are required by the regulations of the Securities and Exchange Commission are either inapplicable or are included as part of Item 8 herein. 34 CAMERA PLATFORMS INTERNATIONAL, INC. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Dated: July 8, 2005 CAMERA PLATFORMS INTERNATIONAL, INC By: S/Martin Perellis Martin Perellis Chairman of the Board, Chief Executive and Chief Financial Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following officers and directors of Camera Platforms International, Inc., on behalf of the Company, in the capacities and in the dates indicated. July 8, 2005 Chairman of the Board, Chief Executive and Chief Financial Officer By: S/Martin Perellis Martin Perellis July 8, 2005 Director By: S/William O. Fleischman William O. Fleischman July 8, 2005 Director By: S/Rick Hicks Rick Hicks

CAMERA PLATFORMS INTERNATIONAL INC 10-K/A